DRAFT RED HERRING PROSPECTUS Dated June 23, 2011 Please read Section 60B of the Companies Act, 1956

Book Building Issue

PCH Retail Limited
PCH Retail Ltd. was incorporated in Hyderabad, Andhra Pradesh on January 03, 2007 under the Companies Act, 1956 with the Registrar of Companies Andhra Pradesh. PCH Sales, PCH Associates, PCH Mobile Zone and PCH Business were taken over by PCH Retail Ltd. as going concern by way of Memorandum of Mutual Understanding dated March 04, 2007. The Company’s corporate identification number as allotted by the Registrar of Companies, Andhra Pradesh is U74999AP2007PLC052227. For further details, please refer chapter titled “History and Certain Corporate Matters” beginning on page 137 of the Draft Red Herring Prospectus.

Registered Office: 103-107, Maheswari Chambers, Somajiguda, Hyderabad – 500082, Andhra Pradesh, India, Tel: + 91-40-23317853/54; Fax: +91-40-23316310; Corporate Office: 8-2/269/4/3/D, 5 th floor, Road No.2, Banjara Hills, Hyderabad, Andhra Pradesh, India, Tel: + 91-40-49094909; Fax: + 91-40- 49094910 Company Secretary and Compliance Officer: Mr.Srinivasa Rao Kolagani Website: www.pchretail.com, Email: ipo@pchretailltd.com

PROMOTERS OF THE COMPANY : SARDAR BALVINDER SINGH AND MRS. BALJIT KAUR
PUBLIC ISSUE OF 1,68,27,000 EQUITY SHARES OF FACE VALUE OF H 10 EACH OF PCH RETAIL LIMITED (“PCH” OR “THE COMPANY” OR THE “ISSUER”) FOR CASH AT A PRICE OF H [ • ] PER EQUITY SHARE (ISSUE PRICE) INCLUDING A SHARE PREMIUM OF H [ • ] PER EQUITY SHARE AGGREGATING UP TO H [ • ] LAKHS (THE “ISSUE”). THE ISSUE INCLUDES PROMOTERS CONTRIBUTION OF UP TO 55,27,000 EQUITY SHARES OF H 10 EACH. THE ISSUE LESS PROMOTERS CONTRIBUTION IS REFERRED TO AS THE “NET ISSUE” TO THE PUBLIC AND THE NET ISSUE TO THE PUBLIC SHALL CONSTITUTE 1,13,00,000 EQUITY SHARES OF FACE VALUE OF H 10 EACH. THE ISSUE AND THE NET ISSUE SHALL CONSTITUTE 38.71% & 25.99% OF THE FULLY DILUTED POST-ISSUE PAID-UP CAPITAL OF THE COMPANY. THE FACE VALUE OF THE EQUITY SHARES IS H 10 EACH THE PRICE BAND AND THE MINIMUM BID LOT SIZE WILL BE DECIDED BY THE COMPANY IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGER AND ADVERTISED BY THE COMPANY AT LEAST 2 WORKING DAYS PRIOR TO THE BID/ISSUE OPENING DATE. In case of any revision in the Price Band, the Bidding Period shall be extended for three additional Working Days after such revision of the Price Band, subject to the Bidding Period not exceeding 10 Working Days. Any revision in the Price Band, and the revised Bidding Period, if applicable, shall be widely disseminated by notification to the National Stock Exchange of India Limited (the “NSE”) and the Bombay Stock Exchange Limited (the “BSE”), by issuing a press release and also by indicating the change on the websites of the Book Running Lead Manager and at the terminals of the other members of the Syndicate. The Issue is being made under sub-regulation (1) of Regulation 26 of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 and through the Book Building Process in accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 as amended (the “SEBI Regulations”) wherein up to 50% of the Net Issue will be allocated on a proportionate basis to Qualified Institutional Buyers (“QIBs”). Such number of Equity Shares representing 5% of the QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only. The remainder of the QIB Portion shall be available for allocation on a proportionate basis to QIBs including Mutual Funds, subject to valid Bids being received from them at or above the Issue Price. Further, not less than 15% of the Net Issue shall be available for allocation on a proportionate basis to Non Institutional Bidders and not less than 35% of the Net Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received from them at or above the Issue Price. All potential non-retail investors shall participate in this Issue through an Application Supported by Blocked Amount (“ASBA”) process. Retail investors participating in this issue may also utilise the ASBA process to submit their bids. For further details refer to the chapter titled “Issue Procedure” beginning on page 248 of the Draft Red Herring Prospectus.

RISKS IN RELATION TO FIRST ISSUE
This being the first public issue of Equity Shares of the Company, there has been no formal market for the Equity Shares of the Company. The face value of the Equity Shares is H10 each and the Floor Price is [• ] times of the face value and the Cap Price is [• ] times of the face value. The Issue Price (as determined and justified by the Company in consultation with Book Running Lead Manager (“BRLM”) as stated under the chapter titled “Basis of Issue Price” on page 63) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active and/ or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing.

GENERAL RISKS
Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Issue unless they can afford to take the risk of losing their investment. Investors are advised to read the ‘risk factors’ carefully before taking an investment decision in this Issue. For taking an investment decision, investors must rely on their own examination of the Company and the Issue, including the risks involved. The Equity Shares offered in the Issue have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”), nor does SEBI guarantee the accuracy or adequacy of the contents of this Draft Red Herring Prospectus. Specific attention of the investors is invited to the section titled “Risk Factors” beginning on page 11 of this Draft Red Herring Prospectus.

IPO GRADING
The Issue has been graded by [•] and has been assigned the “IPO Grade” [ •] indicating [ • ] fundamentals, through letter dated [• ]. The IPO grade is assigned on a five point scale from 1 to 5, with IPO grade 5/5 indicating strong fundamentals and IPO grade 1/5 indicating poor fundamentals. For more information on IPO grading, see the section titled “General Information” on page 34.

COMPANY’S ABSOLUTE RESPONSIBILITY
The Company, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Red Herring Prospectus contains all information with regard to the Issuer and this Issue, which is material in the context of this Issue, that the information contained in this Draft Red Herring Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Draft Red Herring Prospectus as a whole or any of such information or the expression of any such opinions or intentions, misleading, in any material respect.

LISTING
The Equity Shares offered through this Draft Red Herring Prospectus are proposed to be listed on the National Stock Exchange of India Limited (“NSE”) and the Bombay Stock Exchange Limited (“BSE”). The Company has received in-principle approvals from the NSE and the BSE for listing of the Equity Shares pursuant to their letters dated [ • ] and [ • ], respectively. For the purposes of this Issue, the Designated Stock Exchange shall be [ • ].

BOOK RUNNING LEAD MANAGER TO THE ISSUE

REGISTRAR TO THE ISSUE

BOB Capital Markets Limited
3 rd Floor, South Wing, UTI Tower, Gn Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400 051,India. Tel: +91-22-61389300, Fax: +91-22-66718535 Email: ipo.pch@bobcaps.in; Website: www.bobcaps.in Contact Person: Mr. Venkata Raveendra R / Mr. Aseem Srivastava SEBI registration No.: INM 000009926

Bigshare Services Pvt. Ltd. E-2 & 3, Ansa Industrial Estate Saki-Vihar Road, Sakinaka,Andheri (East), Mumbai - 400 072, India. Tel: +91-22-40430200, Fax: +91-22-28475207 E-mail: ipo@bigshareonline.com; Website: www.bigshareonline.com Contact Person: Mr. Ashok Shetty SEBI registration No.: INR000001385

BID / ISSUE PROGRAMME BID/ISSUE OPENS ON [•]
(1)

BID/ISSUE CLOSES ON [ • ] BID/ISSUE CLOSES ON FOR QIBs[ • ](1)

The Company may decide to close the Bidding/Issue Period for QIBs one day prior to the Bid/Issue Closing Date in accordance with the SEBI (ICDR) Regulations.

SECTION I

TABLE OF CONTENTS GENERAL INFORMATION DEFINITIONS AND ABBREVIATIONS PRESENTATION OF FINANCIAL INFORMATION AND USE OF MARKET DATA FORWARD LOOKING STATEMENTS RISK FACTORS RISK FACTORS INTRODUCTION SUMMARY OF INDUSTRY OVERVIEW SUMMARY OF BUSINESS OVERVIEW SUMMARY OF FINANCIAL INFORMATION THE ISSUE GENERAL INFORMATION CAPITAL STRUCTURE OBJECTS OF THE ISSUE BASIS OF ISSUE PRICE STATEMENT OF TAX BENEFITS ABOUT THE ISSUER COMPANY INDUSTRY OVERVIEW BUSINESS OVERVIEW KEY INDUSTRY REGULATIONS AND POLICIES HISTORY AND CERTAIN CORPORATE MATTERS OUR MANAGEMENT OUR PROMOTERS AND GROUP COMPANIES RELATED PARTY TRANSACTIONS DIVIDEND POLICY FINANCIAL STATEMENTS REPORT OF THE STATUTORY AUDITORS MANAGEMENT‟S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LEGAL AND REGULATORY INFORMATION OUTSTANDING LITIGATIONS AND MATERIAL DEVELOPMENTS GOVERNMENT/STATUTORY AND OTHER APPROVALS OTHER REGULATORY AND STATUTORY DISCLOSURES ISSUE RELATED INFORMATION TERMS OF THE ISSUE ISSUE STRUCTURE ISSUE PROCEDURE RESTRICTION ON FOREIGN OWNERSHIP OF INDIAN SECURITIES MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION OTHER INFORMATION MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION DECLARATION

II III

IV

V

Page No. 1 1 9 10 11 11 26 26 28 30 33 34 41 52 63 65 74 74 90 133 137 139 149 158 159 160 160 192 203 203 208 230 241 241 244 248 279 280 280 305 305 307

VI

VII VIII

IX X

SECTION I: GENERAL INFORMATION DEFINITIONS AND ABBREVIATIONS In this Draft Red Herring Prospectus, unless the context otherwise requires, the terms defined and abbreviations expanded herein below shall have the same meaning as stated in this Section. Term “PCH Retail”, “our Company”, “the Company”, “the Issuer Company”, “the Issuer”, “we”, “us” and “our” Promoter(s) Promoter Directors Our Promoter Group “you”, “your” or “yours” COMPANY RELATED TERMS Terms Articles / Articles of Association/AoA Auditor/Statutory Auditor Board/Board Board Director(s) of Description The articles of association of the Company, as amended. Description Unless the context otherwise requires, refers to PCH Retail Limited, a public limited company incorporated under the Companies Act, having its registered office at 103-107, Maheswari Chambers, Somajiguda, Hyderabad- 500082, India. Sardar Balvinder Singh and Mrs. Baljit Kaur Sardar Balvinder Singh and Mrs. Baljit Kaur Includes such persons and entities constituting our Promoter Group in terms of Regulation 2(zb) of the SEBI (ICDR) Regulations, 2009 Prospective investors in this Issue.

The statutory auditor of the Company, M/s. Karumanchi & Associates, Chartered Accountants Directors/our The board of directors of the Company, as constituted from time to time, or committees thereof. The director(s) of the Company, unless otherwise specified. Includes those companies, firms, ventures, etc. promoted by our Promoters, irrespective of whether such entities are covered under section 370 (1) (B) of the Companies Act, 1956 or not. Unless the context otherwise specifies, includes those entities mentioned in the chapter, “Our Promoter and Group Companies” on page 149 of the Draft Red Herring Prospectus. The memorandum of association of the Company, as amended from time to time. 103-107, Maheswari Chambers, Somajiguda, Hyderabad- 500082, India

Group Companies

Memorandum /Memorandum of Association/MoA Registered Company Office of the

ISSUE RELATED TERMS TERM Allot/Allotment/Allotted/ Allotment of Equity Shares Allottee ASBA/ Applications Supported by Blocked Amount ASBA Account DESCRIPTION Unless the context otherwise requires, means the allotment of Equity Shares pursuant to the Issue. A successful Bidder to whom the Equity Shares are allotted An application whether physical or electronic used by Bidders to make a Bid authorizing an SCSB to block the Bid Amount in their specified bank account maintained with the SCSB. An account maintained by the ASBA bidders with the SCSB and specified in the ASBA Bid cum Application Form for blocking the amount mentioned in the ASBA Bid cum Application Form The form, whether physical or electronic, used by a Bidder to make a Bid through ASBA process, which contains an authorisation to block the Bid Amount in an ASBA Account and will be considered as the application for Allotment for the purposes of the Red Herring Prospectus and the Prospectus Prospective investors in this Issue who Bid/ apply through the ASBA process. Pursuant to SEBI circular no. CIR/CFD/DIL/1/2011 dated April 29, 2011, nonretail Investors i.e. QIBs and Non-Institutional Investors participating in this Issue are required to mandatorily use the ASBA facility to submit their Bids. 1

ASBA Bid cum Application Form

ASBA Bidder

TERM ASBA Revision Form

Bid

Bid Amount

Bid/ Issue Closing Date

DESCRIPTION The form used by the ASBA Bidders to modify the quantity of Equity Shares or the Bid Amount in any of their ASBA Bid-cum-Application Forms or any previous ASBA Revision Form(s). An indication to make an offer, made during the Bidding Period by a prospective investor to subscribe to the Equity Shares at a price within the Price Band, including all revisions and modifications thereto. The highest value of the optional Bids indicated in the Bid-cum-Application Form or the ASBA Bid-cum- Application Form as the case may be in case of ASBA Bidders, the amount mentioned in the ASBA Bid cum- Application Form and payable by the Bidder on submission of the Bid for the Issue. The date after which the members of the Syndicate and SCSB (in case of ASBA Bidders) will not accept any Bids for this Issue, which shall be notified in a widely circulated English national newspaper, a Hindi national newspaper and a Telugu newspaper.

The Company in consultation with BRLM may decide to close the Bidding Period for QIBs one day prior to the Bid/Issue Closing Date in accordance with the SEBI (ICDR) Regulations. Bid/ Issue Opening Date The date on which the members of the Syndicate and SCSB (in case of ASBA Bidders) shall start accepting Bids for the Issue, which shall be the date notified in a widely circulated English national newspaper, a Hindi national newspaper and a Telugu newspaper. Bid/ Issue Period Period between the Bid/Issue Opening Date and the Bid/Issue Closing Date, inclusive of both days, during which prospective Bidders can submit their Bids, including any revisions thereof. Bid-cum-Application Form The form in terms of which the Bidder shall make an offer to subscribe to the Equity Shares of the Company and which will be considered as the application for allotment in terms of the Red Herring Prospectus and the Prospectus Bidder Any prospective investor who makes a Bid pursuant to the terms of the Red Herring Prospectus and the Bid-cum-Application Form or the ASBA Bid cumApplication Form (in case of an ASBA Bidder). BOB Capital Markets Limited/ BOB Capital Markets Limited, 3rd Floor, South Wing, UTI Tower, Gn Block, BOBCAPS Bandra Kurla Complex, Bandra East, Mumbai 400 051. Book Building Process Book building mechanism as provided under Schedule XI of the SEBI (ICDR) Regulations, in terms of which the Issue is made. BRLM/ Book Running Lead Book Running Lead Manager(s) to the Issue, in this case being BOB Capital Manager Markets Limited. BSE The Bombay Stock Exchange Limited. CAN/ Confirmation of Allocation Except in relation to the note or advice or intimation of allocation of Equity Shares Note sent to the Bidders who have been allocated Equity Shares after discovery of Issue Price in the Book Building Process. CDSL Controlling Branches Central Depository Services (India) Limited Such branches of the SCSBs which coordinate with the BRLM, the Registrar to the Issue and the Stock Exchanges and a list of which is available at http://www.sebi.gov.in/pmd/scsb.html The upper end of the Price Band, above which the Issue Price will not be finalized and above which no Bids will be accepted. The Issue Price finalised by the Company in consultation with the BRLM. Only Retail Individual Bidders who are applying for a maximum bid amount not exceeding `200,000 are entitled to Bid at the Cut-off Price, for a bid amount not exceeding `200,000. QIBs and Non Institutional Bidders are not entitled to Bid at the Cut-off Price. NSDL and CDSL. The Depositories Act, 1996, as amended. A depository registered with SEBI under the Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, as amended. A depository participant as defined under the Depositories Act 2

Cap Price Cut-off

Depositories Depositories Act Depository Depository Participant or DP

TERM Designated Branches

Designated Date

Designated Stock Exchange Draft Red Herring Prospectus or DRHP Eligible NRI

Equity Shares Escrow Account

Escrow Agreement

Escrow Collection Bank(s) FII

First Bidder Floor Price FCVIs

GIR Number Indian National Issue Issue Agreement Issue Price

Issue Proceeds Issue/ Bidding Period MICR Mutual Fund Portion

DESCRIPTION Such branches of the SCSBs which shall collect the ASBA Bid cum Application Form used by ASBA Bidders and a list of which is available on http://www.sebi.gov.in The date on which funds are transferred from the Escrow Account to the Public Issue Account or the amount blocked by the SCSB is transferred from the bank account of the ASBA Bidder to the Public Issue Account as the case may be after the Prospectus is filed with the Registrar of Companies Andhra Pradesh, Hyderabad, following which the Board of Directors shall allot Equity Shares to successful Bidders. In this case being the [●]. This Draft Red Herring Prospectus dated June 23, 2011 filed with SEBI and issued in accordance with the SEBI (ICDR) Regulations, which does not have complete particulars of the price at which the Equity Shares are offered and size of the Issue. NRIs from jurisdictions outside India where it is not unlawful to make an issue or invitation under the Issue and in relation to whom the Red Herring Prospectus constitutes an invitation to subscribe to the Equity Shares Allotted herein. Equity Shares of our Company of face value of `10 each unless otherwise specified in the context thereof. Account opened with Escrow Collection Bank(s) and in whose favour the Bidder (excluding the ASBA Bidders) will issue cheques or drafts in respect of the Bid Amount when submitting a Bid. Agreement to be entered into among the Company, the Registrar to this Issue, the Escrow Collection Banks, Syndicate Members and the BRLM in relation to the collection of the Bid Amounts and dispatch of the refunds (if any) of the amounts collected, to the Bidders (excluding the ASBA Bidders). The banks, which are registered with SEBI as Banker (s) to the Issue at which the Escrow Account for the Issue will be opened, in this case being [●]. Foreign Institutional Investors (as defined under the Securities and Exchange Board of India (Foreign Institutional Investors) Regulations, 1995, as amended) registered with SEBI. The Bidder whose name appears first in the Bid-cum-Application Form or Revision Form or the ASBA Bid cum Application Form or ASBA Revision Form. The lower end of the Price Band, below which the Issue Price will not be finalized and below which no Bids will be accepted. Foreign Venture Capital Investors (as defined under the Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, as amended) registered with SEBI. General Index Registry Number. A citizen of India as defined under the Indian Citizenship Act, 1955, as amended, who is not an NRI. The Issue of 1,68,17,000 Equity Shares of `10 each fully paid up at the Issue Price aggregating to ` [●] lakhs. Agreement dated June 11, 2011 entered into between the Company and the Book Running Lead Manager. The final price at which Equity Shares will be issued and allotted in terms of the Red Herring Prospectus or the Prospectus, as determined by the Company in consultation with the BRLM, on the Pricing Date. The proceeds of the Issue that is available to the Company. The period between the Bid / Issue Opening Date and the Bid/Issue Closing Date inclusive of both days and during which prospective Bidders can submit their Bids. Magnetic Ink Character Recognition. 5% of the QIB Portion i.e. up to 2,82,500 Equity Shares, available for allocation to Mutual Funds only, out of the QIB Portion, subject to valid bids being received from such Mutual Funds. Mutual funds registered with SEBI under the SEBI (Mutual Funds) Regulations, 1996, as amended from time to time. National Electronic Clearing System. The Issue of 1,13,00,000 Equity Shares of `10 each fully paid up at the Issue Price aggregating to `[●] lakhs. 3

Mutual Funds NECS Net Issue

TERM Non Institutional Bidders

Non Institutional Portion Non – Residents NRI or Non – Resident Indian

NSDL NSE OCB or Overseas Corporate Body

Offer Document Pay-in-Period Price Band

DESCRIPTION All Bidders that are not Qualified Institutional Buyers or Retail Individual Bidders and who have Bid for Equity Shares for an amount more than `2,00,000 (but not including NRI‟s other than eligible NRI‟s). The portion of the Issue being not less than 15% of the Net Issue consisting of 16,95,000 Equity Shares of `10 each available for allocation to Non-Institutional Bidders. All eligible Bidders that are persons resident outside India, as defined under FEMA, including eligible NRIs and FIIs. A person resident outside India, as defined under FEMA and who is a citizen of India or a person of Indian origin, such term as defined under the Foreign Exchange Management (Deposit) Regulations, 2000, as amended. National Securities Depository Limited The National Stock Exchange of India Limited A company, partnership, society or other corporate body owned directly or indirectly to the extent of at least 60% by NRIs including overseas trusts, in which not less than 60% of beneficial interest is irrevocably held by NRIs directly or indirectly and which was in existence on October 3, 2003 and immediately before such date had taken benefits under the general permission granted to OCBs under the FEMA. OCBs are not permitted to invest in the Issue. Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus The period commencing on the Bid/Issue Opening Date and extending until the Bid/Issue Closing Date; The price band of a minimum price (“Floor Price”) of `[●] and the maximum price (“Cap Price”) of `[●] and includes revisions thereof. The price band will be decided by our Company in consultation with the Book Running Lead Managers and advertised in an English newspaper, Hindi newspaper and Telugu newspaper with wide circulation at least two (2) Working Days prior to the Bid/Issue Opening Date. The date on which the Company in consultation with the BRLM finalizes the Issue Price. The Prospectus, to be filed with the Registrar of Companies; Andhra Pradesh, Hyderabad in accordance with section 60 of the Act, containing, inter alia, the Issue Price that is determined at the end of the Book Building Process, the size of the Issue and certain other information. Account opened with the Banker(s) to the Issue to receive monies pursuant to Section 73 of the Companies Act from the Escrow Account for the Issue on the Designated Date. i. Mutual funds, venture capital funds, or foreign venture capital investors registered with the SEBI; ii. FIIs and their sub-accounts registered with the SEBI, other than a subaccount which is a foreign corporate or foreign individual; iii. Public financial institutions as defined in Section 4A of the Companies Act; iv. Scheduled commercial banks; v. Multilateral and bilateral development financial institutions; vi. State industrial development corporations; vii. Insurance companies registered with the Insurance Regulatory and Development Authority; viii. Provident funds with minimum corpus of `2,500 Lakhs; ix. Pension funds with minimum corpus of `2,500 Lakhs; x. National Investment Fund set up by resolution F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India; and xi. Insurance funds set up and managed by the army, navy, or air force of the Union of India. xii. Insurance funds set up and managed by the Department of Posts, India The portion of the Issue being up to 56,50,000 Equity Shares of `10 each, being upto 50% of the Net Issue to the public to be allotted to QIBs. The Red Herring Prospectus issued in accordance with Section 60B of the 4

Pricing Date Prospectus

Public Issue Account

Qualified Institutional Buyers or QIBs

QIB Portion Red Herring Prospectus/RHP

Underwriting Agreement The Agreement among the Underwriters and the Company to be entered into on or after the Pricing Date. as amended) registered with SEBI. including blocking of funds in bank accounts. 1994. ROC The Registrar of Companies. (ii) Post Bid/ Issue closing date and till the listing of Equity Shares Issued: All days other than a Sunday or a public holiday And on which commercial banks in Mumbai are open for business.All days except Sunday 5 . [●] Bigshare Services Private Limited. which does not have complete particulars on the price at which the Equity Shares are offered and size of this Issue. Syndicate Member(s) [●] Transaction Registration Slip/ The slip or document issued by the Syndicate Members or an SCSB (only on TRS demand) to the Bidders as proof of registration of the Bid. Working Days Unless the context otherwise requires: (i) Till the Bid/ Issue closing date: All days other than a Saturday. RTGS Real Time Gross Settlement SCRA The Securities Contracts (Regulation) Act. if any. 2007. VCFs Venture Capital Funds (as defined under the Securities and Exchange Board of India (Venture Capital Fund) Regulations. Underwriters The BRLM and the Syndicate Member. 2010 and certain other financial information as more fully described in the Auditors‟ report for such years and period included in the Draft Red Herring Prospects Resident Retail Individual A Retail Individual Investor who is a person resident in India as defined in Foreign Investor Exchange Management Act.sebi. 2009 and 2010 and for the period ended December 31. Restated summary statements of assets and liabilities of the Company as at March 31. 1956. being not less than 35% of the Net Issue. Hyderabad at least three days before the opening of this Issue. Retail Individual Bidders Individual Bidders (including HUFs applying through their Karta and eligible NRIs) who have Bid for an amount less than or equal to `200. and offer the Self Certified Syndicate Bank services of ASBA. It carries the same obligations as are applicable in case of a Prospectus and will be filed with the Registrar of Companies Andhra Pradesh. 2007. Andhra Pradesh.000 in any of the bidding options in this Issue. SCRR The Securities Contracts (Regulation) Rules. 2010 profit and loss statement and cash flows of the company for each of the year ended March 31. of the whole or part of the Bid Amount to Bidders shall be made.55. Sunday or a public holiday. Syndicate Agreement The agreement to be entered into between the Company and the members of the Syndicate. 1999.in/pmd/scsb. as amended.html Stock Exchanges Bombay Stock Exchange Limited and the National Stock Exchange of India Limited. from which refunds. 1996.000 Equity Shares of `10 each. as amended. Hyderabad. in relation to the collection of Bids in this Issue. 1957. 2008. The banks which are registered with SEBI under the Securities and Exchange Board of India (Bankers to an Issue) Regulations. Revision Form The form used by the Bidders excluding ASBA Bidders. to modify the quantity of Equity Shares or the Bid price in any of their Bid-cum-Application Forms or any previous Revision Form(s).gov. available for allocation to Retail Individual Bidder(s).TERM Refund Account Refund Bankers Registrar/ Registrar to this Issue Restated Summary Statements DESCRIPTION Companies Act. 2008. as amended. Retail Portion The portion of the Issue being not less than 39. after pricing and allocation. 2009 and 2010 and as at December 31. Hyderabad. are recognized as (SCSB) such by the SEBI and a list of which is available at http://www. It will become a Prospectus after filing with the Registrar of Companies Andhra Pradesh. The account opened with Escrow Collection Bank(s). Syndicate The BRLM and the Syndicate Members.

1985. IT Act The Income Tax Act. as amended from time to time and the regulations framed thereunder. Employee Stock Option Plan. ABBREVIATION OF GENERAL TERMS Terms A/C CAGR CAM CD EBITDA EGM FBT FDI GAAP GDP Government/ GOI FY HNI HUF IDC MoU NRE Account NRO Account p. Gross Domestic Product. Fringe Benefit Tax. Depreciation and Amortisation. 1992. The Government of India. Financial Year High Net-worth Individual. SEBI Securities and Exchange Board of India. Employee Share Purchase Scheme. Application supported by blocked amount. RBI The Reserve Bank of India. Tax. Compounded Annual Growth Rate. 1999. Financial Year/ Fiscal/ FY The twelve months ended March 31 of that particular year. Directors of the Company from time to time unless otherwise specified. Net worth The aggregate of the paid up share capital. Foreign Direct Investment. Department of Industrial Policy & Promotion. Insider Trading Regulations SEBI (Prohibition of Insider Trading) Regulations. NAV/ Net Asset Value Net worth as at the end of the year divided by number of Equity Shares outstanding at the end of the year. SEBI Act Securities and Exchange Board of India Act 1992. Foreign Currency Non Resident Account. Annual General Meeting. Directors Identification Number. and reserves and surplus (excluding revaluation reserve) as reduced by the aggregate of miscellaneous expenditure (to the extent not adjusted or written off) and the debit balance of the profit and loss account. Corporate Identification Number.a. Foreign Exchange Management Act. Interest During Construction Memorandum of Understanding Non Resident External Account. as amended from time to time except as stated otherwise. Hindu Undivided Family. Generally Accepted Accounting Principles. Accounting Standards as issued by the Institute of Chartered Accountants of India. Extraordinary General Meeting. 2009 as Regulations amended from time to time. 6 . SEBI (ICDR) Regulations/ SEBI SEBI (Issue of Capital and Disclosure Requirements) Regulations. SICA Sick Industrial Companies Act. Earnings Per Share. Non Resident Ordinary Account.CONVENTIONAL/ GENERAL TERMS Terms Act/ Companies Act/ the Act AGM AS ASBA CIN DIN DIPP Directors or Board of Directors DP ID EPS ESOP ESPS FCNR Account FEMA Description The Companies Act. per annum. Common Area Maintenance Convertible Debenture Earnings before Interest. as amended from time to time. Depository Participants Identity. Description Account. 1961. share premium account. 1956 and amendments thereto.

INDUSTRY / BUSINESS RELATED TERMS Terms A. TAN UK US. 1997. Profit After Tax.C. United States of America. Mt. as amended from time to time. State Bank of India State Bank of Hyderabad Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations.Terms P/E Ratio PAN PAT PBT PIO RBI Rs. Square Feet. Tax Deduction Account Number./INR/` RoNW SBI SBH SEBI Takeover Regulations SLM Sq. Permanent Account Number. Return on Net worth. Ft. B2B B2C CAGR CEAMA CMCR CSO CTV Cygnus DTH DVD FDI FICCI FMCG GDP GRDI India Retail Report 2011 IRIS ITC LCD LED MBO MENA MNC MPCE NCAER NSSO OPEX PC PFCE POS SIA SKU TEV TV Description Air Conditioner Business to Business Business to Customer Compounded Annual Growth Rate Consumer Electronics and Appliances Manufacturers Association Centre for Macro Consumer Research Central Statistical Organization Colour Television Cygnus Business Consulting and Research Private Limited Direct To Home Digital Versatile Disk Foreign Direct Investment Federation of Indian Chambers of Commerce and Industry Fast Moving Consumer Goods Gross Domestic Product Global Retail Development Index India Retail Report 2011 published by Images Multimedia Private Limited International Research Institutes Indian Tobacco Corporation Liquid Crystal Display Light Emitting Diode Multi Brand Outlets Middle East and North Africa Multi National Corporation Monthly Per Capita Consumption Expenditure National Council of Applied Economic Research National Sample Survey Organisation Operational Expenditure Personal Computer Private Final Consumption Expenditure Point of Sale Secretariat for Industrial Assistance Stock Keeping Units Techno Economic Viability Television 7 . Profit Before Tax. Written Down Value. USA USD/US$ WDV Description Price/ Earning Ratio. Sq. Square Meter. The United Kingdom of Great Britain and Northern Ireland. United States Dollar. Persons of Indian Origin. The Reserve Bank of India Indian Rupees. Straight Line Method.

Terms VCD WC WCBF Notwithstanding the foregoing: a. Description Video Compact Disk Working Capital Working Capital Bank Finance In the chapter titled “Financial Statements” on page 160 of this Draft Red Herring Prospectus. defined terms have the meaning given to such terms in the Articles of Association of the Company. 8 . In the section titled “Main Provisions of the Articles of Association” on page 280 of this Draft Red Herring Prospectus. defined terms shall have the meaning given to such terms in that chapter. b.

Industry and Market Data Unless stated otherwise. the extent to which the market data presented in the Draft Red Herring Prospectus is meaningful depends on the reader‟s familiarity with and understanding of the methodologies used in compiling such data.S. and you should consult your own advisors regarding such differences and their impact on the financial data. The Company has not attempted to quantify those differences or their impact on the financial data included herein. are to the fiscal ended March 31 of a particular year. all references to “India” in the Draft Red Herring Prospectus are to the Republic of India. In the DRHP. All numbers in this document have been prescribed in lakhs or in whole numbers where the numbers have been too small to present in lakhs. Indian GAAP. Although the Company believes the industry data used in this Draft Red Herring Prospectus is reliable. the Companies Act and the SEBI (ICDR) Regulations on the financial disclosures presented in the Draft Red Herring Prospectus should accordingly be limited. fiscal 2010). Unless otherwise specified or if the context otherwise requires. the financial information used in this Draft Red Herring Prospectus is derived from the Company‟s restated financial statements prepared in accordance with Indian GAAP and the Companies Act and in accordance with SEBI (ICDR) Regulations. Unless stated otherwise.‟ or „`’ or INR are to Indian Rupees.. International Financial Reporting Standards (“IFRS”) and U. have not been verified by any independent source. There are no standard data gathering methodologies in the Industry in which we conduct our business. Industry publications generally state that the information contained in those publications has been obtained from sources believed to be reliable but that their accuracy and completeness are not guaranteed and their reliability cannot be assured.g. included in the DRHP. Currency of Presentation All references to „Rupees‟ or „Rs. There are significant differences between Indian GAAP. GAAP. Any reliance by persons not familiar with Indian accounting practices. any discrepancies in any table between the total and the sum of the amounts listed are due to roundingoff. the official currency of the Republic of India. internal Company reports. Some numbers are also presented in crores wherever they have been taken from a third party source. it has not been independently verified. Similarly. the degree to which the Indian GAAP restated summary statements included in the Draft Red Herring Prospectus will provide meaningful information is entirely dependent on the reader‟s level of familiarity with Indian accounting practices. Indian GAAP. and methodologies and assumptions may vary widely among different industry sources 9 . while believed to be reliable.PRESENTATION OF FINANCIAL INFORMATION AND USE OF MARKET DATA FINANCIAL DATA Unless stated otherwise. Accordingly. the Companies Act and the SEBI (ICDR) Regulations. industry data used in this Draft Red Herring Prospectus has been obtained from industry publications and internal Company reports. references herein to a fiscal (e. Company‟s fiscal commences on April 01 and ends on March 31 of a particular year. Further.

90 and 192 of this Draft Red Herring Prospectus respectively. and to successfully launch and implement various projects and business plans for which funds are being raised through this Issue. certain market risk disclosures are only estimates and could be materially different from what actually occurs in the future. regional and national and international economies. Changes in political and social conditions in India or in other countries that we may enter. In accordance with SEBI requirements. 10 . “plan”. “estimate”. Our ability to attract and retain qualified personnel. “will continue”. By their nature. see the chapters titled “Risk Factors” “Business Overview” and “Management‟s Discussion and Analysis of Financial Conditions and Results of Operations” beginning on pages 11. Fluctuations in operating costs. “future”. even if the underlying assumptions do not come to fruition. among others:     General economic and business conditions in the markets in which we operate and in the local. “intend”. seasonal hiring patterns and the time required to train and productively utilize new employees. “is likely to result”. “expect”. “goal”. the monetary and interest rate policies of India and other countries. Neither we nor the Book Running Lead Manager. “objective”. “seek to”. Changes in laws and regulations relating to the industries in which we operate. unanticipated turbulence in interest rates. Increased competition in these industries. “project”. actual future gains or losses could materially differ from those that have been estimated. “believe”. All forward-looking statements are subject to risks. uncertainties and assumptions about us that could cause actual results to differ materially from those contemplated by the relevant forward-looking statement. “contemplate”. equity prices or other rates or prices. “aim”. “anticipate”. Our inability to enter into financing arrangement to meet short term and long term capital requirements.FORWARD-LOOKING STATEMENTS We have included statements in this Draft Red Herring Prospectus which contain words or phrases such as “will”. “will pursue” and similar expressions or variations of such expressions. nor any of its respective affiliates have any obligation to update or otherwise revise any statements reflecting circumstances arising after the date hereof or to reflect the occurrence of underlying events. The Company‟s ability to successfully implement the growth strategy and expansion plans. that are “forward-looking statements”. we and the Book Running Lead Manager will ensure that investors in India are informed of material developments until such time as the grant of listing and trading permission by the Stock Exchanges. The effect of wage pressures. Unanticipated variations in the duration. “should”. deflation.       For a further discussion of factors that could cause our actual results to differ. inflation. As a result. Important factors that could cause actual results to differ materially from the expectations include. size and scope of the projects.

not presently known to the Company or that we currently deem immaterial may also impair the Company‟s business operations. Additional risks. The following factors have been considered for determining the materiality. including merits and risks involved. before making an investment in our Equity Shares. Prospective investors should pay particular attention to the fact that the Company is incorporated under the laws of India and is subject to a legal and regulatory environment that may differ in certain respects from that of other countries. our Business and our Industry 1. 3. We have certain cases pertaining to civil. our business. including the chapters titled “Business Overview”. You should carefully consider all the information in the Draft Red Herring Prospectus. together with all other financial information contained in the Draft Red Herring Prospectus. The Company‟s actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors. 160 and 192 respectively of the Draft Red Herring Prospectus. These cases are pending at different levels of adjudication before various courts. Any adverse decision may render us liable to liabilities/penalties and may adversely affect our business. Some risks may have an impact. including the risks and uncertainties described below. 2. Some risks may not be material individually but may be material when considered collectively. 1. prospective investors must rely on their own examination of the Company and the terms of the Issue. results of operations. INTERNAL RISK FACTORS Risks related to the Company. the Company and the Equity Shares. There are pending arbitration proceedings against our Director 11 . we are not in a position to specify or quantify the financial or other implications of any of the risks mentioned herein. results of operations and financial condition could suffer. To obtain a better understanding of our business. the industry in which the Company operates. See “Forward-Looking Statements” on page 10 of the Draft Red Herring Prospectus.SECTION II: RISK FACTORS RISK FACTORS An investment in Equity Shares involves a high degree of risk. the financial data in this chapter is derived from our audited restated financial statements prepared in accordance with Indian GAAP and restated in accordance with SEBI (ICDR) Regulations. criminal and statutory legal proceedings and claims incidental thereto against us and our director. including the considerations described below and elsewhere in the Draft Red Herring Prospectus. The risks described below are relevant to the country. and the price of the Equity Shares and the value of your investment in the Equity Shares could decline. The Draft Red Herring Prospectus also contains forward-looking statements that involve risk and uncertainties. There are legal proceedings currently outstanding involving the Company and our director. Materiality The risk factors have been determined on basis of their materiality. you should read this chapter in conjunction with other chapters of the Draft Red Herring Prospectus. We have also received notices from The Assistant Labour Officer and The Regional Provident Fund Commissioner pertaining to penalty implications on the Company. The numbering of the risk factors has been done to facilitate ease of reading and reference and does not in any manner indicate the importance of one risk over another. In making an investment decision. If anyone or some combination of the following risks were to occur. Some risks may not be material at present but may have a material impact in the future. “Financial Statements” and “Management’s Discussion and Analysis on Financial Condition and Results of Operations” on pages 90. which is qualitative though not quantitative. The risks and uncertainties described below together with the other information contained in the Draft Red Herring Prospectus should be carefully considered before making an investment decision in our Equity Shares. There are legal proceedings currently outstanding involving the Company and its Director Sardar Balvinder Singh. Unless otherwise stated in the relevant risk factors set forth below. Unless otherwise stated.

175. 3. etc. the Company had negative cash flows in December 31.139/- For further details on the outstanding litigations pertaining to the Company please refer to chapter titled “Outstanding Litigations and Material Developments” beginning on page 203 of the Draft Red Herring Prospectus.42) (3. Sardar Balvinder Singh is given in the following table: Nature of Litigation Cases filed against the Company Civil Litigation Criminal Litigation Statutory Litigation Total Cases filed against our Directors Civil Litigation Notice issued by the Company Civil Litigation Number of Cases 2 1 1 4 Amounts 76. We have availed secured loans from 15 lenders including 11 banks and 4 body corporates.37) Investing Activities Net (Decrease)/ Increase in (68. However.22) (844. thereby adversely affecting our growth plans. As per our restated Financial Statements.00) (4.898/- 5 58.104.323/- 1 2. There cannot be any assurance that Company Law Board will grant approval as requested for compounding the non-compliances on the part of the Company as prayed for and in such case the Company may be liable to pay penalty as may be levied by the said authority. 2010. As of date. thereby adversely affecting our growth plans.82) Cash & Cash Equivalents 12 . However.Sardar Balvinder Singh. In accordance with terms of sanctions of these loans. FY 2009.259. 2007 to June 24. We have applied for NOCs from all the lenders and lenders are in the process of issuing NOCs. Any adverse decision may render us liable to increased liabilities/penalties and may adversely affect our business. 2010 Net Cash from/ (used in) (799. we are required to and have accordingly applied for a No Objection Certificate (NOC) from all our lenders.76) (1. from time to time in the ordinary course of business.70) (1. FY 2010.338.20) Operating Activities Net Cash (used in)/ from (2. As per section 383A of the Companies Act. the Company is required to appoint a whole-time company secretary.60) (2.01.67. 4. 1956.577. we will not be able to go ahead with the Issue.11. Any negative cash flow in the future could affect our operations and results of operations.298/600/10. we have received NOCs from only 5 banks and 1 body corporate. In the event of non-receipt of these NOCs.70) (503. 2010 to December 14. The Company had negative cash flows in all fiscals.91) (7.000/76. Non-compliance with the relevant provisions of the Companies Act in relation to appointment of a whole-time company secretary during the period March 4. we are yet to receive NOCs from some of our lenders and in the event of non-receipt of these NOCs. FY 2008 and FY 2007 as under: (` in lakhs) Period ended FY 2010 FY 2009 FY 2008 FY 2007 Particulars December 31. 2010 and from October 16. because of procedural delays. A summary of these legal and other proceedings involving the Company and our Director.938. 2. but could not comply with the same for above mentioned periods.12) (64. We have availed secured loans from various banks and body corporates. 2010 may attract penalties payable by the Company. the Company has made a suo-motu application for compounding of the offence before the Company Law Board under section 621A of the Companies Act.23. results of operations and profitability of the Company. we will not be able to go ahead with the Issue.14.242.

In the event that any of these amounts that we have not 13 . and promoters. pursuant to the Issue. Baljit Kaur are also Promoter-Directors of our Group Companies. we may incur penalties and this would adversely affect the Company‟s operations. Our Promoter and one of our Directors have interests in the Company other than normal remuneration or reimbursement of expenses incurred or benefits. Our Promoters and one of our Directors i. There may be a potential conflict of interest as the objects and business activities of these Companies are similar or complementary to that of the Company. see the chapters. as of December 31. held by them. that may be subscribed by or allotted to the companies. 5.Any negative cash flow in the future could affect our operations and financial conditions. For more details. We require trade licenses and labour licenses for operation of 110 outlets and 11 warehouses. thereby affecting our business. Nature of Application Trade Licenses New Applications Applications for Renewal Labour Licenses New Applications Payments made but awaiting issue of New Licenses Payments made but awaiting issue of renewed Licenses No. in a timely manner or at all. 6.e Mr. were `40. “Capital Structure”. Trades. Trades. business and results of operations. PCH Corporation Private Limited. For further details please refer to “Annexure III – Statement of Cash flows. There can be no assurance that we shall be able to obtain above mentioned trade and labour licenses and registrations. 1975. Callings and Employments Act. 1992 and Maharashtra State Tax on Professions.94 lakhs. financial condition and results of operations. However. we have filed following applications for obtaining as well as renewal of trade & labour licenses. All of the Directors may also be deemed to be interested to the extent of any dividend payable to them and other distributions in respect of the Equity Shares of the Company. 2010. PCH Retail Solutions Private Limited. or renewals thereof. 139 and 187 respectively of the Draft Red Herring Prospectus. members. Our contingent liabilities that have not been provided for could affect our financial condition. PCH Global Services Private Limited. if any. PCH Telecom (India) Private Limited. We may face a potential conflict of interest as the Company and Group Companies have similar main object of carrying on retail operations of consumer durables. Our promoters Sardar Balvinder Singh and Mrs. 7. There are certain approvals and licenses which are required to be obtained in the ordinary course of business. any deficiency in the quality of products provided by these companies in future through their outlets may adversely affect our brand image as they shall operate under the same or similar name. in which they are interested as directors. brand image and financial condition and our results of operations. of Outlets 23 24 10 9 1 Warehouses 7 1 4 5 - We have also not obtained registration under the Tamil Nadu State Tax on Professions. We require certain statutory and regulatory approvals. If we fail to obtain some or all of these approvals or licenses. registrations and permissions to operate our business. “Our Management” and “Related Party Transactions” beginning on pages 41. 8. Our Directors may also be regarded as interested in the Equity Shares. Iyer Rangarajan are interested in the Company to the extent of their shareholding in the Company. Our total contingent liabilities that have not been provided for and as disclosed in our restated financial statements. as Restated. These Companies have been incorporated with similar objects as that of the Company. Callings and Employments Act. We are yet to receive certain approvals and licenses. We have been able to obtain and renew licenses for many of them. from the restated financial statements” forming part of the section titled “Financial Statements” beginning on pages 160 of the Draft Red Herring Prospectus. PCH Impex Private Limited. Further. PCH Lifestyle Private Limited. Any non-issuance or non-renewal of the said approvals and licenses would adversely affect the Company’s operations. licenses.

Sardar Balvinder Singh is the major driving force for the entire business on whom we rely for the management of our day to day operations including our business strategy and growth plans.94 Our dependence on our Promoter and Managing Director. impede a merger. independent or a Monitoring Agency. Further. approving mergers. our Promoters will collectively hold approximately 53.provided for become due. including interim use. Although we plan to continue to expand our scale of operations through organic growth. consolidation. such as lending and investment policies. approving our annual budgets. 13. We face tough competition from international markets which may have an adverse affect on our business and results of operation. including our overall strategic and investment decisions. acquisitions and disposals of our assets or businesses. visual gaming devices. such growth strategy will place significant demands on our management. under a separate head in our financial statements specifying the purpose for which such proceeds have been utilized or otherwise disclose as per the disclosure requirements of our listing agreements with the Stock Exchanges and in particular Clause 49 of the listing agreement. financial and internal controls and more importantly adhere to quality and high standards that meet customer expectations. or discourage a potential acquirer from obtaining control of the Company even if it is in the best interests of the Company. capital expenditure and dividend policy. This control could also delay. 38. our Board and/or Audit committee authorized in this behalf will monitor the utilization of the proceeds of the Issue. in turn. Our contingent liabilities not provided for as of December 31. determining our issuance of new securities. impact our financial condition and adversely affect our results of operations. The utilisation of the Issue proceeds will not be monitored by any external. financial and other resources. cameras and technical appliances have a huge organized market comprising of new as well as established brands 14 .43 % of the fully diluted post-Issue equity capital. We will disclose the details of the utilisation of the Issue proceeds. our financial condition and results of operations may be adversely affected. revenue budgets. Sardar Balvinder Singh will have a negative impact on the performance of the Company in the absence of his continued services. While our promoters. by controlling the election of our Directors and. defer or prevent a change in control of the Company. After the completion of the Issue.93 40. determining the timing and amount of any dividend payments. 10. either in terms of income or profit. 2010 included the following: (` in lakhs) Particulars For the Period ended 31-Dec-10 Rent Claims Income tax Total 9. etc. cooking appliances. 12. takeover or other business combination involving the Company. 11. Consumer durables like mobile phones. deciding on increases or decreases in our share capital. Our future performance will be affected by the absence of continued services of Sardar Balvinder Singh. A principal component of our strategy is to continue growing by expanding the size and geographical scope of our business. it is possible that they may not do so and further. may exercise substantial control over us and may have the power to elect and remove a majority of our Directors and/or determine the outcome of proposals for corporate action requiring approval of our Board of Directors or shareholders. Any inability on our part to manage such growth could disrupt our business prospects. We may continue to be controlled by our Promoters following the Issue and our other shareholders may not be able to affect the outcome of shareholder voting. It will require us to continuously develop and improve our operational.01 2. Our Promoter and Managing Director. Consequently. there could be a possibility that we may not grow at a rate comparable to our growth rate in the past. and amending our articles of association. However. which would monitor the utilization of our Issue proceeds. Our Promoters will be able to influence our major policy decisions. audio & video systems. There will be no external. Our inability to manage our growth could disrupt our business and reduce our profitability. being Directors of the Company are required to act in the best interests of the Company. our Promoters. independent or a Monitoring Agency but through our Board of Directors. indirectly controlling the selection of our senior management. the interests of our promoters may conflict with the interests of our other shareholders and may make decisions that materially adversely affect your investment in the Equity Shares.

which could encourage them to consider a wider variety of opportunities. The technological advancement along with introduction of new products in the developed countries is unquestionable. Stiff competition from a variety of competitors in the organized and un-organised sectors adversely impacts our result of operations and profitability.e. etc. Consumer preferences for such new proudcts are on a constant rise as prospective consumers are being offered such products at reasonable and affordable rates. our financial condition and results of operations will be adversely affected. As a result of such cutthroat competition. establish more relationships and more quickly build their market share. service. If we are not able to compete effectively with these competitors.in the United States of America and other parts of the world. may change consumption patterns. In order to protect our existing market share or seize future market share. We may face severe competition from emerging players and also those who have established a dominant position in the market. There are several strategies adopted by our competitors to increase their market share i. This increased competition by both traditional and new players may affect our margins. This may affect our business opportunities in the market. Due to inherent risks in the marketplace associated with advertising and new product and service introductions. Additionally. marketing and other resources and greater experience in our lines of business than us. 15 . including uncertainties about consumer response. 16. 14. while. Our strategic focus on opportunities in consumption-led sectors in India may not be successful. Pricing is one of the factors that plays an important role in our client‟s selection of our products. Foreign investment and interest rate fluctuations could also impact the growth of the consumption-led sectors. new product and service introductions among others. price reductions. which will force us to adopt a similar path thereby affecting our business and results of operations. and adverse developments in these sectors could materially affect our financial performance. our target consumers may be limited to that extent or may even be reduced to a considerable extent over a period of time. through advertising. the recent growth of income levels in India has been due to the general growth of the economy and may not be sustainable in the future. providing greater incentives to the consumers. certain of our competitors may have greater risk appetites or different risk assessment policies than ours. We also expect to face competition from other participants in consumption-led sectors in sourcing and securing business opportunities. pricing promotion. we may face direct competition from the international players. Our business strategy is focused on consumption-led sectors in India. We are market participants of the sector which is in transition mode from unorganized to organized and associated actions like increasing spend on brand promotions. increased expenditure may not prove successful in maintaining or enhancing our market share and could result in lower profitability. purchase of goods through relatives and friends who are outside the country etc.This competition may affect our business opportunities in the domestic market. as well as newly emerging domestic companies entering the Indian consumption-led sectors. International companies. we may be required to increase expenditure on advertising and promotions and may also have to introduce new products and consumer related services. We operate in a highly competitive market and face stiff competition from players operating both in organized and un-organized sectors at the same time. if that is done it may adversely impact on our market share and profit ability. Consumption-led industries are also predominantly dependent on the rise in household income levels. In addition. quality of services and other benefits. if the policy of the Government of India regarding foreign participation in the retail sector is liberalized allowing them to open retail outlets in India. We also face competition from other sources such as sale of goods over the internet. We have many competitors that claim to offer better price. Some of our competitors are substantially larger and have considerably greater financing resources and may have a lower cost of funds and many have access to funding sources that may not available to us. The performance of these sectors is sensitive to changes in consumer spending habits and preferences and our success depends on our ability to anticipate and respond to these changing consumer trends. We operate in a highly competitive market where there are substantially larger competitors having greater financial strength and many small competitors. 15. this may enable them to secure better opportunities than us with a lower price. Our competitors may also be equipped with certain factors such as greater technical. we may not be able to meet the expectation of the consumers or we may not be able to hold a prevailing position in the market over and above our competitors.

Though the Company is not dependent on the outflow of a single type of product. the Company‟s results of operations and financial condition may be adversely affected. credit receivables. or if there are significant increases in the cost of these products. 20. We have availed these loans from various Banks and other institutions and these loans are secured by way of mortgage and/or hypothecation of properties owned by the Company. The failure to maintain a timely and adequate supply of products could have an adverse effect on the ongoing business of our Company. 18. the same may adversely impact our result of operations. results of operations. change in financial year. This can have an adverse implication on our revenue generation and growth prospects. we are subject to the usual and customary restrictive covenants in agreements that we have entered into with banks. which may be available with us. Any failure to provide or any deficiency in after sale services may tarnish our reputation. After sales service for various appliances is provided by personnel hired and trained by the respective companies offering their brands. the Company has not entered into any formal long-term agreements or arrangements with any of its suppliers. We may not stock products of all the brands at our outlets and demand for product of a particular brand. but if demand of even a single product decreases. book debts. Further. Our Company is not strictly dependent on the outflow of a single type of product. For further details. not available with us may compel a customer who has high loyalty for that brand to move to our competitor.732 lakhs secured loans as on December 31. issue of further capital. the sales and the profitability of the Company will be adversely affected. if these suppliers and manufacturers are unable to procure the required level of inventories because of any change in the policy or any change in the arrangement between these supplier and the manufacturers and/or any failure on the part of the suppliers or the original manufacturers to maintain a high level of quality of the products could adversely affect the Company‟s reputation and revenue generation. In case we are not able to pay our dues in time. We have little or no control over the quality and consistency of after sales service provided by such personnel. As industry practice. Our Company being in the retail business relies on the quality of the products provided by the suppliers and manufacturers which is further dependent on the manufacturing capabilities of the original manufacturer. please refer to Annexure VIII of section titled “Financial Statements” on page 160 of the Draft Red Herring Prospectus.17. current assets movables. If the timely and adequate supply is not made available to the Company on acceptable commercial terms. 2010. etc. Our image and reputation in the market are dependant on the quality and quantum of products sourced from the suppliers and the manufacturers and any failure on their part to maintain quality and adequate supply would adversely affect our reputation. like obtaining prior approval for undertaking any merger or demerger. We are required to obtain the approval/consent of the lenders under our financing arrangements before undertaking any significant corporate actions as mentioned above. Further. by any client. If the consumers 16 . Our indebtedness and the conditions and restrictions imposed by our financing and other agreements could adversely affect our ability to conduct our business and operations. financial condition could adversely be affected. such unsatisfied customer may not return to us even to purchase other products. Arrangements for such supplies vary depending on different schemes offered by different brands. declaration of dividend. 22. Our Company being in the retail business needs to ensure continuous supply of the different products being offered under the different brands. Further. stock. Demand of the products from brand loyal consumers and non-availability of the same at our outlets may adversely affect our results of operation and profitability. however sudden fall in the demand for that specific product may adversely affect the sales and profitability of the Company. The quality and consistency of after sales service cannot be guaranteed as technical support is provided by personnel hired by different companies offering their products thereby adversely affecting the reputation of our products. and personal guarantee given by the of promoters. The time required to secure consents may hinder us from taking advantage of a dynamic market environment and thereby our business. 21. 19. We have an aggregate outstanding of around `21. any substantial expansion and making investments. collateral properties by the promoters. There can be no assurance that the lenders will grant the required consents in a timely manner or at all.

when there is demand for a particular product from the customers which is not available with the company. For more details of the Phases please refer to the chapter “Objects of the Issue” on page 52 of the Draft Red Herring Prospectus. the Company places the required order with the supplier/manufacturer Any failure on the part of the suppliers to deliver the product on time may adversely affect the reputation and brand name of the Company and this may result into loss of revenue of the Company. need and usage for the product. Phase I and II are appraised by SBI and Phase III is based on TEV study done by Cygnus and any increase or decrease in project cost may adversely affect our business and results of operations. Various factors such as demand for the product. Therefore the monetary and other specified targets that the Company has set to achieve for that specified product are not fulfilled and the Company may not make profits over the specified product. Risks based on Objects of the Issue 27. We propose to expand our business to various parts of the country. The goods that we are selling are branded goods manufactured by other companies. 25. Risk of reliance on the brand. We may face a problem of non availability of place of our choice for hoarding for the advertisements. increased expenditure may not prove successful in maintaining or enhancing our market share and may therefore affect our results of operations. 17 . Pressing need for making expenditure on advertisements and the promotional activities and this may not prove successful in maintaining or enhancing market share thereby adversely affecting our results of operations. better products replacing the existing product etc.e. We are required to advertise our brand so as to attract customers and increase sales and profitability. purchasing power of the people of the state. Our funding requirements and the deployment of the proceeds of the Issue are divided into three phase and are based on TEVstudy done by Cygnus and Phase I and II are appraised by SBI and any increase or decrease in project cost may adversely affect our business and results of operations. we have our outlets in four states i. for reasons such as other preferred choices in the market. 24. size and several other factors. The estimated costs towards rents and deposits for the lease/license arrangements for our outlets and the cost towards holding the inventory may vary based on location. This may result in the rescheduling of our project expenditure programs or relocations of some of the projected outlets and an increase or decrease in our proposed expenditure for a particular object may adversely affect our results of operations. We have issued purchase orders to various advertisers for making the requisites hoardings at all the places where the outlets are located and at centrally located places. Tamil Nadu. the Company will have no choice but to stop purchasing that specific product from the suppliers. reputation. and this may adversely affect our brand name and popularity. So any damage to the brand. Further. 26. Our ability to deliver the products to customers is largely dependent on the efficiency of the suppliers to make available the products on time. location of the outlet vary from state to state and from time to time. reputation and intellectual property of such other companies may adversely affect our business and may lead to loss of revenue. The Company usually buys inventories for display purposes in its retail outlets and maintains an inventory of a product mix based on market feedback to ensure timely delivery to prospective customers. The results of operations of the Company are dependent on the performance of our outlets in each state. there are inherent risks associated with advertising and uncertainties about customer response. Presently. Our funding requirements and the deployment of the proceeds of the Issue are divided into three phases. in Andhra Pradesh. The retail outlets situated in various States perform drastically different from each other.decrease or discontinue to buy a product. These factors may adversely affect the profitability of our Company. The nonperformance of outlets situated in a single state can drastically affect the sales and profitability of the Company. loss of usage of the product. 23. project cost may change from time to time and consequently our funding requirements may also change. Sometimes. intellectual property and technology provided by third parties and any damage to them would adversely affect our business and results of operations. hence there will be no sale and the profitability of the Company over that specified product.. Karnataka and Maharashtra. In view of the highly competitive nature of the industry in which we operate.

For this purpose we are required to obtain additional premises. The Company intends to use the funds raised from the Issue towards setting up of new Multi Brand Outlets.28. enhance our competitiveness and otherwise support our business goals and objectives. For further details please refer to the chapter titled “Objects of the Issue” beginning on page 52 of the Draft Red Herring Prospectus. we propose to set up outlets in states other than the existing states in which we are doing business. Failure to do so could have a material adverse impact on the Company’s results of operations and financial condition. We use our intellectual property to promote and protect the goodwill of our brand. If the Company is unable to find locations at the time and place that it desires. space in the form of 100 additional MBOs ( areas and number of outlets may differ according to actual availability of suitable place ) in various states in order to make our presence felt all over India. However. This trade mark has been registered for the sale of electronic goods in the state of Andhra Pradesh only. There can be a delay in the schedule of setup of additional outlets for which the funds are being raised in the Issue. we have applied for 8 trademarks under various classes for registration. ownership and management of retail business in these regions and the customer preferences in such areas. We are required to obtain locations that shall attract the most number of customers for us to be able to generate profits. as it may not be able to find locations that it believes will be necessary for implementing its expansion plans. Our business could be adversely affected if we fail to protect and obtain our intellectual property rights. Our registered trade mark "PCH" is registered on November 30. We have made 8 18 . we may be exposed to risks which may arise due to lack of familiarity with the development. 31. for which funds are being raised from the Issue. government approvals. we cannot guarantee that balance 85 additional outlets will be rolled out in the fiscal year 2012 and first quarter of 2013. This may affect our financial condition and results of operation. If we fail to mobilize resources as per our plans. resources. We only have one registered trade mark in the name of the Company. II and III cities across India. 2006 under class 35 of the Trade Marks Act. 32. Our business might be affected due to our inability to protect our existing and future intellectual property rights. For the purpose of expansion we are required to find suitable location to open and operate the additional outlets. man power. This may adversely affect our growth plan and results of operations. For the success of our business it is very essential that we identify the best possible location at a competitive cost. We have only one registered trade mark and that is only registered for the sale of electronic goods in the state of Andhra Pradesh. If we fail to procure the required infrastructure. our growth and thereby results of operations would be adversely affected. Normally. our growth plans may be adversely affected. inventories and all other necessities that are required to fulfill our expansion programme. the same may have a material adverse impact on its results of operations and financial condition. In alliance to our Object of the Issue. We may also face challenge in view of our lack of understanding/ economic conditions and culture of these areas. 29. We have not identified any alternate source of funding and hence any failure or delay on our part to raise funds from the Issue or any shortfall in the issue proceeds may delay the implementation schedule and could adversely affect our growth plans. If we are not able to manage the risk of such expansion it could have a material adverse affect on our operations and the growth of the Company. We plan to expand in Tier I. 2016. there is a lead time involved in setup of an outlet that may extend up to 4-6 weeks after the planning phase. We have expansion plans of adding 100 additional outlets during the fiscal year 2012. We have not identified any alternate source of financing the ‘Objects of the Issue’. 1999 and will expire on October 31. though we have identified location for 15 outlets and have spent substantial amounts towards the Objects of the Issue there can be a possibility of us delaying the schedule of rollout of the proposed outlets. which involves finalisation of the location. knowledge of consumer preferences. We plan to add 9. ft. Taking into account that we propose to expand into different states all over India. 30. If we are not able to identify a suitable location within the time and place that we desire or at all and considering the time schedule required for rollout. As on the date of the Draft Red Herring Prospectus. There can be no assurance that the Company will be able to expand and grow at the rate at which it may desire to.50 lakhs sq. We will not be able to protect our trademark against any sort of infringement in states in which we are operating other than the state of Andhra Pradesh.

2010 we have changed this practice and have been using "PCH Let‟s Celebrate Life!" as the Logo. Such disputes may lead to unforeseen liability on the Company. We believe that our success depends largely on the ability to offer to the consumer the best quality of consumer durables at the most competitive rates with attractive incentives. We do not own 108 of our outlets and 11 warehouses. reputation and business. Our image and reputation and thereby business may be adversely affected if we are unable to register our Logo. 1957. Any non-compliance by us with the terms of the said agreements may result in the termination of the agreements and may render our investments towards setting up and operating such premises as futile. 2010 under various classes of the Trade Marks Act. In the event of any dispute between the employees and the Company. we are unable to obtain registrations in respect of the logo. There is no assurance that we will be able to comply with the requirements as may be contained in the agreements of lease or the leave and license agreements as the case may be. Our business and financial performance could be adversely affected if we are unable to maintain or improve our brand image. 1999. our business and operations may get adversely affected. 36. Tamil Nadu. 1999. However. to obtain a No Objection Certificate (NOC) for registering the above logo under the Indian Copyright Act. If. There can be no assurance that the pending application will be decided in favour of the Company. We have been using our registered trademark PCH as our logo. Any delay or refusal to register these trademarks could adversely affect our image and reputation. 35. We are retailing the consumer goods under the umbrella brand name of “PCH” through a network of 110 MBOs. we have applied for registration the same. 1957. 19 . Since October 9. These premises have been acquired by the Company on lease/ leave and license basis on different terms and conditions. we have made an application to the trade mark registry on February 21. Such infringement will hamper our business and adversely affect our results of operations. 2011. Also there can be no assurance that the Licensors/Owner or Lessors/Tenant will not terminate these agreements. We have also applied for registeration of the Logo under the Copyright Act. then statutory protection may not be available to us which would adversely affect our imapge. In this case there could be a possibility that we may not be able to retain these premises. While we believe that we enjoy good relations with our employees. There cannot be any assurance that all the pending applications will be decided in favour of the Company. Out of 110 retail outlets 108 retail outlets and 11 warehouses are not on ownership basis but taken on contractual agreement basis. However. The Logo of the Company is not registered. We have also made application for registering the Logo of the Company as artistic work under the Indian Copyright Act. For more details please refer to the paragraph titled “Intellectual Property” beginning on page 132 of the Draft Red Herring Prospectus. which would have a material adverse effect on conducting our business and our commercial operations. we may not be able to continue to meet everchaning consumer demands in the future. there can be no assurance that this may continue in future. Karnataka and Maharashtra. Our brand “PCH” has significantly contributed to the success of our business in the state of Andhra Pradesh. These retail outlets and warehouses are taken on a long lease wherein some contractual agreements do not have a renewal options. 33. For further details on all of our leased premises please refer to paragraph titled “Properties” on page 100 of the Draft Red Herring Prospectus. The non renewal of lease or any deficiency in the title/ ownership rights/ development rights of the owners may impede the operation of our outlets and thereby adversely affect our business and results of operations. For this purpose. If any of our trademarks are not registered it can allow any person to use a deceptively similar mark and market its product which could be similar to our products. There can be no assurance that our brands will be effective in attracting and growing our customer base. Also some of these agreements do not have a renewal provision.applications to the trade mark registry for registering the brand name and the logo of the Company "PCH Let‟s Celebrate Life!" under various classes of The Trade Marks Act. the above Logo is not registered and we have applied for the registration of this Logo on November 29. Success of our day to day operations depends largely on good relations with our employees and any dispute between our employees and the Company may adversely affect our business and results of operations. 34. However.

our insurance policies may not provide adequate coverage in certain circumstances and are subject to certain deductibles. entered into transactions with related parties that include entities forming part of our Promoter Group. Dec 31.29 47. Though we have a key man insurance policy for one of our promoters.35 1882.44 5413. burglary. Agreements for our retail outlets and warehouses are not registered and may not be adequately stamped.87 27. We have in the past entered into related party transactions and may continue to do so in the future. cash. etc. 38. we are not covered by business interruption policy.50 2 Transactions with Relatives of Promoters NIL NIL 223. The loss of any of the members of our senior management or other key personnel may adversely affect our business and results of operations. Interruption of our business operations for any reasons including on account of any natural calamities etc. 2010 and for last four financial years ending March 31. exclusions and limits on coverage. we may suffer a disruption in our operations which could have an adverse effect on our business. There can not be any assurance that we would be able to continue to use all such properties or be able to enforce our rights under such agreements.54 2299.22 1909.17 Controlled by Promoters / Relatives TOTAL 6902. We operate from leased premises which will expire on April 30. and we may not be able to retain such senior management personnel or attract and retain new senior management personnel in the future. 2008 and 2007 for is as follows: (` lakhs) Sr Particulars For the period /Year Ended . March 31.56 NIL NIL 3 Transactions with Enterprise Owned or 6808. which may impair our operations and adversely affect our financial condition. earthquake. The lease agreements are renewable on mutual consent upon payment of such rates as stated in these agreements. Our success depends upon our ability to retain the Key Management and other managerial personnel and the loss of any of the members of our senior management or other key personnel may adversely affect our business and results of operations We are dependent on our key management and managerial personnel for setting our strategic direction and managing our business.41 106. or that the insurer will not disclaim coverage as to any future claim. We have a corporate insurance policy covering shopkeeper‟s insurance standard fire. Our insurance cover may be inadequate to fully protect us from all losses which in turn would adversely affect our financial condition and results of operations. There can be no assurance that such transactions. 2010. 2009. in the course of our business.37. will not have an adverse effect on our financial condition and results of operations We have. 2012.85 5697. If any of the owners of these premises do not renew the agreements under which we occupy the premises or renew such agreements on terms and conditions that are unfavorable to us. 40. individually or in the aggregate.67 20 . Our registered office premises are not owned by us. glass breakage and public liability. 41. 39. please refer page 100 of the Draft Red Herring Prospectus.41 60. we may not enforce our rights under these agreements which may impair our operations at all outlets. Further. No 2010 2010 2009 2008 2007 1 Transactions with Promoters 93.93 9178. However. We do not own the premises of our registered office.69 2251. There can be no assurance that the terms of our insurance policies will be adequate to cover any damage or loss suffered by us or that such coverage will continue to be available on reasonable terms or will be available in sufficient amounts to cover one or more large claims.34 9284. The cumulative figure of related party transactions for the the period ended December 31. financial conditions and results of operations.For further details of insurance policies. All our lease and leave and license agreements are not registered and hence. and our future performance will be dependent upon the continued services of these persons. Competition for senior management and experienced personnel in our industry is intense. we do not maintain key man life insurance for any others members of senior members of our management team or other key personnel. may have a material and adverse impact on our business operations and profitability.

will not have an adverse effect on our financial condition and results of operations. changes in the estimates of our performance or recommendations by financial analysts. in some cases significantly. The Indian stock exchanges have also experienced problems that have affected the market price and liquidity of the securities of Indian companies. We cannot assure you that the Equity Shares will be credited to investors‟ demat accounts. the performance of our competitors. please refer to Annexure XII forming part of the section titled “Financial Statements” on page 160 of the Draft Red Herring Prospectus. changing perceptions in the market about participation in these sectors. 21 . accounts with depository participants in India are expected to be credited within two working days of the date on which the basis of allotment is approved by the stock exchange. disputes have occurred on occasion between listed companies and the Indian stock exchanges and other regulatory bodies that. including. among other things. Conditions in the Indian securities market may affect the price or liquidity of the Equity Shares. from those in the more developed economies. shares of such companies often trade at discounts to their net asset values and our Equity Shares may also trade at a discount. A closure of. The risk of loss associated with this characteristic may be greater for investors expecting to sell Equity Shares purchased in this Issue soon after the Issue. There has been no public market for the Equity Shares and an active trading market for the Equity Shares may not develop or be sustained after this Issue. After this Issue. in some cases. Furthermore. developments in the Indian retail and consumption-led sectors. There can be no assurance that such transactions. broker defaults. individually or in the aggregate. We cannot predict whether the Equity Shares will trade above. or trading stoppage on. settlement delays and strikes by brokers. the price at which the Equity Shares are initially traded may not correspond to the Issue Price. Further. certain requirements must be fulfilled before the Equity Shares can be listed and trading may commence. there can be no assurance that we could not have achieved more favourable terms had such transactions not been entered into with related parties. In addition. which subjects an investment in our Equity Shares to substantial volatility. within the time periods specified above. or “demat”. significant developments in India‟s economic liberalization and deregulation policies and significant developments in India‟s fiscal regulations. Further. For further details. at or below our Adjusted Net Worth. have had a negative effect on market sentiment. the Indian stock exchanges have experienced recent volatility. the governing bodies of the Indian stock exchanges have from time to time restricted securities from trading. Indian stock exchanges have in the past experienced substantial fluctuations in the prices of listed securities. the market price and liquidity of the Equity Shares could be adversely affected. The price of the Equity Shares may fluctuate after this Issue as a result of several factors. Further. Thereafter. particularly in 2008 which have continued into 2009 and 2010. the results of our operations and performance. trading in the Equity Shares is expected to commence within seven working days of the date on which the basis of allotment is approved by the Designated Stock Exchange. 44. it is likely that we will continue to enter into related party transactions in the future. Investors‟ book entry. or that trading in the Equity Shares will commence. The Equity Shares will be listed on the stock exchange. Pursuant to Indian regulations. upon receipt of final approval from the stock exchange. adverse media reports on us or the Indian consumption-led sectors. such as temporary exchange closures.While we believe that all such transactions have been conducted on an arms-length basis and contain commercial terms. the stock exchange also could adversely affect the trading price of the Equity Shares. volatility in the Indian and global securities markets. For example. The share prices of companies participating in business assets can fluctuate significantly. brokers and other participants differ. our Equity Shares may experience price and volume fluctuations or an active trading market for our Equity Shares may not develop. EXTERNAL RISK FACTORS 42. 43. limited price movements and restricted margin requirements. If similar problems occur in the future. The Indian securities markets are smaller than securities markets in more developed economies and the regulation and monitoring of Indian securities markets and the activities of investors. You will not be able to sell immediately on an Indian stock exchange any of the Equity Shares you purchase in the Issue.

For details see section titled “Key Industry Regulations and Policies” beginning on page 133 of the DRHP. We are incorporated in India. 50. 22 . the quality of our assets. 49. encumber. Our business and prospects could be materially adversely affected by changes in any of these regulations and policies. Multiple licenses and clearances are required to be obtained before a store can be opened. his shares. This process is tedious and time consuming. Any future issuance of our Equity Shares or securities linked to our Equity Shares may dilute your shareholding in our Company. The retail sector functions under multiple laws and regulations. A slowdown in economic growth in India could cause our business to suffer. and there can be no assurance that any shareholder will not dispose of. Though we maintain public liability insurance cover for all our retail outlets. financial condition and results of operations. volatility in. There can be no assurance that we will succeed in obtaining all requisite regulatory approvals in the future for our operations or that compliance issues will not be raised in respect of our operations. etc may limit flexibility in operations. the perception that any such primary or secondary sale may occur could adversely affect the market price of our Equity Shares. including the introduction of new laws. Factors that may adversely affect the Indian economy. Other than the lock-in of Pre-issue capital as prescribed under SEBI ICDR Regulations 2009. policies and regulations. 47. or pledge. As a result.45. A slowdown in the Indian economy could adversely affect our business. Sales of a large number of our Equity Shares by our Promoters could adversely affect the market price of our Equity Shares. Additional issuances of equity may dilute your holdings. in the event of an accident. and all of our assets and employees are located in India. we may be exposed to civil. 48. any scarcity of credit or other financing in India. Future issue of Equity Shares / convertible instruments by our company or the disposal of Equity Shares by any of the major shareholders or the perception that such issues or sales may occur may significantly affect trading price of the Equity Shares. Similarly. Multiplicities of legislations may impact the growth of organized retail. 51. India's principal stock exchanges. either of which could have a material adverse affect on our business. and actual or perceived trends in trading activity on. and our ability to implement our strategy. Any changes in the regulatory framework could adversely affect our operations and growth prospects We are subject to various regulations and policies. stringent laws pertaining to labour. Accidents in our retail outlets may lead to public liability consequences. our Promoters will own. directly and indirectly. we are highly dependent on prevailing economic conditions in India and our results of operations are significantly affected by factors influencing the Indian economy. hours of work. including our ability to grow our assets. tort and criminal liabilities. none of the shareholders are subject to any lock-up arrangements restricting their ability to issue Equity Shares or the Shareholder‟s ability to dispose of their Equity Shares. business and financial performance. Though we take all possible steps to ensure adoption and compliance with high standards of safety and fire control in our retail outlets. policies or regulations or changes in the interpretation or application of existing laws. Future issues or sales of Equity Shares of our Company may significantly affect the trading price of the Equity Shares. prevailing income conditions among Indian consumers and Indian corporations. After the completion of the Issue. and hence our results of operations. approximately [●] of our outstanding Equity Shares. Thereafter. add to overall costs and impact retail operations. 46. This could have a material adverse effect on the Company‟s capital expenditure plans. may include:     any increase in Indian interest rates or inflation. Any downgrading of India’s debt rating by an independent agency may harm the Company’s ability to raise debt financing Any adverse revisions to India‟s credit ratings for domestic and international debt by international rating agencies may adversely affect the Company‟s ability to raise additional financing and the interest rates and other commercial terms at which such additional financing is available. Any issuance of Equity Shares may dilute the holdings of our existing shareholders. we cannot assure you that these mechanisms will be adequate to contain safety risks that may arise in the future.

and some co-operative banks have also faced serious financial and liquidity crisis in the past. imposed controls on the prices of a broad range of goods and services. Certain Indian financial institutions have experienced difficulties during recent years. India has also witnessed civil disturbances in recent years and it is possible that future civil unrest as well as other adverse social. including in India‟s principal export markets. the role of the Central and State Governments in the Indian economy as producers. interest rates. Nevertheless. Any major difficulty or instability experienced by the Indian financial sector could create adverse market perception. natural disasters in India or in countries in the region or globally. terrorism or military conflict in India or in countries in the region or globally. 54. particularly in managing risks associated with their portfolios and matching the duration of their assets and liabilities. The governments have in the past. India has a mixed economy with a large public sector and an extensively regulated private sector. trade. Changes in exchange rates and controls. This in turn could adversely affect our business and financial performance and the price of our Equity Shares. any deterioration in relations between India and Pakistan might result in investor concern about stability in the region. Since 1991. and determined the allocation to businesses of raw materials and foreign exchange. consumers and regulators has remained significant. including in India‟s various neighboring countries. service providers and regulators has remained significant over the years. prevailing regional or global economic conditions. social and ethnic instability and other political and economic developments in and affecting India may have an adverse effect on the Company‟s results of operations. Government policies. changes in India‟s tax. among other things. financial institutions or NBFCs or the Indian financial sector generally could cause the price of our Equity Shares to decline. successive Governments have pursued policies of economic liberalization. fiscal or monetary policies. The role of the Central and the State Governments in the Indian economy and the effect on producers. which in turn could adversely affect the price of our Equity Shares. Civil unrest and other acts of violence or war involving India and other countries could adversely affect the financial markets and our business. Such incidents could also create a greater perception 23 . These acts may also result in a loss of business confidence. Any slowdown in the Indian economy or in the growth of the sectors we participate in or future volatility in global commodity prices could adversely affect our borrowers and contractual counterparties. Political instability and significant changes in Government policy could adversely affect economic conditions in India generally and the Company’s business in particular. which could adversely affect the price of our Equity Shares. 53. There can be no assurance that its past liberalization policies or any political stability will continue in the future. Currently. restricted the ability of businesses to expand existing capacity and reduce the number of their employees. including significantly relaxing restrictions in the private sector. 55. structured instruments and products are not widely used in the Indian financial markets. 52. and other significant regulatory or economic developments in or affecting India or its retail and other consumption-led sectors or industries. political instability.      variations in exchange rates. consumers. taxation. Difficulties faced by banks. including in India‟s neighboring countries. Any significant change in India‟s economic liberalization and deregulation policies could disrupt business and economic conditions in India generally and the Company‟s business in particular. The financial markets in India are not as developed as in other countries. Civil unrest and other acts of violence or war may negatively affect the Indian markets on which our Equity Shares will trade and also adversely affect the worldwide financial markets. impede travel and other services and ultimately adversely affect our business. We are exposed to the risks of the Indian financial sector which in turn may be affected by financial difficulties and other problems faced by Indian financial institutions. The financial markets in India are still at a nascent stage of development in respect of complex financial instruments. economic and political events in India could have a negative impact on the value of share prices generally as well as the price of our Equity Shares. and as a result we may not have access to various financial instruments and strategies that could potentially reduce our risk. In addition.

vii. 2010.13. iii.000 Equity Shares of the face value `10 each at a price of `[●] per Equity Share for cash at a premium aggregating up to `[●] lakhs. The following table lists the aggregate value of all transactions entered into with our related party entities as per our restated financial Statements for the period and years ended December 31. firms and trusts in which they are interested as directors. agreements/arrangements entered into or to be entered into by them with any company in which they hold directorships or any proprietorship concerns in which they are proprietors vi. 2010 was `12. The net asset value per Equity Share as on December 31. 2010 and March 31. floods and drought in the past few years. Baljit Kaur Average cost of acquisition (`) 16. his relatives. 56. March 31. Prominent Notes: i. Further. 2010 and March 31. promoter group. Future natural calamities could have a negative impact on the Indian economy. Investors may contact the BRLM or the Compliance Officer for any complaints.00 This average cost of acquisition per Equity Share has been calculated by taking the total amount paid by the Promoters to acquire the Equity Shares divided by the total number of Equity Shares acquired.42 10.that investment in Indian companies involves a higher degree of risk and could have an adverse impact on our business and the price of our Equity Shares.778. information or clarifications pertaining to the Issue. the average cost of acquisition of Equity Shares by the Promoters is as follows: Name of the Promoter Sardar Balvinder Singh Mrs.71% and 25. none of the Group Companies have any interest in the Company. 2010 was `51.52 respectively based on restated financial statements of the Company. The Issue and the Net Issue will constitute 38.68.91 and `51. there has been no other financing arrangements whereby the Promoters. Except as disclosed in this Draft Red Herring Prospectus. v. adversely affecting our business and the price of our Equity Shares. Natural disasters could have a negative impact on the Indian economy and cause our business to suffer. Except as disclosed in the DRHP.577. India has experienced significant natural disasters such as earthquakes.000 Equity Shares of the face value `10 each at a price of `[●] per Equity Share for cash at a premium aggregating up to `[●] lakhs and Net Issue is of 1. member.27. The net worth of the Company based on restated financial statements of the Company as on December 31.00.99 % of the post-issue paid up capital of the Company respectively.18 lakhs and `11. iv. Except as disclosed in this Draft Red Herring Prospectus. We have not changed the name of the Company since incorporation. a tsunami. the Directors may be deemed to be interested in the contracts. ix. The extent and severity of these natural disasters determines their impact on the Indian economy and infrastructure. 24 . none of the Directors have any interest in the Company except to the extent of remuneration and reimbursement of expenses and to the extent of the Equity Shares held by them or their relatives and associates or held by the companies. viii.84 lakhs respectively. 2008 and 2007. 2010. Issue is of 1. 2009. Investors are advised to refer to the section titled “Basis of Issue Price” on page 63 of this Draft Red Herring Prospectus. ii. partner and/or trustee and to the extent of the benefits arising out of such shareholding. the directors of the Company and their relatives have financed the purchase by any other person of securities of the Company other than in the normal course of the business of the financing entity during the period of six months immediately preceding the date of filing this Draft Red Herring Prospectus with SEBI. As on the date of filing of this Draft Red Herring Prospectus.

87 NIL 223. x.85 5413. No 1 2 3 Particulars Transactions with Promoters Transactions with Relatives of Promoters Transactions with Enterprise Owned or Controlled by Promoters / Relatives TOTAL Dec 31.35 2299. xii.54 2251.41 60.67 For further details please refer to the notes to the financial statements relating to related party transactions in the section titled “Related Party Transactions” beginning on page 187 of the Draft Red Herring Prospectus. The Company has not capitalized its reserves till date. 2010 2009 2008 106. key managerial personnel.69 5697.50 NIL 1882. 2010 93.88 6922. 25 . xi. xiii. Promoter Group. Trading in Equity Shares of our Company for all the Investors shall be in dematerialized form only. All information shall be made available by the BRLM and the Company to the public and investors at large and no selective or additional information would be available for a section of the investors in any manner whatsoever. associate companies.(` in Lakhs) Sr.29 For the Period / Year Ended March 31.41 NIL 6828.44 9284. Directors.56 NIL 9178.17 1909.29 47. No part of the Issue proceeds will be paid as consideration to the Promoters.22 2007 27. or Group Companies.

growing disposable income and availability of easy finance schemes. easy financing options.or 6. India has an increasingly affluent middle class population that.916 crore.500 crore in 2011-12. entertainment electronics. televisions and air conditioners still have low penetration in the country. the organised market has grown at a CAGR of 18. Indian Retail Industry The Indian retail market has witnessed consistent growth over the last few years. The market is currently dominated by the mono-brand dealership model. Industry sources and publications generally state that the information contained therein has been obtained from sources generally believed to be reliable. entertainment and food under one roof. PCs. According to CEAMA. has made the industry highly dynamic. increase in the number of working women and emerging opportunities in the service sector during the past few years have been the key growth drivers for the organised retail sector in India. India Retail Report 2011) Growth % (2010-11) 16.836 crore. Modern retail has entered India through sprawling shopping centers. the sectors that are projected to achieve year-on-year growth rates of more than 20% in 26 . multi-storied malls and huge complexes offering shopping. accordingly. information in this section is derived from various government sources. such as retail boom.5% of the total market is organised/modern. Industry sources and publications are also prepared based on information and estimates as of specific dates which may no longer be current. related accessories. For the next two years the category will grow at an estimated 16 to 17% (Source: India Retail Report 2011).4 (Source: IRIS Primary Research.26. investment decisions should not be based on such information. (Source: India Retail Report 2011). But still there are vast rooms for future growth as the consumer durable goods.06% between 2007 and 2010.0 Consumer Durable and Electronics form a major segment in the changing preferences of Indian consumers.680 crore .3 Growth % (2011-12) 17. but that their accuracy.53%. Laptops. The increasing numbers of nuclear families. completeness and underlying assumptions are not guaranteed and their reliability cannot be assured and. though the emerging organised Multi Brand Outlets (MBOs) are growing at an appreciable growth rate. The data may have been reclassified by us for the purpose of presentation. (in ` Cr) (in ` Cr) Total Retail Market 62.4 80. like refrigerators. Consumer Electronics 2009-10 2010-11 est.836 73. The industry has been witnessing significant growth in recent years due to several factors. (in ` Cr) 85. The following factors also contribute to the growth of organised retail in India:         Changes in demographics Increased credit friendliness Rising Incomes Advertisement & Media Corporatization Foreign Retailers Technology Trained and Professional Manpower Consumer Durables and Electronics Industry Consumer Durables and Electronics category covers home appliances.06.6 Unorganised Market share in % 81.0 23.0 2011-12 est.SECTION III: INTRODUCTION SUMMARY OF INDUSTRY OVERVIEW Unless stated otherwise. Neither we nor any other person connected with the issue has verified this information. The total market for the category has been growing at a CAGR of 3.4 23.684 14.7 79. on the back of rapid economic growth. maintaining its share of around 30% of the GDP at current prices. The total retail market is valued at `19.69% and is expected to touch `2. The organised market is growing at a CAGR of 27.141 Organised Retail Market 11. cameras etc. public sources and India Retail Report 2011.6 19. kitchen appliances. Consumer Durables and Electronics market is worth approximately `62.677 20.371 Organised Market s har e in % 18.583 17. out of which only `1. white goods.48.

terms of quantity produced are air-conditioners. DVDs players and Semi-automatic washing machine. The goods which are projected to achieve growth rates in the range of 35% to 60% include microwave ovens. For further details. 27 . please see the section “Industry Overview” beginning on page 74 of the Draft Red Herring Prospectus. fully automatic washing machine. LCD TV and Plasma TV are expected to achieve a growth rate of 100% or more (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). Split-air conditioners and frost-free refrigerators. VCD/MP3 players. High-end flat panel TV.

Enhance our presence across India Brand promotion and enhancement Up-gradation of Information Technology systems & processes Maintain our focus on long term relationships 28 . respectively. In the year 2001. Cameras & Camcorders through wholesale trading and trading through retail outlets. We retail products of most major brands through our 110 MBOs and 11 warehouses spread across an area of 6. Home Appliances. Home Appliances etc. Our product offering includes Washing Machines.000 sq. Andhra Pradesh. 3. In March 2007. 2. The Company is promoted by Sardar Balvinder Singh and Mrs. Television. Karnataka and Maharashtra. We have established operations in 28 cities across four states of India viz. Audio Systems. Mobile Phones & accessories. 5. 2007. with a focus on selling Consumer Durables. As a retailer and wholesaler our endeavor is to offer one-stop shop solution to our customers. LED. LCD. M/s PCH Associates which dealt in retail trading of electronic goods & allied products and home appliances. 3. M/s PCH Associates..SUMMARY OF BUSINESS OVERVIEW Investors should note that this is only a summary of our business and does not contain all the information that should be considered before investing in the Equity Shares. Mobiles & Accessories. ft. Air Conditioners. Competitive Strengths We believe that the following are our competitive strengths which have been contributing to our consistent growth and our current position in the industry: 1. the three partnership Firms (i. Baljit Kaur. In the year 2003. PCH i..e. M/s PCH Business which dealt in retail & wholesale trading of electronic consumer durables of Videocon & Sony. 4. An investment in the Equity Shares involves a high degree of risk. Before deciding to invest in the Equity Shares. Electronics & Allied products. 6. Strong regional presence Wide network of multi brand retail outlets Strong and efficient supply chain management Experienced & Competent Management team Customer Service Ability to identify new locations to promote our business plans Our growth strategy We intend to pursue the following strategies in order to consolidate our position and grow further: 1. 2. Overview We are one of the leading retailers of Consumer Durables & Electronics products in Andhra Pradesh and also have good presence in Tamil Nadu. Digital Cameras & Camcorders. father of Sardar Balvinder Singh in 1950 which was involved in trading of Crockery & Glassware items. Refrigerators. 4. Sardar Balvinder Singh started a Proprietorship Firm namely. M/s PCH Mobile Zone and M/s PCH Sales) and the proprietorship concern M/s PCH Business were taken over as going concerns by PCH Retail Ltd (incorporated in 2007) by way of Memorandum of Mutual Understanding dated March 04. prospective investors should read the entire Draft Red Herring Prospectus.21. of the Draft Red Herring Prospectus. Sardar Balvinder Singh started PCH Group comprising of 3 partnership firms viz.. For a discussion of certain risks in connection with an investment in the Equity Shares.e Punjab Crockery House was started by Mr. please see the section “Risk Factors” beginning on page 11 of the Draft Red Herring Prospectus. We offer our customers the whole gamut of Consumer Durables & Electronics products and most of Indian and multinational brands. Huzur Singh. Computers & Computer peripherals. Tamil Nadu. M/s PCH Mobile Zone which dealt in retail & wholesale trading of mobiles and accessories and M/s PCH Sales which dealt in retail trading of electronic goods of Sony & mobiles of Sony Ericson exclusively. Karnataka and Maharashtra. including the information in the sections “Risk Factors” and “Financial Statements” beginning on pages 11 and 160.

Our sales are affected through our retail outlets as well as our warehouses at various locations. please see the section “Business Overview” beginning on page 90 of the Draft Red Herring Prospectus. The movement of goods happens either through the outlets or warehouses depending on the availability of the same. The two pronged business model i.Our Business Model We deal with individual retail customers as well as other bulk customers (primarily retailers) to whom we sell our goods in bulk with a credit facility.. Wholesaling (Bulk orders) and Retailing gives us the following benefits:     Higher volumes Economies of scale Better reach than that of local players Better turnaround of inventory For further details. 29 .e.

633.199.37 2.577.695.914.460.09 1.08 327.166.82 11.03 159.86 7.92 2.17 Less: Revaluation Reserve 10.34 9.09 18.84 For the year ended 31-Mar09 9.363.461.425.411.00 3.09 2.65 1.44 11. and restated in accordance with the ICDR Regulations.51 1.84 7.700.02 # Deferred Tax Liability details have been taken from the audited financial statements.19 51.145.26 95.66 1.63 7.69 5. 859.14 141. AS RESTATED (INR in Lakhs) Particulars For the Period ended 31-Dec-10 (1) Fixed assets Gross Block Less: Depreciation Net Block Less : Revaluation Reserve Net Block (after adjustment of Revaluation Reserve) Capital Work In Progress Total Fixed Assets (2) Investment (3) Current Assets.00 16. 2007.832.486.30 358.185.02 31-Mar08 2.23 25.02 1.58 11.44 924.55 2.18 (6) Represented By: Share Capital 2.11 8.14 17.414.83 192.104.474.70 12.07 2.23 141.778.80 7.46 954.43 140.00 1.02 5.569.489.690.66 9.79 4.05 2.23 2.052.13 15.51 16. Loans and Advances: Inventories Sundry debtors Cash and bank balances Loans & Advances Other current assets Total Current Assets.76 16.008.50 21.397.848.00 501.58 867.363.50 1.426.028.402.67 6. 2009.18 11.53 1.46 25.876.SUMMARY OF FINANCIAL INFORMATION The following tables set forth summary financial information extracted from the restated audited summary statements for period ended December 31.41 140. Loans and Advances (4) Liabilities and Provisions Secured loans Unsecured loans Deferred Tax Liability# Current Liabilities & Provisions Total Current Liabilities and Provisions (5) Net Worth 31-Mar10 14.72 3.145. STATEMENT OF ASSETS AND LIABILITIES.96 24.03 3. Financial information have been extracted out of audited financial statements for the respective years prepared in accordance with the Generally Accepted Accounting Principles in India (“Indian GAAP”) and the Companies Act.702.731.64 990.97 104.185.38 1.70 4.653. 2008.423.15 13.768.658.46 8.914.61 2.27 2.51 1.633.255.17 Reserves (Net of revaluation reserves) Less: Miscellaneous Expenditure Not Written Off (7) Net worth 12.64 1.577.94 31-Mar07 143.920.00 Reserves and Surplus 10.21 2.11 13.486.23 360.61 7.01 46.848.797. The restated summary financial information presented below should be read in conjunction with the Restated Summary Statements included in the section “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus.49 2.85 Share Application Money 2.22 12.778.37 26.63 7.316.174.25 3.445. Please also see the section “Management‟s Discussion and Analysis of Financial Conditions and Results of Operations” beginning on page 192 of the Draft Red Herring Prospectus.088.02 12.21 209.317.721.79 4.16 11.166.35 7. 2010 and for fiscals 2010.16 194.849.205.62 2.271.205.02 597.518.47 586.32 2. 30 .920.400.13 6.63 262.705.77 171.316.45 12.421.027.00 468.69 959.79 2.190.51 16.48 11.230.797.271.247.94 1.64 2.224.

05 726.66 68.07 1.14 3.007.193.73 191.51 31 .57 2.94 2.02 5.14 323.931.043.Note: The Income Tax Liability has been provided as per the income tax computation filed with Income tax authorities for the year ended March.41 65.842.86 392.p.92 1.34 34.84 1.34 65.48 336.57 21.931.437.82 726.987.53 86.875.307.57 140.172.535.36 6.906.172. 2010 are based on the provisional computation of income tax made by the management of the Company.89 448.518.92 1.63 3.344.38 3.842.18 1.59 2.58 718.715.01 1.771.00 112.822. STATEMENT OF PROFIT AND LOSS.57 258.931.209.970.58 21.07 1.36 983.82 3.96 487.82) 1.960.36 246.40 2.08 67. 31.57 21.82 41.200.08 67.274.34 65.299.34 61.77 506.54 15. 2009 and 2010 and the figures for the Dec 31.83 3.93 718.222.145.31 525. Tax and extraordinary items Financial Expenses Net Profit before Tax and extraordinary items Income Tax Deferred Tax Liability Fringe Benefit Tax Net Profit After Tax but before Extraordinary items Add/ (Less): Extraordinary items Net Profit after Extraordinary items 67.27 24.98 74.771.18 43.68 5.172.29 1.72 21.64 368.08 0.46 196.05 64.08 195.970.98 2.93 3. AS RESTATED (INR in Lakhs) Particulars For the Period ended 31-Dec-10 For the Period ended 31-Mar10 31-Mar09 31-Mar08 31-Mar07 INCOME Sales i) Domestic b) Traded Goods Sub-Total ii) Export Total Other Income Increase / ( Decrease ) in Stocks TOTAL EXPENDITURE Purchases Personnel Expenses Administrative Expenses Selling and Distribution Expenses Depreciation TOTAL Net Profit before Interest.63 1.409.75 967.00 22.58 525.842.18 1.747.170.03 69.18 74.34 1.444.52 675.214.468.771.18 2.55 66.39 45.24 29.54 70.337.18 43.29 0.970.961.15 (35.15 2.046.66 573.95 467.616.51 16.15 2.830.20 1.329.84 183.737.78 1. 2008.66 674.56 26.552.23 16.200.98 43.50 43. 2007.

222.63 (68.16 159.22 1.48 31-Mar-08 1.63 (584.26 2.36 (799.79 (64.38) (95.22) (743.69 1.145.007.00) 402.00 5.37) (2.00) (4.47 262.11 (2.28) (101.05 2.00 506.329.362.42) (503.65 (1.76) (372.00 1.87) (818.737.29 (26.945.193.41 6.55) (2.70 (1.255.15 (1.99 2.78 (1.058.20) 2.944.54 2.145.00 2.39) (228.145.373.12 (4.337.62) 476.98) 4.80 (1.30 (1.973.04 2.22 674.16 157.400.337.13 191.42) (3.259.58 46.96) (24.70) (1.083.50 2.283.98) (84.535.50 1.11) 327.53 114.133.468.222.53) 1.41) 2.30 327.32) (2.00) 3.26 159.15) 2.106.250.95 For the year ended Net Profit / (Loss) Before tax as Restated Adjustments for: Depreciation Interest Charges Interest Income (Profit)/Loss on sale of Fixed Assets Operating Profit/(Loss) Before Working Capital Changes Adjustment for: (Increase)/Decrease in Receivables (Increase)/Decrease in Inventories (Increase)/Decrease in Loans & Advances (Increase)/Decrease in Other Current Assets Increase/(Decrease )in Current Liabilities and Provisions Cash Generated from/(used in) Operations (Direct Taxes Paid)/Refund received Add: Interest Received Net Cash from/ (used in) Operating Activities (A) Cash Flow from Investing Activities Purchase of Fixed Assets Capitalization of Capital Work In Progress Sale of Fixed Assets/Capitalization of Capital Work In Progress Investment in Fixed Deposits ( net of withdrawals) Purchase of Investments Net Cash (used in)/ from Investing Activities (B) Cash Flow from Financing Activities Interest Paid Proceeds from Issue of Equity Shares Increase/ (Decrease) in Share application money Increase/ (Decrease) in Bank Borrowings Increase/ (Decrease) in Unsecured Loans Net Cash (used in) / from Financing Activities (C ) Net (Decrease)/ Increase in Cash & Cash Equivalents (A+B+C) Cash and Cash Equivalents At the Beginning of the Period/Year Cash and Cash Equivalents At the End of the Period/Year 31-Mar-09 1.15) (844.65) 150.83 2. AS RESTATED (INR in Lakhs) Particulars For the Period ended 31-Dec-10 1.58) (119.63 0.995.05) (2.250.31) 195.577.60) (2.66) (982.23) (3.75) (744.76) (921.938.03 1.78 9.23) (27.259.98 (1.50 5.417.338.426.00) 5.36) 5.49) 74.37 26.242.65 194.293.518.71) (2.99 (733.86) 716.92 (195.242.96 (46.00 7.STATEMENT OF CASH FLOWS.12) 262.70) (142.63) 636.046.77 1.14 31-Mar-07 86.96) (360.92) 2.92) 34.29) 3.88) (353.98 168.20) (2.00 (2.104.392.00 745.51 4.91) (6.80) (261.175.680.66 31-Mar-10 1.569.715.85) (7.67) 203.82) 327.97) (4.832.45 (2.192.666.743.043.05) 30.00 3.27) (262.170.30 (26.799.29 (74.53 (2.14 26.423.20 (34.26 32 .53) (6.969.03) 30.47 (506.

Mutual Fund Bidders shall also be eligible for allocation under the balance available in the QIB portion. spillover to the extent of under. 500 Equity Shares For information.000 Equity Shares constituting not less than 15% of the Net Issue that will be available for Allocation to NonInstitutional Bidders. In case inadequate demands from the mutual funds. 2. please refer to the section titled “Objects of the Issue” beginning on page 52 of the Draft Red Herring Prospectus C.27. 39.65.50. if any. Retail portion Equity Shares outstanding prior to the Issue Equity Shares outstanding after the Issue Use of Proceeds of the Issue *5% of the QIB Portion i. 3. 2.500 Equity Shares 16.65.13.68. Such inter-se spillover.82.67.000 Equity Shares constituting not less than 35% of the Net Issue that will be available for Allocation to Retail Individual Bidders. would be effectuated in accordance with applicable laws. 33 .500 4.e.subscription shall be permitted from other categories or a combination of categories at the discretion of the Company in consultation with the BRLM and the Designated Stock Exchange.82.000 Equity Shares constituting upto 50% of the Net Issue 2.21.500 Equity Shares constituting 5% of QIB Portion 53.000 Equity shares 1. rules.55. In case of under-subscription in the Issue.000 Equity Shares 55. Non Institutional portion 1. regulations and guidelines.27.34. the Equity shares will be made available to the QIBs other than the mutual funds. Allocation to all categories if any shall be made on a proportionate basis subject to valid Bids received at or above the Issue Price.500 Equity Shares shall be available for Allocation to Mutual Funds only.000 Equity shares 56. Qualified Institutional Buyers portion* Of which Reservation for Mutual Funds Balance for all QIBs including Mutual Funds B.THE ISSUE Issue Promoters’ Contribution Net Issue Of which: A. Notes: 1.00.95.

Green Lands. Hyderabad. Vysya Bank Apartments. Banjara Hills.No. Hyderabad 500034. PCH Associates. Hyderabad. Andhra Pradesh. Road No. 23317854 Fax.500082. Hyderabad .com Corporate Office: PCH Retail Limited 8-2/269/4/3/D 5th floor. 2007 under the Companies Act. India Tel. 107. Imperial Manor. Andhra Pradesh. Somajiguda. Andhra Pradesh.com Website: www.Kubera Towers. PCH Sales. Board of Directors The Board of Directors of our Company comprises of the following persons: Name and Designation Sardar Balvinder Singh Designation: Chairman and Managing Director Occupation: Business Mrs. Sirish Bommakanti Narasimha Designation: Independent Director Occupation: Professional Mr. 5. Ward-5 Circle VIII. H.pchretail. 26-122/40. Safilguda. Huda Complex. Banjara Petals. Hyderabad – 500047 C-410. Banjara Hills. Flat. Bijay Kumar Mohanty Designation: Whole Time Director Occupation: Service Mr. No. Maheswari Chambers. Saroornagar. Andhra Pradesh 01715792 36 Flat No. 502. It has obtained the Certificate of Commencement of Business on January 10.no: +91-40-23316310 Email: ipo@pchretailltd. Sarada Nagar. Hyderabad 500034. Secunderabad.50035 03199999 58 01839851 69 02023568 47 02890135 63 . Ameerpet. 1956 with the Registrar of Companies Andhra Pradesh. Hyderabad. Road No.no: + 91-40. Andhra Pradesh – 500015 6-3-865/1/1. India. Opp. Sheetal Apartments. Satyanarayanamurty Mukkamala Designation: Independent Director Occupation: Consulting 34 DIN 00959474 Age (years) 41 Address Flat No. Hyderabad . Registered Office PCH Retail Limited 103-107. Baljit Kaur Designation: Whole Time Director Occupation: Business Mr.2. Hyderabad. 502. Banjara Hills. Iyer Rangarajan Designation: Independent Director Occupation: Consulting Mr. no: +91-40. Koti. Andhra Pradesh Flat No. India Tel.23317853. FF01. 2007 from Registrar of Companies. Andhra Pradesh.500016 FL – 303/11. Banjara Petals. PCH Mobile Zone and PCH Business were taken over by the Company as going concern by way of Memorandum of Mutual Understanding dated March 4. was incorporated on January 3.49094910 Corporate Identification Number: U74999AP2007PLC052227 Registration Number: 052227 Address of Registrar of Companies The Registrar of Companies. 5. Trimulgherry. 2007. Hyderabad – 500195. Sri Ramalayam.GENERAL INFORMATION PCH Retail Ltd. Andhra Pradesh . Road No. Kendriya Sadan. no: + 91-40-49094909 Fax.

All grievances relating to ASBA may be addressed to the Registrar to the Issue.no: +91. Sakinaka. Gn Block. Bid Amount blocked. Bandra –East. Venkata Raveendra R/ Mr. Srinivasa Rao Kolagani PCH Retail Limited 103-107. Tel: 91-22-40430200 Fax: 91-22-2847 5207 E-mail: ipo@bigshareonline. India.com Contact Person: Mr. Mumbai . ASBA Account number and the Designated Branch where the ASBA Bid-cum-Application Form was submitted. Ansa Industrial Estate Saki-Vihar Road.400 051.40. Somajiguda.bobcaps. please refer to the section titled “Our Management” beginning on page 139 of the Draft Red Herring Prospectus.in Contact Person: Mr. Maharashtra. Tel: +91-22-61389347 Fax: +91-22-66718535 E-mail: ipo. Ashok Shetty SEBI Registration No: INR000001385 35 .23316310 Email: cs@pchretailltd. no: +91. 43. Andhra Pradesh. For all Issue related queries and for redressal of complaints. Bandra-Kurla Complex. Company Secretary & Compliance Officer Mr. giving full details such as name. number of Equity Shares applied for.com Investors are requested to contact the Company Secretary & Compliance Officer and the Registrar to the Issue in case of any pre-issue or post.in Website: www. Veer Nariman Road. Andheri (East) Mumbai .com REGISTRAR TO THE ISSUE M/s Bigshare Services Private Limited E-2 & 3. address of the applicant. Maharashtra. India. Tel: +91-22-66230000 Fax: +91-22-66339656 E-mail: pch. Aseem Srivastava SEBI Registration No: INM 000009926 LEGAL ADVISORS TO THE ISSUE M/s Kanga & Company Readymoney Mansion.40. Maharashtra. South Wing.com Website: www. BOOK RUNNING LEAD MANAGER M/s BOB CAPITAL MARKETS LIMITED 3rd Floor. UTI Tower. All complaints. India. who shall respond to such complaints. Maheshwari Chambers. Hyderabad – 500082. Mumbai . queries or comments received by SEBI shall be forwarded to the BRLM. with a copy to the SCSBs.400 001.com Website: www.23316310 Fax.For more details on the Directors.pch@bobcaps.pchretail.ipo@kangacompany.bigshareonline. Bidders may also write to the BRLM. Tel.issue related clarification such as non-receipt of letters of allotment/ share certificates/ credit of securities in depository beneficiary account/ refund orders etc.400 072. India.

Mumbai – 400 018. Dr. GF. 6. Punjagutta Hyderabad – 500 082 Tel: +91-40-23408128 Fax: +91-40-23402101 E-mail: sbhifb@yahoo. Padmaja Towers. “Topaz” Building. Jaya Krishna Axis Bank H. Hyderabad – 500 016 Tel: +91-40-23412156 Fax: +91-40-23411663 E-mail: br.in Contact Person: Mr. Ameerpet.in Contact Person: Mr.co. Tel: +91-40-27816851 Fax: +91-40-27894520 E-mail: sa. 6-3-648. Tel: +91-40-23410910 Fax: +91-40-23400899 E-mail: sreenath. Bank Street. Tel: +91-22-67196400 Fax: +91-22-67196767 E-mail: debadutta.com Contact Person: Mr. North Wing.P. Plot No. Sagar Andhra Bank SCF Branch.com Contact Person: Mr. My Home Jupally.ifbhyderabad @allahabadbank. Ameerpet. Himayat Nagar. Ceejay House. Hyderabad – 500 016. Road. Worli. Chandrasekhar State Bank of Mysore 6-3-865.in Contact Person: Mr. No. Shivsagar Estate.co. S. Gachibowli.in Contact Person: Mr. Hyderabad – 500 029 Tel: +91-40-66516678 Fax: +91-40-27606842 E-mail: himayathnagaroperations @axisbank.BANKERS TO THE COMPANY State Bank of India Commercial Branch. Ashoka My home Chambers. Shivaji Oriental Bank of Commerce 6-3-865. Somajiguda. Hyderabad – 500 003. 12.co.pv@sbm. Kishore ICICI Bank Floor No. Reddy Barclays Bank PLC 601/603.co.chandrasekhar @icicibank. Usman Allahabad Bank IFB Branch. 3-6-726. Sreenath United Bank of India 4-3-331.in Contact Person: Mr. Tel: +91-40-23408693 Fax: +91-40-23408300 E-mail: bm0706@obc. My Home Jupally. Annie Besant Road.4031@sbi. Hyderabad – 500 016.co. Financial District.com Contact Person: Mr. Koti.mishra @barclays. Block 3.com Contact Person: Mr. Balasubramanium State Bank of Hyderabad IFB Branch. Ameerpet. Romana Plaza. Hyderabad – 500 082 Tel: +91-40-23461154 Fax: +91-40-23461177 E-mail: bmhydm1996 @andhrabank. Tel: +91-40-24755486 Fax: +91-40-24756811 E-mail: bmhyd@unitedbank. Hyderabad Tel: +91-40-41064403 Fax: +91-40-41064500 E-mail: pentakota.in Contact Person: Mr. Biswajit SYNDICATE MEMBERS [●] ESCROW COLLECTION BANK [●] BANKER(S) TO THE ISSUE [●] BROKERS TO THE ISSUE [●] 36 . Secunderabad – 500 003.

credit rating is not required. We will disclose the utilization of the proceeds of the Issue.pdf. India. EXPERTS Except as disclosed in the Draft Red Herring Prospectus and the report of [●] in respect of the IPO grading of this Issue. including interim use.SELF-CERTIFIED SYNDICATE BANKS The list of banks that have been notified by SEBI to act as SCSB for the ASBA Process are provided on http://www. The rationale furnished by the grading agency for its grading will be updated at the time of filing the Red Herring Prospectus with the RoC. indicating [●]. 301. Behind Huda Complex. our Company has not obtained any expert opinions.sebi. SATUTORY AUDITORS TO THE COMPANY M/s Karumanchi & Associates Chartered Accountants. APPRAISING AGENCY The proceeds being raised through this Issue are intended to be utilised for purposes as detailed in the section titled “Objects of the Issue”beginning on page 52 of the Draft Red Herring Prospectus.gov. Ameerpet.com Membership no: 25036 STATEMENT OF INTER SE ALLOCATION OF RESPONSIBILITIES FOR THE ISSUE BOB Capital Markets Limited is the sole Book Running Lead Manager to the Issue and all the responsibilities relating to co-ordination and other activities in relation to the Issue shall be performed by them. Tel No. TRUSTEES As this is an issue of equity shares.in/pmd/scsb. For details on designated branches of SCSBs collecting the ASBA Bid cum Application Form. As required under the listing agreements with the Stock Exchanges. Swargnivas Enclave. the appointment of trustees is not required. Flat No. 37 . Phase I and II are appraised by State Bank of India and Phase III estimations are based on TEV study done Cygnus Business Consulting and Research Private Limited. to the extent required under the applicable law and regulation. CREDIT RATING This being an issue of Equity Shares. Hyderabad – 400 038 Andhra Pradesh.: +91-40-23734980 Fax No. under a separate head in our quarterly financial disclosures and annual audited financial statements until the Issue proceeds remain unutilized. The proposed activities and expenditure for which the proceeds are being raised are divided into three phases. MONITORING AGENCY There is no requirement for a monitoring agency to be appointed for the Issue in terms of Regulation 16(1) of the SEBI (ICDR) Regulations.: +91-40-23735757 Email: karumanchi@myway. IPO GRADING AGENCY [●] IPO GRADING The IPO has been graded [●] by [●]. the Audit Committee appointed by our Board of Directors will monitor the utilization of the Issue proceeds. please refer the above mentioned SEBI link. 7-1-619/A.

00% 800 41 6.200 40 8. `42 in the above example. The Syndicate Members are appointed by the Book Running Lead Managers. The Company shall comply with the SEBI (ICDR) Regulations and any other ancillary directions issued by SEBI for the Issue. Allocation to QIBs will be on a proportionate basis. refers to the process of collection of Bids on the basis of the Draft Red Herring Prospectus within the Price Band. The Issuer.800 113.e. All bids at or above this issue price and cut-off bids are valid bids and are considered for allocation in respective category. including Mutual Funds.33% 700 47 1. A graphical representation of the consolidated demand and price would be made available at the bidding centres‟ during the bidding period. 38 . QIBs are not allowed to withdraw their Bid after the Bid/Issue Closing Date. at or below `42.33% 500 44 3.67% 400 45 2. Syndicate Members who are intermediaries registered with SEBI or registered as brokers with BSE/NSE and eligible to act as Underwriters. For instance. details of which are shown in the table below. issue size of 6.BOOK BUILDING PROCESS The Book Building Process. if any.33% 1. The Company will complete the issuance. In this regard.600 43. Bid Quantity Bid Price (`) Cumulative Quantity Subscription 500 48 500 8. Illustration of Book Building and Price Discovery Process (Investors should note that this example is solely for illustrative purposes and is not specific to the Issue) Bidders can bid at any price within the price band.e. The Book Running Lead Manager. The Issue is being made through the Book Building Process where up to 50% of the Net Issue to the public shall be allocated on a proportionate basis to eligible Qualified Institutional Buyers (“QIBs”). Escrow Collection Bank(s).200 36.300 55. of such Equity Shares prior to the filing of the Red Herring Prospectus with the RoC. The principal parties involved in the Book Building Process are:       The Company. For details please see the section titled “Issue Structure” beginning on page 244 of the Draft Red Herring Prospectus. In accordance with SEBI (ICDR) Regulations. The Issue Price is finalized after the Bid/Issue Closing Date.00% 2. The process of Book Building under the SEBI (ICDR) Regulations is subject to change from time to time and the investors are advised to make their own judgment about investment through this process prior to making a Bid or application in the Issue.000 133. subject to valid Bids being received at or above the Issue Price.700 42 6. the illustrative book would be as below.67% 200 43 3. The highest price at which the issuer is able to issue the desired quantum of shares is the price at which the book cuts off i. subject to valid Bids being received at or above the Issue Price.000 equity shares and receipt of nine bids from bidders. The illustrative book as shown below indicates the demand for the shares of the company at various prices and is collated from bids from various investors. Further. assuming a price band of `40 to `48 per share.00% 1. with reference to the Issue.000 100.000 46 2. and Self Certified Syndicate Banks. Registrar to the Issue.100 51.200 20. we have appointed BOB Capital Markets Limited as the Book Running Lead Manager to manage the Issue and procure subscriptions to the Issue. not less than 15% of the Net Issue to the public shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Net Issue to the public shall be available for allocation on a proportionate basis to Retail Individual Bidders. in consultation with the BRLM will finalize the issue price at or below such cut-off price i. 5% of the QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only and the remainder of the QIB Portion shall be available for allocation on a proportionate basis to all other eligible QIBs.33% The price discovery is a function of demand at various prices.

(Indian Standard Time) during the Bidding Period as mentioned above at the bidding centers mentioned on the Bid cum Application Form or in case of bids submitted through ASBA. The public notice shall be issued in the same newspapers where the pre-issue advertisement had appeared.00 a. with the details recorded with your Depository Participant. If the Company withdraws the Issue after the Bid/Issue Closing Date and thereafter determines that it will proceed with an initial public offering of its Equity Shares. Check eligibility for making a Bid (see section titled “Issue Procedure . in consultation with the BRLMs may consider closing QIB Book a day before the Bid/Issue closing date subject to the Bid/ Issue Period being for a minimum of three Working Days. Bids and any revision in Bids shall be accepted only between 10. Bid/Issue Period Bidding Period/Issue Period BID/ISSUE OPENS ON** [●] BID / ISSUE CLOSES (EXCEPT FOR QIB BIDDERS) ON* [●] BID / ISSUE CLOSES (FOR QIB BIDDERS) ON [●] * Our Company. Bids (excluding the ASBA Bidders) shall be uploaded until (i) 4.m. and Ensure that the Bid cum Application Form/ASBA Bid cum Application Form is duly completed as per instructions given in the Red Herring Prospectus and in the Bid cum Application Form/ASBA Bid cum Application Form and submitted to SCSBs. 3.m. Bids shall be accepted only between 10. reserves the right not to proceed with the Issue after the Bid/Issue Opening Date but before the Allotment of the Equity Shares.00 a. The stock exchanges where the specified securities were proposed to be listed shall also be informed promptly. On the Bid/Issue Closing Date. 7. It is clarified that Bids not uploaded in the book.00 p. the DP ID. Except for Bids on behalf of the Central and State Government.Who Can Bid?” on page 251 of the Draft Red Herring Prospectus). and Bids by ASBA Bidders will have to be submitted to the Designated Branches of the SCSBs. and if so. Bids by ASBA Bidders shall be uploaded by the SCSB in the electronic system to be provided by the BSE and the NSE.m. 4. Ensure that you have a dematerialized account and the dematerialized account details. in consultation with the BRLM.m. as the case may be. ASBA Bidders should ensure that their bank accounts have adequate credit balance at the time of submission to the SCSB to ensure that the ASBA Bid cum Application Form is not rejected.000. Ensure the correctness of your demographic details (as defined in the “Issue Procedure – Bidder‟s PAN.00 p.00 p. it shall file a fresh draft red herring prospectus with the SEBI.Institutional Bidders and (ii) until 5. residents of Sikkim and the officials appointed by the courts. 2. Bids will be accepted only from Monday to Friday (excluding any public holiday). for Bids of all values ensure that you have mentioned your PAN (see “Issue Procedure – PAN” on page 265 of the Draft Red Herring Prospectus). (Indian Standard Time). and 5. through the Registrar to the Issue.Steps to be taken by the Bidders for Bidding 1.00. would be rejected. the designated branches of the SCSBs except that on the Bid/ Issue Closing Date. The BRLM. the reason thereof shall be given as a public notice within two days of the closure of the Issue. Bids by QIBs will only have to be submitted to the BRLM and / or its affiliates or to the Syndicate Member(s). 5. 6. Beneficiary Account and PAN details are correctly mentioned in the Bid cum Application Form.m.m.00 p. other than Bids by QIBs who Bid through the ASBA process who shall submit the Bids to the Designated Branch of the SCSBs. Depository Account and Bank Account Details” beginning on page 265) given in the Bid cum Application Form/ASBA Bid cum Application Form. and 3. Non. in case of Bids by Retail Individual Bidders where the Bid Amount is up to `2. shall notify the SCSBs to unblock the bank accounts of the ASBA Bidders within one day of receipt of such notification. in case of Bids by QIB Bidders. 39 . or such extended time as permitted by the BSE and the NSE. Withdrawal of the Issue The Company.

If such Bids are not uploaded. Bids will be accepted only on Working days. as is typically experienced in public offerings.) Name and Address of the Underwriters [●] Total Indicated Number of Equity Shares to be Underwritten [●] [●] Amount Underwritten (` in Lakhs) [●] [●] The above-mentioned amount is an indicative underwriting and would be finalized after pricing and actual allocation. Underwriting Agreement After the determination of the Issue Price but prior to filing of the Prospectus with the ROC. will also be required to procure/subscribe to the extent of the defaulted amount. On the Bid/ Issue Closing Date. Such Bids that cannot be uploaded will not be considered for allocation under the Issue. 40 . All the above-mentioned Underwriters are registered with SEBI under Section 12(1) of the SEBI Act or registered as brokers with stock exchange(s). Due to limitation of time available for uploading the Bids on the Bid/Issue Closing date. in any case. Allocation among Underwriters may not necessarily be in proportion to their underwriting commitments.e. the respective underwriter in addition to other obligations to be defined in the Underwriting Agreement. some Bids may not get uploaded due to lack of sufficient time. All times are Indian Standard Time. In the event of any default. BRLM and Syndicate members will not be responsible. the BRLM and the Syndicate Members shall be severally responsible for ensuring payment with respect to Equity Shares allocated to investors procured by them. and are subject to certain conditions as specified in such agreement. the bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and. The underwriting arrangements mentioned above shall not apply to the subscriptions by the ASBA Bidders in the Issue. The underwriting agreement shall list out the role and obligations of each Syndicate Member. The Floor Price can be revised up or down to a maximum of 20% of the Floor Price advertised at least one day before the Bid /Issue Opening Date. if applicable. no later than the times mentioned above on the Bid/Issue Closing Date. the BRLM shall be responsible for bringing in the amount devolved in the event that the Syndicate Members do not fulfill their underwriting obligations. the Company will enter into an Underwriting Agreement with the Underwriters for the Equity Shares proposed to be issued through this Issue. The above underwriting agreement is dated [].. i. Any revision in the Price Band and the revised Bid/Issue. Bidders are cautioned that in the event a large number of Bids are received on the Bid/Issue Closing Date. In the opinion of the Board of Directors of our Company (based on a certificate given by the Underwriters). the Issue Period will be extended for three additional Working days after revision of the Price Band subject to the total Bid /Issue Period not exceeding 10 Working days. In case of revision of the Price Band.The Registrar to the Issue shall only look at the data entered in the electronic records and will not conduct any verification of data in the electronic book vis a vis the data contained in any physical Bid Cum Application Form for a particular Bidder. extension of time will be granted by the Stock Exchanges only for uploading the Bids submitted by Retail Individual Bidders after taking into account the total number of Bids received up to the closure of time period for acceptance of Bid cum Application Forms as stated herein and reported by the BRLM to the Stock Exchanges within half an hour of such closure. Monday to Friday (excluding any public holidays). will be widely disseminated by notification to the BSE and the NSE. the obligations of the Underwriters are several and not joint. The Underwriters have indicated their intention to underwrite the following number of Equity Shares: (This portion has been intentionally left blank and will be filled before filing of the Prospectus with the ROC. the resources of all the above mentioned Underwriters are sufficient to enable them to discharge their respective underwriting obligations in full. Notwithstanding the above table. Pursuant to the terms of the Underwriting Agreement. It is proposed that pursuant to the terms of the Underwriting Agreement. by issuing a press release and also by indicating the changes on the web sites of the BRLM and at the terminals of the Syndicate. Our Company reserves the right to revise the Price Band during the Bid/Issue Period in accordance with the SEBI (ICDR) Regulations provided that the Cap Price is less than or equal to 120% of the Floor Price. the Issuer.

5% of the QIB Portion shall be available for allocation to Mutual Funds.000 Equity Shares ISSUED.000 5.000 [●] [●] (D) 11.52.000 [●] * The Issue has been authorized by a resolution passed by our Board on April 1.00. Aggregate Value Aggregate Value Particulars at Face value at Issue Price (A) AUTHORISED SHARE CAPITAL 4.50.50. 26.55. 45.49.70.46.66.00.000 Equity Shares of `10 each. at the EGM of the shareholders of our Company held on April 30. the Company undertakes to disclose the cashflow statement disclosing the use of such funds in the Red Herring Prospectus/Prospectus as the case may be in compliance with the SEBI (ICDR) Regulations.50.000 Equity Shares*** Non-Institutional portion of not less than 16. 2011 and by a special resolution passed pursuant to Section 81(1A) of the Companies Act.000 Equity Shares of face value of `10 each Of which: QIB Portion of upto 56.95.30. No. In case of business exigencies if the amount towards promoters‟ contribution is brought in before the opening of the Issue and/or utilized. SUBSCRIBED AND PAID UP EQUITY SHARE CAPITAL AFTER THE ISSUE 4.15. Mutual Funds participating in the 5% reservation in the QIB Portion will also be eligible for allocation in the remaining QIB Portion.65.000 1.27.000 (B) ISSUED.38.95.34.63.000 (C) PRESENT ISSUE IN TERMS OF THE DRAFT RED HERRING PROSPECTUS* 1.00.000 Equity Shares of face value of `10 each Of which: Promoters‟ contribution of 55.55. 2009 as amended.82.68.000 [●] (F) 89.27.00.000 Equity Shares Retail Portion of not less than 39.000 3.000 5. 000 Equity Shares will be brought in at least one day prior to the opening of the Issue towards financing for the project. **** The Securities Premium Account after the Issue will be determined after Book Building Process. All Equity Shares issued by our Company are fully paid-up.27.00. 41 .85.00.000 Equity Shares of face value of `10 each** NET ISSUE TO THE PUBLIC 1.500 Equity Shares of `10 each fully paid up shares SHARE PREMIUM ACCOUNT Before the Issue After the Issue**** 16. *** Allocation to QIBs is proportionate as per the terms of the Draft Red Herring Prospectus.500 Equity Shares of `10 each.CAPITAL STRUCTURE The share capital of the Company as on the date of filing of the Draft Red Herring Prospectus with SEBI is set forth below: (in `) Sl.000 [●] (E) 43.27.65.50.13.69. SUBSCRIBED AND PAID UP EQUITY SHARE CAPITAL BEFORE THE ISSUE 2. ** Promoters‟ contribution of 55. 2011.

00.00.000 14.000 (One Crore Fifty lakhs only) Equity Shares of `10 (Rupees Ten only).00.00.00.03.00.00. 2007 March 25.95.00.35.00. Share Capital History (a) The following is the history of the equity share capital and securities premium account of our Company: Date of allotment of Equity Shares No.2008 13.000 10 1.000 (Rupees Forty five Crores) divided in to 4. Baljit Kaur Others(3) Sardar Balvinder Singh Others(4) 42 .00.000 (Rupees Twenty Crores) divided in to 2.000 Against the takeover of the partnership firms Preferential Allotment Cash Preferential Allotment Cash Preferential Allotment 17. The Authorized capital of the Company was increased from `40.03.000 13. of Equity Shares Face Value (`) Cumulative no.00.25.73.00.000 (Two Crores only) Equity Shares of `10 (Rupees Ten only).00. March 02.00. Baljit Kaur Sardar Balvinder Singh Mrs.60.50.27.000 18.000 (Four Crores only) Equity Shares of `10 (Rupees Ten only) each to `45.00.15.00. of shares Issue Price (`) Conside ration Reasons for allotment Cumulative Paid-up Capital (`) Cumulative Securities Premium Account (`) Individuals/Entities to whom Equity Shares Allotted 49.000 (Rupees Five Crores) divided in to 50. 2009 April 18.000 (Rupees Fifteen Crores) divided in to 1.50.42.00.15.00.000 (Rupees Twenty Crores) divided in to 2.500 10 100 30.000 (Four Crores only) Equity Shares of `10 (Rupees Ten only) each by an addition of `20.00.03.09. The Authorized capital of the Company was increased from `5.02.000 15.000 32.000 (Rupees Forty Crores) divided in to 4.00.000 (Rupees Five Crores) divided in to 50.25.000 11.000 (Rupees Five Crores) divided in to 50.03.00.00.000 (Four Crores Fifty Lakhs only) Equity Shares of `10 (Rupees Ten only) each by an addition of `5.85.00.00.500 10 1.000 (Rupees Twenty Crores) divided in to 2.000 3.00.85.2007 104 10 50.500 Cash 20.000 (Two Crores only) Equity Shares of `10 (Rupees Ten only) each to `40.000 (Rupees Forty Crores) divided in to 4.00.25.000 (Two Crores only) Equity Shares of `10 (Rupees Ten only) each by an addition of `15.000 0 Sardar Balvinder Singh Mrs.2009 10 2.000 10 Other than Cash 12.2008 16.46.000 10 Cash Incorporation 5.01.00.00.00.2007 1.70.000 (Fifty lakhs only) Equity Shares of `10 (Rupees Ten only) each to `20.03.896 03.00.000 0 24. The Authorized capital of the Company was increased from `20.00. 2011 Notes to Capital Structure 1.000 4.Changes in Authorised Share Capital Our Company has increased its authorized share capital from time to time in accordance with the provisions of the Companies Act 1956.08. Baljit Kaur Others(1) 04.30.000 10 1.50. Baljit Kaur Others(2) Sardar Balvinder Singh Mrs.00.00.78.00.63.10.000 Sardar Balvinder Singh Mrs.000 (Fifty Lakhs only) Equity Shares of `10 (Rupees Ten only).00.50.00.00.00.000 (Fifty lakhs only) Equity Shares of `10 (Rupees Ten only) each.500 10 100 10 100 31.00.55. Date of Shareholders’ meeting Incorporation Authorised Capital pursuant to change The Authorized capital of the Company was `5.15.

49.000 Equity shares to Malinath Trading P. 50.85. 1. 70. 1. 27..00.29.09. Ltd. Ltd. 35.500 2...000 Equity shares to Akon Management Consultancy Pvt. 43 . Ltd.000 Equity shares to Balbhadra Trading P.500 Equity shares to Vazir Vanijya P.000 6.00..000 Equity shares to Dhruv Advertising & Marketing Pvt. Ltd. 50.000 Sardar Balvinder Singh Others(5) Others(6) Others(7) Sardar Balvinder Singh Others(8) Others(9) Others(10) 07. 1. Ltd. Ltd. 1. 1 Equity Share to Madhu Kiran.27.000 Equity shares to Reward Sales Promotions P.. 1 Equity Share to G Suresh Babu (2) Allotment of 38.38.. 1 Equity Share to S Ranga Rajan..000 Equity shares to Sarthak Traders Pvt. 65.75.30.500 2.000 Equity shares to Namokar Metal..500 Equity shares to A.92. 50.58.70.000 Equity shares to Bhavesh Metal Pvt.500 Equity shares to VDR Consultants Pvt. 15. Ltd.03..000 4... Ltd.000 Equity shares to Victory Merchantiles Pvt.000 Equity shares to Sadjyothi Traders P.. 1. Ltd.10.00. Ltd. 25.000 Equity shares to Sunblink Trading & Investment Pvt.500 Equity shares to Bhiksu Barter P.000 *All of the equity shares issued by the company were fully paid up when issued and allotted All the above Preferential allotments have been done in accordane with unlisted companies Unlisted Public Companies (Preferential Allotment) Rules (1) Allotment of 100 Equity shares to B Ravi Chandran. 5.000 26.23.000 85.000 Equity shares to Sekhar Commerce Pvt.50. Ltd.. 1..28. (6) Allotment of 1.000 2....2010 25.16. 11.500 Equity shares to Novoflex Cable Care System Limited.000 Equity shares to Miller Chemicals Pvt.000 Equity shares to VDR Consultants Pvt..000 Equity shares to Romex Metal and Tubes Pvt. Ltd. Ltd.000 Equity shares to Akon Management Consultancy Pvt. Ltd...000 44.000 Equity shares to Mask Finvest Pvt.000 Equity shares to Sugreev Traders P..00. Ltd.85.85.000 Equity shares to Rajsri Developers Entrepenuers Ltd..000 Equity shares to Vivek Tracom Pvt..000 Equity shares to Akon Management Consultancy Pvt.000 Equity shares to Sunblink Trading and Investment Pvt.61.15..000 22.38.500 100 100 100 Cash Cash Cash 25. 30. 80. (3) (4) Allotment of 3.000 Equity shares to Dhruv Advertising & Marketing Pvt. (7) Allotment of 1.000 Equity shares to Archangles Distributors Pvt.000 71.66..2009 07. Ltd.000 Equity shares to Miller Chemicals Pvt. Ltd.67.. Ltd.000 4. 1. 22.500 2. 30.000 51.000 Equity shares to Accurate Corporate Services Pvt. Ltd. 2. 1.. Ltd.000 Equity shares to Pavapoori Prabhu Tradecon Pvt... Ltd.83. 2.000 Equity shares to Satbichar Commercial Pvt.00. 11. Ltd. Ltd.47.500 Equity shares to Ramdoot Agencies P.. Ltd. 5000 Equity shares to Potential Electricals and Electronics. 2.15.38.000 Equity shares to Welcome Vinimay P. 40..000 Equity shares to Akon Management Consultancy Pvt. Ltd. 5.45. 70.000 Equity shares to Kalash Advertising and Marketing Pvt.2011 10 10 10 2. Ltd.15.000 Equity shares to A. 2.000 Equity shares to Miller Chemicals Pvt..000 Equity shares to Mask Finvest Pvt. Ltd.000 Equity shares to Stanley Merchants Pvt. 20. Ltd. 27.95. 2.78.000 Equity shares to Well Wisher Tieup Pvt.000 Equity shares to Bhiksu Barter P..00.45..000 Equity shares to Divya Electronics Pvt.05.000 Equity shares to Raina Commodities Pvt. Ltd. 90.05.000 Equity shares to Sunblink Trading & Investment Pvt.. 20.. (5) Allotment of 1. 11.03.000 Equity shares to Surpati Merchandise Pvt. Ltd.00. 1..000 Equity shares to Bahuk Tradecon Private Ltd. 30. Ltd.500 Equity shares to Vivek Tracom P. 2.65. 2. Allotment of 45.000 Preferential Allotment 10 10 10 2. Ltd.. Ltd.500 100 100 100 Cash Cash Cash Preferential Allotment Preferential Allotment Preferential Allotment Preferential Allotment Preferential Allotment 21.000 Equity shares to Mask Finvest Pvt... Ltd. 5.000 Equity shares to Sunblink Trading & Investment Pvt..85.00.000 Equity shares to Unnati Supply Pvt.. 4.K. 1.000 Equity shares to Satbichar Commercial Pvt.000 21..30. 5.. 1. 16.10.50. Ltd.000 Equity shares to Florian Advertising and Marketing Pvt.000 Equity shares to Sadijyothi Traders Pvt. 30.15. Ltd.89..000 Equity shares to Dhruv Advertising & Marketing Pvt.05.000 Equity shares to Agile Congcomerate Pvt... 60.90. Ltd. Ltd.00. Ltd. Construction Pvt.000 10. 75.05.000 Equity shares to Sugreev Traders Pvt.90. Ltd.2011 18.500 Equity shares to Avanti Vyapaar P. Ltd.62. Ltd..2010 8. 5. Ltd. Ltd. Ltd.000 Equity shares to Mask Finvest Pvt. 2. Ltd.10.500 Equity shares to Sukdhan Suppliers P.00.23.63.00. Ltd.000 24.000 Equity shares to Shrest Distributors Pvt. Ltd. Limited. Ltd. Ltd.01.000 Equity shares to Fordon Advertising and Marketing Pvt. 11..00.000 Equity shares to Zigma Electricals Pvt.000 82. Ltd. Ltd. Ltd. Ltd. Ltd.15. Ltd.K.00.00.97.000 89. Construction Pvt.85.. 5. Ltd. 3. Ltd.000 Equity shares to Accurate Corporate Services Pvt.55.000 Equity shares to Rajhasthan Sarthak Traders Pvt. Ltd.46..20.000 Equity shares to Romex Corporate Services Pvt. 15.00...05.. 1 Equity share to G V Subba Rao. 2..00.95.03.500 2. Ltd.... 2. 1. Ltd. Ltd. Ltd. Ltd...45. 2. 85.000 Equity shares to Suskgyani Trading Pvt.85.75.000 Equity shares to Accurate Corporate Services Pvt. 1.000 26.2011 24. 35..24.000 7..

Ltd.25. Aakar Security Services Private Limited.000 4. Dhruv Advertising and Marketing Pvt. GAP Investment Consultancy Private Limited. Romex Metal and Tubes Pvt. of Equity Shares Face Value (` ) Issue Price (` ) Consideration Reasons for allotment Individuals/Entities to whom Equity Shares Allotted Sardar Balvinder Singh Mrs.2011 24.2007 1.000 Equity shares to Dhruv Advertising and Marketing Pvt.00. Ltd. 2.03. Ltd.000 Equity Shares to GAP Investment Consultancy Private Limited. 4.03. Baljit Kaur 04.00.00. (9) Allotment of 2. Aakar Security Services Private Limited.00.2011 4. 2.00. Shares issued during the last one year from the date of filing of DRHP with the SEBI Date of allotment of Equity Shares 25. (10) Allotment of 2.23.000 Equity Shares to Aakar Security Services Private Limited.000 Equity Shares to Aakar Security Services Private Limited. Ltd. Ltd. Ltd.000 10 100 Cash Preferential Allotment Preferential Allotment Preferential Allotment 18.000 10 10 100 100 Cash Cash Accurate Corporate Services Pvt. (8) Allotment of 5.09.Sunblink Trading and Investment Pvt.500 Equity Shares to GAP Investment Consultancy Private Limited. Ltd. Bhavesh Metal Pvt. Ltd.60.. Florian Advertising and Marketing Pvt. Ltd.000 Equity Shares to GAP Investment Consultancy Private Limited.000 10 10 Other than cash Takeover of the partnership firms Share allotted as Bonus Issue No shares have been allotted by the Company as bonus shares. Ltd. Ltd.03. GAP Investment Consultancy Private Limited. Fordon Advertising and Marketing Pvt. Mask Finvest Pvt.500 Equity Shares to Aakar Security Services Private Limited. Ltd.000 Equity shares to Miller Chemicals Pvt.62. 25.00. Sardar Balvinder Singh. Miller Chemicals Pvt.2011 12. Ltd. 44 . Kalash Advertising and Marketing Pvt. Akon Management Consultancy Pvt.03. Aakar Security Services Private Limited.45.2010 No.1. Romex Corporate Services Pvt. Ltd.000 Face Value (` ) 10 Issue Price (` ) 100 Consi derati on Cash Reasons for allotment Individuals/Entities to whom Equity Shares Allotted Preferential Allotment 07.00. of Equity Shares 21. GAP Investment Consultancy Private Limited.25. Shares allotted for consideration other than cash Date of allotment of Equity Shares No.

05.03.99 2.2008 12. Baljit Kaur Total 1.12.00 0.896 45 .948 Subscription to 10 24.000 10 Cash Preferential 100 1.81 4. Build up of Promoter’s shareholding. of 26. of equity shares % of preIssue paid-up capital 0.2008 30.40.000 Equity Shares of Sardar Balvinder Singh are pledged with Axis Bank Limited and State Bank of Hyderabad.12.01.233 Allotment 30.82.43 0.76 2.00.2009 11.13 3.663 1.03.06.663 1.84 1.715 10 10 Cash Considerat ion other than cash Cash Cash 24.82.2007 10 Cash 0. Mrs.233 Allotment As on the date of the DRHP.84 5.35 10 10 35.285 10 Considerat Against the 10 93.60 13.19.92.38.15.26 The aggregate shareholding of the Promoters & Promoter Group prior to the Issue Pre –Issue % of pre issue paid up capital 52.00.99 0.000 10 Cash Preferential 10 1. a) Details of the built-up of the Promoter’s shareholding in our Company: Date of Transfer/Allo tment No.03.32.09 11.31 0.67.2011 2. an aggregate of 20% of the post-Issue Equity share capital of our Company shall be locked in for a period of three years from the date of Allotment.03.75 9.000 10 Cash Preferential 100 1.03.2009 8.663 36.00. of Equity Shares Fac e Val ue Nature of considerat ion Reasons for Acquisition Acquisi tion Price Cumulative No.50.233 Allotment 30.41 4.94.12. a total no.233 ion other takeover of the than cash partnership firms 24.17.2007 04.233 Allotment 07.03.40.80.30.42 Particulars No of Shares Promoter Sardar Balvinder Singh Mrs. Promoter’s Contribution and Lock – in Pursuant to the SEBI (ICDR) Regulations.2007 93.01.2008 3. Baljit Kaur 03.948 32.09 34.000 10 Cash Preferential 10 1.00.98 24.32.2008 13.06 7.94 2.09.663 0.53 1.233 36.06 21.07.88 4.2.12.000 1.09.948 31.2007 24.94 % of postIssue paid-up Capital Sardar Balvinder Singh 03.81 0.233 Allotment 31.00.000 10 Cash Preferential 10 1.82 66.948 Memorandum 04.12.000 10 10 Subscription to Memorandum Against the takeover of the partnership firms Preferential Allotment Preferential Allotment 10 10 24.76.

The details of the Equity Shares.948 31.42 % of the pre Issue paid-up equity share capital of the Company.00 0.2007 24.2008 30.07. 000 equity shares have been pledged with Axis Bank Limited and State Bank of Hyderabad Besides the above.2007 24.50.000 1.58 Lock in period in years* Sardar Balvinder Singh 03.25% of the post-issue equity share capital of our Company to be considered as Promoter‟s contribution and locked-in for a period of three years from the date of Allotment.00.2009 07.03. the promoters‟ contribution of 55.000 8.09.27 2.88 1.b) Details of Promoter’s Contribution and Lock-in: Our Promoters have by a written undertaking dated June 15.03.03.000 equity shares in the Issue towards financing the project shall also be locked in for a period one year from the date of allotment in the Issue The Equity Shares that are being locked-in are not ineligible for computation of minimum Promoter‟s contribution under Regulation 33 of the SEBI (ICDR) Regulations.71 4.92.285 10 10 04. are set forth in the table below: Date of Transfer/Allotment No. constituting 20.2008 21. the Company confirms that the Equity Shares being locked-in do not consist of: (i) Equity Shares acquired during the preceding three years (a) for consideration other than cash and revaluation of assets or capitalization of intangible assets or (b) arising from bonus issue by utilization of revaluation reserves or unrealized profits of the Company or from a bonus issue against Equity Shares which are otherwise ineligible for computation of Promoter‟s contribution. ** Out of total allotment of 29. (iii) Equity Shares issued to the Promoters upon conversion of a partnership firm.09 11.00. 27. at a price lower than the price at which Equity Shares are being offered to the public in the Issue.715 9.05.76.03.000 equity shares. of Equity Shares Face Value Nature of consideration Acquisition Price % of preIssue paid-up capital* % of postIssue paidup capital 0.2007 04. Baljit Kaur 03. The Equity Shares constituting Promoter‟s contribution shall be eligible in terms of the SEBI (ICDR) Regulations.03.92.285 11.000 2.75 0.00.000** 2. consented for 88.2009 30.2007 04.000 10 10 10 10 10 10 10 10 10 10 10 Cash Consideration other than cash Consideration other than cash Cash Cash Cash Cash Cash Cash Cash Consideration other than cash Cash Cash 10 10 0.06 16.35 0.896 Equity Shares which constitutes 66.000** 13.67 2.83 2.43 4.03.06 1 3 10 10 10 10 10 100 100 10 10 10 10 7.2008 31.948 72.09 27.09.2008 30. 26.06 7.2011 Mrs.000 24.000 Equity Shares held by them.10 3.46 0.15.2007 24.00.00.00.00. 2011.09.81 0.13 3.00.99 0.87.31 0.88 4.26 1 3 3 1 1 1 1 1 1 1 1 *Our Promoters shareholding constituting not less than 20% of the post-Issue share capital shall be locked in for a period of three years from the date of Allotment in the Issue.53 1. Our Promoters hold 1.94. and 46 .03. which shall be locked-in for a period of three years and one year respectively from the date of Allotment.99 1.01. In this regard. (ii) Equity Shares acquired by the Promoters during the one year preceding the date of the Draft Red Herring Prospectus.2008 30.84 0.01.715 3.

The Equity Shares held by the Promoters which are locked-in for a period of one year from the date of Allotment in the Issue can be pledged with any scheduled commercial bank or public financial institution as collateral security for loans granted by such bank or financial institution. subject to continuation of the lock-in in the hands of the transferees for the remaining period and compliance with the SEBI Takeover Regulations as applicable. agreed not to sell or transfer or pledge or otherwise dispose of in any manner. The Promoter‟s contribution constituting not less than 20% post-Issue paid-up equity share capital shall be locked-in for a period of three years from the date of Allotment in the Issue.(iv) Equity Shares held by Promoters‟s pledged with any creditor. a total no.000 Pledgee Bank Axis Bank Limited State Bank of Hyderbad 47 . the entire pre-Issue equity share capital will be locked-in for a period of one year from the date of Allotment.05.00. pursuant to Regulation 40 of the SEBI (ICDR) Regulations.03. Our Promoters have pursuant to their undertaking dated June 15.00.00. Pursuant to Regulation 39 of the SEBI (ICDR) Regulations. b) Other requirements in respect of lock-in: Pursuant to Regulation 40 of the SEBI (ICDR) Regulations. provided that the pledge of Equity Shares can be created when the loan has been granted by such bank or financial institution for financing one or more of the objects of the Issue and pledge of Equity Shares is one of the terms of sanction of the loan. The minimum Promoter‟s contribution has been brought to the extent of not less than the specified minimum lot and from the persons defined as Promoters under the SEBI (ICDR) Regulations.25% of the post-Issue equity shareholding of the Company held by the Promoters and locked in for three years as specified above. of 26. As on the date of the DRHP.2007 30. 2011. the Equity Shares held by the Promoters may be transferred to and amongst the Promoter Group or to a new promoter or persons in control of the Company.of Equity Shares 21. the Equity Shares forming part of the Promoter‟s contribution from the date of filing of the Draft Red Herring Prospectus until the commencement of lock-in period specified above.000 5. a) Details of pre-Issue Equity Share capital locked in for one year: In addition to the 20. provided that the pledge of the Equity Shares is one of the terms of sanction of the loan.000 Equity Shares of Sardar Balvinder Singh are pledged with Axis Bank Limited and State Bank of Hyderabad.2009 No. as applicable. Date of Allotment 04. Further.the Equity Shares held by the Promoters which are locked-in for a period of three years from the date of Allotment in the Issue can be pledged with any scheduled commercial bank or public financial institution as collateral security for loans granted by such banks or institution. subject to continuation of the lock-in in the hands of the transferees for the remaining period and compliance with the SEBI Takeover Regulations. the Equity Shares held by person other than the Promoters prior to the Issue may be transferred to any other person holding Equity Shares which are lockedin along with the Equity Shares proposed to be transferred.

57 100 0.00 0.42 Central Government/State 0 0 0 0.00 lakh Others 0 0 0 0.57 33.76 0.00 Government(s) 0 0 0 0.00 33.00 0.76 0.00 Clearing Members 13 8943604 0 33.00 66.00 share capital upto `1 lakh (ii) Individuals holding nominal share capital in excess of `1 0 0 0 0.00 Individuals) Bodies Corporate 0 0 0 0.00 Insurance Companies 0 0 0 0.57 Sub-Total B(2) : 13 8943604 0 33.00 0.00 0.42 FOREIGN Individuals (NRIs/Foreign 0 0 0 0.00 9.00 100 0 0.00 Mutual Funds /UTI 0 0 0 0.42 0.00 Others 0 0 0 0.00 Financial Institutions /Banks Central Government / State 0 0 0 0.00 0.00 Government(s) Bodies Corporate 0 0 0 0.00 0.00 2600000 9.00 Sub-Total B(1) : NON-INSTITUTIONS 8 8943500 0 33.42 PUBLIC SHAREHOLDING INSTITUTIONS 0 0 0 0.00 66.00 33.00 0.57 Total B=B(1)+B(2) : Total (A+B) : 15 26638500 2100000 100 Shares held by custodians.00 Others 0 0 0 0.00 0.00 0. of sha reh olde rs Total number of shares No.42 2600000 0 0 0 0 2600000 0 0 0 0 0 2600000 9. The shareholding pattern of the Company The table below presents the shareholding pattern of the Company as on the date of filing the Draft Red Herring Prospectus: Total shareholding as a % of total no of shares Shares pledged or otherwise encumbered AS a % of No of (A+B+ Shares C) Category Code Category of shareholder No.00 0.00 Total A=A(1)+A(2) 2 17494896 2100000 66.00 48 .00 0.00 Sub-Total A(1) : 2 17494896 2100000 66.00 0.76 0.00 0.00 Promoter and Promoter Group 0 0 0 0.00 Others 0 0 0 0.00 0.00 Investors 0 0 0 0.00 0.3.00 0.00 Financial Institutions / Banks 0 0 0 0.00 0.00 0.00 9.00 0.00 Venture Capital Funds 0 0 0 0.00 Institutions 0 0 0 0.00 Public GRAND TOTAL (A)+(B)+(C) 15 26638500 2100000 100 66.00 Foreign Institutional Investors Foreign Venture Capital 0 0 0 0.00 0.00 0. of shares held in dematerialize d form AS a % of (A+B) AS a % of (A+B+C) (A) (1) (a) (b) (c) (d) (e) (2) (a) (b) (c) (d) (B) (1) (a) (b) (c) (d) (e) (f) (g) (h) (2) (a) (b) (c) (C) (1) (2) Promoter and Promoter Group INDIAN Individuals/ HUF 2 17494896 2100000 66.00 Non resident Indians 0 0 0 0.00 0.57 Bodies Corporate Individuals (i) Individuals holding nominal 5 104 0 0.42 0. against which Depository Receipts have been issued 0 0 0 0.00 0.57 0.00 0.00 Sub-Total A(2) : 0 0 0 0.76 0.00 0.

66. 1 2 3 4 5 6 7 8 9 10 Our top ten shareholders and number of Equity Shares held by them as of ten days prior to the date of filing of the Draft Red Herring Prospectus Name of the Shareholder Sardar Balvinder Singh Infoedge Capital Services Pvt.500 9.99 c. Ltd.000 4.000 3.000 2.000 1.000 2.75 0.75 0.26% 18.40.No.39 0. Mrs.500 36.000 3.05.000 3. Ltd.60.39 0.73% 1. 49 .55 3. Ltd Fordon Advertising and Marketing Pvt.95. Sr.82. As and when options are granted to our employees under any ESPS. The Company does not have any Employee Stock Option Scheme / Employee Stock Purchase Scheme for our employees and we do not intend to allot any Equity Shares to our employees under Employee Stock Option Scheme / Employee Stock Purchase Scheme.396 Percentage 68. Ltd.90.500 36.00% Sr. Ltd.98% 1.61 0.50.No. Ltd.02.000 3. Ltd. Ltd.95% 1.000 1.233 49.00. Fordon Advertising and Marketing Pvt. Our top ten shareholders and number of Equity Shares held by them as of the date of the Draft Red Herring Prospectus Name of the Shareholder Sardar Balvinder Singh Infoedge Capital Services Pvt.60.10.000 2.68 13. Victory Merchantiles Pvt.38.No. Ltd.75 0. of Shares held 1.663 22. Ltd. Ltd.233 49.233 36. Ltd.05.60 18.09 99.12. Ltd.500 2.4. Baljit Kaur Sunblink Trading and Investment Pvt.12. Ltd.000 2. Sunblink Trading and Investment Pvt.000 2. Ltd.71% 1.82 8.396 Percentage 52.55 3. Ltd. Total No.000 1.000 25. Florian Advertising and Marketing Pvt. Mrs.93% 1.82 8. Ltd. Ltd. Dhruv Advertising and Marketing Pvt. of Shares held 1. Ltd. Total No. Equity Shares held by top 10 shareholders a.45.58.12. Sunblink Trading and Investment Pvt.38.20% 2.38.99 Sr.75 0.000 2.500 2.00.75.75 0.40.000 25.000 2.77.82. Florian Advertising and Marketing Pvt.396 Percentage 52. of Shares held 1. Romex Corporate Services Pvt.00. our Company shall comply with the SEBI (Employees Stock Option Scheme and Employees Stock Purchase Scheme) Guidelines 1999. Akon Management Consultancy Pvt.90.77.00.500 2. Baljit Kaur Aakar Security Services Pvt. Romex Corporate Services Pvt. Gap Investments Private Ltd. Our top ten shareholders and number of Equity Shares held by them as of two years prior to the date of filing of the Draft Red Herring Prospectus : Name of the Shareholder Sardar Balvinder Singh Mrs. Miller Chemical Pvt.00. Baljit Kaur Aakar Security Services Pvt.00.500 9. VDR Consultants Pvt. Accurate Corporate Services Pvt. Total No. Ltd.61 0.42% 1. Mask Finvest Pvt. 1 2 3 4 5 6 7 8 9 10 5.00. Ltd.33.663 4.60 18.66.663 22. Miller Chemical Pvt.68 13.75 0.04% 0.09 99.82. 1 2 3 4 5 6 7 8 9 10 b. Gap Investments Private Ltd.75. Miller Chemicals Pvt.78% 100. Ltd.

so as to ensure that 20% of the post-Issue paid-up capital is locked in. if any. In the case of over-subscription in all categories. Under-subscription. However. for Equity Shares) on a preferential basis or issue of bonus or rights or further public issue of Equity Shares or qualified institutions placement or otherwise. An investor cannot make a Bid for more than the number of Equity Shares offered through the Issue. directly or indirectly. while finalising the Basis of Allocation. the Promoter Group and their respective directors and the BRLM have not entered into any buy-back arrangements and/or safety net facility for the purchase of Equity Shares from any person. 5% of the QIB Portion shall be reserved for Mutual Funds only subject to valid Bids being received at or above the Issue Price. our Directors. our Promoters. the members of the Syndicate. 15. if any. to any Bidder. right issue or in any other manner during the period commencing from submission of the Draft Red Herring Prospectus to SEBI until the Equity Shares issued pursuant to the Issue have been listed except as mentioned in this draft Red Herring Prospectus. in any category would be met with spill over from other categories or combination of categories at the discretion of the Company in consultation with the BRLM and the Designated Stock Exchange. kind. subject to valid Bids being received at or above the Issue Price. no Equity Shares have been pledged by our Promoters or the Promoter Group. whether direct or indirect. not more than 50% of the Net Issue shall be available for allocation on a proportionate basis to QIBs. in the Mutual Funds portion will be met by a spillover from the QIB Portion and be allotted proportionately to the QIB Bidders. 7. joint ventures or other arrangements. subject to the maximum limit of investment prescribed under relevant laws applicable to each category of investor. if the Company enters into acquisitions. Mutual Funds participating in the Mutual Fund Portion of the QIB Portion will also be eligible for allocation in the remaining QIB Portion. 14. the Company. Other than as set out in this Section titled “Capital Structure”. Any oversubscription to the extent of 10% of the Net Issue can be retained for the purpose of rounding off and making allotments in minimum lots. our Directors. the Allotment may increase by a maximum of 10% of the Net Issue. In such an event. 10. 50 . The Company does not propose to undertake any further issue of capital whether by way of issue of bonus shares. 9. in any manner. none of our Directors or Key Managerial Personnel holds any Equity Shares in the Company. 13. 8. our Promoters. by way of split or consolidation of the denomination of Equity Shares or issue of Equity Shares (including any issue of securities convertible into or exchangeable. 16. the BRLM. The Company presently does not intend or propose to alter the capital structure for a period of six months from the Bid/Issue Opening Date.6. the Company may. preferential allotment. No person connected with the Issue including. the Equity Shares to be locked-in towards the Promoter‟s contribution shall be suitably increased. consider raising additional capital to fund such activity or use Equity Shares as currency for acquisition or participation in such joint ventures. the Promoter Group and our Group Companies of the Promoters shall offer any incentive. but not limited to. Promoter Group and Directors and their immediate relatives have financed the purchase by any other person of the Equity Shares of the Company other than in the normal course of business of financing the entity. Our Promoters and members of our Promoter Group will not subscribe to or apply for the Equity Shares in this Issue except as mentioned in the Draft Red Herring Prospectus. services or otherwise. Except as stated in the section titled “Our Management” beginning on page 139 of the Draft Red Herring Prospectus. 11. not less than 15% of Net Issue shall be available for allocation on a proportionate basis to Non Institutional Bidders and not less than 35% of Net Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders. whether in cash. 12. during the period of six months immediately preceding the date of filing of the Draft Red Herring Prospectus. Further. The Company has not entered into any financing arrangements whereby our Promoters. Under-subscription. as a result of which the post-Issue paid-up capital would also increase by the excess amount of allotment so made. The Company. Consequently. subject to necessary approvals. as of the date of the Draft Red Herring Prospectus.

17. A Bidder cannot make a Bid for more than the number of the Equity Shares offered through the Issue. the BRLM and their associates do not hold any Equity Shares in the Company. There will be only one denomination of the Equity Shares of the Company unless otherwise permitted by law and the Company shall comply with such disclosure and accounting norms as may be specified by the SEBI from time to time. The Company has not raised any bridge loan against the proceeds of the Issue. 21. The Company has not issued any Equity Shares out of revaluation reserves or for consideration other than cash. For details on use of proceeds. 51 . The Company has not made any public issue since its incorporation. 20. please see the section titled “Objects of the Issue” beginning on page 52. subject to the maximum limit of investment prescribed under relevant laws applicable to each category of Bidder. 19. 23. 22. The Company has not issued any Equity Shares in terms of any scheme approved under Sections 391-394 of the Companies Act. The Company has 15 members as of the date of the Draft Red Herring Prospectus. 18. As of the date of the Draft Red Herring Prospectus.

000 sq. The cost of the project includes finishing for the outlets.010.000 TOTAL 9.00 Phase II 3. on average totalling 7. The total project cost is estimated to be `26.OBJECTS OF THE ISSUE The Company proposes to expand the retail chain by adding 100 new MBOs in the exisiting as well as new markets on pan – India basis with an estimated area of 9.00 [●] [●] [●] *will be incorporated at the time of filing of Prospectus Our fund requirements and deployment thereof are based on TEV study done by Cygnus.00 1823. Phases Estimated Area in sq. The project cost is estimated based on TEV study done by Cygnus Business Consulting and Research Private Limited and appraisal done State Bank of India.00 - 284. 1 2 3 4 5 Particulars Promoters equity (already brought in) Proceeds from issue of Equity Shares to GAP Investment Consultancy Private Limited & Aakar Security Services Private Limited (already brought in) Term Loans from SBI & SBH Term loans from other Banks Proceeds from Issue Proceeds from Promoters‟ contribution [●] Proceeds from Net Issue to the public [●] Total (` in Lakhs) Fund Requirement 200.840. 52 . These are based on current conditions and are subject to change in light of changes in external circumstances or costs or in other financial conditions. ft.000 sq. computers.979.5 Lakhs sq.000 Approximate No.770 Phase III 2.ft 8.5 lakhs square feet Repayment of debt General Corporate Purposes* Issue related expenses* Total 26.00 [●] [●] [●] 10. and 20 more outlets spread over 10. No. Requirement of Funds The details of the utilization of proceeds of the Issue are as per the table set forth below: Sr. ft. of Outlet 43 37 20 100 Under the current project.00 8.00. Further.98. Means of Finance Sr.770 sq.5 Lakhs sq. ft. contingency.010. ft.00 (` in Lakhs) Phase III Others 2.230 sq.. The company operates its outlets in leased space which is a general practice in retail industry.00 8.979.00 284.840. ft.00 2300. as discussed further below.129. advance of rentals. utilities & safety infrastructure.ft 10.000 sq. 8.00 lakhs.000 sq.00 [●] [●] The aforementioned fund requirement for Phase I & II will be met from proceeds promoters‟ contribution in the Issue and bank borrowings and for Phase III will be met out of the proceeds of the Net Issue to the Public.ft. The expansion is proposed to be undertaken in the following 3 phases. No Particulars Fund Requirement Phase I 3.51.00. ft. Phase I 3.129. working capital margin and IDC. Tier II and Tier II cities across India.51. business strategy. Phase I and Phase II are appraised by State Bank of India. each aggregating to 2. Preliminary & Pre-operative expenses.98. company proposes to add about 50 outlets spread over 12. No land is needed to be bought and no civil construction is required except for the finishing works. ft. other expenses. in Tier I. on average and 30 outlets spread over 5.00 9000.00 1 2 3 4 Setting up of additional 100 outlets across India spread across 9.50.00 Lakhs sq. furniture & fittings.230 Phase II 3.

29 lakhs. An amount of `2. and changes in management‟s views of the desirability of current plans. Ft. Further. if any.023. Any such change in our plans may require reworking/rescheduling of our expenditure programs.300. Total Estimated Area identified in Area in Sq. As of date. the Companny has already entered into lease agreements for the same. Ft. at the discretion of our management / Board. For the details of the locations and lease agreements. Details of the project The Company proposes to open additional 100 outlets in the following regions Estimated Area in Sq. Our capital expenditure plans are subject to a number of variables.An amount of `2. to the extent of such shortfall. which may include rescheduling or re-working of our expansion. In case of any variations in the actual utilization of funds earmarked for the objects mentioned above or in case of increased fund requirements for a particular object. The details of terms of sanction have been suitably discloed in section titled “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus. please refer page 129 under the heading titled “Properties” under the section titled “Business Overview”. available for other objects and/or the Company‟s internal accruals and/or debt facilities that may be availed from the banks/financial institutions. we may explore other sources of funds including internal accruals arising from our future operations and/or debt.000. of outlets proposed No. if any. if any. 12000 Maharashtra Delhi Haryana Gujarat Tamilnadu Kerala Rajasthan Uttar Pradesh Karnataka Goa Odisha Chhattisgarh Madhya Pradesh Jharkhand Bihar Punjab Andhra Pradesh 4 3 2 5 5 2 1 3 4 1 3 3 3 2 2 2 5 50 5000 5 0 0 2 4 5 2 1 1 0 1 1 0 0 1 3 4 30 10000 4 0 0 1 1 2 1 2 2 0 0 0 2 1 0 4 0 20 113000 36000 24000 80000 90000 69000 32000 61000 73000 12000 41000 41000 56000 34000 29000 79000 80000 950000 43084 22400 35709 40316 26928 69746 238183 2 1 2 2 1 7 15 No. Sq. locations. SBI has already disbursed an amount of `3.00 lakhs shall be brought in by way of term loans from other banks. the Company has already identified locations for 15 outlets. In case of shortfall. among others. amounts of `6. the shortfall.042. Out of the term loans mentioned above.00 lakhs has already been brought by issue of equity shares to promoters and others.000. In view of the dynamic nature of our industry. of outlets identified Out of the total proposed outlets. including possible cost overruns.00 lakhs term loans have been sanctioned by State Bank of India and State Bank of Hyderabad respectively. etc. 53 . We certify that firm arrangements of finance through verifiable means towards 75% of the stated means of finance have been made excluding the amount to be raised through the proposed Issue compliance with the Regulation 4(2)(g) of the SEBI Regulations. may be financed by surplus funds. Ft.00 lakhs and `3. we may have to revise our business plans from time to time and consequently our fund requirements may also change.

00 26979. 420 420 420 420 Total Cost in ` Lakhs 1672. Particulars Phase I 3.00 886.00 1338.51.00 8129.13 54 No of show rooms 100 100 100 100 Total Cost in ` Lakhs 1267.00 0 8840.00 640.00 4057.43 840.00 255.00 93.00 1 2 3 4 5 6 7 8 9 10 11 12 Building Electrical.00 128.00 82. ft. The total cost for electrical.00 1004.26 Lakhs on per show room basis.57 1477. Electrical Equipment.00 The various categories of cost are classified into the broad headings such as Building. 3. ft.00 613. switches etc.00 .00 1126. etc. ft.00 2913. the total cost adds to `420/.00 1221.00 504.00 1457.00 2913. the cost for the electrical installations is considered as `12.20 Lakhs on per show room basis. ft.00 1274.00.00 1388.per sq.00 2923.00 288. ft.00 1520.00 47.00 135.67 Lakhs on per show room basis Air conditioning The air conditioning cost is considered as `15.00.00 0 10010.Detailed Project Cost (` in Lakhs) Sr.00 Electrical.00 1572.20 1. basis and `70 per sq. ft.000 Rate in ` per sq. Accordingly.00 3040.51. The details of building cost are as given below. wiring.26 29.230 sq.00 2923. ft. 1673.00 539.00 225.50. basis respectively. ft. Air Conditioning & Fire Safety Furniture & Fittings Computers Advances of rent Other expenses Preliminary & Preoperative Expenses Contingency Working capital margin Working capital IDC Brand Building TOTAL TOTAL 3990.770 2. ft. The assumption of the rate either per sq.770 sq.000 sq.00 608. The renovation includes flooring and false ceiling activities.00 3990.00 1079. air conditioning and fire safety is estimated to be `2913 lakhs. in order to have a cost of project in proper headings and to make it simple for depreciation calculation.67 15.00 3749.00 307.00 611.000 9.00 Phase III 2.00 789. Furniture and Fixtures. or per outlet on average area with that of proper heading are mentioned below: Building cost The company will take the premises on lease and then renovate the floor space.00 126. No. Air Conditioning & Fire Safety Electrical The expenditure towards electrical installations includes lighting. 840.98.00 153.00 222.00 1338.00 2154. 1477. Phase I II III Particulars Building Building Building TOTAL Area sq. Details Electrical Air Conditioning Fire Safety systems Total Average cost per show room (` lakhs) 12. Fire Safety systems The fire safety systems are also considered as `1.230 3.00 Cost Phase II 3.00 1903. The cost of flooring and false ceiling considered are `350 per sq. Following table shows the details of these costs.00 2394.98.

00 Lakhs. The average cost of computer and printer for each show room is considered at `3.79 1.00 lakhs. handy cams and other small items. Following table gives the details of furniture & fixture: Classification Glass shelves Racks Sign Board Furniture etc Cabins & Rest rooms TOTAL Computers & Printers The cost of Computers & Printers includes in setting up the basic computer related infrastructure like server. user Computers.00 . The tentative expenditure comes to `1.Furniture & Fixture Furniture & Fixtures include.77 37.20 lakhs per show room. Glass shelves. Sign Boards. Glass shelves for Display Glass shelves mainly consist of the glass and furniture boxes that are used to display the different items like mobiles.79 lakhs per outlet. Following table gives the details of computers and network. Furniture and Furniture for cabins & rest rooms. The average cost per show room considered for the networking is 1.00 177. Sign boards Sign boards are used for the advertising and marketing purposes.77 Lakhs per show room.49 No of show rooms 100 100 100 100 100 100 Total Cost in ` Lakhs 1520. The cost for the sign boards is considered on per show room basis and is `2. The estimated cost for computers and network is estimated to `608. Computer & Printers Typically each show room will have a local server of required configuration suitable for the number and volume of transactions/ data generation. Furniture The furniture cost is considered to be `2. Racks Cost of racks is calculated based on per show room cost for the racks. In addition. Glass shelves cost has been taken as `15. POS (Point of Sales) solution and the printers.53 Lakhs per show room.20 2.29 Lakhs. Networking Networking consists of main server. 55 Average cost per show room (` lakhs) 15.53 2.00 3749. It varies with the number of users and the size of the main server. The following gives details of the break up. Furniture for Cabins & Rest rooms Each show room will have cabins and rest rooms depending on the number of employees working there. where the address and contact details of the visitors are recorded for future purpose. Racks.20 15.00 1520.00 253. The cost of cabins & rest rooms considered is `1.20 Lakhs per showroom. The cost has been taken as `15. ERP Software Cost of ERP systems includes the cost of implementation of SAP and POS Solution. they will have computers in the sales counters and also for reception.79 Lakhs per show room. networking equipment and others.00 279.

ft.08 No of show rooms 100 100 100 100 Total Cost in ` Lakhs 3. (in `) 84 84 84 84 Months 3 3 3 3 Total in ` Lakhs 1004. Labour charges It includes the entire cost of labour including cost of interior and finishing cost.00 1. Electrical. Interior designing fee Company will be appointing consultants for the interior designing of the outlet.79 6. The total estimated labour cost is `659. So the Company needs to build brand in these markets for the success of the project.00 Other expenses Other expenses include the cost of Property consultation and labour charges. The advance of 3 months of lease rentals is considered to be paid by the company to occupy the retail space. the contingencies cost is estimated about `225 lakhs.00 lakhs for the project of 9.00 504.50 Lakhs sq.00 886. The total estimated cost for brand building for the project is `2533. ft. The Preliminary & pre-operative expenses are estimated to be `3040. The total cost is estimated to be `2394. The property consultant fee considered is `84.07 Lakhs per show room.00 lakhs. For locations. 398230 351770 200000 950000 Rate per sq.29 1. ft.59 lakhs per show room. The average lease rental for all these locations put together is estimated to be `84 per sq.79 6.00 lakhs for the project of 9. Air Conditioning & Fire Safety.Classification Computer & Printers Networking ERP Software TOTAL Lease Advance Average cost per show room (` lakhs) 3. we have considered contingency of 2% over the hard costs. Preliminary & pre-operative expenses Preliminary & pre-operative expenses include the interior design fee and initial brand building expenses. Phase I II III TOTAL Particulars Lease Advance Lease Advance Lease Advance Area sq. ft.33 Lakhs per show room. per month. The cost considered for the brand building activity is `25.29 1. On the basis of hard cost (Building. which is about `798. Property consultant fee Company shall be appointing property consultants for the identification of the suitable place for show rooms and getting the show room on lease. Furniture & Fittings and Computers).50 lakhs sq.00 lakhs. Initial brand building expenses Company will be entering new markets with this project.00 lakhs for the project of 9. The average labour charges considered is `6. ft. ft. Estimated cost for other expenses is `1457. please refer the table above.50 lakhs sq. The estimated cost for interior designing fee is estimated to be `507.00 lakhs.00 per sq.00 2394. Contingencies Considering the duration of the project. 56 . ft. The fee towards the consultants is considered on per show room basis at `5.00 lakhs for the expansion of outlets.00 1.08 The lease rentals for the expansions are considered for each outlet based on their locations.

00 lakhs sq.Working capital requirement The working capital has been calculated based on the following assumptions. Holding period is considered in accordance with various factors like storage space. ft. availability of the material in the region. the minimum duration for supplies and others.50 sq. ` in Lakhs Existing Business Particulars Historical FY10 Historical FY11 Estimated holding holding holding period period period Current Assets Days FY12 Phase I & II Estimated holding period Days FY13 Inventories Receivables Other Current Assets 57 29 7 (` Lakhs) 9659 5225 1738 Audited Days Provisional (` Lakhs) Days Estimated (` Lakhs) Estimated (` Lakhs) 67 27 10 16570 7007 2788 38* 30 8 7483 2959 075 60 30 8 12363 7448 188 Total 16621 26365 Current Assets Current Liabilities Sundry 8 1306 10 2482 23 Creditors Other 4 755 4 1096 15 Current Liabilities Total 2061 3578 Current Liabilities Working 14560 22788 Capital WC Margin * For the FY 12 the number of months of operation is assumed to be 5 months only Working Capital Assumptions for Phase III 1 2 3 4 5 Inventory Debtors Other Current Assets Credit from suppliers Other creditors 10517 19999 2310 149 23 15 4941 377 2459 5318 8050 4058 14681 6481 30 days of sales 30 days of Raw Material Consumed 1 day of expenditure 9 days purchase of Raw Material Purchase 2 days of expenditure Working capital calculation for 2. in ` Lakhs Existing Business Particulars Historical FY10 Historical FY11 Estimated Holding Holding Holding Period Period Period Current Assets Days FY12 Phase III Estimated Holding Period Days FY13 Inventories 57 (` Lakhs) 9659 Audited Days Provisional (` Lakhs) Days Estimated (` Lakhs) Estimated (` Lakhs) 67 57 16570 30 1575 30 1648 . ft. Working Capital Assumptions for phase I and II 1 2 3 4 5 Inventory Debtors Other Current Assets Credit from suppliers Other creditors 60 days of sales 30 days of Raw Material Consumed 8 days of expenditure 23 days purchase of Raw Material Purchased 15 days expenditure Working capital calculation for 7.

00 lakhs. SBI has already disbursed an amount of `2960. The IDC for the project finance from SBI. Other bank is likely to sanction a loan amount to the extent of balance `2300. 58 .00 lakhs as of date.00 lakhs.00 lakhs has already been sanctioned by SBI and SBH. Considering these disbursements and sanctions interest during construction is included in the project cost.Receivables 29 Other 7 Current Assets Total Current Assets Current Liabilities Sundry 8 Creditors Other 4 Current Liabilities Total Current Liabilities Working Capital The Company proposes to raise 2012 5225 1738 27 10 7007 2788 30 1 1898 48 30 1 1986 50 16621 26365 3521 3685 1306 755 10 4 2482 1096 9 2 502 96 9 2 487 100 2061 3578 598 587 14560 22788 2923 3097 an amount of `2923 lakhs towards the working capital requirement for the FY Working capital calculation for the entire Company in ` Lakhs Existing Business Particulars Historical FY10 Estimated FY11 Estimated Holding Holding Holding Period Period Period Current Assets Days FY12 Estimated Holding Period Days FY13 Inventories Receivable s Other Current Assets Total Current Assets Current Liabilities Sundry Creditors Other Current Liabilities Total Current Liabilities Working Capital Drawing Power WCBF 57 29 7 (` Lakhs) 9659 5225 Audited Days Provisional (` Lakhs) Days Estimated (` Lakhs) Estimated (` Lakhs) 67 27 10 16570 7007 2788 65 36 10 17485 10701 3017 62 36 10 18346 11771 3319 1738 16621 26365 31203 33435 8 4 1306 755 10 4 2482 1096 9 4 2376 1049 9 4 2613 1154 2061 3578 3425 3768 14560 75% 10920 9338 22788 17091 14396 27777 20833 19000 29668 22551 21800 Interest during Construction (IDC) The term loan considered for the project is about `11300. SBH and a third bank is estimated to be `288. The following is the detailed calculation of IDC.00 lakhs out of which an amount of `9000. Further.

2 0.00 (` Lakhs) Details of IDC from the term Loan from SBH and others Proposed Loan – Term loan `5300 Lakhs Opening Disbursement Balance FY 12 July 0.2 12 18 1.5 0.53 7.00 750.8 457.5 0.5 1 1.37 7. Hoardings/ Display Exp.6 2.2 2.32 100. % to Total Exp.No State 1 Maharastra 2 Delhi 3 Gujrat 4 Tamil Nadu 5 Kerala 6 Punjab 7 Rajasthan 8 Uttar Pradesh 9 Karnataka 10 Goa 11 Orissa 12 Chhatisgarh 13 Madhya Pradesh 14 Jharkhand 15 Bihar Total No.00 2750.00 5300.00 1000.2 4.2 3.5 0.6 19. banner and Print pamphlets.50% Interest 9.00 1460.00 54.5 Exp.00 Quarter 2 August 500. TV & Radio media.00 1500.00 6000.00 5300.5 1 0.00 33. However.1 36 24 9.71 0.32 8.6 36 14. we require huge efforts to create a brand image.6 7. Sl.1 0.5 0.00 2960.34 0.9 0.26 7.1 0.5 2.(` Lakhs) Details of IDC from the term Loan from SBI Proposed Loan – SBI Term loan `6000 Lakhs Opening Disbursement Balance FY 11 March 0.8 9.5 0.8 18 36 3.1 0. in these new territories. right from the identifying the region or the city in which the retail outlet will be located to setting up the outlet in a ready condition for sales operation.00 November 3500.50% Interest 3.In ` Lakhs Print & Promotion in Lakhs Total Area In ` Lakhs cities Rate/month For One year Rate/month For One year Rate/month 1.5 0. of the outlets in each state.00 Schedule of Implementation Under ideal conditions a new outlet can be set up in about 5-6 months.6 2.00 September 1000.24 0.69 0.07 0.47 7.00 1800.00 Closing 500.4 0. ft.00 December 5300.00 9.8 2.00 108.3 0.4 190.2 0.47 3.4 4.68 1.00 Interest 14.41 0.4 0.00 4400.00 2960.00 1500.42 11.89 6.8 1.4 18 7.In ` Lakhs For One year 180 60 48 108 72 54 18 30 54 6 14.00 1500.5 1 0. our brand is relatively unknown and hence.84 3. Our brand is well known in the existing markets particularly Andhra Pradesh.41 9.00 Average Balance 730.26 8.00 0.00 18.00 Interest During Construction Brand Building The Company is expanding its presence into different territories by setting up additional 100 MBOs across India.00 64.3 1 0.5 1.00 Quarter 3 October 2000.00 6000.00 18.4 0.6 0.00 27.00 213 85 113 151 97 118 45 100 103 17 58 34 100 48 58 1338 6 2 4 6 6 5 3 5 3 1 3 2 4 1 2 53 2 2 0.00 FY 12 April 1460.00 Interest During Construction Interest 14.2 0.00 180.00 Average Balance 250.5 15. The Company has planned to create a brand image by adopting the means of promotion such as Hoarding/Display.71 0.1 0.4 0.58 4.2 0.2 0.00 2000.2 0.00 1460.00 3040.00 5300.2 144 48 24 72 36 36 10.12 0. Based on the sq.32 2.5 1 0.51 0. 59 .26 4.In ` Lakhs TV / Audio Exp.32 0.2 0.00 3500.00 500.8 12 690 Closing 1460.00 53.84 0.3 0.73 0.2 0.4 9.2 0.8 1.00 May 1460.1 0.00 500.00 June 2960. of Stores 15 5 8 12 9 10 4 8 7 1 4 2 8 3 4 100 Area in sq.ft.2 4.00 1460. This calls for a suitable strategy and increased expenditure on advertising.4 4.00 1000. the costs related to various form of advertising are proportionately taken adding to the tune of to the total cost of `1338 lakhs.3 0.6 0. etc.

13 284. Ft.(in ` Lakhs) Deployment of funds (Issue Expenses and General Corporate Purposes). electrical fixtures. In this context.00 [•] 2013 Quarter 1 Phase III 3 20 10000 200000 2923. payment of taxes.initial development costs for purposes other than the identified ones. false ceiling. which the Company in the ordinary course of 60 .00 Repayable by Applicable rate of interest 13. To continuously grow ourselves we have made investments in the form of either the capital expenditure or the working capital.00 [•] 100 950000 26979.00 [•] - - We have from time to time availed secured and unsecured loans from various body corporates. joint ventures.The following table gives typical implementation schedule for each outlet Details Identifying the region & City City Survey Identifying the potential properties Finalization of Rent and Rent Agreement preparation Permissions (Municipal and Labour) Interior designing Completion of civil works (Setting up furniture & furnishings. partnerships. These loans were primarily used for the purpose of financing capital expenditure for expansion of our outlets over the years and towards the working capital requirements.00 284.72 Quarter 2 Phase I 3 11 9375 98425 3949.16 2012 Quarter 3 Phase II 3 32 9375 300425 8718. We operate 110 outlets as on the date of the Draft Red Herring Prospectus.) Deployment of funds (in ` Lakhs) – expansion Deployment of funds (Repayment of loan).(in ` Lakhs) Repayment of debt Quarter 4 Phase III 3 37 9375 351150 5206. meeting operating expenses. will be used for our general corporate purposes including but not restricted to.00 [•] Total Number of Months Shop Opening in number Area Each Outlet ( Average) Total Area Opening per Quarter (Sq. if any. and meeting exigencies. banks and directors. We want to repay this debt out of the proceeds of the Issue.00% TATA Capital Limited Working Capital Demand Loan General Corporate Purposes Surplus from the proceeds of the Issue after meeting the objects mentioned above. Name of the Entity Outstanding Amount* (in ` Lakhs) as on March 31. air conditioning. strategic initiatives and acquisitions.00 lakhs from TATA Capital Limited towards working capital requirement in 2007. we have availed secured loan of `750. sign boards and interiors) Arranging for supply of materials Marketing & Opening of showroom Estimated time in week(s) 1-2 2-3 1-2 1-2 5-6 2-3 2-3 1 1-2 Schedule of implementation of the project Details Quarter 1 Phase I 3 6182. flooring. working capital .2011 284.

SCSB commission.60 56.48 434. Auditors Fee. Appraisal The funds requirement and funding plans are as per the TEV study done by Cygnus and Phase I & II are appraised by State Bank of India.72 61 . Our management.33 1.business may not foresee or any other purposes as approved by our Board of Directors. underwriting fees. Chartered Accountants vide certificate dated June 07. which then will be repaid from the proceeds of the Issue.29 2.114.182. including bridge loan or other financial arrangements.up of the estimated expenses of the Issue is as follows: (` Lakhs) Expenses* Activity As a % of As a % of Total Issue Total Issue Expenses Size Issue Management Fees [] [] [] (Lead Management. The following table contains details funds deployed and means of finance so far.00 117. subject to compliance with the necessary provisions of the Companies Act and other applicable statutes.594. lead management fees.72 risklakhs as on May 31.042.201. selling commission. etc.023.73 89. 2011. ` In Lakhs 1. through other means and source of financing. printing and distribution expenses.42 5. will have flexibility in utilizing any amounts for general corporate purposes under the overall guidance and policies of our Board. Stationery & Distribution Expenses [] [] [] IPO Grading Expenses [] [] [] Others (including Legal Advisors Fee. Underwriting & Selling Commission) Advertisement & Marketing Expenses [] [] [] Printing. Air Conditioning and Fire Safety Furniture & Fittings Computers Advances of Rent Other Expenses Preliminary & Preoperative Expenses IDC Issue TOTAL Sources of funds Bank Finance Issue of Equity Shares Internal Accruals TOTAL Proposed Deployment of Funds We may make payments toward our Objects of the Issue.76 1. Deployment of funds Building Electrical. in accordance with the policies of the Board.72 3. [] [] [] Registrars Fee.89 479. Meeting Issue related Expenses The Issue related expenses includes.182. The break. 2011 towards Phase I of the objects of the issue as certified by our statutory auditors. before we obtain proceeds from the Issue. Karumanchi & Associates.51 180.00 31. Regulatory Fees including filing fees paid to Stock Exchanges) Total estimated Issue expenses [] [] [] * will be completed after finalisation of the Issue price Funds Deployed The Company has incurred an expenditure of `5182.43 5.

On an annual basis. the Company shall prepare a statement of funds utilised for purposes other than those stated in this Red Herring Prospectus and place it before the Audit Committee. we intend to temporarily invest the funds in high quality interest bearing liquid instruments including money market mutual funds.Interim Use of Proceeds Pending utilization for the purposes described above. Directors. it shall not use the funds for any investments in the equity markets. Group Companies or Key Managerial Personnel. for the necessary duration as permitted under the SEBI Regulations or we may temporarily utilize the proceeds for reducing our outstanding overdrafts. We will disclose the utilization of the proceeds of the Issue under a separate head along with details. the Company shall on a quarterly basis disclose to the Audit Committee the uses and applications of the proceeds of the Issue. Such disclosure shall be made only until such time that all the proceeds of the Issue have been utilised in full. except in the normal course of our business. No part of the proceeds from the Issue will be paid by us as consideration to our Promoter. The Company shall be required to inform material deviations in the utilisation of the Net Proceeds of the Issue to the Stock Exchanges and shall also be required to simultaneously make the material deviations/adverse comments of the Audit committee/monitoring agency public through advertisement in newspapers. The Company confirms that pending utilization of the Issue proceeds. if any. of unutilized proceeds of the Issue in our Balance Sheet for the relevant Financial Years subsequent to our listing. The statement will be certified by the statutory auditors of the Company. Pursuant to clause 49 of the Listing Agreement. from time to time. Such investments and other utilizations would be in accordance with investment policies approved by our Board or any committee thereof duly empowered. We will indicate investments. for all such proceeds of the Issue that have not been utilized. deposits with banks. 62 . Monitoring of Utilisation of Funds We have not appointed a monitoring agency to monitor the utilization of the proceeds of the Issue.

BASIS OF ISSUE PRICE The Issue Price has been determined by the Company. 2. Quantitative Factors Information presented in this section is derived from the Restated Summary Statements included in the Draft Red Herring Prospectus. in consultation with the BRLM on the basis of the demand from investors for the Equity Shares through the Book Building Process and is justified based on the below mentioned accounting ratios. 2009 Year ended March 31. refer to section “Business Overview” beginning on page 90 of the Draft Red Herring Prospectus. iii. (2) Face value per share is `10.36 3 3.29 2 3. Price Earning Ratio (P/E ratio) The Price/Earning (P/E) ratio. Note: The earning per share calculations have been done in accordance with Accounting Standard 20.71 1 3. Please see the section “Risk Factors” beginning on page 11 of the Draft Red Herring Prospectus and the Restated Summary Statements as set out in the section “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus to have a more informed view. [as amended]. 2009: [●] [●] [●] 63 . 2010: for the year ended March 31. for the period ended December 31. 2010 Weighted Average (1) Face value per share (`10 per share) Rupees Weight ( shares ) 5.73 Earnings per share represents both basic and diluted earnings per share calculated as net profit attributable to equity shareholders as restated divided by a weighted average number of shares outstanding during the year. The face value of the Equity Shares is `10 and the Issue Price is [●] times the face value. Some of the quantitative factors which may form the basis for computing the Issue Price are as follows: 1. The trading price of the Equity Shares of the Company could decline due to the factors mentioned in the section “Risk Factors” and you may lose all or part of your investment. 2006. Earning Per Share (EPS)(1)(2): As per the Company‟s restated summary statements: Particulars Year ended March 31. on the basis of an Issue Price of ` [●] per share is as set forth below: As per the Company‟s restated summary statements: i. 2010: for the year ended March 31. Qualitative Factors We believe that we have the following principal competitive strengths:       Strong regional presence Wide network of multi brand retail outlets Strong and efficient supply chain management Experienced & Competent Management team Customer Service Ability to identify new locations to promote our business plans For more details on qualitative factors.“Earning per share” notified by the Companies (Accounting Standards) Rules. 2008 Year ended March 31. ii.

divided by the number of Equity Shares outstanding at the end of the period. to have a more informed view.64 6. Return on Net Worth (1) Return on net worth as per the Company‟s restated summary statements: Particulars Year ended March 31.28 9. 6. 3. 2010 Issue Price As of March 31.91 : [●]* : [●] *Issue Price per Share will be determined on conclusion of the Book Building Process. Net asset value per Equity Share represents the net worth. 2009 Year ended March 31. of the Draft Red Herring Prospectus.There are no comparable listed companies in the same business as the Company and hence Industry PE is not available. 2008 Year ended March 31. respectively. 2010 As on December 31. there are no comparable figures available with us. Minimum Return on Increased Net Worth required to maintain pre-issue earning per share for the year ended March 31.52 : 51. 2010 Weighted Average (1) RONW % 27. Comparison with Industry Peers As the Company is one of the organized players in the Consumer Durable and Electronics retail industry and since there are no Indian listed entities in the Consumer Durable and Electronics Industry. 64 . The BRLM believe that the Issue Price of ` [●] is justified in view of the above qualitative and quantitative parameters. 5. as restated. 2010 after the Issue : 51. Investors should read the above mentioned information along with “Risk Factors” and “Financial Statements” beginning on pages 11 and 160.29 6. The Issue Price has been determined by the Company in consultation with the BRLM and on the basis of assessment of market demand for the Equity Shares through the Book Building Process.90 Weight 1 2 3 Return on Net Worth = Profit after tax as restated/ Net Worth at the end of the year 4. 2010: At the Floor Price: [●] % based on the restated summary statements. Net Asset Value per Equity Share As on March 31. At the Cap Price: [●] % based on the restated summary statements.

Hence. The benefits discussed in the attached annexure are not exhaustive. The tax benefits mentioned below are restricted to the provisions of the Income Tax Act. Maheshwari Chambers. Hyderabad. 1957 presently in force in India. or • The conditions prescribed for availing these benefits have been / would be met with.2012. sections referred to below are sections of the Income-tax Act. For KARUMANCHI & ASSOCIATES Chartered Accountants (Firm Registration No. This report is intended solely for information and for the inclusion in the offer Document in connection with the proposed IPO of the Company and is not to be used. This statement is only intended to provide general information to the investors and is neither designed nor intended to be a substitute for professional tax advice. We hereby give our consent to include enclosed statement regarding the tax benefits available to the Company and to its share holders in the Draft Red Herring Prospectus for the proposed initial public offer of equity shares which the Company intends to submit to the Securities and Exchange Board of India. We do not express any opinion or provide any assurance as to whether: • The Company or its shareholders will continue to obtain these benefits in future. Unless otherwise specified. No assurance is given that the revenue authorities / courts will concur with the views expressed herein. We hereby report that the attached Annexure states the possible tax benefits available to PCH Retail Limited (“the Company”) and to the shareholders of the Company under the Income Tax Act. subject to the fact that several of these benefits are dependent on the Company or its shareholders fulfilling the conditions prescribed under the relevant tax laws and their interpretation. 1961 (“the Act”). the ability of the Company or its shareholders to derive the tax benefits is dependent upon fulfilling such conditions. The income tax rates referred here are the tax rates prescribed by the Finance Act 2011 for the Financial Year 201112. Somajiguda. LIMITATIONS Our Confirmation is based on the information. 1957 presently in force and no discussion is made from the perspective of Direct Tax Code which is proposed to be implemented from 01. 25036 Place: Hyderabad Date: 25/05/2011 65 .STATEMENT OF TAX BENEFITS The Board of Directors PCH Retail Limited 103-107.04. 001753S) (K. Peddabbai) Partner Membership No. referred to or distributed for any other purpose without our prior written consent. explanations and representations obtained from the Company and on the basis of our understanding of the business activities and operations of the Company and the interpretation of the Current tax laws in force in India. each investor is advised to consult his or her own tax consultant with respect to the specific tax implications arising out of their participation in the issue particularly in view of the fact that certain recently enacted legislation may not have a direct legal precedent or may have a different interpretation on the benefits. 1961 and Wealth Tax Act. Yours faithfully. All the provisions set out below are subject to conditions specified in the respective sections. which based on the business imperatives. Wealth Tax Act. Dear Sirs. the Company may or may not choose to fulfil. In view of the individual nature of the tax consequences and the changing tax laws. which an investor can avail. 1961.

as per the provisions of section 10(38). 1961 (“the Act”). Income received in respect of the units of mutual fund specified under section 10(23D) or income received in respect of units from administrator of the specified undertakings or income received in respect of units from the specified company is exempt from tax in the hand of the company. I. In accordance with section 32 of the Act. In accordance with section 10(34). subject to conditions and limits specified in that section. if any can be carried forward and set-off against future business income of the next eight assessment years under section 72 of the Act. Licenses. The tax benefits mentioned below are restricted to the provisions of the Income Tax Act. Computer and Vehicles) and intangible assets (being Knowhow.STATEMENT OF TAX BENEFITS AVAILABLE TO PCH RETAIL LTD (“THE COMPANY”) AND ITS’ SHAREHOLDERS Unless otherwise specified. The amount of tax paid under section 115JB by the company for any assessment year beginning on or after 1st April 2006 will be available as credit for ten years succeeding the assessment year in which Minimum Alternative Tax credit becomes allowable in accordance with the provisions of section 115JAA of the Act. 8. If the company invests in the equity shares of another company. 1957 presently in force and no discussion is made from the perspective of Direct Tax Code which is proposed to be implemented from April 1. Patents. In accordance with section 35DDA. can be adjusted against any other income and can be carried forward for set-off with the income of future years. 66 . The unabsorbed depreciation. 1. All the provisions set out below are subject to conditions specified in the respective sections. 5. 2. 2012. Franchises or any other business or commercial rights of similar nature) owned by it and used for the purpose of its business. if the transaction is subject to securities transaction tax. the company is eligible for deduction in respect of payments made to its employees in connection with his voluntary retirement for an amount equal to 1/5th of the amount so paid for that previous year. any income arising from the transfer of a long term capital asset being an equity share in a company is not includible in the total income. 3. However such income shall be taken into account in computing the Minimum Alternative Tax on book profit payable under section 115JB of the Act. Special Tax Benefits to the Company NIL General Tax Benefits to the Company These benefits are available to all companies after fulfilling certain conditions as required in the respective Act. the company is eligible for deduction in respect of specified preliminary expenditure incurred by the company in connection with extension of its undertaking or in connection with setting up a new unit for an amount equal to 1/5th of such expenses for each of the five successive previous years beginning with the previous year in which the extension of the undertaking is completed or the new unit commences production or operation. The Income Tax rates referred here are the tax rates prescribed by the Finance Act 2011 for the Financial Year 201112. 7. and the balance in four equal instalments for each of the succeeding previous years subject to conditions specified in that section. 6. it can be set-off with other income under Section 71 and the excess loss. Copyrights. dividend income (referred to in section 115-O) received by the company will be exempt from tax. the company is entitled to claim depreciation on specified tangible (being Buildings. sections referred to below are sections of the Income-tax Act. In case of loss under the head “Profit and Gains from Business or Profession”. if any. In accordance with section 35D. Plant & Machinery. under section 10(35) of the Act. 1961 and Wealth Tax Act. Trademarks. 4.

held as long term capital assets will be the lower of: 10. if such other company holds more than half in nominal value of the equity share capital of the company. But long term capital loss cannot be set-off against short term capital gain. only if the total income exceeds Rs. For the purpose of this sub-section. the tax payable on the total income shall be the aggregate of (i) the amount of income-tax calculated on such short term capital gains at the rate of 15% (plus applicable surcharge and education cess and secondary & higher education cess„) and (ii) the amount of income-tax payable on the balance amount of the total income as if such balance amount were the total income. Provided that the same amount of dividend shall not be taken into account for reduction more than once. II. (I) Under the Income-tax Act 67 . capital gains arising from the transfer of a short term asset being an equity share in a company and such transaction is subject to securities transaction tax. the domestic company is not a subsidiary of any other company. Section 115-O Tax on distributed profits of domestic companies The tax rate is 15% (plus applicable surcharge and „education cess and secondary & higher education cess„) Per sub-section (1A) to section 115O. while computing the Dividend Distribution Tax (DDT) if:    the dividend is received from its subsidiary. 11. III. As per the provision of section 71. if there is a loss under the head ―Capital Gains. 20 per cent (plus applicable surcharge and education cess and secondary & higher education cess„) of the capital gains as computed after indexation of the cost. In accordance with section 111A. or b. Special Tax Benefits to the Shareholders of the Company NIL General Tax Benefits to the Shareholders of the Company These benefits are available to the shareholders of any company after fulfilling certain conditions as required in the respective Act.00% is applicable.1 Crore. Section 74 provides that the short term capital loss can be carried forward and set-off against both short term and long term capital gain of the next eight assessment years. The unabsorbed long term capital loss can be carried forward for next eight assessment years and can be set off against the long term capital gains in subsequent years. The surcharge at the rate of 5. where the transaction is not subject to securities transaction tax. the subsidiary has paid the DDT on the dividend distributed. Tax Rates    The tax rate is 30%. Education cess and secondary & higher education cess is 3%. it cannot be set-off with the income under any other head. a. In accordance with section 112. the tax on capital gains on transfer of listed shares. a company shall be a subsidiary of another company. 10 per cent (plus applicable surcharge and education cess and secondary & higher education cess„) of the capital gains as computed without indexation. the domestic company will be allowed to set-off the dividend received from its subsidiary company during the financial year against the dividend distributed by it.9.

owns more than one residential house. if the transaction is subject to securities transaction tax including equity shares Offered for Sale under this issue which is subject to securities transaction tax at the time of sale. The long-term specified assets notified for the purpose of investment are bonds of Rural Electrification Corporation Ltd. 1. long-term capital gains arising on transfer of the shares of the company and on which securities transaction tax is not payable. As per the provision of section 71. (REC) and National Highways Authority of India (NHAI). the exemption would be limited to the amount of the capital gain so invested.50 Lakhs during any financial year. if the individual or Hindu Undivided Family. or . Investment in these specified assets cannot exceed Rs. any income arising from the transfer of a long term capital asset being an equity share in a company is not includible in the total income. dividend income declared. 4. 5. If the new residential house is transferred within a period of three years from the date of purchase or construction. such income shall be taken into account in computing the Minimum Alternate Tax on book profit. Such benefit will not be available. or for construction of a residential house within three years. and . 3.purchases another residential house. 6. the tax payable on the capital gains shall be exempt from tax if the gains are invested within six months from the date of transfer in the purchase of a long-term specified asset. within a period of one year after the date of transfer of the shares. In accordance with section 54F. If only a part of the net consideration is so invested. If only a part of the capital gain is so invested. other than the new residential house. other than the new residential house. within a period of three years after the date of transfer of the shares. within a period of one year before. Under Section 10(32) of the Act. However in case of a corporate shareholder. Section 74 provides that the short term capital loss can be carried forward and set-off against both short term and long term capital gain of the next eight 68 2. any income of minor children clubbed in the total income of the parent under section 64(1A) of the Act will be exempted from tax to the extent of Rs. the amount of capital gains on which tax was not charged earlier shall be deemed to be income chargeable under the head “Capital Gains” of the year in which the specified asset is transferred. in the purchase of a new residential house. shall be deemed to be income chargeable under the head “Capital Gains” of the year in which the residential house is transferred.the income from such residential house. it cannot be set-off with the income under any other head. the amount of capital gains on which tax was not charged earlier.500 per minor child. . distributed or paid by the company (referred to in section 115-O) will be exempt from tax.Residents 1. Shares of the company held as capital asset for a period of more than twelve months preceding the date of transfer will be treated as a long term capital asset. is chargeable under the head “Income from house property”. long-term capital gains arising on the transfer of the shares of the company held by an individual or Hindu Undivided Family on which securities transaction tax is not payable. if there is a loss under the head “Capital Gains”. if the net consideration is utilised. or . In accordance with section 54EC. In accordance with section 10(34). payable under section 115JB of the Act.constructs another residential house. on the date of transfer of the shares. If the specified asset is transferred or converted into money at any time within a period of three years from the date of acquisition. In accordance with section 10(38). other than the one residential house owned on the date of transfer of the original asset. shall be exempt from capital gains tax. or two years after the date of transfer. other than the new residential house. so much of the capital gains as bears to the whole of the capital gain the same proportion as the cost of the new residential house bears to the net consideration shall be exempt.

Tax Rates for the Financial Year 2011-12: 1. or (b) 10 per cent (plus „education cess and secondary & higher education cess‟) of the capital gains as computed without indexation. capital gains arising from the transfer of a short term asset being an equity share in a company and such transaction is subject to securities transaction tax. 1. . 1. 1. Individuals.80. distributed or paid by the company (referred to in section 115-O) will be exempt from tax. Very Senior Citizens Individual residents of India and above the age of eighty years and above: The income tax exemption limit for the financial year 2011-12 is Rs.00. dividend income declared. 5. 4. 2. the tax payable on the capital gains shall be exempt from tax if the gains are invested within six months from the date of transfer in the 69 2. 8. In accordance with section 111A. held as long term capital assets will be the lower of: (a) 20 per cent (plus „education cess and secondary & higher education cess‟) of the capital gains as computed after indexation of the cost.000/-. expenditure in connection with such transfer and the full value of the consideration received or accruing as a result of the transfer into the same foreign currency as was initially utilised in the purchase of the shares and the capital gains computed in such foreign currency shall be reconverted into Indian currency. BOI and Association of Persons: (i) (ii) The income tax exemption limit for the financial year 2011-12 is Rs. shall be computed by converting the cost of acquisition.000/Women residents of India and below the age of 65 years: The income tax exemption limit for the financial year 2011-12 is Rs. Non-Residents In accordance with section 10(34).90. capital gains arising out of transfer of capital assets being shares in the company acquired in foreign currency. such that the aforesaid manner of computation of capital gains shall be applicable in respect of capital gains accruing/arising from every reinvestment thereafter and sale of shares or debentures of an Indian company including the Company.000/Education cess and secondary & higher education cess will be levied at the rate of 3 % of Income tax B) 1. Senior Citizens Individual residents of India and above the age of 65 years to 60 years: The income tax exemption limit for the financial year 2011-12 is Rs. HUFs. the tax on capital gains on transfer of listed shares. But long term capital loss cannot be set-off against short term capital gain. long-term capital gains arising on transfer of the shares of the company and on which securities transaction tax is not payable. In accordance with section 10(38). any income arising from the transfer of a long term capital asset being an equity share in a company is not includible in the total income. 3. In accordance with section 54EC.50. The unabsorbed long term capital loss can be carried forward for next eight assessment years and can be set off against the long term capital gains in subsequent years. In accordance with section 48. if the transaction is subject to securities transaction tax. 7. In accordance with section 112.assessment years.000/Education cess and secondary & higher education cess will be levied at the rate of 3 % of Income tax 3. where the transaction is not subject to securities transaction tax. the tax payable on the total income shall be the aggregate of (i) the amount of income-tax calculated on such short term capital gains at the rate of 15% (plus applicable surcharge and ‗education cess and secondary & higher education cess„) and (ii) the amount of income-tax payable on the balance amount of the total income as if such balance amount were the total income. Education cess and secondary & higher education cess will be levied at the rate of 3 % of Income tax 2.

constructs another residential house. the Non Resident shareholder has an option to be governed by the provisions of the Tax Treaty. other than the new residential house. (REC) and National Highways Authority of India (NHAI). within a period of one year after the date of transfer of the shares. or . or . it cannot be set-off with the income under any other head. 70 . if they are more beneficial than the domestic law.purchases another residential house.50 lakhs during any financial year. Section 74 provides that the short term capital loss can be carried forward and set-off against both short term and long term capital gain of the next eight assessment years. capital gains arising from the transfer of a short term asset being an equity share in a company and such transaction is subject to securities transaction tax. long-term capital gains arising on the transfer of the shares of the company held by an individual or Hindu Undivided Family and on which securities transaction tax is not payable. where the transaction is not subject to securities transaction tax. The unabsorbed long term capital loss can be carried forward for next eight assessment years and can be set off against the long term capital gains in subsequent years. As per the provision of section 71. If the new residential house is transferred within a period of three years from the date of purchase or construction. But long term capital loss cannot be set-off against short term capital gain. held as long term capital assets will be at the rate of 20% (plus applicable surcharge and education cess) with the benefit of indexation and at the rate of 10% (plus applicable surcharge and education cess) without the benefit of indexation. or two years after the date of transfer. If only a part of the capital gain is so invested. the amount of capital gains on which tax was not charged earlier. on the date of transfer of the shares. As per the provisions of section 90. the amount of capital gains on which tax was not charged earlier shall be deemed to be income chargeable under the head “Capital Gains” of the year in which the specified asset is transferred. In accordance with section 112. 8. other than the new residential house. If only a part of the net consideration is so invested. 9. other than the new residential house. shall be exempt from capital gains tax if the net consideration is utilised. wherever India has entered into Double Taxation Avoidance Agreement with the relevant country for avoidance of double taxation of income. Investment in these specified assets cannot exceed Rs. within a period of three years after the date of transfer of the shares. or for construction of a residential house within three years. In accordance with section 54F. the exemption would be limited to the amount of the capital gain so invested. 6.purchase of a long-term specified asset. is chargeable under the head “Income from house property”. shall be deemed to be income chargeable under the head ―Capital Gains‖ of the year in which the residential house is transferred. other than the one residential house owned on the date of transfer of the original asset. in the purchase of a new residential house. The long-term specified assets notified for the purpose of investment are bonds of Rural Electrification Corporation Ltd. 5. If the specified asset is transferred or converted into money at any time within a period of three years from the date of acquisition.owns more than one residential house. and . the tax payable on the total income shall be the aggregate of (i) the amount of income-tax calculated on such short term capital gains at the rate of 15% (plus applicable surcharge and „education cess and secondary & higher education cess‟) and (ii) the amount of income-tax payable on the balance amount of the total income as if such balance amount were the total income. In accordance with section 111A. so much of the capital gains as bears to the whole of the capital gain the same proportion as the cost of the new residential house bears to the net consideration shall be exempt. the tax on capital gains on transfer of listed shares. 7.the income from such residential house. Such benefit will not be available if the individual or Hindu Undivided Family. within a period of one year before. if there is a loss under the head “Capital Gains”.

if his total income consists only of investment income earned on shares of the company acquired out of convertible foreign exchange or income by way of long-term capital gains earned on transfer of shares of the company acquired out of convertible foreign exchange. long-term capital gains arising on transfer of the shares of the company on which securities transaction tax is not payable. if the transaction is subject to securities transaction tax. 7.w. 5. The long-term specified assets notified for the purpose of investment are bonds of Rural Electrification Corporation Ltd. In accordance with section 54EC. such gains could be taxed at 10% (plus applicable surcharge and „education cess and secondary & higher education cess‟) without the benefit of indexation. income from investment or income from long-term capital gains on transfer of assets other than specified asset shall be taxable at the rate of 20% (plus „education cess and secondary & higher education cess‟). a Non-Resident Indian has the option to be governed by the provisions of Chapter XII-A of the Income-tax Act. where a Non-Resident Indian becomes assessable as a resident in India. subject to the conditions and to the extent specified therein.50 lakhs during any financial year. Investment in these specified assets cannot exceed Rs.s 115E. In accordance with section 115F. it is not necessary for a Non-Resident Indian to file a return of income under section 139(1). However. In accordance with section 115-I. distributed or paid by the company (referred to in section 115-O) will be exempt from tax. In accordance with section 115D r. if the net consideration is invested within six months of the date of transfer in any specified asset. and on which securities transaction tax is not payable. 3. 6. in accordance with section 10(38). his total income for that assessment year (including income arising from investment in the company) will be computed and tax will be charged according to the other provisions of the Income-tax Act. 2. and the tax has been deducted at source from such income under the provisions of Chapter XVII-B of the Income-tax Act. Non-Resident Indians Further. where a Non-Resident Indian opts not to be governed by the provisions of Chapter XII-A for any assessment year. If only a part of the net consideration is so invested. long-term capital gains arising from transfer of shares of the company acquired out of convertible foreign exchange. (REC) and National Highways Authority of India (NHAI). the exemption would be limited to the amount of the capital gain so invested. a view is possible based on the proviso to section 112 and recent rulings that in case of listed securities or units. 4. B) 2.A non-resident will not be eligible for adopting the indexed cost of acquisition and the indexed cost of improvement for the purpose of computation of long-term capital gain on sale of shares. so much of the capital gains as bears to the whole of the capital gain the same proportion as the cost of the new asset bears to the net consideration shall be exempt In accordance with section 115G. he may furnish a declaration in writing to the Assessing Officer along with his return of income under section 139 for that assessment year to the effect that the provisions of Chapter XII-A shall continue to apply to him in relation to such investment income derived from the specified assets for that assessment year and for every subsequent assessment year until the transfer or conversion into money of such assets. In accordance with section 10(34). However. Income by way of long term capital gains in respect of a specified asset (as defined in Section 115C(f) of the Act). which reads as under: 1. Under section 115H of the Act. shall be exempt from tax if the gains are invested within six months from the date of transfer in the purchase of a long-term specified asset. If only a part of the capital gain is so invested. shall be chargeable at 10% (plus „education cess and secondary & higher education cess‟) . shall be exempt from capital gains tax. dividend income declared. any income arising from the transfer of a long term capital asset being an equity share in a company is not includible in the total income. 71 .

the amount of capital gains on which tax was not charged earlier. As per the provision of section 71. other than the one residential house owned on the date of transfer of the original asset. within a period of one year after the date of transfer of the shares.constructs another residential house. The unabsorbed long term capital loss can be carried forward for next eight assessment years and can be set off against the long term capital gains in subsequent years. capital gains arising from the transfer of a short term asset being an equity share in a company and such transaction is subject to securities transaction tax. But long term capital loss cannot be set-off against short term capital gain. on the date of transfer of the shares. in the purchase of a new residential house. or two years after the date of transfer. or for construction of a residential house within three years. is chargeable under the head “Income from house property”. other than the new residential house. within a period of one year before.purchases another residential house. or . the NRI shareholder has an option to be governed by the provisions of the tax treaty. other than the new residential house. In accordance with section 10(38). 9. 11.If the specified asset is transferred or converted into money at any time within a period of three years from the date of acquisition. FIIs will be taxed at 10% (plus applicable surcharge and education cess) on long-term capital gains. . As per the provisions of section 90. Section 74 provides that the short term capital loss can be carried forward and set-off against both short term and long term capital gain of the next eight assessment years. In accordance with section 111A. and . within a period of three years after the date of transfer of the shares. any income arising from the transfer of a long term capital asset being an equity share in a company is not includible in the total income.the income from such residential house. the tax payable on the total income shall be the aggregate of (i) the amount of income-tax calculated on such short term capital gains at the rate of 15% (plus „education cess and secondary & higher education cess) and (ii) the amount of income-tax payable on the balance amount of the total income as if such balance amount were the total income. Foreign Institutional Investors (FIIs) In accordance with section 10(34). In accordance with section 54F. 3. other than the new residential house. 2. C) 1. In accordance with section 115AD. so much of the capital gains as bears to the whole of the capital gain the same proportion as the cost of the new residential house bears to the net consideration shall be exempt. if they are more beneficial than the domestic law wherever India has entered into Double Taxation Avoidance Agreement (DTAA) with the relevant country for avoidance of double taxation of income. distributed or paid by the company (referred to in section 115-O) will be exempt from tax in the hands of Foreign Institutional Investors (FIIs). if the transaction is subject to securities transaction tax.owns more than one residential house. If only a part of the net consideration is so invested. shall be deemed to be income chargeable under the head “Capital Gains” of the year in which the residential house is transferred. long-term capital gains arising on the transfer of the shares of the company held by an individual or Hindu Undivided Family on which securities transaction tax is not payable. dividend income declared. or . it cannot be set-off with the income under any other head. If the new residential house is transferred within a period of three years from the date of purchase or construction. 8. if securities transaction tax is not payable on the transfer of the shares 72 10. shall be exempt from capital gains tax if the net consideration is utilised. if there is a loss under the head “Capital Gains”. Such benefit will not be available if the individual or Hindu Undivided Family. the amount of capital gains on which tax was not charged earlier shall be deemed to be income chargeable under the head “Capital Gains“ of the year in which the specified asset is transferred.

The long-term specified assets notified for the purpose of investment are bonds of Rural Electrification Corporation Ltd. if they are more beneficial than the domestic law wherever India has entered into Double Taxation Avoidance Agreement (DTAA) with the relevant country for avoidance of double taxation of income. the FII has an option to be governed by the provisions of the tax treaty. The unabsorbed long term capital loss can be carried forward for next eight assessment years and can be set off against the long term capital gains in subsequent years. E) Mutual Funds 5. (II) Under the Wealth Tax „Asset‟ as defined under section 2(ea) of the Wealth-tax Act. these are not liable to wealth-tax. As per the provisions of section 90. the exemption would be limited to the amount of the capital gain so invested. 1992 and regulations made thereunder and notified in this behalf) from investment in a venture capital undertaking will be exempt from income tax. if there is a loss under the head “Capital Gains”. 1957 does not include shares in companies and hence. In accordance with section 54EC.50 lakhs during any financial year. D) In accordance with section 10(23D). Under section 196D(2) of the Act. Income arising from carrying on business or profession in shares and securities would be taxable as Income from business or profession. But long term capital loss cannot be set-off against short term capital gain. If only a part of the capital gain is so invested. As per the provision of section 71.and at 15% (plus applicable surcharge and „education cess and secondary & higher education cess‟) on short-term capital gains arising on the sale of the shares of the company which is subject to securities transaction tax. (REC) and National Highways Authority of India (NHAI).will be exempt from income-tax. 73 . . the amount of capital gains on which tax was not charged earlier shall be deemed to be income chargeable under the head “Capital Gains” of the year in which the specified asset is transferred. any income of: (i) (ii) a Mutual Fund registered under the Securities and Exchange Board of India Act 1992 or regulations made there under. 4. Such other Mutual Fund set up by a public sector bank or a public financial institution or authorized by the Reserve Bank of India subject to such conditions as the Central Government may. Persons carrying on business or profession in shares and securities. Venture Capital Companies / Funds F) In accordance with section 10(23FB) any income of a venture capital company or venture capital fund (registered under the Securities and Exchange Board of India Act. The securities transaction tax paid in respect of securities transaction entered during the course of business will be available as deduction under section 36(1)(xv) while computing the taxable business income. it cannot be set-off with the income under any other head. by notification in the Official Gazette. shall be exempt from tax if the gains are invested within six months from the date of transfer in the purchase of a long-term specified asset. If the specified asset is transferred or converted into money at any time within a period of three years from the date of acquisition. 6. no deduction of tax at source will be made in respect of income by way of capital gain arising from the transfer of securities referred to in section 115AD of the Act. specify in this behalf. 7. long-term capital gains arising on transfer of the shares of the company on which securities transaction tax is not payable. Investment in these specified assets cannot exceed Rs. Section 74 provides that the short term capital loss can be carried forward and set-off against both short term and long term capital gain of the next eight assessment years.

$4.973 6. Industry sources and publications generally state that the information contained therein has been obtained from sources generally believed to be reliable. public sources and India Retail Report 2011. GDP & Private Consumption 2004-05 2005-06 2006-07 29. investment decisions should not be based on such information.1 On a yearly basis. following the financial crisis that began in the industrialised nations in 2007 and spread to the real economy across the world.4 6. information in this section is derived from various government sources. The fiscal year 2009-10 began as a difficult one. Industry sources and publications are also prepared based on information and estimates as of specific dates and may no longer be current.4%.7% GDP @ Constant Prices (2004-05) (in ` Crore) Growth % 2007-08 38. “Monthly Economic Report July.130 35.8 29. INDIAN ECONOMY OVERVIEW India is the second fastest growing major economy in the world after China. Growth in the durables goods segment has been robust through the year 2010-11 and the rise in interest rates has not had any visible impact on the performance of this sector. 8.457 9.53.599 32.3 Consumer Goods 21. strengthening employment scenario and increasing disposable incomes have contributed towards growth of consumption (Source: FICCI. accordingly.1% in February 2011 as against 6. Fiscal 2008-09 has been the lowest of such trend but reviving from 2009-10.7% 2009-10 44.4%. The growth rate of the gross domestic product (GDP) in 2008-09 was 6.5% 74 9. with agriculture and allied sector.0% and 10.49.7%. India‟s GDP on a purchasing power parity basis is estimated to be U. There was a significant slowdown in the growth rate in the second half of 2008-09. This makes it the fifth largest economy in purchasing power parity (PPP) terms after European Union. there has been a constant growth in Private Consumption value as GDP maintained its growth run.67.627 9. As data given in the table shows consumer goods sector registered a growth of 11. During the downturn period the emphasis on savings replaced the aspirations of spending.1% and services at 9.046 trillion in 2010. China and Japan (Source: CIA World Factbook). The corresponding growth in GDP in 2009-10 was 8. Private consumption growth rate is estimated to touch double digit figures by 2012-13 (Source: India Retail Report 2011). As per the latest information (Advance Estimates) of National Income for 2010-11 (at constant 2004-05 prices). The continued recession in the developed world.1 Consumer Durables 1.6 % in 2010-11.9 -0. USA. respectively (Source: Ministry of Finance “Annual Report 2010 – 2011”). The data may have been reclassified by us for the purpose of presentation. with agriculture & allied activities growing at 5. The retail sector being reflection of private consumption moves in tandem with its growth trends. Growth has been fuelled by sustained investment and buoyant services. “Current State of Indian Economy April 2011”).2% 2008-09 41.064 7.3% growth registered in the same month of previous year. “Current State of Indian Economy April 2011”) February 2011 11. Neither we nor any other person connected with the issue has verified this information. 2009”). industry and services growing at 0. industry at 8.2% . representing a deceleration from high growth of 9. Percentage Growth in Industrial Production 2010-11 (Apr-Feb) February 2010 7.1 23.S. but that their accuracy. released by the Central Statistical Organization.0% during 2007-08 (Source: Department of Economic Affairs.64.8 Consumer Non Durables (Source: FICCI.5 6.93. over the span of the year.SECTION IV – ABOUT THE COMPANY INDUSTRY OVERVIEW Unless stated otherwise. completeness and underlying assumptions are not guaranteed and their reliability cannot be assured and. Improving consumer sentiment. meant a sluggish export recovery and a slowdown in financial flows into the economy. the economy has posted a remarkable recovery. The growth in GDP has been supported by growth in Private Consumption and subsequently in the retail market.0%. Yet.54. for the better part of 2009-10. the growth of Gross Domestic Product (GDP) at factor cost is estimated at 8.6%.1%.

A new report says that slowdown in growth over the last two years of the decade had the maximum impact on middle income households.India Retail Report 2011) Consumption Pattern 26. This was a reflection of the slowdown in the overall GDP growth. earning between `40. Though the food and beverages vertical accounts for the largest share of revenues of the total retail market.588 in 2009-10 against `31.51.821 in the previous financial year.8 lakh.000 and `1. 75 . declined from a high of 8. According to McKinsey & Co.921 8.7% in 2008.13. Per capita income stood at `33.3% in 2009-10.8 lakh annual income) at 4. According to NSSO.639 22. This shows the shift towards discretionary spends (Source: India Retail Report 2011).6%. it is set to jump to `3. Over four crore Indians earn a salary of over `8. a division of the National Council of Applied Economic Research's (NCAER). per capita consumption growth as captured in the Private Final Consumption Expenditure (PFCE) shows a declining trend since 2007-08 with its growth rate in 2009-10 falling to one-third of that in 2007-08. The rest.67 crore.91.the number of high-income households exceeded that of low-income by the end of 2009-10. In comparison. Indian Consumption Consumption has moved beyond the basic survival needs. This group constitutes 25% of the active population and 16. declined between 2008 and 2010.18.665 24. The sizeable wage-earning population from the age group of 26 to 35 years forms the chief earners in 68% households and account for 61% of income earned in the country. in percentage terms. average real household disposable income is set to gallop. which started with just 1.000 a year. This is more predominant in urban areas and emerging cities due to the increasing average income and purchasing power.1 crore. we see other specialty categories such as apparel. Compare against the fact that in the last two decades this growth has been about 3. the average Indian spent on eight product categories.3% 64.031.744 in 2005.07 crore in 2009-10. The report pegs the number of low-income households (less than `40. home.97. average real household income in the U. whereas in 2007 the number of categories increased to 19.6% 8. fall under the middle-income category.786 6.5% and 0. leisure and entertainment as the fastest growing verticals in the retail sector.59 crore in 2007-08 to 14. Per Capita Income The growth rates in per capita income and consumption. and Japan rose at a CAGR of 1. CSO .6% 63.5% The growth in economy has been well supported by the growth in income. While the growth in per capita income. the national average of Monthly Per Capita Consumption Expenditure (MPCE) is `2.474 but East India averages the lowest at `2.09 and then recovered to 5.8% 28. while that of the high-income (more than `1. That means.896 in 2025 at CAGR of 5. South India is the highest in consumption in rural as well as urban population (Source: India Retail Report 2011).357 Prices (2004-05) (in ` Crore) Growth % 8. numbering 14.26. spends on non-basic needs are gaining momentum.6% Private Consumption % to GDP @ 64.9% 64.07 crore.8% Constant Prices (Source: National Accounts. measured in terms of GDP at constant market prices. from `1.000 annual income) at 4. Though in absolute terms the number of middle class households grew from 13. Consumer Durables & Electronics. In 1991. this is set to rise to 14 crore Indians in the coming years.3%.244. The MPCE in West and South India is above this average at `2.858 20.25%.4% 63. it fell marginally from 62% of all households to 61. The rural contribution is 34 % and that of urban India is 66%.3% 9.8% 63.83.65. respectively.71. footwear.1% in 2007-08 to 3.2% of the total population (Source: India Retail Report 2011). This reflects a remarkable turnaround within just a decade.6% in the same period.307 and `2. which are gross measures of welfare in general. for the same period (Source: India Retail Report 2011). The surging economy has turned the tide for Indian households .Private Consumption @ Constant 19.S.38 crore households described as high-income (Source: India Retail Report 2011). according to a study conducted by the Centre for Macro Consumer Research (CMCR).

There has been a change in shopping behaviour in urban India over the past few years. attitudes and behaviour. Rising income levels. This synergy of objectivity in the supply chain will create the quality of deliverables of international standards which will be the consumer demand in the coming days. This is why the concerned players in the retail domain have planned to go ahead with expansion plans in these markets in near future. a shift from quota to tariff-based systems for imports and sophistication in manufacturing over the past 76 . they want everything under one roof and a bigger choice of products. for most key consumer durables and non-durable products. Consumer Behaviour The growth of modern retail is linked to consumer needs. in other words. They also look for speed and efficiency. In response. Manufacturers spend a lot of money promoting a product. Thus.e. education and global exposure have contributed to the evolution of the Indian middle class. particularly in smaller towns. the working population with purchasing power. Today. services Transportation Communication Education. As a result. New Markets The rural markets along with small cities and towns are beginning to emerge as an important consumption area. continuous reduction in customs duty. India has the largest 'young' population in terms of sheer size and this young segment is the major driver of consumption as they have the ability and willingness to spend. The success to this strategy will be dependent highly on retail penetration in these markets.Share of Average Annual Household Consumption (in %) 100% 90% 80% 70% 60% 6 50% 40% 30% 20% 10% 0% 5 14 2 4 11 1 3 4 1995 12 3 8 17 2 5 7 2005 3 6 9 2015 est. Increased awareness has also meant that consumers now seek information. better quality and hygiene as well as increased customer service. 42 34 5 10 3 11 Food. Supply Chain The consumer goods sector has been transformed by increased liberalisation. but if it‟s not on the shop-shelf. people are willing to try new things and look different. Consumerism Cycle Being the closest link to the consumer in the supply chain. The composition of the Indian population is shifting towards the age group of 20-49 i. food and grocery items. Recreation Health Care 25 (Source: India Retail Report 2011) Key drivers of Consumption Changes in demographics India has the lowest median age of 24 as compared to developed countries. 56 5 12 3 9 20 19 6 9 13 2025 est. product availability. which has increased spending on various other product categories apart from apparels. variety. retailers benefit accordingly. consumers won‟t be able to buy it. Manufacturers have also realised that retailer recommendations matter. beverages and Tobacco Apparel Housing Utilities Household products Personal products. manufacturers of consumer goods have begun developing new products and marketing strategies with these new markets in mind. purchasing and shopping habits have been inculcated and are increasing day by day.

World Economy Forum.0 1 Kuwait MENA 75. with a simultaneous increase in the supply of products and quality retail space.4 94.3 57.6 36. According to various reports it accounts for over 10% of the country's GDP and around 8% of employment. Economist Intelligence Unit Planet Retail.1 32. bringing in a world-class shopping experience to the evolved Indian consumer (Source: India Retail Report 2011). All this has enabled chain retailers to enjoy better range depth and sourcing options as well as improved average margins.4 4 Brazil Latin America 73. there will be a flow of disposable income and will generate more and new crop of consumers.0 58.7 31. Population Reference Bureau.4 54. Proliferation of Media Proliferation of media has contributed towards enhancing customer knowledge and dedicated shows. India is ranked third.8 92.5 7 Uruguay Latin America 67.2 97.3 46. Thus share of wallet will be more inclined towards the latter.1 100.5 50. channels.5 38.8 32. As the employment level improves with time.5 6 UAE MENA 79. We see many foreign retailers trying to enter the market through joint ventures.9 9 Russia Eastern Europe 63.8 61.6 64. 2010 Global Retail Development Index TM – Top 10 2010 rank Market Country Market Time GRDI Attractiveness Risk Saturation Pressure Score (25%) (25%) (25%) (25%) China Asia 50.3 58. The country ranks high on market potential as the market is not fully saturated.6 2 India Asia 35. tie-ups and franchise models.2 54. International Monetary Fund.5 85.9 86.1 10 (Source: Euromoney. Employment Potential India tops among the countries with high employment potential. Kearney analysis – India Retail Report 2011) Country Region 77 .7 74. Shift from Necessities to Lifestyle Products Owing to the factors mentioned earlier.1 55.3 62.3 56. thus.0 57. A.7 3 Saudi Arabia MENA 65.2 49. magazines and events have created an aspirational attribute for consumption. Earlier the spending used to be more necessity based.9 8 Peru Latin America 43. Increasing Overseas Travel Increasing overseas travel has updated Indians of high standards and exposed to various offerings across globe. This will help introducing new innovations and offerings to ever aspiring consumer.6 72. which with given growth will surely grow. (Source: India Retail Report 2011) INDIAN RETAIL INDUSTRY Retailing in India has assumed a gigantic proportion and has emerged as one of the most dynamic and fast paced industries in recent times.8 53.0 18.0 61.8 5 Chile Latin America 71. Entry restrictions for multinationals have been removed in nearly all sectors.9 57.4 51. Such a consumer who has seen it all would like to aspire for home delivery and availability of such products and services and would evolve as a part of ready market for consumption.5 62.3 27. It is considered to be one of the chief sunrise industries and is at an inflexion point where the growth of organised retailing fuelled by an appetite for consumption and rising aspirational levels of a huge populace is going to take it on a higher growth track (Source: India Retail Report 2011). the consumption has seen a sea change in terms of products and services demand.6 23.5 55. which has now shifted to demands for lifestyle products and services. World Bank.2 24. T. There has been a proliferation in the range across all categories.few years.8 32. India Retail – The Potential According to the 2010 Global Retail Development Index (GRDI) of AT Kearney.3 86.5 74.

8 1.5 Retail Market (Source: IRIS Primary Research. India Retail Report 2011) Organized Retail Market The organised market's contribution to private consumption increased from 3.1 .4% (Source: India Retail Report 2011).26.300 90.48.764 15.3 3.3 Consumption Organized Retail Market (in ` 78.5% of the total market is organised/modern.6 Organized Retail Market % to GDP 1.500 crore in 2011-12. At Market prices 2006-07 2007-08 2008-09 2009-10 Indian Retail Market (in ` Crore) 13.9 2.26.21.1 @ constant prices (2004-05) Organized Retail Market % to 3.1 6.2 3.500 30.743 19.3 53.3% in 2009-10 from 52. This implies that while the modern retail sector is growing.000 1.or 6.502 17.06.05.2010 Global Retail Development Index Attractiveness (Source: A.7 53.31.5% in 2009-10. The share of the Modern Retail Market in the GDP is 2.2 7.000 1. maintaining its share of around 30% of the GDP at current prices.916 crore ($428 billion).603 25.1 8.9 16. out of which only `1.9 53.2% in 2006-07 to 3.680 Crore) Growth% 14.1 12.029 15 53 2.916 Growth% 14. The share of retail in private consumption rose to 53.58.9 15. Kearney analysis – India Retail Report 2011) Indian Retail – Market Size The Indian retail market has witnessed consistent growth over the last few years.T.2 3.69% and is expected to touch `2.5 Indian Retail Market % to Private 52.09.2 2011-12 25.4% in 200910.7 1.04.06. The total retail market is valued at `19.680 crore ($28 billion) .55. its share in total retail remained at 6% for the 2006-08 period and a marginal increase in 2008-09 led to a higher share of 6.8 1.4 Private Consumption Organized Retail Market % to Total 6 6 6.764 14 53. This can be attributed to the slowdown effect of the previous years during which a so-called consolidation of the modern 78 2010-11 22.9% in 2006-07.7 20.1% and in Private Consumption is 3. The organised market is growing at a CAGR of 27.48.

26.165 Total 1. With a CAGR of 11.50 Total 1.916 (Source: IRIS Primary Research. (Source: India Retail Report 2011).90 Mobile & Telecom 5.414 3.90 Accessories 882 0. The top-most category in terms of share of the organised market is Footwear (66 %).000 crores in five years. the organized retail market share to total retail market is 6.838 12.0 4.000 Mobile & Telecom 5.90 Leisure 3. which is 6. multi-storied malls and huge complexes offering shopping.8 10.103 5.90 Entertainment & Gaming 4.635 21.452 4.737 7. India Retail Report 2011) The individual share of the modern retail category in the respective total market is of significance.814 17.116 4.814 9.215 Jewellery 3.469 Food & Grocery 15.570 Apparel & Clothing 44.103 0. One of the main factors supporting this assumption is that the unorganised sector is facing tremendous constraints due to increasing private vehicle population and shrinking parking space. followed by Timewear (62 %).5% which is estimated to touch 8.70 Home & Interiors 7.5 18.48.166 1.986 2.680 19.166 34.2 Timewear 3.4 16.26.414 55.2 19.41.220 Home & Interiors 7.30 Pharmacy 2.825 Entertainment & Gaming 4.6 1. (In ` Crore) ORGANISED RETAIL TO TOTAL RETAIL MARKET Retail Category Organised Market Total Market Share (in %) (INR Crore) (INR Crore) (in %) Footwear 11.50 Food & Grocery 15.680 crore organized/ modern retail sector.50 Catering & Food Services 9. In the coming years a major chunk of this is expected to be cornered by organised retailers . Retail Category 2009.680 100. The increasing numbers of nuclear families.5 The organized market will be growing at a CAGR of 27.530 5. the total Indian retail market will approximtly reach `40. India Retail Report 2011) 62.116 2.26.737 90.700 80.sector was in effect.684 9.859 66.9 4.836 Leisure 3. Apparel & Clothing (31 %) and so on (Source: India Retail Report 2011).665 Accessories 882 7.2%.30 Jewellery 3.500 crores in 201112.69% and is expected to touch `2.70 Footwear 11.986 61.39% year-on-year.547 Personal Care & Fitness 1.984 Eyewear 623 1.635 2.452 33. Further.90 Timewear 3.5 39.838 13.40 Consumer Durables 11.5% of the total market.10 (in ` crore) Contribution (in %) (INR Cr) (in %) Apparel & clothing 44. Eyewear (39 %).530 46.700 2.20 Personal care & Fitness 1.00.2 6.18.440 Pharmacy 2. Key Growth Drivers for Indian Retail Modern retail has entered India through sprawling shopping centres.1 11.1% in 2011-12.06.7 8.684 62.3 16. easy 79 .6 17. entertainment and food under one roof.450 Catering & Food Services 9.00 (Source: IRIS Primary Research. The opportunity for modern retail is very evident.7 31. is growing at about 17. The `1.50 Eyewear 623 0.670 Consumer Durables 11.

including inventory management.they want more choice. such as Bharti. in retailing . quality products aided by polite salespersons providing product information and discounts. Entry of Corporates With the entry of large conglomerates. The following factors also contribute for the growth of modern retail: Changes in demographics As compared to the developed countries. more and more MNCs have entered the Indian business arena through joint ventures. coupled with the rise in spending power. Venture capitalists are also increasingly willing to invest in retail businesses. billing and payments as well as database management. franchisees or even self. Reliance. merchandise management and store management which are being supplemented by them.owned stores. Foreign Retailers The increasing attractiveness of the sector has drawn the interest of a number of global retailers. With the opening up of the economy. several challenges are being faced by the industry. Consumer Pull In the pre. This has led to the emergence of demand-led markets. it has also taken place in rural markets. are fuelling the growth of the retail sector.along with the existing small and regional players . Media The media bombardment during the last 15 years has exposed the Indian consumer to the lifestyles of more affluent countries and raised their aspirations and expectations from the shopping experience . and widespread use of bar coding have changed the face of retailing drastically. Tatas. improvements and niche markets. India has the largest 'young' population in terms of its sheer size and this young segment is a major driver of consumption. The use of plastic money has significantly increased total spending on shopping and eating out. it's the consumer who is calling the shots. experience and convenience. The need for specialised skills is increasingly felt in the areas of strategic management. (Source: India Retail Report 2011) Challenges for Indian Retailing Although organised retailing is growing at an appreciable rate. the power rested clearly with manufacturers. In today's demand. New Entrepreneurs The growing attractiveness of the retail trade has begun to attract new entrepreneurs with ideas. The industry's in need of qualified and trained manpower institutes. Aditya Birla and ITC. With easy availability of credit and declining interest rates. A larger number of households are getting added to the consuming class with growth in income levels.financing options. increase in the number of working women and emerging opportunities in the service sector during the past few years have been the key growth drivers for the organised retail sector in India. The following could be termed as main challenges faced by the modern retail sector: 80 . Thus. things will get better for retail. With further advancement in technology. value. service. India has a low median age of 24. personal credit has witnessed growth. The competitive environment will throw open new innovations.the Indian consumer today is in a position to avail and enjoy the shopping satisfaction. Technology The computerisation of various operations in a retail store. Trained Manpower The last few years have seen many professional institutes and colleges come up with retail courses.liberalisation supply-led market. The boom in financing has resulted in an increase in spends on housing and consumer durables such as two-wheelers and cars.led market. Rising Incomes India is the second fastest growing economy in the world. Though this growth is most evident in urban areas. Increasing instances of double incomes in most families. Increased credit friendliness There has been a radical change in the Indian consumer's mindset regarding credit. entertainment.

toiletries. Supermarkets – Unlike in evolved markets. the industry needs to react in time. no product category accounts for over half of the total sales area. the operating cost of retail is still very high. but this was confined to mall retailing. 'Consumer is King'. ft. The industry needs to evolve in a way where every player has a room to sustain and grow. furniture. photographic equipment. they could offer select lines of products such as paint. e-Commerce – The importance of internet retailing is growing all over the world. 81 . Discounters – Discounters offer several advantages such as lower price. Wal-Mart and Aldi were able to quickly build scale and pass on benefits to the consumer. but focus on specific product categories. The days of brand loyalty are few and the demand for exclusivity and consistent service provider is gaining momentum. at variable price points. toys and sporting goods. The sales area of a department store is at least 25. Footwear. in all product categories. This is not a challenge in itself. do it yourself (DIY) and outdoor products.000 sq. The operational formats in the retailing industry are as follows – Department Stores – A department store is a retail establishment that specializes in satisfying a wide range of the consumer‟s durable goods requirements and offering the consumer a choice of multiple merchandise lines. But now the emerging product categories are Timewear. fashion has been the largest segment for EBOs. This is yet to be addressed by the government. Convenience Stores – Convenience stores offer locational advantage to shoppers and provide ease of shopping and customized service. The changing consumption pattern in a developing economy like India is also one of the biggest challenges for retailers. wider assortment and quality assurance. It charges average to above average prices depending on the product category and carries a moderate number of SKUs. Ethos and M&B are paving the way for the segment. Other Emerging Formats – Multi Brand Retail Outlets can be seen in Apparel as well as Food & Grocery retailing. a major component of the OPEX. Accessories and Electronics. Their value proposition is also different from Hypermarkets. This retail format not only offers consumers the most extensive merchandise mix. but also creates superior value for money. They do not play the price game. jewellery. To meet these demands. venturing into new business models and virgin markets are becoming rampant. hardware. In the long run. Exclusive Brand Outlets will be one of the key formats in future retailing. Normally it remains open for long hours and shoppers use it to buy fill-in merchandise and emergency purchases. Due to the high rental cost. value apparel. house ware. With product categories on offer ranging from fresh produce and FMCG products to electronics. though. This is not letting them consolidate the business in a competitive market. Department stores usually sell apparel. So far. rather use convenience and affordability as their salient features. heavy discounts. thereby creating a situation where compromising with image and quality. hypermarkets are gaining in popularity in India. in India they are in a growing phase. but the environment which has emerged with this philosophy is certainly a challenge. (Source: India Retail Report 2011)    Formats of Retailing Retail happens through many categories and in India there are organized retailers across all categories. where supermarkets are prominently visible. The product categories going niche and exclusive will give rise to many new brands targeting new consumption demands. Hypermarkets – Hypermarkets have emerged as the biggest crowd puller. home appliances and electronic goods. Players such as Croma. in addition. Supermarkets offer relatively less assortments. The demand to allow FDI in multi-brands retailing is increasing with the anticipation that it will boost infrastructure and increase employment. product and brand choices under one roof. The number of players operating in this format is also increasing by the day. success depends on the operational efficiency and consistent value delivery to consumers. Most of the Brick and Mortar retailers are entering online retailing as a second channel as they have physical infrastructure and they can use that to capture additional consumer wallet share. They provide virtual shopping space to vendors. Supermarkets largely concentrate on selling food related products and key FMCG categories and are smaller in size when compared to Hypermarkets. cosmetics. Retailers are putting every effort to capture the consumer's wallet share and are on an experimental spree. The industry tried to counter this problem during the downturn by renegotiating with the developers. Role of the FDI policy is limited to the single brand entry. In a department store.

LCD TV and Plasma TV are expected to achieve a growth rate of 100% or more (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”).0 The industry experienced some effects of the downturn in the first few months of 2009. The industry has been witnessing significant growth in recent years due to several factors.0 17.0 23.836 crore. white goods. With the increase in price wars due to the entry of new players in the market and increase in manufacturing capacity by some original manufacturers. entertainment electronics. televisions and air conditioners. have low penetration in the country. such as retail boom.53%.836 73. has made the country's consumer electronics industry highly dynamic. Laptops. Poor distribution network in semi-urban and rural areas and low awareness of products in rural India are hindering overall growth. on the back of rapid economic growth. For the next two years the category will grow at an estimated 16 to 17% (Source: India Retail Report 2011). India has an increasingly affluent middle class population that. kitchen appliances. the profitability and margins of the companies are adversely affected. music players is also a challenge. related accessories. the consumer durable goods.6 19. the sectors that are projected to achieve year-on-year growth rates of more than 20% in terms of quantity produced are air-conditioners. But still. According to CEAMA.followed by Electronics and Food services (QSR and Specialty).583 Organised Retail Market 11. Consumer Electronics 2009-10 2010-11 est. Traditionally. Companies need to increase focus on product differentiation to address various segmental specific need (Source: India Retail Report 2011). The franchising model of business has given this format a major growth and scope for expansion. The market is currently dominated by the mono-brand dealership model. Presence of grey market in especially in DVD players. Split-air conditioners and frost-free refrigerators.141 16. Laptops.6 20.684 14. but with the recovering global economy and increased consumer confidence in the latter part of the year. 82 . (in ` Cr) (in ` Cr) (2010-11) (in ` Cr) Total Retail Market 62. Growth % 2011-12 est. leaving vast room for future growth.7 Unorganised Market share in % 81. demand for high end products like Blu-Ray players and In-car navigation is expected to pick up in the coming years. the organised market has grown at a CAGR of 18. with some demand from rural areas and tier 3 cities.677 Organised Market s har e in % 18. Category Wise Growth of Consumer Durable and Electronics Consumer Durable and Electronics form a major segment in the changing preferences of Indian consumers. like refrigerators.371 23. (Source: India Retail Report 2011) CONSUMER DURABLES AND ELECTRONICS Consumer Durables and Electronics category covers home appliances. fully automatic washing machine. With rising incomes and technology becoming cheaper. the Indian consumer electronics retail market has been largely governed by the unorganised market. organised retail is gradually gaining strength. growing disposable income and availability of easy finance schemes.4 85. but with large chain electronics stores offering competitive prices. High-end flat panel TV. This is going to attract many foreign majors to the country. DTH and portable media players will continue to be the fastest growing subsectors. The total market for the category has been growing at a CAGR of 3. Young consumers look to keep up with the latest fashions in electronics.4 80. PCs. The goods which are projected to achieve growth rates in the range of 35% to 60% include microwave ovens. cameras etc.3 (Source: IRIS Primary Research. Consumer Durables and Electronics market is worth approximately `62. India Retail Report 2011) Growth % (2011-12) 17.06% between 2007 and 2010. VCD/MP3 players. LCD TVs.4 79. though the emerging Organised Multi Brand Outlets (MBOs) are growing at an appreciable growth rate. Analogue products are not likely to disappear entirely over the forecast period. the market revived. DVDs players and Semi-automatic washing machine.

V LCD TV Plasma TV VCD/MP3 players DVDs players (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”) Penetration level of consumer durable is low in Rural India Growth 25% 60% 54% 35% 20% 35% 100% 110% 100% 20% 25% Rural India that accounts for nearly 70% of the total number of households has an only 2% penetration in case of refrigerators and 0.7 65% 29% 42% (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”) 83 . The urban consumer durable market for products including TV is growing annually by 7-10% whereas the rural market is zooming ahead at around 25% annually.5% for washing machines because of poor government spending on infrastructure and electrification which now offers plenty of scope and opportunities for the white goods industry. The penetration of Consumer Durables is provided in the table below: (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”) Penetration of Consumer Durables Consumer (No of households owing goods per‟000 household) Growth in Penetration Level Durables 1996 2002 2006 2010 2002 2006 2010 White Goods 149.Index of Industrial Production: Use-Based Consumer Durable (Base : 1993-94=100) Month 2008-2009 2009-2010 April 353 415 May 391 443 June 374 435 July 401 489 August 395 492 September 446 554 October 425 510 November 370 510 December 339 495 January 391 516 February 413 537 March 443 587 Average 395 498 (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”) Growth 18% 13% 16% 22% 25% 24% 20% 38% 46% 32% 30% 33% 26% Consumer Durable Products Air-conditioners Split A.1 451.1 319. The rural market is growing faster than the urban India.4 247. and the urban market now largely become a product replacement market.end Flat Panel T.C Frost Free Refrigerators Microwave ovens Semi-automatic Washing machines Fully Auto Washing Machine High.

which is expected to grow to 4.5% during the period 2009-10 to 2011-12. Room Air Conditioner With an increase in standard of living of the Indian middle class.Market Segment of Consumer Durable in India Key Consumer Durables % Share (In Value terms) 5% 18% 34% Colour TVs. cable television. Nowadays flat-screen CTVs account for approximately 65% of the total market due to the reduction in the price between conventional and flat-screen colour televisions. India's AC industry is witnessing a steady growth as the base is still very small. Air conditioners with 13% and Washing Machines with 5% of the overall market share. CTVs sales for the year 2009-10 are estimated at around 15. The Indian CTV market is a medium segment market with a screen length of 20" and 21" constituting bulk of the sales although large CTV segment with screen length greater than 21" is growing rapidly nowadays. reflecting a CAGR of 17. Lowering of prices. Products with a two-to-three star rating that have average energy consumption. (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). Colour Television segment accounted for 30% of the consumer durable market in value terms during 2009-10. Refrigerators. there has been a tremendous shift in the demand for air-conditioners from non-branded assembled air conditioners to branded products in the urban area. The urban market accounts a major portion of overall sales for most of the leading players in the segment.96 million units by 2011-12. rise in number of regional channels. The segment was followed by refrigerator with 18%. The demand for CTV is more in the consumer electronics category partially due to the rural sector. events like cricket world cup and IPL etc. influence the rural sector and colour televisions is normally the first white good which they purchase (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). Air Conditioners and Washing Machines are few of the largest segments of the Indian consumer market. Sales Volume in the market were 3.59 million units in 2009-10. 30% 13% Refrigerator Air Conditioner Washing Machine Colour Television Others Analysis of some of the Key Products in Consumer Durable and Electronics Colour Televisions Colour televisions (CTVs) are the leading products its total Indian market in terms of sales. are expected to account for a majority of the sales as they are cheaper and attracting the 84 .15 million units.

2% during the period 2007-08 to 2011-12 (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). During 2009-10. Refrigerators In India. In 200910.27 million units by 2011-12. Washing Machine: Washing Machine is one of the fastest growing consumer durable products in the Indian market. export volumes of refrigerators are estimated to have grown by a robust 33. refrigerators are used in almost all households throughout the year. 85 .3% and the details are in the table below: (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). One of the major reasons for this is the increasing demand for these products in the semi-urban and rural markets of the country. (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”).3% as against a mere 3.35 million units in 2009-10 and are expected to reach 5. for more than 8 months the weather is hot & humid and hence. Volume sales of washing machines in the country stood at 3. Many electronic appliances stores offer special festive discount and best buy deals.0% rise a year ago.first time buyers. This indicates a spectacular recovery in demand for refrigerators that was badly hit during 2008-09 on account of a slowdown in the economy. high star rated energy efficiency product for less power consuming air-conditioners to snip mounting electricity bills which acts as a saving in continuous manner (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”).000 to over `1.000. Refrigerators for home can be bought in budget starting from less than `10. reflecting a compounded annual growth rate of 23. Consumers have now started upgrading to higher priced.00. refrigerators production increased by 26.

The main reason behind this growth is lowering of call rates due to heavy competition new innovative features like touch screen and new services like email.69 million units market by 2011-12 at a growth rate of 23%. with penetration in rural areas estimated at less than 15%.(Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). Mobile Handsets Indian mobile handset sales accounted for around 32% of Indian consumer electronics spending in 2009. Microwaves Oven The market for microwaves oven. The total Indian market handset sales are expected to grow to 308. The demand for microwave ovens segment is increasing rapidly due to the changing lifestyles among the young adults. Currently the Vendors are focusing on semi-urban & rural customers. nuclear families with double income and working women where they have not much time to spend on cooking food. as mobile subscriber penetration soars towards 132%. Nowadays. 86 . gaming. which is far below than the national level (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). internet etc.76 Million units in 2015. with the fast moving readymade food. accounts for sales of 1. (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). tinned food and home delivery parcels provided at our doorsteps is making microwave oven sales increase in the urban sector (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”).37 million units in the year 2009-10 and are expected to reach 1.

which puts more money in the hands of consumers. better lifestyles: The rapid prosperity of the Indian economy in general and of individuals in particular has led to higher aspirations.77 22.35 23.54 17.09 18.20 308. Frost-free Refrigerators and Cameras. and hence there is a big rush towards opening outlets in tier 2 and tier 3 towns by retail chains. The demand for mobiles and increased competition amongst manufacturers has led to increase in volumes and lowering of prices. but also its perceived utility for the cost of ownership (value for money). FY 13 est.97 225.88 23. Tilt Washing Machines. Easy finance schemes: For High-end products. Higher aspirations.20 18.76 20.23 15.07 18.72 18. the Consumer Durables and Electronics sector has grown at a rapid pace – and so is the number of outlets.22 15.92 20.95 14.85 5.79 7. Laptops. (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). Even the rural sector has seen large-scale prosperity in recent years.74 18.09 308. innovative design and sleek look.83 18.97 225.2 253. retailers have tied up with banks and other financial institutions for easy finance 87 .78 253.Mobile Phone Demand in Units (In Millions) 350 300 250 200 150 100 50 195. Tie-ups between the manufacturers and the service providers are also resulting in increased sales (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”). washing machines and air conditioner.25 17. The factors contributing to its impressive growth are as follows: Economic prosperity: An important reason for the strong consumer sentiment is higher disposable incomes of Indian households.61 16. Consumers have recently begun to believe that the use of consumer durables with higher technology will make life easier for them. two wheelers. In durables. FY 15 est. mobile phones are the most preferred appliance followed by colour televisions.09 280. Estimated Demand for Cell Phones in India (In Millions Numbers) Year India Andhra Pradesh 14.03 13.13 20.93 17.79 Tamil Nadu (excluding Chennai) 12.50 24.52 20.32 22.89 Source: Cygnus Research (Source: Cygnus Research “Techno Economic Viability Study on PCH Retail Ltd”).43 9. In consumer preference hierarchy.01 14.90 20. It is a known fact that consumers want to buy products that have smart technology. consumer preference for a product is not only driven by its affordability.76 0 FY 11 est.61 8. GROWTH FACTORS In the last few years.76 12.90 6.53 16. Mobile phones have steadily risen in the consumer‟s preference hierarchy with the drastic fall in cost of ownership.96 Chennai Mumbai Delhi FY 11 FY 12 FY 13 FY 14 FY 15 195. The sector is likely to further increase its share in the modern retail sector in the years to come.23 17. refrigerators.40 13.83 13.28 21. there is also the factor of double incomes.20 19. In urban settings.78 280.92 16.52 Gujarat Karnataka Kerala Maharashtra (excluding Mumbai) 15.74 18.29 14. FY 12 est.86 20. FY 14 est. such as LED TVs.86 15.

or even Olympics. the BMI India Retail Report for the fourth time in five years ranked India as the most attractive investment destination. advertising of products seem to be whetting the consumer's appetite for such products. According to a report by McKinsey Global Institute. The yardstick to determine whether the sale is wholesale or not would be the type of customers to whom the sale is made and not the size and volume of sales. There are also issues of power cuts and poor road linkages in these areas. whether celebrated at the national or state levels. Cash & Carry trading / Wholesale Trading FDI Cap .schemes. Finally. While urban India will account for 68% of consumption. will continue to contribute to its growth. processing and thereafter sale. Festival period: Different festivals. on a major growth curve in India. For instance. This experience is further enhanced with many retail chains heading for malls and opening stores which attract a large number of footfalls and have greater facilities. making India the fifth largest market in the world. (Source: India Retail Report 2011) CHALLENGES The biggest challenges will be the issues pertaining to distribution and infrastructure. business and profession.100% Entry Route – Automatic Definition: Cash & Carry Wholesale trading/Wholesale trading would mean sale of goods/merchandise to retailers. the reduction in prices of LCDs has resulted in a subsequent jump in their sales. accordingly. rural India will for the remaining 32%. Other periods of high sales are sporting events such as the Cricket World Cup and the Football World Cup. which give them a major incentive to buy products. institutional or other professional business users or to other wholesalers and related subordinated service providers. as opposed to sales for the purpose of personal consumption. These stores give more browsing space to the consumer and more choice of products. be sales for the purpose of trade. Wholesale trading would include resale. In May 2010. international retail chains. 88 . There is a lack of welldeveloped distribution networks in rural markets and this makes to achieve growth in the rural sector. when a large number of people purchase TV sets. A seasonal factor is when people tend to purchase more air conditioners during the summer season. and more washing machines during the monsoon. including low product penetration. Shopping experience: The trend of opening large-format Consumer Durables and Electronics outlets has added to the 'consumer experience'. Competitive pricing: Constant value engineering efforts and efficacy of operations is resulting in a reduction of prices. bulk imports with ex-port/ex-bonded warehouse business sales and B2B e-Commerce. Customers are charged low interest rates. Wholesale trading would. Various factors. including Wal-Mart and Carrefour. (Source: India Retail Report 2011) FUTURE According to a report by RNCOS titled "Global Consumer Electronics Market Forecast 2013". commercial. International retail chains: With many western markets reaching saturation points. (Source: India Retail Report 2011) FDI INVESTMENTS IN RETAIL SECTOR 1. The 'look and feel' factor and the arrangement of products in modern stores result in consumer choosing to buy from these places rather than from traditional outlets. the Indian consumer electronics segment has immense growth potential. microwave ovens (1%) and air conditioners (2%). or even zero interest rates. There will be a major influx of Foreign Direct Investment (FDI) when the in multi brand retail sector is opened to foreign chains. The multi-brand Consumer Durables and Electronics sector is thus. thereby fuelling demand. India also ranks as the fastest growing market in the world. the total consumption in India is likely to quadruple by 2025. Penetration levels are still low: refrigerators (18%). are looking at India as a major market. boost sales. washing machines (6%). high disposable incomes and lifestyle changes. industrial. thereby boosting consumption patterns.

e. The application would specifically indicate the product/ product categories which are proposed to be sold under a „Single Brand‟.nic. products should be sold under the same brand in one or more countries other than India. and enhancing competitiveness of Indian enterprises through access to global designs. (c) „Single Brand‟ product-retailing would cover only products which are branded during manufacturing.dipp.05% of total FDI inflows.in) FDI Inflow in India In the past five years. Any addition to the product/ product categories to be sold under „Single Brand‟ would require a fresh approval of the Government. DIPP – www. to determine whether the products proposed to be sold satisfy the notified guidelines. (2) FDI in Single Brand products retail trade would be subject to the following conditions: (a) Products to be sold should be of a „Single Brand‟ only.85 crores which is 0.722 crores.in) 89 . (Source: www. technologies and management practices.nic. Single Brand product trading FDI Cap – 51% Entry Route – Government Approval (1) Foreign Investment in Single Brand product trading is aimed at attracting investments in production and marketing. The total FDI inflows in Trading from April 2000 to March 2011 are `12. The total FDI inflows in Retail trading (Single Brand) from April 2000 to March 2011 are `304. India has been benefiting from substantial inflows of FDI in some sectors of economy. improving the availability of such goods for the consumer. (4) Applications would be processed in the Department of Industrial Policy & Promotion.2. signifying the potential that global investors and fund managers see in the world's second most populous nation.14% of total FDI inflows. (3) Application seeking permission of the Government for FDI in retail trade of „Single Brand‟ products would be made to the Secretariat for Industrial Assistance (SIA) in the Department of Industrial Policy & Promotion.dipp.256.57 crores which is 2. before being considered by the FIPB for Government approval. Important facts substantiating the same are mentioned below    The total FDI inflow in India from April 2000 to March 2011 is `5. encouraging increased sourcing of goods from India. (Source: Consolidated FDI Policy.80. (b) Products should be sold under the same brand internationally i.

unless the context requires otherwise.931. Overview We are one of the leading retailers of Consumer Durables & Electronics products in Andhra Pradesh and also have good presence in Tamil Nadu.18 lakhs for financial year ending 2009. Home Appliances and IT products category thereby giving 90 . Competitive Strengths We believe that the following are our principal competitive strengths. We have presence in Tier 2 and Tier 3 cities of these states and are able to understand the requirements of customers of these areas and design the product portfolio accordingly. Sardar Balvinder Singh started a Proprietorship Firm namely. Tamil Nadu.e. Andhra Pradesh. with a focus on selling Consumer Durables. M/s PCH Mobile Zone which dealt in retail & wholesale trading of mobiles and accessories and M/s PCH Sales which dealt in retail trading of electronic goods of Sony & mobiles of Sony Ericson exclusively. PCH i. M/s PCH Associates. M/s PCH Mobile Zone and M/s PCH Sales) and the proprietorship concern M/s PCH Business were taken over as going concerns by PCH Retail Ltd (incorporated in 2007) by way of Memorandum of Mutual Understanding dated March 04. Television. father of Sardar Balvinder Singh in 1950 which was involved in trading of Crockery & Glassware items. Sardar Balvinder Singh started PCH Group comprising of 3 partnership firms viz.. ft.58 lakhs respectively. Karnataka and Maharashtra. Huzur Singh. any reference to the terms “PCH”. Audio Systems. In these 4 states we have developed a network of 110 outlets with 11 warehouses. Cameras & Camcorders through wholesale trading and trading through retail outlets.82 lakhs and `525.21 lakhs sq. In the year 2001. “our Company”. In March 2007. Karnataka and Maharashtra. “us” and “our” refers to PCH Retail Limited. We retail products of most major brands through our 110 MBOs and 11 warehouses spread across an area of 6. which differentiate us from other players in the Consumer Durables & Electronics space: Strong regional presence We have grown over a period of time by spreading our operations in states like Andhra Pradesh.BUSINESS OVERVIEW In this section. Karnataka and Maharashtra. Mobile Phones & accessories. We offer our customers the whole gamut of Consumer Durables & Electronics products and most of Indian and multinational brands. our total revenue for the financial year ending 2010 was `65.34 lakhs. ft. Wide network of multi brand retail outlets We have a network of 110 Multi Brand Retail Outlets as of date with a retail space aggregating to 6. M/s PCH Associates which dealt in retail trading of electronic goods & allied products and home appliances.200..e Punjab Crockery House was started by Mr. Mobiles & Accessories. Also product portfolio of almost all major brands ensures that majority of customer requirements are met in the showroom. LED. Our outlets are designed to accommodate a wide variety & range of products in Consumer Durables & Electronics.172. Our strong presence in these states has enabled us to build our brand value resulting in high brand recall among customers thus reducing the cost of marketing. For the nine (9) month period ended December 2010 our total revenues were `67.000 sq. M/s PCH Business which dealt in retail & wholesale trading of electronic consumer durables of Videocon & Sony. In the year 2003. We have established operations in 28 cities across four states of India viz.34 lakhs as compared to `43. The Company is promoted by Sardar Balvinder Singh and Mrs. Computers & Computer peripherals. Tamil Nadu.08 lakhs and profit after tax was `1. Electronics & Allied products.. “we”. Digital Cameras & Camcorders. We have a very strong reach in the interior parts of these states as well and are benefiting from the rural –urban markets available. As a retailer and wholesaler our endeavor is to offer one-stop shop solution to our customers. Our product offering includes Washing Machines. Refrigerators.771. During the same period our profit after tax was `726. Home Appliances. Baljit Kaur. LCD. Home Appliances etc.21. the three partnership Firms (i. Air Conditioners. The high number of retail outlets has given us an opportunity to negotiate better with manufacturers and work on terms favorable to us. 2007. As per our Restated Financials.

91 . We believe that we have created the right balance of performance bonuses and other incentives for our employees. etc. we have built a supply chain management which involved planning. we have adopted training modules through which we train our employees. Our supply chain management enables us to move products quickly. rotation of products on the shelf has to be quick. infrastructure. replacement and replenishment. demographic detailing. Accordingly. standard of living. It further helps us to optimize in-store availability of merchandise and minimize transportation cost. To have uninterrupted business. We deal in a number of products of various companies and we distribute these products to our own retail outlets as well as to other retailers / distributors in various locations through our warehouses. These warehouses enable us to store products in bulk quantity. Sourcing goods at lower cost enables us to sell it to other retailers at a competitive rate as well as give us additional volume and margin in our retail operations. connectivity to other business centers. The team works on various factors such as target market mapping. Based on the demand from either the wholesale (bulk orders) segment or retail segment we plan our supply schedule. Our management team comprises of talented professionals who are highly experienced in the retail sector. and helps us meet any sudden increase in demand. we believe that we have a good network of logistics system supported with our own and contract transport carriers. Experienced & Competent Management team We have an experienced management team steered by our Promoter and Managing Director. merchandizing sourcing. Handing over the decision making in customer service to our outlet managers have empowered them to understand the customer better and address their needs and woo them in order to increase brand retention. The function of team is to do an analysis of the business potential of the various locations. This has assisted us in effective management of our outlets. Ability to identify new locations to promote our business plans We believe that it is very critical to set up our outlets in prime localities to serve more no. Our warehouses & distribution centers are spread across 11 locations. vendor management. This also helps us in understanding as well as adapting to the changing patterns in consumer behaviour. Also our existing infrastructure has been designed for a higher scale of operations than our current size. Having a regional presence has also helped our store executives to develop customer relationships in their respective areas of operations. which allows us to purchase goods in bulk at a lower cost. thereby enabling them to achieve better results. All these factors are further supplemented by establishment and operational costs. market potential. supply chain management and distribution network enables us to have shorter business cycles thereby efficient working capital management. Customer Service We have experienced that improved customer service provides a tremendous boost to sales. Being in the retail industry. standardization. Our business mix. The experience of our management has enabled us to draw the existing business model of the company wherein we move our goods fast and always try to offer our customer latest products. As an on-going practice. we have a professional team in place whose responsibility is identification of locations with potential for growth and development of market. Further. logistics. Sardar Balvinder Singh who is complemented by a team of experienced and professional managers & committed workforce. Ability to source products at lower cost Our business comprises of retailing & wholesaling. which helps us in transporting and delivering these products in a cost and time efficient manner to our retail outlets and to our customers. of customers. Strong and efficient supply chain management We believe that our distribution and logistics set up is well networked and allows us to fulfill the store requisition as well as client requirement within short time period of generation and receipt of orders.number of options to our customers. Our promoters have been able to build a huge network of retail outlets and a good bulk customer base to whom our company supplies products for further retailing. We have a centralized & standardized purchasing system and pattern that enables us to place consolidated orders and source at attractive rates and avail the schemes of the manufacturers from time to time.

client orientation. pricing and promotions. televisions. building customer relationships and generation of ideas at store level. etc.. Fast developing smaller towns are currently under-served and there is a huge scope for organized retailing of Consumer Durables & Electronics products. We are looking to enter new markets. With the growth in operations we will upgrade our systems to connect all the outlets on real time basis. including Tier 2 and Tier 3 cities that offer potential for growth and provide an opportunity to gain a foothold in both the areas of business operations i. we believe that effectiveness of employee‟s increases in implementation of business plans. Training is necessary to build an efficient team which will be in a position to deliver results. billing and payments.Our growth strategy We intend to pursue the following strategies in order to consolidate our position and grow further: Enhance our presence across India We intend to expand our presence both geographically and in terms of number of outlets. retailing & wholesaling. It becomes imperative to impart appropriate training for effecting higher sales.e. customers and employees which will help us in achieving the goals set. We are exploring implementation of SAP ERP management system which can replace/ integrate the existing FOCUS ERP for better management.e. Brand promotion and enhancement We further intend to invest in developing and enhancing our brand image. customer details. This is a continuous exercise which would increase the brand recall and image resulting in an increase of sales and profitability. quality control. With these systems in place. Wholesaling (Bulk orders) and Retailing gives us the following benefits –     Higher volumes Economies of scale Better reach than that of local players Better turnaround of inventory 92 . With the in-house and on-the-job training.. We also help our customers in availing after sales service from the manufacturer. latest trends and competitive pricing which will help us achieve customer satisfaction and build long term relationships. in-store good shuffling. etc. etiquettes. organizing events. which will translate into repeat sales. relationship management. Training initiatives to get better results from our employees We believe that one of the keys to our success is our ability to train and grow our team of employees consisting of sales and support staff. Up-gradation of Information Technology systems & processes To better monitor the movement of goods and manage the network of outlets we require efficient information technology system & processes which can accurately track the movement of goods through POS allowing us to assess procurement levels and stock our outlets with optimum level of inventory. replenish stock. hoardings. communication and promotional initiatives such as advertisements in print media. We offer wide range of products. through brand building efforts. Our Business Model The two pronged business model i. customer feedback. accounts & bills management. product know-how. We also intend to strengthen and consolidate our presence in the existing markets by expanding our network of retail outlets.. and participation in industry events. particularly in view of entering into new markets. We shall endeavor to continue and strengthen our training programs on various aspects viz. Maintain our focus on long term relationships We believe in further developing and maintaining long term sustainable relationships with suppliers. we can have a control on the stocks. Improvement in systems and processes would help us scale up operations with less hindrance.

Further. quarterly basis and annual basis wherein we schedule our purchases on the fortnightly. Our entire network of outlets is connected through LAN & WAN wherein the sales and sales receipt are recorded real-time and there is an update to the procurement team on a minute by minute basis and also it automatically generates orders to the procurement team wherein the predetermined order levels are reached. We implement our wholesale operations by supplying the customers the goods either through our outlets or warehouses. based on the procurement function. 93 . we have built a system to monitor the inventory position on a real-time We are also in regular touch with our B2B customers on a regular basis and collect long and short lists of their requirements. marketing activity. As on date. availability of products with manufacturer‟s godowns & supply chain and procurement level finalized. The movement of goods happens either through the outlets or warehouses depending on the availability of the same. Our follow up with our customers is on a fortnightly basis. Wholesale Operations Our wholesale operations consist of bulk sales to other retailers. Andhra Pradesh. either on cash or credit. Procurement forms the center of our business operations because we will be able to sell only what we have. The concept of wholesale trade is B2B driven. finances. fortnightly basis. we plan our ordering schedule. For optimal utilization of space at the warehouses we also plan out our deliveries to distant store locations so as to have optimal level of stock holdings and ensure that new products reach customers in time. We would further plan our ordering based on the credit facility available with each supplier/ manufacturer and their production & delivery schedule. We plan our purchases. Tamil Nadu. deliveries. quarterly..As depicted above. we have the following network of 110 MBOs and 11 warehouses spread across in 28 cities in four states of India viz. Additional demands of the season and festive occasions are estimated based on previous period performance and current trend supported by the projections of the manufacturers. Karnataka and Maharashtra. Our sales are affected through our retail outlets as well as our warehouses at various locations. etc. monthly. monthly basis. corporates. Order Planning Based on the reports generated and the order schedule. This enables us to generate reports on a daily basis. traders. etc. Further. we service individual retail customers as well as other bulk customers (retailers). etc. The various activities that form part of procurement are as follows – Report Collection The first step in procurement is collection of reports from the entire network of our retail outlets for their requirements of goods for shelf and their storage. etc. bi-annually and annually for our customers. Our wholesale operations consists of two main functions a) Procurement and b) Logistics Procurement Our entire wholesale and retail operations are based on the procurement policy that we adopt. to whom we sell our goods in bulk with a credit facility. corporates. Our procurement team makes efforts to see that minimum level of inventory is maintained by us wherever manufacturers have their warehouses to service on short notice. weekly basis. our procurement is also based on the festivals and preferences of a particular region.

The ordering team also looks out for specific discounts that are available from the suppliers and the same is synchronized with the movement of those particular goods through our outlets. we are trading partners / dealers of all the reputed brand manufacturers. Panasonic. We don‟t have any agreement with any of the suppliers whose goods we sell through our outlets. a) Inwards. As a matter of practice. LG. or in terms of payment. In some cases the manufacturers provide what is called an „Accord Sheet ‟outlining the scheme or margin mutually agreed.Ordering Ordering is carried out by the purchase department which is based on the analysis of the reports generated as well as the plans made for ordering the goods. Godrej. enjoys the patronage of some of the manufacturers such as Samsung. Olympus. Philips. the same will be forwarded to add further inputs by procurement team and it will be re-scheduled for negotiation till finalization of the accord On receipt of the finalized offer. Our logistics functions are broadly divided in three sub-functions viz. Videocon etc. it becomes automatically entitled for the margin. incentive. basically in terms of getting availability of a better product mix. margin. So the 94 . volume of business. Sony. our logistics is built to cater to the movement of goods amongst the warehouse and outlets as well as between the outlets. The idea is not to stock the goods on the shelf of a particular store but to get maximum accrual on the space of shelf by rotation of goods in a timely manner. There will be an exchange of a statement showing item / model wise indent based on actual quantity available with the manufacturers. However. We have 11 warehouses situated at different locations for which the good delivery and movement pattern needs to be devised much in advance so as to have no bottle-necks in our operations. no manufacturer/supplier enters into any agreement with the traders/ dealers. Offers with regard to previous accord will be provided Inputs with regard to running models. if we achieve a given volume.. As per the indent mentioned above. scheme discounts and other reward schemes applicable for the limited period offer. showroom requirement. and c) Outwards. We have put up a structure in place wherein there is a team assigned at every warehouse that will look at each of these sub-functions and further each of these warehouses are allocated outlets which are to be serviced by that particular warehouse. On receipt of MRF the purchase department will raise PO in accordance with the approved Accord and will be sent to final approval. Further. prevailing market rates will be discussed & reviewed If negotiations are incomplete. PCH being a preferred trading partner by virtue of having long association. Approved PO will be handed over to manufacturer / warehouse. As a matter of practice. for initiating the supplies. The following process takes place between us and the manufacturer / supplier          Negotiation with manufacturer will be done. We believe in ordering the right quantity of goods at the right time and delivering the right quantity of goods at the right time. These sub-functions are critical in nature due to our set-up and size of operations. the manufacturers announce a pricing policy every month/ festival season / special occasions to the traders / dealers which specifies the amount of margin. b) Scheduling. HP. Logistics The main purpose of our logistics team is to handle the movement of goods efficiently and utilization of available resources effectively so as to achieve the closure of sales. Purchase department in coordination with Sales Head and Warehouse in-charge will formulate Material Requisition Form (MRF) The same will be approved & will be forwarded to purchase department for creation of Purchase Order (PO) along with all terms & conditions of payment and schemes applicable. being prominent retailer in Andhra Pradesh and having sizable growing sales and experienced marketing personel. With efficient logistics in place we would be able to time the market and deliver only those goods to the market which the customers have a demand and need for. schemes that would be applicable to the dealers who participate in the Scheme announced. We follow a centralized ordering pattern to get the benefit of economies of scale. the same will be intimated to purchase department for initiating the purchase process. The ordering takes place on the basis of the procurement policy that we have adopted.

The growth targets are broken down from regions to outlets. etc. which helps the management to further decide on the procurement for a particular region and store. targets for regions are set and further based on the performance of a particular region in the last fiscal and the targets for the current fiscal capital expansion programme are worked out. c) Sales & Billing. we define our inwards good movement schedule. b) Inventory Buildup. We also take into consideration various risks into consideration and take appropriate insurance coverage for the goods in transit. However. The inward schedule is planned in such a manner that appropriate levels of inventory are maintained at all times. time to destination. and the time taken to move from one place to another is more and the accessibility of huge vehicles is an issue. Business Development Business development enables us to grow businesses in new areas and expand our network of outlets. a) Business Development. Through retailing we sell directly to individual retail customers for cash. We deal with a few carriers whose services we use to deliver our products to customers. Outwards: Majority of the distribution to the outlets and customers happens through our warehouses. space allocation. etc.team will co-ordinate with the outlets while drawing up the deliveries. While designing our delivery schedules we take various things into consideration viz. Inwards: We have centralized procurement policy. Scheduling: We have presence in 28 cities and 110 outlets. Based on the order quantity. The products sold to customers would either go through the warehouse or the outlets depending on the availability. 95 . Our outward logistics is mapped to the inwards logistics function. The various activities that we undertake for Business Development are as follows – Business Planning Our management estimates the targets for a particular fiscal and the growth envisaged in the subsequent fiscal.. Depending on the flow of orders and the requisition from outlets. Making goods available at each of these locations is a challenge. Our retail operations are carried out through our outlets which are either owned by us or taken on lease. Our retail operations are divided mainly in 4 sections viz. we give more importance to scheduling since many of our outlets are in Tier 2 and Tier 3 cities. Retail Operations Our retail operations consist of selling of goods through the point of sale. Our delivery schedules to outlets are defined wherein the deliveries happen to a store every 15 days. we don‟t have any agreement with any of these carriers.. Further. and d) After Sales. Well planned logistics enables us to control our distribution costs as well as inventory holding costs. We have to plan our delivery schedule for our outlets as well as bulk buyers. however our request of deliveries are either to warehouses or our outlets or at the locations of our wholesale customers. social factors. It also helps us in gauging the product mix strategy and the new product to be sourced. Based on the management‟s business plan estimations. we design our distribution and deliver accordingly. delivery schedules.

return on investment. If the option is feasible. store inventory allocation. So. offers available and the new products introduction in the market. our business development team and the inventory team meets up with the manufacturers to understand their production schedule. Further. we would draw up our inventory position. etc. since our product portfolio is quite large. etc. On identifying the properties we will do a study on the rentals and map with our financial model of that particular store. layout. The approach primarily a top – down approach wherein the first criteria set is to freeze on the region or state and then go down to the cities and then the area where the store can be set-up. The timelines are drawn and the cost component is drawn up simultaneously which the technocommercial team has to adhere to. design. The next step is to give contract to our vendors for furniture and store fit-outs. the product mix and the store merchandising needs. standard of living. We do a detailed financial modeling of that particular store for the period of next 3 years and the cash flow required to sustain operations and the targets to be achieved. estimated business run up. business environment. The team will do a detailed analysis of the market based on the growth potential. quarter and the annual.Market Mapping On freezing the capital expansion programme. the store will be passed on to the respective store manager for start of operations. team profiling. then we would get into technical details viz. capital expenditure. customer demand. store approvals. It is the responsibility of the techno-commercial team to execute the work through contractors and hand over the store in reasonable time to the Commercial Team who will ensure all the support systems in place as per a check list and announce the readiness of the outlets for operation and then hand over to the Business Development Team which in turn will decide the store product mix and merchandising. whether standalone or in a mall. the kind of inventory which is going to be built is also important. the Business Development team will then draw up a plan with regards to setting up of new outlets as to whether the outlets have to come up in the same region where our existing outlets are or should we enter a new region. population. We look at each store from a profit perspective wherein the ROI is set and on that basis the decision to set-up the store is taken. Feasibility Study On identifying the suitable location. based on which we would draw a detailed trend report for inventory position for fortnight. The store build up is done on the basis of the customer profiling. deposits. Commercial Evaluation On finalizing the technical study. based on the working capital position. The standard timeline for setting up a store is 3 months right from conceptualization to opening the doors to customers. size of the store. product mix strategy. etc. We have a dedicated professional team with proven experience and expertise to manage the inventory levels and turnaround of the goods. Technical Evaluation Based on the finding during the feasibility study we would then take a call as to whether a store is feasible or not in that particular region. competition. If the rentals fall within our acceptance limits then we enter into a lease agreement depending on the business decision of the management. As such we have a standard store format and design which enables us to build our brand image and recall amongst our customers. Further.. month. etc. Once the merchandising team is through with store product detailing and inventory buildup. demographics. The other major study point would be store based factors like rent. product allocation. a detailed study is conducted with regards to the market in the area and the adjoining areas and what is the cost to sustain as well as capture turf of competitors. availability of the warehouse space. While building up our inventory levels. we follow two processes which are described as follows – 96 . we would get into commercial aspects wherein we will contact the local estate agents and screen properties where we need to put the outlets. Inventory Buildup Inventory planning and build up is critical to the turnover of our business. Store Build up We have our own technical team which will analyze the property and determine the layout of the store and finalise with the accredited Architects/ Designers in the panel of the company.

The accounting system also enables us to generate MIS reports on a regular basis. Our OSQ depends on the amount of capital that we want to block for that particular store and the kind of space that is available with that store. OSQ also helps us decide what kind of products to place in our store so that no single product ends up on the shelf of a store for a period of more than 1 month. b) Store Specific Offer – Based on the store sales level and product movement we come up with attractive offers for the customers. Further. with OSQ we also know how much of inventory we can have at the store level and how much of inventory we can have at the warehouses. Every product movement. or a combination of few or all of these. Accounting We have an ERP Software of FOCUS installed at every store and warehouse which is connected through a central Server with the Corporate Accounts team. Further. is recorded through this software and a copy of the invoice is generated for the customer at the respective store or warehouse depending on the transaction. We are dedicated to providing the right amount of information & good service and our endeavor is to achieve utmost customer satisfaction. We also draw up promotional activities based on the local competition. running offers. Mobile Phones. etc. We have built our systems in a manner that facilitates the finance team to gauge the working capital requirement for each store. Customers of our country are price as well as quality sensitive and to match their requirements is a challenge in itself. a detailed promotional activity chart is prepared for a particular store and the budget is being allocated. Collections We carry out our retail sales through our retail outlets on cash and carry or under H. credit sales at outlets are allowed through credit cards. There are 3 things which are part of the in – store promotions viz. etc. Sales & Billing Sale of products on the floor is extremely important for a chain of retail outlets of Consumer Durables and Electronics products.. At the same time a copy of the invoice is also generated at the corporate office which enables us to have track of the sales through each of the outlets and also ease our auditing of accounts. Refrigerator. c) Information emanation – our endeavor is to provide options to our customers with the right amount of information. financing scheme or on credit. will understand and analyse the local markets where the outlets are situated. a) Store Display – This is the first step which will pull a customer to walk into our store. for each region and for the company as a whole. we give importance to the following practices – In – Store Promotions Our marketing team. Trend Tracking Every store is connected with the Procurement team on real time basis. Based on their understanding and the feedback given. whether it is for a retail customer or a wholesale customer. In addition to that there is a weekly report that is generated by the store for the movement of goods and their estimation of on-ground demand.Optimal Sales Quantity (OSQ) OSQ or Optimal Sales Quantity is an important parlance for us since the entire efficiency of a particular store depends on the shelf stack up and layout. we have dedicated personnel who would look at particular kinds of products viz. In achieving our goals. price points. Normally. The movement of products at the outlets is tracked and reports are generated for every product. along with the store managers.P. Movement of customers in the store is also an important factors since the products that we sell are heavy and space consuming ones and hence there is a constraint with regards to space. For each category of product that we have in our outlets we have a detailed product list along with the price point and specifications which is advantageous to both the store staff and the customer. The wholesale sale/ bulk sales are 97 . The store managers are in a better position to gauge and understand the local markets and based on their estimation outlets are stacked up. We decide as to what sort of display should be put on the front of the store which can be either a product.

In case of out station Outlets. Marketing and Sales We follow a direct marketing strategy wherein we use different media like FM radio. The customer who wants to purchase in bulk or in wholesale. we would follow up with the manufacturers and see to it that the products are being repaired. we co-ordinate with the customers with regards to registration of their warranties and guarantees with the manufacturers.made on credit basis with payment terms ranging from 7 days to 60 days depending on the credibility of the customer. Our marketing strategy is based on attracting walk-ins to the outlets and trying to convert these to customers at the outlets level. The marketing activity that we carry on is more from the perspective of promoting our business and our outlets. In-cinema advertising. Sponsoring events. The manufacturers / vendors have their own marketing programme wherein they would make their own media promotion. On implementing the marketing plan. we have a centralized call center that will take customer enquiries and pass it on to the respective outlets. This ensures not only in repeat business from the existing customers but also spreads word of mouth publicity. there is commercial and accounts team to regularly follow up with the customers and financing agencies for collection of overdues. We have a system of daily cash pick up from outlets in the city of Hyderabad and deposited with head Cashier and then deposited in Banks. Pamphlets. Once the billing is done. Further. SMS etc. These media strategies are more from the store specific perspective wherein our brand is promoted as well as the local outlets are promoted. Repairs & Maintenance The products that we sell are being covered under warranties. As far as product specific marketing is concerned. These customers are billed from ware house or corporate office as the case may be. the team will devise various tools to gauge the effectiveness of the marketing programme. We have a strong marketing team which analyses the market and the upcoming opportunities. our after Sales team will co-ordinate with the vendors / manufacturers for providing a timely demo to the customers once the delivery is done. either contact the nearest store or contact the corporate marketing for closure of deal. Being in Tier 2 and Tier 3 cities these factors are advantageous to us as it enable us to acquire new customers. We ensure that the lead time from purchase to delivery is kept bare minimum. We also have our a few approved mechanics that we refer to our customers when the products are out of warranties. Considering growth plan on 98 . To maintain our sales & operations we have identified certain critical areas in after Sales which are as follows – Delivery Co-ordination Each store will have after Sales personnel who will co-ordinate with the warehouse as well as the carrier for delivering the product to the customer‟s doorstep. There is a system of verification of cash transactions by internal auditors on daily basis. we get good support from the manufacturers / vendors whose products we sell. Further. The information and data are routed through a central Server on line to corporate office. we have defined safety procedures for delivery of products to customers post sales and billing which needs to be adhered by each store. draw up schemes. Registration The products that we sell come with warranties. We record all the customer information at our end and send it to the manufacturer for registration of the warranties. After Sales Retail business is all about providing after Sales services which is efficient. on time and up to the mark. etc. the cash/cheque/DD will be deposited in the nearest Bank collection account by the store cashier daily. which we feel is one of the customer satisfaction points. maintenance tips and cleaning tips. In addition. Further. Information Technology The company has in place an ERP System by „FOCUS‟ which is implemented in each store and warehouse. Our outlets and warehouses have a team of dedicated personnel who will co-ordinate the customers and collect the payments. set-up a marketing budget. In case of any mechanical and electrical defaults. We have a marketing team which collects various reports from different functional teams and develops a marketing plan. Hoardings. co-ordinate the marketing policy and execute the marketing plan. We also regularly advise our customers on safety tips. local Newspapers.

HP. 10. Bajaj Electricals. HP. IFB. 2 3. Human Resources As on May 31. Sony (Vaio series). Samsung. Voltas. 8. Panasonic etc. HCL. Presently FOCUS is working satisfactorily. new technology available. 99 . 7. LG. Sony Ericsson. the Company has 391 employees on its payrolls. Sony. 2011. Panasonic. Videocon etc. Panasonic. Some of our major suppliers for various products that we sell are as listed below. Collaborations We don‟t have any agreements with any manufacturers of Consumer Durable and Electronics products. No. 6. etc. No. 1. Samsung. 1 2 3 4 Particulars Outlets Head Office Warehouses Call Centre TOTAL No. We also have Diesel Generator sets at our outlets which act as a backup for our power requirements in case of power cuts. LG. Inverters etc) Mobiles Supplier Sony. Godrej. 5. Samsung. APC and others Nokia. Sony. etc. Sr. LCD & LED Air conditioners Refrigerator Washing Machines & Disc Washers Digital Camera & Camcoder Laptops Computers and Related Peripherals Audios Home Appliances Other products (like Power adapters. LG. We have made necessary arrangements for regular un-interrupted power supply at our retail outlets. Compaq. Our store staff is trained regularly for various aspects like customer management. of employees 244 126 15 6 391 Training Being in the retail industry we need to update ourselves with the customer requirements. Motorola. S. the Company is exploring implementation of SAP or further up gradation of FOCUS as will be feasible. warehouses and corporate office. market dynamics. professionalism of employees and entrepreneurship from employees. Olympus. 9. etc. We meet our power requirements from the electricity distribution companies at respective locations where our outlets are located. servicing aspect. Export Obligation Our Company doesn‟t have any export obligation Market Our Company has retail outlets in the states of Andhra Pradesh.pan – India. Tamil Nadu. Godrej. 11 Item TV. Cannon etc. Philips etc. sales pitch. store management. Samsung etc. Karnataka and Maharashtra. Kenstar. Utilities The main utilities required are Power. their tastes & preferences. 4. LG. sales closure. These employees are placed at our outlets. Compaq etc. The training initiative helps in achieving cost minimization. Samsung. Videocon. Videocon. Voltas etc. Samsung etc. Whirlpool etc. inventory control.

If the Company defaults in payment of rent for 2 consecutive months. We have taken adequate insurance policies to safeguard our operations against these risks. loss of business due to strikes. Neon and Glow Sign. 103 to 107. fire perils. Vishal Electronics. Croma (Tata Group). We have the following insurance policies as on May 31. Furniture & Fitting Fidelity Guarantee Public Liability Total Amount Insured 7.053. 2011 to April 30.576. The Company shall be liable to pay 4 months rents for any damages occurred on the premises. Premises at First Floor.000. 40. Somajiguda. No 1. Maheshwari Chambers. from May 01.50 322. Viveks. Description Premises of Consideration Period and Main Terms and Conditions The Company agrees that the premises shall only be used as Registered Office of the Company and for no other purpose. 100 . Sr.08 lakhs for the assets. TMC (Tirumala Music Centre). Reliance Digital etc. political instability. etc.67 16. 2011: (In ` Lakhs) S. We also face competition from organized players for example eZone (Future Group).00 lakhs as on May 31. flat bearing no‟s..P. 2011.25 17. The Company shall not store any dangerous or explosive articles. 1 (One) Registered Office of the Company 1 (One) Corporate Office of the Company 1 (One) Extension of Registered Office of the Company 110 (One hundred and eleven) Retail Outlets of the Company 11 (Eleven) Warehouses of the Company 9 (Nine)Owned properties of the Company lying vacant 15 (Fifteen) proposed outlets of the Company 1 (One) Registered Office of the Company taken on Lease by the Company: Parties and Date of the Agreement A.Competition We face competition from both the organized and unorganized market. 1 2 3 4 5 6 Nature of Policy Fire & allied Peril and Burglary Stock Money Insurance Plate Glass. the lessor can evict the Company and also be liable to pay an additional interest of 2% per. damage of goods during transit. Period: 1year i.269. Marwardi Mahila Sanghtan (Lessor) and the Company (Lessee) Dated: 2011 May 01. theft. The aggregate coverage under the policies currently is `42. Computer & Printer.669. Hyderabad. There are a number of small and medium sized outlets in the unorganized sector from which we face competition. Insurance Our operations are prone to various risks viz.504. Rent shall be increased by 10% after every year. Next (Videocon Group). Monthly rent of Rs.68 42.58 686.e.08 Our promoter Sardar Balvinder Singh is covered under Key man insurance policy amounting to `2. Air Conditioner.40 125.269. Properties        A. month for delayed payment. 2012. No.

Consideration and Period Monthly rent of Rs. Krishna Rao (Owner) and the Company (Tenant) Dated: March 15. Sr. No 1. 66. No 1. 403/1. Somajiguda. 7. Sr. in survey no. bearing Flat no. Period: 9 years i. K Usha Rani (Lessor) and the Company (Lessee) Dated: November 03. 1. Srikakulam along with parking in the front of the premises.e. professional taxes. 2012. The Company and the Lessor can terminate this agreement by giving a 2 month‟s notice or 2 month‟s rent in lieu of notice to the other party. 2011 to December 31. Malpani (Owner) and the Company (Tenant) Dated: December 04. Sr. 108 (One hundred and eight) Retail Outlets taken on Lease or Leave and License basis by the Company: Parties and Date of the Agreement Mr. Period: 3 years i.e. First 5 years lease period shall be considered as a lock in period and the parties cannot terminate this agreement. Main Terms and Conditions The Company is required to pay electricity charges. 1 (One) additional premises taken on Lease by the Company and used as an Extension of the Registered Office of the Company: Parties and Date of the Agreement Sandeep ` Mr.000 and interest free. refundable security deposit of Rs. 2020. Maheshwari Chambers. from April 15. Rent shall be increased by 5% every year. 1 (One) Corporate Office of the Company taken on Lease by the Company: Parties and Date of the Agreement Smt. 2010 to December 31. 510. refundable security deposit of Rs.25.50.e. 2009 Description of Premises Premises at the fifth floor. Palakonda Road. from January 1.000. Hyderabad. Main Terms and Conditions The lease can be terminated by mutual consent.000 and interest free.000. refundable security deposit of Rs. D. after giving 4 months notice to the other party only after the expiry of the lock in period. C. No 1. 2010 Description of Premises Premises on the fifth floor along with 8 car parking 8-2269/4/c/D. Thereafter the parties may renew as per mutually agreed terms. default by the Company in payment of rent for 3 months consecutively and thereafter giving 1 month additional notice. Hyderabad. 2. Rent shall be increased by 5% after every 3 years. Period: 9 year i. Premises bearing Do. No: 5-1-82. 101 . from January 01. P. 60. 60. The Company shall not sub-let the premises. 2010 Description Premises of Consideration and Period Monthly rent of Rs. Consideration and Period Monthly rent of Rs. situated at Road No. The owner is required to pay property tax.000 Rent shall be increased by 5% after every year. First 3 years lease period shall be considered as a lock in period. 2019. The owner can enter the premises at all reasonable hours for inspection.000 and an interest free.B. 2010 to April 14. Main Terms and Conditions The Lessor can terminate the agreement if the Company defaults in payment of rent for 3 consecutive months. 25. Banjara Hills.

Period: 10 years commencing from May 1.000 and a refundable security deposit of Rs. Durga Reddy (Owner) and the Company (Tenant) Dated: 2010 June 15. Door No. professional taxes.000.79. 2007 to July 30. The Company is required to pay electricity charges. The owner can enter the premises at all reasonable hours for inspection. 7. 2017. Naresh and (4) B. TS No. Period: 9 years i. Visakhapatnam.e. Monthly rent of Rs. Visakhapatnam along with parking area in the premises.e. V. The Company is required to keep the premises insured. The lease can be terminated if the Company defaults in payment of rent for 4 months consecutively and thereafter giving 1 month additional notice. B. Rent shall be increased by 10% after 3 years. 2009 to December 31. Monthly rent of Rs. Period: 9 years i. bearing no.47-1037/1. Rent shall be increased by 15% after every 3 years. The Company shall not sub-let the premises. Nirmal Kumar Jhawar (Owner) and the Company (Tenant) Dated: 2010 April 28.Alipuram Ward. 2016. 2010 to May 14. Mr.e. Premises on the ground floor in the Sai Dharani Castle. The owner is required to pay property tax. Period: 9 years i. The Company can extend the lease period by giving a two months notice to the Lessor. T. Block No. No: 39-40-43. Premises bearing no. 5. The owner can enter the premises at all reasonable hours for inspection. located at Sai Durga Complex Mayuri Junction.9 of Waltair Ward. 2019. The lease may be extended for a further period at the option of the Lessor and the lessee. from January 01. Period: 10 years i. Dondaparty. The owner is required to pay property tax. Jayanth Akhilesh (Lessor) and the Company (Lessee) Dated: 2007 July 15. from August 01.2. 5. from May 15.000 and interest free. 7. 104 Area.00. If the Company fails to pay the rent for a period of two months the Lessor can vacate the premises without further notice. Monthly rent of Rs. 11-226/25. Penmetsa Kamala Devi (Lessor) and the Company (Lessee) Dated: September 20. from June 15. Monthly rent of Rs. Rent shall be increased by 5% after every year. Visakhapatnam. First 3 years shall be the lock in period and the Company cannot vacate the premises. Monthly rent of Rs. Premises bearing shop no. Mr. 2019. 15. 2010 to June 14. 2007 to April 30. 2. 654 bearing D. Premises on the ground floor and all four floors. (2) B. DBR Complex. Premises bearing shop no 1 and Do.e. Vishakapatnam.No. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.19. 2008 4. refundable security deposit of Rs. The Company shall not sub-let the premises.362. Madhvan (3) B. The Company is required to pay electricity charges. Gopalpatnam. refundable security deposit of Rs. Smt. Opposite Gopalpatnam Police Station. Rent shall be increased by 7% after every 3 years. Vizanagram. Marripalem. 42.64. Audinarayana. For any disputes between the parties. along with parking area in the premises.000. (1) B. 3.No. Gunturu Bharathi Venkateshwari (Lessor) and PCH Associates (Lessee) Dated: 2007 April 10.000 and interest free. 6. The lease can be terminated by mutual consent. 4. 2018. Station Road. the Courts at Bangalore shall have the jurisdiction to resolve the dispute. The Company shall not store any hazardous and explosive material in the premises. 102 .S. Rent shall be increased by 10% every year. 50. 6.000. professional taxes. after giving 4 months notice to the other party.000.

S.000 Rent shall be increased by 15% after 3 years. Amalapuram.000 Rent shall be increased by 5% after every 3 years. First 3 years shall be the lock in period and the Company cannot vacate the premises. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Gllaguda.e. Road. Damera Srikanth Venkata Rangarayanim (Lessor) and the Company (Lessee) Dated: November 17 2009 Premises bearing no. professional taxes. 8. Visakhapatnam District.e. M/s. 29-1-7.e. 4. First 3 years shall be the lock in period and the Company cannot vacate the premises. 2010 to April 30. Monthly rent of Rs. Near Banugudi Junction. along with parking area in the premises. 2009 Premises on the Ground floor along with parking area. 27. Bearing No: 26/1/9/e. 000 Rent shall be increased by 15% after every 3 years. Premises on the Ground floor along with parking area. Monthly rent of Rs. refundable security deposit of Rs. High school street. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Bros Building Velpur. Mrs. 2018. from October 1. The lease can be terminated by mutual consent. R. 2018. Monthly rent of Rs.000 Rent shall be increased by 15% after every 3 years. Pedapati Sujatha (Owner) and the Company (Tenant) Dated: 2010 April 20. after giving 4 months notice to the other party. from November 17.K. 2018. First 3 years shall be the lock in period and the Company cannot vacate the premises. Bros represented by Mr.V. R. 2-1-46. Monthly rent of Rs. 103 . Period: 9 years i. East Godavari District. 8.e. Cinema Hall Road. 2009 to September 31.500 and interest free. Mrs. Fish Market. from October 1. Mrs. from May 1. Buildings. Shameem Elias (Lessor) and the Company (Lessee) Dated: September 10. Srinagar. B. Period: 9 years i. 4.7. First 3 years shall be the lock in period and the Company cannot vacate the premises. The Company shall not sub-let the premises. Anakapalli. 58. 2018. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 2009 to September 30. Rakesh Kumar (Lessor) and the Company (Lessee) Dated: September 10. along with 3 parking area in the premises Rangarayanam Residency. 2009 to November 16. Rajaeshwari (Lessor) and the Company (Lessee) Dated: September 1. 2019. Tanuku. after giving 4 months notice to the other party. The lease can be terminated by mutual consent. Premises bearing shop No GF-1 and Do. after giving 4 months notice to the other party. 9. from October 1. The Company is required to pay electricity charges. Kakinada. Ground and First Floor. 2009 Premises on the ground floor along with 3 parking area in the premises. 10. Period: 9 years i. 2009 11. after giving 4 months notice to the other party. Period: 9 years i. Main Road.K. 12. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Monthly rent of Rs. Mr. 2009 to September 31.e.000 Rent shall be increased by 10% after 2 years. Kakinada. The lease can be terminated by mutual consent. The owner is required to pay property tax. No. The lease can be terminated by mutual consent. Period: 9 years i. The owner can enter the premises at all reasonable hours for inspection.

along with parking area in the premises. 6-5-6. 49. Period: 9 years i. from August 1. 2019. The lease can be terminated by mutual consent. Rajahmundry. Mr. Premises bearing No. 42. 2010 to April 30. 7. after giving 4 months notice to the other party. professional taxes. The owner is required to pay property tax. Road. professional taxes. Period: 9 years i.000 Rent shall be increased by 15% after every 3 years. Monthly rent of Rs. refundable security deposit of Rs. 13. J. 2019. Danavaipet. from May 1. Mrs.000 and interest free. First 3 years shall be the lock in period and the Company can only vacate the premises if its pays rent in lieu of the lock in period. 2010 to April 14. 16. Sri. Lakshmi Narasamma (Lessor) and the Company (Lessee) Dated June 4. from May 1. The owner can enter the premises at all reasonable hours for inspection. Bhimavaram-2. The lease can be terminated by mutual consent. Monthly rent of Rs. Main Road. Mrs. The owner can enter the premises at all reasonable hours for inspection.e. The owner can enter the premises at all reasonable hours for inspection. 2010 to April 30. refundable security deposit of Rs. 35.e.e.000 Rent shall be increased by 10% after every 3 years.e. 2008 Premises bearing DO. The Company is required to pay electricity charges.761 Rent shall be increased by 12% after every 2 years. The Company shall not sub-let the premises.P. No. Vasant Mahal. 36. Rajahmundry.e. Eluru. 2010 to August 31.000 Rent shall be increased by 7. 2018.500 and interest free. 14. Rallu Satyavathe (Owner) and the Company (Tenant) Dated: 2010 April 20. 2008 104 . after giving 4 months notice to the other party. Period: 9 years i. Opposite Shyamala Theatre. Premises bearing No: 46-9-26. Monthly rent of Rs. Devi Chowk Center. 2008 to July 31. Rajahmundry. from August 1. Thummalova Road. The lease can be terminated by mutual consent. 15. Monthly rent of Rs. 22-B-1-29. from September 1. Premises opposite Harshavardhan Public School.12. Period: 9 years i. from May 15. ILTD Junction Rajahmundry. Satyanarayana (Owner) and the Company (Tenant) Dated: 2010 April 28. Smt. 2010 Premises on the ground and first floor bearing No: 2-1-15.5% after every year. 70. Monthly rent of Rs. Sunitha (Lessor) and the Company (Lessee) Dated September 1. The owner is required to pay property tax. 3. Period: 9 years i. along with parking area in the premises.000 Rent shall be increased by 5% after every 3 years. 6. 2017. The owner is required to pay property tax. R. 17. Near Padmalaya Theater. Premises bearing No: 21-5-16/1. The Company shall not sub-let the premises.e. M. after giving 4 months notice to the other party. 30. Divya Plaza. P. Smt. 2008 to July 31.500 Rent shall be increased by 18% after every 3 years. Powerpeta. 2019.000 and interest free. 2017. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Ground Floor. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. along with parking area in the premises. The Company is required to pay electricity charges. Main Road. Bypass Road. professional taxes. M/s. Naga Devi (Owner) and the Company (Tenant) Dated: 2010 April 23. The Company is required to pay electricity charges. and 3 parking spaces at GNT Road. Period: 9 years i. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. refundable security deposit of Rs. Monthly rent of Rs. Vasanth Mehal (Lessor) and the Company (Lessee) Dated June 4. The Company shall not sub-let the premises.

Satyanarayanapuram. The owner is required to pay property tax.000 Rent shall be increased by 15% after every 3 years.e. Vijaya Plaza. Kundeti Street Bavajipeta. The owner can enter the premises at all reasonable hours for inspection. 105 20. Governor Pet. professional taxes. Monthly rent of Rs. 000 Rent shall be increased by 15% after every 3 years. along with parking area in front of the premises. 25. Monthly rent of Rs.000 and interest free. situated at Eluru Road. No: 24-9-152.00. 2019. professional taxes. The owner is required to pay property tax. refundable security deposit of Rs. professional taxes. R. The Company is required to pay electricity charges. along with parking area in the premises. from May 1. M. along with parking area in front of the premises. The owner can enter the premises at all reasonable hours for inspection. Machavaram. The Company shall not sub-let the premises. One Town Vijayawada. 28-1-40. The Company is required to pay electricity charges. Mr. Shak Khasim Sharif (Owner) and the Company (Tenant) Dated: 2010 July 12. Premises bearing Do. Vijayawada. after giving 4 months notice to the other party. Period: 9 years i. refundable security deposit of Rs. Near High School Road. Narasimha Rao (Owner) and the Company (Tenant) Dated: 2010 April 20.24-1-131. Bhramandha Rao (Owner) and the Company (Tenant) Dated: 2010 April 20.800 Rent shall be increased by 15% after every 3 years. Subbaramaiah Street. 2010 to May 14. K. Period: 9 years i. professional taxes. Monthly rent of Rs. Premises bearing DO. Durgapuram. The owner can enter the premises at all reasonable hours for inspection.e. 2010 to April 30. Period: 9 years i. The lease can be terminated by mutual consent. 2010 to April 30. 11-25-19. 48. 3. from May 1. from May 1. Guntur. 2019. The Company is required to pay electricity charges. near Anjanayya Swami Temple. The Company is required to pay electricity charges. Aurandalpet. Vijayawada. 2010 to April 30.e. Period: 9 years i. from May 15. from May 1. 36. along with parking area. No. B. 2016. No: 12-11. Boyapati Vijayalaxmi (Lessor) and the Company (Lessee) Dated 2007 June 20.000 Rent shall be increased by 10% after every 3 years.18.000.000 Rent shall be increased by 10% after every 3 years. The owner is required to pay property tax. Monthly rent of Rs. 2010 to April 30. Monthly rent of Rs. The owner can enter the premises at all reasonable hours for inspection. 1. 6. Period: 9 years i. refundable security deposit of Rs. 19. Mrs. 1. The Company shall not sub-let the premises. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. The owner is required to pay property tax. Monthly rent of Rs. Mr. MG Road. Mr. Period: 9 years i. The owner can enter the premises at all reasonable hours for inspection. Venkateshwara Rao (Owner) and the Company (Tenant) Dated: 2010 April 28. professional taxes. Patamata. 55. Vijayawada. 21.000 Rent shall be increased by 10% after every 2 years. 14th Lane. No. Vijayawada.000 and interest free. refundable security deposit of Rs. professional taxes.500 and interest free. 9. Satayavathi (Owner) and the Company (Tenant) Dated: 2010 April 23. Premises along with parking area in the premises. 2019. The owner is required to pay property tax. Mr. refundable security deposit of Rs. from June 20. 2007 to June 19. Mrs.65.300 and interest free. The Company shall not sub-let the premises. 2010 to April 30.000 and interest free. 24. Ground Floor. 23. Rent shall be increased by 5% after every 3 years. 22.e. The owner can enter the premises at all reasonable hours for inspection. The Company shall not sub-let the premises. Vijayawada. 54. Mr. The Company shall not sub-let the premises. 2019. Premises bearing no. Sumbhamurthy Road.e. Premises bearing Do. refundable security deposit of Rs. along with parking area. Opposite ING Vysya bank. Premises bearing DO. 2019. Period: 9 years i.000 and interest free. 8. The Company shall not sub-let the premises. Monthly rent of Rs.e.V. 4. Bhavani (Owner) and the Company (Tenant) Dated: March 15. from May 1. Premises bearing No: 56-11-10. 2010 . The Company is required to pay electricity charges. The Company is required to pay electricity charges. The owner is required to pay property tax.e. K. 21. 2019.

after giving 4 months notice to the other party. Brahmanda Reddy Stadium Road. 11-2-30. 2008 to July 31. Period: 9 years i. 2017.000 and interest free. Marayalaguda. The owner can enter the premises at all reasonable hours for inspection. Monthly rent of Rs.260 Rent shall be increased by 15% after every 2 years.000 Rent shall be increased by 10% after every year.25. (4) Sri. Yalamanchili Rama Devi and (6) Sri Yalamanchili Nagamani (Lessors) and the Company (Lessee) Dated: June 4. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Manikyamba (Lessor) and the Company (Lessee) Dated June 4. Guntur. The lease can be terminated by mutual consent. 106 . Old Guntur. Do. Yalamanchili Rama Koteshwara Rao. 14. Yalamanchili Radhakrishna Murthy. (2) Smt. Opposite Bet Market. Period: 9 years i. Guntur. 24. P. professional taxes.5% after every year. Monthly rent of Rs. along with parking area in front of the premises. Premises at Shop No: 7 & 8. 2019. 2009 to June 24. First 3 years shall be the lock in period and the Company cannot vacate the premises. refundable security deposit of Rs. Ashok Nagar.e. 2010 to April 30. (3) Sri. 2009 to June 30. No: 15-37-157. The owner can enter the premises at all reasonable hours for inspection. 2008 The lease can be terminated by mutual consent. 1st Floor.e. 7. The Company shall not sub-let the premises. professional taxes. bearing Do. The owner is required to pay property tax. Nagaendra Prasad & Mr. Period: 9 years i. Yalamanchili Ravindranadh. 2009 28. 27. refundable security deposit of Rs. 2019. from July 1. Monthly rent of Rs. Hyderabad Road. Mr. No: 6-2628. 2018.000. Premises on the ground floor. Mrs.e. 2018. Monthly rent of Rs. Period: 9 years i. Monthly rent of Rs. The owner is required to pay property tax. The Company shall not sub-let the premises. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Rent shall be increased by 5% after every 3 years. Y. Y. along with parking area in front of the premises. First 3 years shall be the lock in period and the Company cannot vacate the premises. Wyra Road. from June 25. The Company is required to pay electricity charges. 45. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.e. after giving 4 months notice to the other party. 26. 4/14. Premises bearing DO. (5) Smt. after giving 4 months notice to the other party. Mr.500 and interest free. Khammam. (1) Sri. along with parking area in front of the premises. from August 1.e. Brodipeta. 73. from May 1. Premises bearing DO. 2010 to April 30. Yalamanchili Sarla Devi. Mr. Period: 9 years i. The lease can be terminated by mutual consent. Nalgonda.500 Rent shall be increased by 7. no: 18-5-49. Rent shall be increased by 15% after every 3 years. from May 1. Premises on the ground floor along with parking area in the premises bearing Do. The Company is required to pay electricity charges. Sridhar (Owner) and the Company (Tenant) Dated: 2010 April 20. Ameerun (Owner) and the Company (Tenant) Dated: 2010 April 23. G. 29. Naveen Prasad (Lessors) and the Company (Lessee) Dated: 2009 June 4. No. No: 18-703. Old Bus Stand.000. 8. 6.

professional taxes. Period: 9 years i. No: 2-583. Rent shall be increased by 15% after every 3 years. from May 1. after giving 4 months notice to the other party. Trunk Road. 2016. along with parking area in the premises. 2010 to April 30. The lease can be terminated by mutual consent. M. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges. Laxmi (Lessor) and the Company (Lessee) Dated: January 1.000. Period: 9 years i. Monthly rent of Rs. Bearing DO. professional taxes. 10. The lease can be terminated by mutual consent. Mr. Mr. Khammam.e. 5. Hanumakonda. along with parking area in the premises.450 Rent shall be increased by 15% after every 2 years. R. The Company shall not sub-let the premises. Christian Colony. 2019. Shashikala (Lessor) and the Company (Lessee) Dated: January 1. M. 2019. No: 2-1-352. 9-8-77/1.30. 15. Karimnagar.000 and interest free. The Company is required to pay electricity charges.1-8-581. 2019. from May 1. Monthly rent of Rs. MLN Arcade. 2010 to April 30.e. GMR & GS Complex. The owner is required to pay property tax. 2009 to December 14. 50. Road. Pushpa (Owner) and the Company (Tenant) Dated: 2010 April 28.000 and interest free. 28. 1. Period: 9 years i. 2007 to August 31. 8. 2009 to April 30. Period: 9 years i. The Company is required to pay electricity charges.000. The Company shall not sub-let the premises. Premises at Shop No: G-21. from May 10. Vasantha Rao (Lessor) and the Company (Lessee) Dated: November. Monthly rent of Rs. 2018. at Reddy's Residency. Hanmakonda. after giving 4 months notice to the other party.e. Yerram Badrish (Owner) and the Company (Tenant) Dated: 2010 April 23. Period: 9 years i. Karimnagar. default by the Company in payment of rent for 3 months consecutively and thereafter giving 3 months additional notice. Premises at Shop No: 106. 33. Bearing DO. Sikhwada. Premises bearing 3 and 31. Bearing No: 59-157.500 Rent shall be increased by 15% after every 2 years. 34. from December. Monthly rent of Rs. default by the Company in payment of rent for 3 months consecutively and thereafter giving 3 months additional notice. at Reddy's Residency.500 Rent shall be increased by 15% after every 3 years. 7.e.e. Hanmakonda. 2007 Premises bearing no. D. 60. 2010 to May 9. Monthly rent of Rs. 2009 32. First 3 years shall be the lock in period. Smt. 2018. default by the Company in payment of rent for 3 months consecutively. First 3 years shall be the lock in period. professional taxes. The lease can be terminated by mutual consent. Rent shall be increased by 15% after every 3 years. Mrs. Monthly rent of Rs. First 3 years shall be the lock in period. 2010 Monthly rent of Rs. along with parking area in front of the premises. Rent shall be increased by 5% after every 3 years. refundable security deposit of Rs. The owner can enter the premises at all reasonable hours for inspection. Pathipaka Rajalinga (Owner) and the Company (Tenant) Dated: 2010 April 28. Mr. The owner is required to pay property tax. 2018. Christian Colony. Smt. Opposite Water Tank. from May 1.e. 10. 48. from May 1. 2010 Premises bearing no. 35. 31. The owner is required to pay property tax. Warangal. 107 .N. Mr. after giving 6 months notice to the other party. Ground Floor. 11. 60.000 and interest free.e. Period: 9 years i. The Company shall not sub-let the premises. 15. Ksheersagar Suresh Kumar (Lessor) and the Company (Lessee) Dated: September. Premises at Shop No: 3 along with parking.P. Ground Floor. refundable security deposit of Rs. Sri Sai Viswanatham Apartments. 36/A & 37/A. Period: 9 years i. refundable security deposit of Rs.000 Rent shall be increased by 10% after every 2 years. Ground Floor. Premises on the ground floor bearing Shop No. from September 1. The owner can enter the premises at all reasonable hours for inspection.000. J. Main Road. Nakkalagutta. 2009 to April 30.

at Reddy's Residency. First 3 years shall be the lock in period. 2009 to April 30. at Reddy's Residency. 7. Period: 9 years i. R. 2009 to April 30. Period: 9 years i. Christian Colony. at Reddy's Residency. Premises bearing no. M.e. 21.e. 9 36/B & 37/B. 7 and 35. 7. from May 1. First 3 years shall be the lock in period. T. 5 and 33. 10.170 Rent shall be increased by 15% after every 2 years. January 1. along with parking area in the premises. First 3 years shall be the lock in period. Karimnagar. Ravinder Reddy (Lessor) and the Company (Lessee) Dated: January 1.e. from May 1. Period: 9 years i. Narender Reddy (Lessor) and the Company (Lessee) Dated: January 1. along with parking area in the premises Ground Floor. 2010 Mr.e. along with parking area in the premises. Monthly rent of Rs. Premises bearing no. at Reddy's Residency. 2010 Smt. First 3 years shall be the lock in period. 2009 to April 30. along with parking area in the premises Ground Floor. from May 1. 2009 to April 30.Mr. M. Madhavi (Lessor) and the Company (Lessee) Dated: January 1. 2010 Mr. 16. Period: 9 years i. 4 and 32. Raja Reddy (Lessor) and the Company (Lessee) Dated: January 1. R. Christian Colony.e. Period: 9 years i. Karimnagar. Monthly rent of Rs. Christian Colony. Karimnagar. First 3 years shall be the lock in period. Period: 9 years i. Ground Floor. 2010 Smt.300 Rent shall be increased by 15% after every 2 years. 2018. at Reddy's Residency. 2009 to April 30. 2009 to April 30. at Reddy's Residency. from May 1. Premises bearing no. Mahender Rao (Lessor) and the Company (Lessee) Dated: January 1. 2018. Christian Colony. 10. P. 2018.650 Rent shall be increased by 15% after every 2 years. Mr. V. 10/Aand 11/A. Laxmi (Lessor) and the Company (Lessee) Dated. First 3 years shall be the lock in period. 2018. Monthly rent of Rs. along with parking area in the premises. Karimnagar. Monthly rent of Rs. Premises bearing no. along with parking area in the premises. Christian Colony. along with parking area in the premises. Christian Colony. Period: 9 years i.230 Rent shall be increased by 15% after every 2 years.e. 2010 108 . 2010 Mr. from May 1. V. 2009 to April 30. 6. Premises bearing no. 10. 3 and 31. Monthly rent of Rs. Christian Colony. Ground Floor. Monthly rent of Rs. 11. Rajitha (Lessor) and the Company (Lessee) Dated: January 1.500 Rent shall be increased by 15% after every 2 years. Karimnagar. from May 1. Ground Floor.e. Ground Floor. at Reddy's Residency. 12. First 3 years shall be the lock in period.000 Rent shall be increased by 15% after every 2 years. 2018. from May 1. 2018. Karimnagar. 2010 Premises bearing no. Premises bearing no. 2018. Karimnagar. Ground Floor.170 Rent shall be increased by 15% after every 2 years. G. Monthly rent of Rs.

along with car parking space. along with one car parking space. 2007 39.000. Christian Colony. from July 1. Monthly current rent of Rs. 34. B Swarnalath (Lessor) and the Company (Lessee) Dated: July 1. 2009 to April 30.05. Neha Reddy (Lessors) and the Company (Lessee) Dated: May 1. The Company is required to pay electricity charges. Ground Floor. 2018. Pragati Nagar. along with parking area in the premises. Premises bearing no. Karimnagar. from September 1. The lease can be terminated by mutual consent.e. First 3 years shall be the lock in period. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Mr. Premises bearing Do. Monthly rent of Rs.Smt. 2010 Premises bearing no. Rent shall be increased by 15% after every 3 years.e. Ground Floor. Rent shall be increased by 15% after every 2 years. 2016. Mrs. College Road. A. 2009 to April 30. 2010 36. One Town Kurnool. Period: 9 years i. and five car parking space. 7/A and 35/A. Period: 9 years i. The lease can be terminated by mutual consent. The lease can be terminated by mutual consent.No. 30.000 and interest free. 109 . Period: 9 years i. Monthly rent of Rs. Period: 9 years i.000 for the first 3 year and thereafter the rent shall be as decide between the parties. bearing No: 5675/1. Christian Colony. Mr. 2018. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 2018. July 27. Monthly rent of Rs. Ground Floor. K. 9.e. from June 1. Prabhavati and Smt. 1. 2009 to August 31. refundable security deposit of Rs.e. K. Monthly rent of Rs. M. The Company shall not sub-let the premises. 2009 to May 31. Period: 9 years i.000 Rent shall be increased by 15% every 3 year. Rent shall be increased by 10% every year. Rama Reddy and Ms. Gopal Reddy (Lessor) and the Company (Lessee) Dated: January 1.5-6-687/4. 2010 to June 30. after giving 4 months notice to the other party. at Reddy's Residency.000. Thirumala Talkies Road. Yogesh Babu (Owner) and the Company (Tenant) Dated: 2010 June 29. at Reddy's Residency. The owner can enter the premises at all reasonable hours for inspection. after giving 4 months notice to the other party. Karimnagar. 2019. Opposite Bus Stand. after giving 4 months notice to the other party.25. Near Geetha Mandhir. from May 1. Monthly rent of Rs. in the Complex known as Khaleel Wadi Shopping Complex. 225. Nizamabad. First 3 years shall be the lock in period.e. 2-11-11. 2009 Premises bearing DO. No: 3/223/1. N. along with parking area in the premises. Manchiryala. from August 1. Muralidhar Rao (Lessor) and the Company (Lessee) Dated: 2009 37. Indranagar. Period: 9 years i. professional taxes. Block No. 18. Smt. from May 1.381.900 Rent shall be increased by 15% after every 2 years. Srivani (Lessor) and the Company (Lessee) Dated: January 1. 9. The owner is required to pay property tax. First 3 years shall be the lock in period. 38. 3. Nizamabad.6 Survey no.e. Premises at Ground Floor. Premises at Shop No. 3. 2018. 2007 to July 31. Mr. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.

10. 2011 to December 31. from January 1.No. D. First 3 years shall be the lock in period.10. Bonagiri Veera Venkata Satyanarayana (Owner) and the Company (Tenant) Dated: December. Monthly rent of Rs. Aleem Unnisa (Lessor) and the Company (Lessee) Dated: February 20. The Company shall not sub-let the premises. 00. 15. 5. Sanaga Reddy. refundable security deposit of Rs. 9. The owner can enter the premises at all reasonable hours for inspection. 2018. 2010 Premises bearing Shop No 5/726. First 3 years shall be the lock in period. The lease can be terminated by mutual consent. Opposite SBH. from March 1. Rent shall be increased by 15% after every 3 years. from April 1. Bhaskar Nagar. Kurnool. Mr. R.000 and interest free. along with parking area in the premises. 2018. Grurram Sudha Mani (Owner) and the Company (Tenant) Dated: December. The Company shall not sub-let the premises. Period: 9 years i. Vinay Kumar (Owner) and the Company (Tenant) Dated: 2010 April 23. 2009 to February 28. 43. 40. Opposite SBH Padmavathi Colony Branch.e. Opposite Sri Rama Cinema Hall.000 Rent shall be increased by 10% every year. Period: 9 years i. Venkatamma (Lessor) and the Company (Lessee) Dated: February 20.7-5202/A. The Company is required to pay electricity charges. Rebelavari Street.000. Premises at Shop No. 5.e.40. 2010 to May 31. 2019. Premises Shop No: 5. from June 1. The owner is required to pay property tax. 2009 to March 31. professional taxes.e. 2009 Premises bearing shutter No. Tanali.000. The Company shall not sub-let the premises. 3-14-29. Pally X Roads. Monthly rent of Rs. The owner is required to pay property tax.000 Rent shall be increased by 10% every year. 41. M. 10.000. Bearing No: 40/301A1. Viyaya Nagar Colony. Period: 9 years i. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 7. Premises bearing no.000 and interest free. 2010 to December 14. Period: 9 years i. refundable security deposit of Rs. 2009 44. professional taxes.3. The owner can enter the premises at all reasonable hours for inspection. 1. along with parking area. Ms. Stone Housepet Nellore. along with parking area. Period: 9 years i. Ground Floor. Mr.e. Nehru Road. 42. 60. Medum Prabhas Plaza. Rent shall be increased by 5% after every 3 years.000 and interest free. The Company is required to pay electricity charges. The owner can enter the premises at all reasonable hours for inspection. 4. The Company shall not sub-let the premises. The Company is required to pay electricity charges. after giving 15 days prior notice to the other party. 2019. Monthly rent of Rs. Lakshmi Nagar Colony.NO. Rent shall be increased by 20% after every 3 years. professional taxes. 2019. refundable security deposit of Rs. Mahaboob Nagar. Monthly rent of Rs. after giving 4 months notice to the other party.9&10. Kakinada. from December 15. The lease can be terminated by mutual consent. C. Rent shall be increased by 15% after every 3 years. Smt.000 and interest free. The Company is required to pay electricity charges. The owner can enter the premises at all reasonable hours for inspection. The owner is required to pay property tax. refundable security deposit of Rs.2-43-39.e. Monthly rent of Rs. Guntur District. professional taxes. P. Main Road. 2018. 2009 to October 30. V. 2010 45. on the ground floor along with car parking space.e. 1. The owner is required to pay property tax. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 2009 Monthly rent of Rs. Lakshmipathi Rao (Lessor) and the Company (Lessee) Dated: November 1. 110 . Period: 9 years i.10-15. Mr. Mr. Premises at Shop No.000. from November 1. B.

Addanki Bus Stand. 50. The Company is required to pay electricity charges. 2. 2019. professional taxes. The Company is required to pay electricity charges. refundable security deposit of Rs. Nehru Street. from January 1.000 and interest free. 49. 1. 2010 to December 31. refundable security deposit of Rs. 2.2-69. Opposite Group Theatres. Vijayawada Rural.46. The Company shall not sub-let the premises. The Company is required to pay electricity charges. professional taxes. Period: 10 years i. Rent shall be increased by 15% after every 3 years.000 and interest free. Shop in R. 2010 to December 31.000. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Anakapalli.000. The owner can enter the premises at all reasonable hours for inspection. P. V. refundable security deposit of Rs. 2010 Premises at Shop No. The owner is required to pay property tax.e.C Building (Manikanta Building) Bhimavaram Town West Godavari District. Monthly rent of Rs. 2019. R. The owner can enter the premises at all reasonable hours for inspection. The owner is required to pay property tax.000 and interest free. Mr. 127 and 130/1 Kothapet. The owner can enter the premises at all reasonable hours for inspection. K. 23-25. Raghuram Reddy Sri. from May 23.400 and interest free.e. Mr. 2010 Premises at Shop No. Monthly rent of Rs. K. 1. Municipal Complex. professional taxes. 40. 4. 2.000. Monthly rent of Rs. No. The Company shall not sub-let the premises. Mr. Municipal bearing no. Andhra Pradesh. 2014.000. Ground floor. Period: 9 years i. Ranga Reddy District. professional taxes.70. Gaddiannaram.11. Suresh Reddy (Owner) and the Company (Tenant) Dated: December 15. Period: 3 years i. refundable security deposit of Rs. Grandhi Srirama (Owner) and the Company (Tenant) Dated: December 9. Mr.000 and interest free. Rent shall be increased by 15% after every 3 years.e.e. Satyanarayana Reddy Sri. Period: 9 years i. Venkateshwar Rao (Owner) and the Company (Tenant) Dated: December 10. Gollapalli Vari Street. 2010 Premises bearing DO. Period: 9 years i. 6. Narasimha Rao (Owner) and the Company (Tenant) Dated: December 22. R. Balram Reddy (Lessor) and the Company (Lessee) Dated: 2008. Rent shall be increased by 15% after every 3 years. The lease can be terminated by mutual consent.66B. refundable security deposit of Rs. Rent shall be increased by 15% after every 3 years. along with parking space. 2018.8 & 47. 48. 50. 51. from January 1.e. professional taxes. 111 . from December 1. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. 2010 Premises bearing Shop No. Ongole. 000. Period: 9 years i. Ground Floor. 60. 2010 to November 31. The Company is required to pay electricity charges. The Company is required to pay electricity charges. Tirupathi. 14. 2019. Plot No.000. The Company shall not sub-let the premises. along with parking area. Sri. Monthly rent of Rs. K. The owner is required to pay property tax. 2010 to December 14. The owner is required to pay property tax. Beside Toyota Show Room. from December 15. 2008 to May 22. Mr. 2010 Premises Door No 313-17. The Company shall not sub-let the premises.C. from December 15. Prasadampadu. 20. The owner can enter the premises at all reasonable hours for inspection. K. along with parking area. The owner is required to pay property tax. Survey no. after giving 6 months notice to the other party. 47. 2010 to December 14. Monthly rent of Rs. 2019. Rent shall be increased by 15% after every 3 years.e.12-1-51. along with parking space. Mahipal Reddy Sri. Premises known as “Kontham Ram Reddy” Complex. May 23. 20. Monthly rent of Rs. Vutakolu Ramanayya (Owner) and the Company (Tenant) Dated: December 10.

Mr. Futnani. Rs. 2015. 35. Hissa No. The Company is required to pay electricity charges. (4) Mr. Hyderabad. If the Company defaults in payment of rent for 2 consecutive months. 1. Monthly rent of Rs.e. 45. Somajiguda. Gautham A. after giving 4 months notice to the other party. 2003 to July 31. Period: 10 years 6 months i. Hyderabad. The owner can enter the premises at all reasonable hours for inspection. professional taxes. Ahmed Nawaz Khan (Lessor) and the Company (Lessee) Dated: 2007 March 2. Either party can terminate by giving 3 months advance notice.23-2-665/1.23-2665/3.B&C. Monthly rent of Rs. Humayan Nagar.500 and refundable. 54. Premises situated on the ground floor at Plot No. Premises at Do.000. Hyderabad. Ground Floor. 112 . Smt. Sri. Rajender Kargwal (Lessor) and the Company (Lessee) Dated: 2007 March 1. SurveyNo. Ashok V. Monthly rent of Rs. Padmaja Land Mark. 2. default by the Company in payment of rent for 3 months consecutively and thereafter giving 3 months additional notice. Futnani (Lessors) and the Company (Lessee) Dated 2009 June 25. Ravi Babu (Lessor) and PCH Associates (Lessee) Dated November 5.160. Period: 6 years i.63-648.23-3-666 and 23-2-667.No.1st Floor. Somajiguda.52. The owner is required to pay property tax. 53. 2002 Premises at DO.e. Period: 9 years i. from February 22. from February 1.e. Period: 9 years i. from July 1.000 Rent shall be increased by 5% after every 3 years. Mr. 1. 2006 to June 30. Rent shall be increased by 7% after every year. The Company can give a 3 months notice to terminate this lease. 2012. Futnani and (5) Mr. 2016. Rent shall be increased by 7% after every year. the Company is required to give a 3 months notice and also rent for 1 year. 2007 to February 29. security deposit of Rs. 00. Manish M. Rent shall be increased from time to time. 20. Period: 9 years i. Ground Floor.00. T. from April 1. If the Company defaults in payment of rent for 2 consecutive months. Monthly rent of Rs. 2009 to March 31. Shah-AliBanda Road. Hyderabad.10-3-305/A. 2nd Floor & 3rd Floor. Kompally Ranga Reddy District. from March 1. 2012 The lease may be renewed for a further period as mutually agreed. 20. If the Company wants to terminate the lease before 2 years.e.No. 2002 to February 21. the Lessor can terminate this lease by issuing a 30 day notice. 2018. 5. 26. 18. Premises bearing No. (1) Mr. 2006 Premises bearing Municipal no. at 103305/306/A.2 Layout 8835. The lease may be extended for a further period at the option of the lessee. 55. If the Company fails to pay the rent for 3 months. Deva Karuna (Lessor) and PCH Mobile Zone (Lessee) Dated: July 1. Futnani. Murlimal V. 2003 Premises bearing D.000.000 and security deposit of Rs. 2007 to February 28. after giving 2 months notice to the other party. The Company shall not sub-let the premises.e. The lease can be terminated in the following way: by mutual consent. 2013. the Company may be liable for eviction. the Lessor can terminate this lease by issuing a 30 day notice.000 and security deposit of Rs.6-3 648. Rent shall be increased from time to time.000. 6-3648 Padmaja Land Mark. 1600 as maintenance charges and security deposit of Rs. No. The Company can give a 3 month‟s notice to terminate this lease. Hyderabad. after giving 6 months notice to the other party. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.000 Rent shall be increased by 15% after every 3 years. Satish V. Period: 10 years i.620 Rs. Deva Karuna (Lessor) and Sardar Balvinder Singh (Lessee) Dated: February 22.000. 82. situated at Mehadipatnam. Monthly rent of Rs. Smt. Moghalpura. 1600 as maintenance charges. default by the Company in payment of rent for 2 months consecutively and thereafter giving 2 months additional notice. Futnani (3) Mr.e. (2) Mr. The lease can be terminated by mutual consent. from March 1. The lease can be terminated in the following way: by mutual consent. Monthly rent of Rs. 08.

10. If the company terminates the agreement before the lock in period the company is required to pay the rent for the remaining lock in period left. Nalini Kumari (Lessor) and the Company (Lessee) Dated: November 9. V. Only the Company can terminate the agreement by giving a 2 month advance notice after the lock in period. 2005 Premises on the ground floor at Plot No.1. 2015.B-19. After the initial period of 2 years the rent shall be increased by 10% after every 2 years. Uppal. Jubilee Hills. (1) Sri.1 to 6. Habsiguda.e.56.000 and Rs. Ranga Reddy District. Kakaguda. from October 1. The Company can give a 3 month‟s notice to terminate this lease. If the Company defaults in payment of rent for 3 consecutive months. (4) Smt. 2006 Only the Company can terminate the agreement by giving a 2 month advance notice after the lock in period. Hyderabad. Madhu Mulani.No. Ratan Mulali. Thulasamma (Lessors) and PCH Associates (Lessee) Dated: October 12. Secunderabad. Period: 10 years i. Period: 10 years i.e. M. Dr.8-2293/82/A/70. Pradeep Mulani. 2005 to October 30. (3) Sri. in the building known as “Anshu Colors” bearing H. 24.e. 2016.00. First 3 years shall be considered as the lock in period. 2016. from January 1. Kavita (Lessor and the Company (Lessee) Dated December 16. Smt.e. V.574 and refundable. The Company is required to pay 50% of Municipal tax.000. G-3 on the ground floor. The lease may be further extended for a period of 10 years by entering into fresh lease.00. Road No. First 3 years shall be the lock in period.381 as municipal tax. Vikrampuri Colony. K. security deposit of Rs. If the Company defaults in payment of rent for 3 consecutive months. Shop No. G-2 on the Ground floor. Period: 10 years i. the Lessor can terminate this lease by issuing a 30 day notice. from November 1.8-2293/82/A/70. Premises bearing no. 2005 to September 30. Period: 10 years i. The Company is required to pay 50% of Municipal tax.No. 2015. Monthly rent of Rs. Monthly rent of Rs. Monthly rent of Rs. Sri. First 3 years shall be considered as the lock in period. 2007 to December 31. Hyderabad. Suman Mulali. from January 1.1. in the building known as “Anshu Colors” bearing H. (2) Smt.000 and Rs. 1. 75. Ramesh and Smt. 12. 113 . Monthly rent of Rs. Jubilee Hills. (5) Smt. Road No. 41.6&11.879 as municipal tax. 58. Chandra Mulani. and (6) Sri. 99. 2007 to December 31. GAYATHRI ARCADE. 2005 Premises with one car parking space at Plot No. 2006 Premises bearing no. Sumeet Mulani (Lessors) and the PCH Associates (Lessee) Dated: September 9. Rent shall be increased by 5% after every year. the Lessor may terminate the lease 57. along with one parking area in the cellar of the shop of the building know as. After the initial period of 2 years the rent shall be increased by 10% after every 2 years.000 Rent shall be increased by 15% after every 3 years.

S.e. from July 21. 2016. If the rent is remained unpaid for a period of three months after it has become due. The Company shall not sub-let the premises.000.25&26 Bowenpally Secunderabad. The owner is required to pay property tax. Chikkadpally. bearing municipal no. S. 2011 to February 28. Srinivas (Lessor) and the Company (Lessee) Dated: March 18. 31.500. from March 1. 19-71/1/A on Plot No. 61. Keesara Mandal. Monthly rent of Rs. 114 .102-A & 102-B. The Company shall not sub-let the premises. Monthly rent of Rs. from June 25. refundable security deposit of Rs. The payment of rent shall be divided into half and paid to both the Lessors. 2024. 62. Rajender Pershad (Owner) and the Company (Tenant) Dated: 2008 June 25. The owner can enter the premises at all reasonable hours for inspection. Ground Floor Spectrum Square. Rent shall be increased by 6% after every year.000 and interest free. 1. Rukminipuram. after giving 4 months notice to the other party.59. The Company is required to pay electricity charges. 2009 Premises on the Ground Floor. Sri Durgaram Choudary and Sri Venaram Choudary (Lessor) and the Company (Lessee) Dated: March 16. Hyderabad. A-6 in Survey No. 2011 Premises bearing no. 000.A-6/2. K. Malakpet. professional taxes. Period: 5 years i. Rent shall be increased by 15% after every 3 years. No: 1-8-550-556. Monthly rent of Rs. The lease can be terminated in the following way: by mutual consent.19. Period: 15 years i. 60. 5. The owner is required to pay property tax. 16-2-674/2. Premises bearing Do. the lease deed will stand canceled.No. 2009 to July 20.e.000 Rent shall be increased by 15% after every 3 years. Ranga Reddy District. The lease can be terminated in the following way: by mutual consent. RTC Cross Road. 2009 to March 17. 102. 2017. 85. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 2024.e. Karthik Enclave. Period: 15 years i.000 Rent shall be increased by 15% after every 3 years. The agreement shall be subject to the jurisdiction of the Hyderabad courts. M/s Mahalakhmi Homes represented by Mr. Monthly rent of Rs. The Company is required to give a notice if it wants to terminate or extend this agreement. Along with parking in front of the premises.2. Ravi Rai (Lessor) and the Company (Lessee) Dated: 2009 July 21. and part of Plot no. Plot No. Premises comprising of 3 shops bearing no. 45. P. after giving 4 months notice to the other party. Mahalakshmi Trade Centre.e. The Company is required to obtain a consent letter from the Lessor if the Company change the nature of business or allow its associates to use the premises. Judge Colony.24. Sri. First 3 years shall be the lock in period and the Company cannot vacate the premises. from March 18. 2089 to June 24. Mr. The Company is required to pay electricity charges. The owner can enter the premises at all reasonable hours for inspection. 00. Hyderabad. professional taxes. Period: 9 years i.

6-4-431. 2019.36/MIG. Satyanarayana. 8-1301&302/G-1. 3-11-107/GF/4. 66. Survey No. Period: 10 years i. 2005 to October 31. Period: 10 years i.500 and interest free.500 Rent shall be increased by 15% in every 3 year. Shashank and (4) Sri K. Saregama Apartments.400 Rent shall be increased by 6% every year.Rent shall be increased by 6% every year. The Company is required to pay electricity charges. Plot No: 79. Plot No. 2007 to May 31. Balanagar Mandal. The Company shall not sub-let the premises. professional taxes. from June 1. The lease can be terminated in the following way: by mutual consent. The parties can terminate the agreement by giving a 6 months written notice to the other party. from April 19.143 & 144.e. The parties can terminate the agreement by giving a 6 months written notice to the other party. Premises on the ground floor bearing Shop No. Balanagar Mandal. situated at Dharmareddy Colony Phase II. 2010 to June 30.14/MIG. 79. Hyderabad. Sri. 2016. Premises bearing no. 1. Ranga Reddy District. Ramanthapur.500 at the time of opening the shop. 2006 to January 31. 2016.500 and security deposit of Rs. 2006 Monthly rent of Rs.000 Rent shall be increased by 5% every year. (3) Sri K. Saurabh (Lessors) and the Company (Lessee) Dated: 2009 May 22. 2005 Premises on the ground floor.No. Veeraboina Devarani (Lessor) and the Company (Lessee) Dated: 2007 May 31. Shop No.000. 34. Category. 2015. Kamshetty Rekha. refundable security deposit of Rs. Survey . default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. 29. Vanasthalipuram. situated at Dharmareddy Colony Phase II. 00. Dantuluri Pratap Raju and Smt.143 & 144. 2010 Monthly rent of Rs. from July 1. 23.000 and Rs.e. Ranga Reddy District. Mr. and one parking space at Plot No. V Udaya Simha (Owner) and the Company (Tenant) Dated: May 25th. Period: 9 years i. Monthly rent of Rs. (2) Smt. Kukatpally. 65. 2024.e. 2009 to April 18. Period: 9 years i. from November 1.e. 3. Monthly rent of Rs. along with parking area in front of the premises. Kukatpally. Kolla ChandraMouli (Lessor) and PCH Associates (Lessee) Dated January 19.e. Premises on the ground floor. 29. SR Venkata Sai Complex. The owner is required to pay property tax. Monthly rent of Rs. Dantuluri Madhavi (Lessors) and PCH Associates (Lessee) Dated: November 10. The lease can be terminated in the following way: by mutual consent. 115 . Rent shall be increased by 10% after every 3 years. Sri. Period: 15 years i. Ranga Reddy District. and one car parking space in the premises 8-1-301 and 302 situated at Shaikpet. HIC.63. Smt. G2. 6. from February 1. (1) Sri. after giving 3 months notice to the other party. 64. 50. along with parking area at Kamashetty Mall. Premises at Shop No: 4. after giving 4 months notice to the other party. default by the Company in payment of rent for 3 months consecutively and thereafter giving 3 months additional notice. K. The owner can enter the premises at all reasonable hours for inspection. First 3 years shall be the lock in period and the Company cannot vacate the premises. Hyderabad. Phase IV.

67.

Mrs. Laxmi Patel (Lessor) and the Company (Lessee) Dated: 2010 May 11,

Premises at Plot No: G-1, Vertex Plaza, Srinivas Nagar Colony, Kapra Village (Kappera), Keesara Mandal, Ranga Reddy District.

Monthly rent of Rs. 15,000 and interest free, refundable security deposit of Rs. 1, 00,000. Rent shall be increased by 15% in every 3 year. Period: 9 years i.e. from May 1, 2010 to April 30, 2019.

The Company can terminate this agreement by giving a 4 month notice to the Lessor. If the Company defaults in payment of rent, the lessor can terminate this lease by giving a 4 month notice to the Company. Any disputes between the parties shall be subject to the exclusive jurisdiction of Hyderabad courts Andhra Pradesh. The Company can terminate this agreement by giving a 4 month notice to the Lessor. If the Company defaults in payment of rent, the lessor can terminate this lease by giving a 4 month notice to the Company. Any disputes between the parties shall be subject to the exclusive jurisdiction of Hyderabad courts Andhra Pradesh. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company can terminate this agreement by giving a 4 month notice to the Lessor. If the Company defaults in payment of rent, the lessor can terminate this lease by giving a 4 month notice to the Company. Any disputes between the parties shall be subject to the exclusive jurisdiction of Hyderabad courts Andhra Pradesh. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The lease can be terminated in the following way: by mutual consent, after giving 4 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 3 months additional notice.

68.

Mr. B. Gyneshwar Rao (Lessor) and the Company (Lessee) Dated: May 1, 2010

Premises at Shop No: S2, Chikodi Gardens, Begumpet, Hyderabad.

Monthly rent of Rs. 10,000 and interest free, refundable security deposit of Rs. 60,000. Rent shall be increased by 15% in every 3 year. Period: 9 years i.e. from May 1, 2010 to April 30, 2019.

69.

Mrs. T. Babita Rani (Owner) and the Company (Tenant) Dated: May 5, 2010

Premises at Do. No: 2-13/3, along with parking area in front of the premises, Huda MMTS Road, Gangaram, Hyderabad. Premises at Plot No: 35, L.B. Nagar, Donapur, Ranga Reddy District.

Monthly rent of Rs. 9,000 and interest free, refundable security deposit of Rs. 1, 00,000. Rent shall be increased by 15% after every 3 years. Period: 9 years i.e. from May 11, 2010 to May 10, 2019. Monthly rent of Rs. 4,500 and interest free, refundable security deposit of Rs. 25,000. Rent shall be increased by 10% in every 11 months. Period: 9 years i.e. from May 1, 2010 to April 30, 2019.

70.

Mrs. Vijaya Laxmi Reddy (Lessor) and the Company (Lessee) Dated: May 1, 2010

71.

Mr. Madhukar (Owner) and the Company (Tenant) Dated: May 5, 2010

Premises at H No: 335-626, MG Nagar, AOC Centre, East Marredpally, Secundrabad.

Monthly rent of Rs. 5,000 and interest free, refundable security deposit of Rs. 30,000. Rent shall be increased by 20% after every 3 years. Period: 9 years i.e. from May 11, 2010 to May 10, 2019.

72.

Sri. V. Yadiah and Sri. V. Kumar Goud (Lessors) and the Company (Lessee) Dated: 2007 May 26,

Premises at 4-80/7, on the ground floor, Koundinya Nagar, Nacharam Village, Uppal Mandal, Ranga Reddy District.

Monthly rent of Rs. 6,000 Rent shall be increased by 7% after every year. Period: 6 years i.e. from June 10, 2007 to June 9, 2013.

116

73.

Mr. Maddela Narasimha (Lessor) and the Company (Lessee) Dated: 2010. May 1,

Premises at House No: 9-8-126, Maruthi Nagar, Pochammagadda, Hyderabad.

Monthly rent of Rs. 5,000 and interest free, refundable security deposit of Rs. 60,000. Rent shall be increased by 15% in every 3 years. Period: 9 years i.e. from May 1, 2010 to April 30, 2019.

The Company can terminate this agreement by giving a 4 month notice to the Lessor. If the Company defaults in payment of rent, the Lessor can terminate this lease by giving a 4 month notice to the Company. Any disputes between the parties shall be subject to the exclusive jurisdiction of Hyderabad courts Andhra Pradesh. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The lease can be terminated in the following way: by mutual consent, after giving 4 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.

74.

Mr. Narender Reddy (Owner) and the Company (Tenant) Dated: 2010 May 10,

Premises at Shop No: 2-2-1118/3C/3, along with parking space in front of the premises, Beside Bank of Baroda, Shivam Road, Hyderabad. Premises at Plot No. 6, Survey No. 14 consisting of ground, first and second floor, Bearing Premises No. 5-5-1163, in Lakshmi Narayana Complex, situated at Sahebnagar Khurd, Main Road Hayathnagar Taluka, L. B. Nagar Ranga Reddy District. Premises at Shop No.6-3-668/9/10,6-3668/9/11/A & 6-3668/9/11/B, on the Ground Floor, 6-3668/9/12, 6-3668/9/13 & 6-3668/9/13/A, first floor & second floor in HSB Chambers situated at Panjagutta, Hyderabad.

Monthly rent of Rs. 7,200 and interest free, refundable security deposit of Rs. 1, 00,000. Rent shall be increased by 20% after every 3 years. Period: 9 years i.e. from May 11, 2010 to May 10, 2019. Monthly rent of Rs. 50,000 Rent shall be increased by 10% after every 2 years. Period: 10 years i.e. from January 1, 2010 to December 31, 2019.

75.

Smt. A. Saritha (Lessor) and the Company (Lessee). Dated: September 26, 2009

76.

(1) Mr. Barkat Ali Hakani, (2) Mr. Amin Mohammad, (3) Mr. Shoukat Ali, (4) Nasaruddin Sayani, (5) Mrs. Rashida Bai Manjiyani and (6) Mr. Ameen Chagani (Lessors) and the Company (Lessee) Dated: November 1, 2009

Monthly rent of Rs. 1,25,000 and interest free, refundable security deposit of Rs. 10,00,000. Rent shall be increased by 15% after every 3 years. Period: 9 years i.e. from November 1, 2009 to October 31, 2018. First 3 years shall be the lock in period and the Company cannot vacate the premises.

The lease can be terminated in the following way: by mutual consent, after giving 4 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.

77.

Smt. P. S. Shashikala (Lessor) and the Company (Lessee) Dated: 2010 July 20,

Premises at Shop No.13, DO.No.8-2644/1/13, of Hi-Line Complex, Survey No. 129/171 on the Ground Floor, situated at Shaikpet Village, Road No.12, Banjara Hills, Hyderabad.

Monthly rent of Rs. 40,000 and an refundable deposit of Rs. 2,50,000. Rent shall be increased by 5% every years. Period: 5 years i.e. from July 20, 2010 to July 19, 2015.

The lease can be terminated in the following way: by mutual consent, after giving 4 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice.

117

78.

Mr. Ravi (Owner) and the Company (Tenant) Dated: July 5, 2010

Premises at shop no. 102 bearing DO. No: 1-3/1, Kothaguda, HiTech City, Ranga Reddy District, Hyderabad.

Monthly rent of Rs. 4,000 and a refundable security deposit of Rs. 24,000. Rent shall be increased by 20% after every 3 years. Period: 9 years i.e. from July 5, 2010 to July 4, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection.

79.

Feroz Ali (Lessor) and the Company (Lessee) Dated: 2010 July 21,

Premises in Shop bearing Municipal No. 5-9-208/1, Ground floor, in A1Noor Plaza, Chirag Ali Lane, Abids, Hyderabad. Premises at Shop No: 1, Municipal bearing No: 2-216, situated at Vani Nagar, Malkajgiri, Ranga Reddy District. Premises at Shop No: 1, Municipal bearing No: 2-216, situated at Vani Nagar, Malkajgiri, Ranga Reddy District. Premises bearing no. 5 at Ground, First and Second Floor, along with 3 car parking space, Survey. No. (205/P), Plot No.239, 240 & 241, Madhuranagar, Shamshabad Village Mandal, Ranga Reddy District. Premises bearing Hissa No.2-85, along with 3 car parking space, Chandanagar Village, Serilingampally Municipality, Ranga Reddy District.

Monthly rent of Rs. 18,000 and a refundable deposit of Rs. 2,00,000. Rent shall be increased by 7% every year. Period: 3 years i.e. from July 1, 2010 to June 30, 2013. Monthly rent of Rs. 11,000 and a refundable security deposit of 1,50,000. Rent shall be increased by 5% every year. Period: 5 years i.e. from July 15, 2010 to June 14, 2015. Monthly rent of Rs. 11,000 and a refundable security deposit of 1,50,000. Rent shall be increased by 5% every year. Period: 5 years i.e. from July 15, 2010 to June 14, 2015. Monthly rent of Rs. 15,000 and a refundable security deposit of Rs. 1,25,000. Rent shall be increased by 7% every year. Period: 5 years i.e. from November 23, 2010 to November 22, 2015.

The lease can be terminated by mutual consent, after giving 2 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. In the event of default by the Company in payment of rent for 3 months consecutively the lessee may terminate this agreement by giving a 3 months additional written notice.

80.

Sri N. Vinay Kumar (Lessor) and the Company (Lessee) Dated: 2008 July 15,

Sri. N. Laxman (Lessor) and the Company (Lessee) Dated July 15, 2010

In the event of default by the Company in payment of rent for 3 months consecutively the lessee may terminate this agreement by giving a 3 months additional written notice.

81.

Mrs. Pallamont Indira Devi (Lessor) and the Company (Lessee) Dated: November 25, 2010

The lease can be terminated by mutual consent, after giving 2 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice.

82.

Mr. Adul Mutalib (Lessor) and the Company (Lessee) Dated: November 25, 2010

Monthly rent of Rs. 25,000 and a refundable security deposit of Rs. 1,50,000. Rent shall be increased by 15% every year. Period: 9 years i.e. from November 25, 2010 to 24 November, 2019.

The lease can be terminated by mutual consent, after giving 2 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice.

118

83.

Mrs. Bhavana Kewlani (Lessor) and the Company (Lessee) Dated: November 25, 2010

Premises at Kiran Arcade LGF Shop No: 1-2-273/B, Lower Ground Floor, S. D. Road, Secunderabad.

Monthly rent of Rs. 37,000 and a refundable security deposit of Rs. 5,00,000. Rent shall be increased by 6% every year. Period: 5 years i.e. from November 25, 2010 to November 24, 2015. Monthly rent of Rs. 10,000 and a refundable security deposit of Rs. 1,00,000. Rent shall be increased by 20% every 3 years. Period: 9 years i.e. from May 1, 2010 to April 30, 2019.

The lease can be terminated by mutual consent, after giving 2 months notice to the other party, default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. If the Company fails to evict the premises after the expiry of the lease period the Company is liable to pay an increase in 15% of the prevailing rent.

84.

Mrs. Kalpana, R. Kalghatgi, (Owner) and the Company (Tenant) Dated: 2010 May 10,

Premises bearing DO. NO. 3449, at Shop No: LG-2, Samadevigalli, Belgaum.

85.

Mr. Prakash N. (Owner) and the Company (Tenant) Dated: 2010 April 28,

Premises bearing Shop No: 628/11A, Nittavalli Main Road, Davangere.

Monthly rent of Rs. 8,000 and a refundable security deposit of Rs. 9,000. Rent shall be increased by 20% every 3 years. Period: 9 years i.e. from April 28, 2010 to April 27, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection.

86.

Mr. M. N. Lakshmamma (Owner) and the Company (Tenant) Dated: December 1, 2010

Premises at Shop No.12 on the first floor, SAS No.380, Ward No.25, Old Post Office Road, Behind Vanivilasa School, Hassan. Premises at Shop No.166, B.M Road, Hassan.

Monthly rent of Rs. 5,000 and a refundable security deposit of Rs. 50,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from December 1, 2010 to November 31, 2019. Monthly rent of Rs. 55,400 and a refundable security deposit of Rs. 5,00,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from March 1, 2010 to February 28, 2019.

87.

Mr. K. G. Madhava Kumar and Mr. K. G. Biju Gopinath (Owner) and the Company (Tenant) Dated: 2010 May 12,

88.

Mr. Shankar. K. Habib (Owner) and the Company (Tenant) Dated: 1, 2010 December

Premises at Shop No.68, B.G.F, situated at Sri Laxmi Balkrishna Square, Station Road, Hubli.

Monthly rent of Rs. 6,000 and a refundable security deposit of Rs. 75,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from December 1, 2010 to November 31, 2019.

119

89.

Mr. S. Valibasha (Owner) and the Company (Tenant) Dated: August 6, 2010

Premises at Shop No. 550/1B1, bearing Do. No. 110 Opposite Madina Masjid, Bandi Mot Bangalore Road Ballary.

Monthly rent of Rs. 3,500 and a refundable security deposit of Rs. 35,000. Rent shall be increased by 20% every 3 years. Period: 9 years i.e. from August 6, 2010 to August 5, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection.

90.

Mrs. Shailaja (Owner) and the Company (Tenant) Dated: May 5, 2010

Premises at Shop No: 247, bearing Do. No. 247, along with parking area, Patel Nagar, Hospet.

Monthly rent of Rs. 2,550 and a refundable security deposit of Rs. 30,000. Rent shall be increased by 30% every 3 years. Period: 9 years i.e. from May 5, 2010 to May 4, 2019.

91.

Mr. S. D. Jayaram (Owner) and the Company (Tenant) Dated: 2010 June 30,

Premises bearing Plot No. 2452, Street No. 32, situated at Shegaon Naka Chowk, Amaravati.

Monthly rent of Rs. 58,000 and a refundable security deposit of Rs. 2,00,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from October 1, 2010 to September 30, 2019. Monthly rent of Rs. 4,000 and an interest free security deposit of Rs. 25,000. Rent shall be increased by 10% every year. Period: 9 years i.e. from October 3, 2010 to October 2, 2019. Monthly rent of Rs. 14,000 and a refundable security deposit of Rs. 2, 00,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from March 23, 2010 to March 22, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. This agreement is only a leave and license agreement and no tenancy is intended to be created. If the parties want to terminate this agreement they are required to give 1 month notice to the other party.

92.

Mr. Suneetha Mohan Kalantre (Licensor) and the Company (Licensee) Dated: October 12, 2010

Premises bearing Shop No.5 on the ground floor of Pendarkar Complex, Vinus Chowk, Kolhapur.

93.

M/s Triveni Builders & Developers represented through Mr. Pravin Ghadge (Owner) and the Company (Tenant) Dated: March 23, 2010

Premises on the ground and the first floor, bearing No: G1, along with 3 parking area, Triveni Vihar, SD Waichal Road, Near Ruikar colony, Kolhapur.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection.

94.

Mr. Pradeep Devaram Kharti (Owner) and the Company (Tenant) Dated: October 1, 2010

Premises at Shop No.6, along with parking space in front of the premises, Balaji Apartment, Lahanuji Baba Nagar, Amaravati.

Monthly rent of Rs. 3,000 and a refundable security deposit of Rs. 20,000. Rent shall be increased by 20% every 3 years. Period: 9 years i.e. from October 10, 2010 to October 9, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection.

120

95.

Mr. Navin Parasmal Jain (Owner) and the Company (Tenant) Dated: October 1, 2010

Premises bearing Do. No. 5, Shirdi Sai Complex, 4th Main Road, Hormavn Main Road, RK Puram Bangalore.

Monthly rent of Rs. 15,000 and a refundable security deposit of Rs. 2, 00,000. Rent shall be increased by 5% every 3 years. Period: 9 years i.e. from July 1, 2010 to June 30, 2019.

The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The Lessor is required to pay property tax. The Company shall not sub-let the premises. The Lessor can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The owner is required to pay property tax. The Company shall not sub-let the premises. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The Lessor is required to pay property tax. The Company shall not sub-let the premises. The Lessor can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The Lessor is required to pay property tax. The Company shall not sub-let the premises. The Lessor can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges, professional taxes. The Licensor is required to pay property tax. The Company shall not sub-let the premises. The Licensor can enter the premises at all reasonable hours for inspection.

96.

Mrs. Asha, Baburao, Niphadkar (Owner) and the Company (Tenant) Dated: October 1, 2010

Premises bearing Shop No.6, Uttamnagar, Cidco, Nasik.

Monthly rent of Rs. 6,000 and a refundable security deposit of Rs. 50,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from October 1, 2010 to September 30, 2019.

97.

Mr. Krunal Suresh Patil (Lessor) and the Company (Lessee) Dated: February 27, 2010

Premises at Shop No: 10 to 16 situated at Shraddha Park, Survey No: 23/6(P)+7/1 and 7/2/6, Plot No: 6 and Survey No:23/6(P) and 7/2/7, Plot No: 7. Premises at Plot No.383, along with parking space, Sector N-3, CIDCO, Aurangabad.

Monthly rent of Rs. 51,411 and a refundable security deposit of Rs. 2, 00,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from February 27, 2010 to February 26, 2019. Monthly rent of Rs. 7,000 and a refundable security deposit of Rs. 50,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from October 1, 2010 to September 30, 2019.

98.

Mrs, Pushpa Sudhakar Zine (Owner) and the Company (Tenant) Dated: October 1, 2010

99.

Mr. Abdul Waseem (Lessor) and the Company (Lessee) Dated: 2010 March 2,

Premises bearing Gut No: 83 ITH Kheda Beed, by pass Road, Aurangabad.

Monthly rent of Rs. 50,000 and a refundable security deposit of Rs. 1, 50,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from March 1, 2010 to February 28, 2019.

100.

Mr. Rajesh Bhimrao Londhe (Lessor) and the Company (Lessee) Dated: October 15, 2010

Premises at Shop No: 18, D.No-18, District Sports Complex, Opposite TV Centre, Kumtha-Naka Sholapur, Maharashtra. Premises Shop No: 1 and 10, in the Complex known as "Yashwant Market" situated at Gold Finch Peth, Sholapur.

Monthly rent of Rs. 5,000 and a refundable security deposit of Rs. 25,000. Rent shall be increased by 20% every 3 years. Period: 9 years i.e. from October 2, 2010 to October 1, 2019. Monthly rent of Rs. 32, 500 and a refundable security deposit of Rs. 1,50,000. Rent shall be increased by 15% every 3 years. Period: 9 years i.e. from March 29, 2011 to March 28, 2020.

101.

Shri Vasudeo Gopaldas Manwani (Licensor) and the Company (Licensee) Dated: February 26, 2010

121

000. Monthly rent of Rs. 2010 to September 26. Rent shall be increased by 15% every 3 years. 1. Shivam Apartments. The Company shall not sub-let the premises. Harish Tekchand (Owner) and the Company (Tenant) Dated: October 19. 147. Mr. professional taxes. Premises at Shop No 4. Period: 9 years i. T. Pune-411040. 2010 Premises at Shop No. The Company shall not sub-let the premises. Rent shall be increased by 20% every 3 years.e.102. the Licensor can terminate this agreement by giving a 2 month notice to the Company.500 and a refundable security deposit of Rs.3. 105. Near Maasurkar Chowk. Sitabordi. Premises at Shop No. The Company can do so by giving a 2 month notice to the Licensor.18. The owner can enter the premises at all reasonable hours for inspection. Itwori Station Road. Mr Ram Krishna Gupta (Owner) and the Company (Tenant) Dated: October 1.000 and a refundable security deposit of Rs. 2013.000 and an interest free. 2010 Monthly rent of Rs. SemiBasement Floor of Sri Sai Complex. default by the Company in payment of rent for 2 months consecutively and thereafter giving 1 month additional written notice. And shall be renewed for a further period of 3 year with a rent escalation of 15% for the renewed period. Survey No 8. refundable security deposit of Rs. Thadagam Road. from November 18. Period: 9 years i. Period: 9 years i. The Company shall not sub-let the premises. Monthly rent of Rs. Nalini Kirit Shah (Licensor) and the Company (Licensee) Dated: 2010.e. Mr. July 15. from July 15. 25. 2010 to October 9. 1. along with parking space in front of the premises. 103. after giving 4 months notice to the other party. The Company is required to pay electricity charges. Sincere Auto Accessories (Lessor) and the Company (Lessee) Dated: November 18. Monthly rent of Rs.5. from September 27. Hanuman Lane. from October 10. 2010 to November 18.e. professional taxes.e. 2010 Premises bearing No.000. 3.80. If the Company defaults in paying the rent for 2 consecutive months. 30. The Licensor can enter the premises at all reasonable hours for inspection. professional taxes. The owner is required to pay property tax. after giving 3 months notice to the other party.e. Nagpur. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice.000 and a refundable security deposit of Rs. Coimbatore. 5. 2010 Premises at Shop No. 2019. Opposite Shivakar Garden. 2010 to July 14.000 Period: 3 years i. The Licensor is required to pay property tax. First 3 years shall be the lock in period and the Company cannot vacate the premises. 106. Nagpur. 104.654/6-7. 122 . Nagar. 2019. 2019. The Company is required to pay electricity charges. The owner is required to pay property tax. The lease can be terminated by mutual consent. Wanoware. Period: 9 years i. The owner can enter the premises at all reasonable hours for inspection. 5. Next to Dominos Pizza. 50. If the Company wants to terminate this agreement after the lock in period. 2010 to October 9. Monthly rent of Rs. Plot No.000. The Company is required to pay electricity charges. North Usman Road. First 3 years shall be the lock in period and the Company cannot vacate the premises. Old Motor Stand.5.50. along with parking space in front of the premises.900 Rent shall be increased by 10% every year. The lease can be terminated by following ways: mutual consent. M/s Sri Sai Enterprises (Lessor) and the Company (Lessee) Dated: September 27. Sameer Kirit Shah and Mrs. Rent shall be increased by 20% every 3 years. from October 10. 30. 2019. The Company cannot terminate this agreement for the first 12 months.

2019. Mr. with and three Rs. and (3) Sri. The Company shall not sub-let the premises.9. Period: 9 years i. 2. The owner can enter the premises at all reasonable hours for inspection. Monthly rent of Rs. 2nd 3rd and 4th Floor upto sky in semi finished stage in the said complex known as "AJAY EDIFICE" in premises bearing No. Gayatri Murty.000. Pratham Sanjay Pincha (Owner) and Company (Tenant) Dated: December. 5. 123 . on Ground Floor of the said complex known as "AJAY EDIFICE" in premises bearing No. Consideration Rs. Nobody shall be entitled to put up any constructions thereon and cause any obstruction to other occupants of the building. Monthly rent of Rs.00 sq. 4. Hyderabad Andhra Pradesh. Mrs. The Company shall not sub-let the premises. P. The owner is required to pay property tax. 1. Registration Sub District Azampura.000 (Rupees eleven lakhs). in Ward No. Anup Kumar. The land appurtenant to the building shall be common to all owners as parking place etc. Arun Kumar. Malakpet. The Company shall join the Association of all portions owners for managing common areas and facilities and pay its share of subscription. 2010 to June 30. 2010 to November. professional taxes. The Company is required to pay electricity charges. Meera Khushal Pincha (Owner) and Company (Tenant) Dated: December.e.S.1 (G-1). 1.S.20. The owner can enter the premises at all reasonable hours for inspection. Municipal Corporation of Hyderabad. (2) Smt. Rs. Mohan Murty. 2010 Premises situated at Tawkal Layout. situated at Judges Colony. adjacent to National Highway No. 2010 Premises situated on the ground floor at Tawkal Layout. 108.50. 2 (G-2). Wadi Nagpur. professional taxes. Period: 9 years i. from December 1. The Company shall not make any structural alterations or modifications of the said property which encroaches upon the right of the other owners of the premises or endanger their property. 11. The Vendors does hereby agree to keep indemnified the Company may sustain by reason of any claim being made by anybody to the said property.000 and a refundable security deposit of Rs.000. 10. yards but shall not have exclusive right in any part of the land except its own portion/unit/floor.e.00.000 (Rupees one crore sixty lakhs) in the following break ups.000 and a refundable security deposit of Rs.000 (Rupees ten lakhs) x 3. The owner is required to pay property tax. P. P. & 3 (G-3). (3) Kum. Rs.16-2--674/3.00. High Way Road.60.107. Rent shall be increased by 5% every 3 years. Block No. 16. 2007 Description of Premises Premises comprising of entire Stilt Floor for parking (except three car parking lots already sold) and at 1st. 2.00. 1. (4) Sri P. The Company shall not store any hazardous or combustible nature or any goods of heavy as to adversely affect the structure of the main building.00. Ground rent if any on the land shall be borne by all the owners proportionately. 6. 20. from July 1. 31. 16.16--2--674/3.00. 1. Rent shall be increased by 5% every 3 years. E. No 109. The Company is required to pay electricity charges. (2) Sri P. 25. Anil Kumar (Vendors) and the Company (Purchaser) Premises at Portions Nos. The Company shall have proportionate right in the land and premises which works out to 210. 2. Anand Murty represented by M/s Om Sai Constructions ( Vendors) and the Company (Purchaser) Dated April 17. 2019. 3.000. (1) Sri P. Wadi Nagpur.S. (Rupees Two Crores) Other Terms and conditions 1.16. Sr. Rs. High Way Road. Madhvi Murty. 2 (Two) Retail Outlets Owned by the Company: Parties and date of Agreement (1) Sri P.

(New No: 2-21089/A/1/2). from October 24.400 (Rupees thirty four lakhs thirty three thousand four hundred) Rs. in Ward No. 2010.2.00. Veena D. 2-21089/A (New No: 22-1089/A/1/1).16. Rs. Rent shall be increased by 5% every year.300 (Rupees twenty seven lakhs eighty three thousand three hundred) Rs. 2010 to October 23. 34. (4) Smt. 2. Hyderabad Andhra Pradesh. 3. Opposite Zilla Parishad Office. after giving 4 months notice to the other party. dues and charges payable in respect of the property. Mohammed Imtiaz (Lessor) and the Company (Lessee) Dated: October 24.000 (Rupees four lakhs). adjacent to National Highway No. 110 (1) Smt. along with 6 car parking space in the lower cellar at Premises No.300 (Rupees thirty four lakhs) Rs. Jaya R. Monthly rent of Rs. 60. GLR Survey No. 1. Khairatabad. 370. 2010 to September 5. 60.e. 18.e. 11 (Eleven) Warehouses taken on Lease or Leave and Licenses basis by the Company: Parties and date of the Agreement Mr. Period: 5 years i.33. Raichandani. 4. Tirumulgerry village. over the rent. Main Terms and Conditions The lease can be terminated by mutual consent. A-1 in Survey No.Sr. Premises on the ground floor in "Ratnam Happy Homes Residency" along with car parking area bearing Door No. (5) Smt. 2015. Municipal corporation of Hyderabad. situated at Amberpet. Premises located at the commercial units. 2. situated at Judges Colony. 1. situated at Moti Valley. Vibha S.00. 2010 Description Premises of Consideration and License Period Monthly rent of Rs. The company shall be liable to pay 4 month rent for any damages to the premises.2-2-1089. refundable security deposit of Rs. Srinivasa Reddy (Lessor) and the Company (Lessee) Dated: September 6. Period: 5 years i. and 15 on the ground floor of the building named and styled at Maruti Times Square. mortgage. Hyderabad – Andhra Pradesh.000 (Rupees eighteen lakhs). stilt floor). default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional notice. Registration Sub District Azampura. Hyderabad. 56.e. 15. The Company is entitled to enjoy all the common facilities areas. (2) Smt. amenities.000 (Rupees one crore fifty Lakhs) Other Terms and conditions 2. 2010 Premises at 6-3580/2. Rent shall be increased by 5% every year. Raichandani.000. 2007 Description of Premises car parking area in cellar (i. A. 27.13. Raichandani.83. Sr. 14. The remaining terms and the condition of this agreement are the same as the terms and conditions mentioned in the above agreement. 124 The Company shall be liable to be evicted if the Company does not pay rent for 2 consecutive months and an additional interest shall be charged of 2% p. No 1.m. Malakpet.9. The Vendors hereby indemnify the Purchaser against any loss or or expenses that the Company may sustain or pay.00. Dated: October 16.000. 2015. Anandnagar. Consideration 4.50. Raichandi. Block No. No Parties and date of Agreement Dated April 19. Raichandani (Vendors) and the Company (Purchaser). (3) Smt. F. The Vendors have paid all the taxes. appurtenances.000 and an interest free. easement etc which are in usage of the Vendor on par with the occupants of the said building. lien over the property. Jyothi P. Andhra Pradesh. . Secunderabad. Manisha A. from September 6. Rs. The Vendors have not created any charge. 34.83.

6. the Company is required to pay rent for the balance period. Sharada Apartment. The Lessor shall give the Company 30 day notice period to rectify the default. The Company can terminate the agreement 3 months notice to the Lessor. Period: 9 years i. 18. The Company shall not sub-let the premises. Rent shall be increased by 5% after every year. from September 16. professional taxes. Hyderabad.000.3. Mr. 8. The owner is required to pay property tax. Premises bearing Do No: 16-1-4. M/s Vasanth Mehal represented by proprietor K. 13. 2010 to June 13. Period: 9 years i. Sanathnagar. Period: 5 years i.e. Srikakulam. 2010 to June 30. S. along with car parking space in front of the premises Cellar Monthly rent of Rs. from July 1. beyond which the Lessor may terminate this agreement. Chikkadpally. and Constructed Cellar. Period: 9 years i. 2. Monthly rent of Rs. Amudavalasa.000 and interest free.e. The Company is required to pay electricity charges.000. The Company shall not sub-let the premises. 4.326. Mossapet.e. Andhra Pradesh. 2013. Hyderabad. The owner can enter the premises at all reasonable hours for inspection. Rent shall be increased by 18% after 3 years. 2019. All disputes shall be referred to a sole arbitrator as decide mutually by the parties and the venue shall be Hyderabad. The Company shall not sub-let the premises. professional taxes. refundable security deposit of Rs. refundable security deposit of Rs. 2008 Premises situated at Door No. M/s Shakti Constructions by its sole proprietor Sri Raja Ram Mohan (Lessor) and the Company (Lessee) Dated February 21. 5. The owner can enter the premises at all reasonable hours for inspection. The Company is required to pay electricity charges. Circle. Rent shall be increased by 125 . Monthly rent of Rs. Ranga Reddy District. along with car parking space in front of the premises. refundable security deposit of Rs. Sanjay Singh (Owner) and the Company (Tenant) Dated: September 16.000. Monthly rent of Rs. The owner can enter the premises at all reasonable hours for inspection. professional taxes. The owner is required to pay property tax. A. Mr. professional taxes. from March 1. Premises on the second floor. Ayodhya Nagar.e. Mr. in Survey No: 143 & 144. Rent shall be increased by 20% after 3 years. 25. A. Kolla Chandra Mouli (Lessor) and the Company (Lessee) Dated: 2010 June 26. refundable security deposit of Rs. The Company is required to pay electricity charges. Period: 9 years i. The owner can enter the premises at all reasonable hours for inspection.84. Mr. from June 14. The Company is required to pay electricity charges. from June 1. The owner is required to pay property tax. The Company shall not sub-let the premises.000 and interest free. 2010 to May 31.850 and interest free. 61. 2010 to September 9. Under GHMC Kukatpally. along with parking space in front of the premises. 2019. Near Goods Shed. 5. 5.e. Phase . Monthly rent of Rs. Hyderabad.000. Rent shall be increased by 20% after 3 years. refundable security deposit of Rs. 15. Balangar Mandal. Situated at Dharma Reddy Colony. Hydernagar Village. G=4 Upper Floors. Premises bearing Shop No. 2018.11. J. Plot No: 36/MIG. Prabhakar Rao (Owner) and the Premises bearing No: 22-B-1-29. The owner is required to pay property tax. G2. Rent shall be increased by 20% after 3 years. Railway Feader Road. 12-720/65/5 consisting of ground floor at Railway goods shed Complex Road. 2018.000 and interest free. 2008 to February 28. Rao Nagar. The owner is required to pay property tax. 6. The Company is required to pay electricity charges. Monthly rent of Rs.000 and interest free. 2010 Premises bearing No: 1-8-537/A. professional taxes. V. Dayananda Raju (Owner) and the Company (Tenant) Dated: 2010 June 14. First 2 years shall be considered to be the lock-in period. The owner can 7. 39. If the Company wants to terminate the agreement before the lock in period of 2 years. The lease period can be further extended to 5 more years on mutual consent of the parties. 5.000. Dr. The Company shall not sub-let the premises. Amarnath (Owner) and the Company (Tenant) Dated: 2010 May 10.

SLV Gardens Masamaseed. from June 1. Suresh Kumar. 8. Rent shall be increased by 18% after 3 years.  The Vendor covenants that in case there is any defect found or established in its title to the Scheduled land/property. 20% after 3 years. refundable security deposit of Rs. 85. along with car parking space in front of the premises. Period: 9 years i. 2010 to July 19. G. 8. lawfully or otherwise. Ramalingam Shantha Kumar. The owner can enter the premises at all reasonable hours for inspection. professional taxes. the entire sale consideration amount shall be paid to Sri Ramalingam Shantha Kumar. Consideratio n Rs. 48. or on account of any levy whatsoever upon the Scheduled premises appertaining to the period prior to the date of sale. Under Kapra Municipality. 126 . Industries represented by its partner Sri Y. 90.00.000 and interest free. The owner is required to pay property tax. 5-7-588/2. Eluru. from August 1. Powerpeta. Premises at Godown "D". 10. 9 (Nine) Owned Premises of the Company which are currently lying vacant: Parties and date of Agreement (1) Sri.  The Vendor agrees and undertakes to indemnify and keep indemnified the Company from and against all losses. Premises bearing Door No. Mr. Navalak Gardens. The Company shall not sub-let the premises. refundable security deposit of Rs. GNT Road. 25. Opp. Rani Shantha Kumar and Sri. Period: 9 years i. 2009 Description of Premises Premises bearing municipal no. 15. 2010 Monthly rent of Rs. Mamidalapadu.125 (part) and 127 (part). Nellore. May 10. along with car parking space in front of the premises. Sreenivasa Rao (Owner) and the Company (Tenant) Dated: 2010 May 10.e. Keesara Mandal. The owner can enter the premises at all reasonable hours for inspection.2/5. Saket Nagar. Vasanth Mahal.V. Kola Rajaiah (Owner) and the Company (Tenant) Dated: July 13. Premises bearing Do. suffered or incurred by the Company on account of any let or hindrance or other encumbrance by any one claiming through the Vendor. 2010 to May 31.000 (Rupees eighty five lakhs) Other Terms and conditions  At the request of Smt. No 1. Subedari. The owner is required to pay property tax. Mr. Beside Sri Maheshwari Mills.000. first floor and second floor in Block No. Period: 9 years i. situated at "SAKET VORLA ENCLAVE". (2) Smt. Kurnool. (Lower Ground). Rent shall be increased by 15% after 3 years.500 and interest free. The owner can enter the premises at all reasonable hours for inspection. Nellore Town. P. Sr. The Company shall not sub-let the premises.000 and interest free. Period: 9 years i. Rent shall be increased by 15% after 3 years. M/s S. V. 2019. Ranga Reddy District.500. The Company is required to pay electricity charges. enter the premises at all reasonable hours for inspection. costs or other charges. 2019. Postal Colony. damages. No. 11. Andhra Pradesh. on Plot 310 and 311 as per Saket Vorla Enclave Master Plan. 2019. 1-131/II/310 and 311 consisting of ground floor. The Company is required to pay electricity charges. Suresh Kumar.1. 2010 Monthly rent of Rs. Hanmakonda.e. Plot bearing No.Company (Tenant) Dated: 2010 9. 2010 to July 30. 2019. The Company is required to pay electricity charges. 2010 to May 19. The Company shall not sub-let the premises. refundable security deposit of Rs. Bearing No: 28/1/1021. from July 20. The owner is required to pay property tax. Mypad Road. Rani Shantha Kumar & (3) Sri. expenses. from May 20. Malikarjuna Gupts (Owner) and the Company (Tenant) Dated: July 16. professional taxes. Monthly rent of Rs. Phase-2.000. the Vendor shall rectify such defects at its costs and give valid perfect and marketable title to the Company.e.e. professional taxes. (Vendors) and the Company (Vendee) Dated February 24.49 and 50 (Part) in Survey Nos.

situated at Jubilee hills.  The terms and the condition of this agreement are the same as the terms and conditions mentioned of the agreement mentioned in Sr. bearing No. 1997 and bearing Khata No. on Plot No.14. Rs. Premises on Plot No.696/1 in the records of the Begur Village Panchayath.50.S.  The remaining terms and the condition of this agreement are the same as the terms and conditions mentioned in the agreement in Serial No.1. (1) Sri. on Plot No. 31. 385. 4. Saket.122 Part.  The remaining terms and the condition of this agreement are the same as the terms and conditions mentioned of the agreement mentioned in Sr. 2. Vivek Agarwal & (2) Smt.SR(S) 409/1996-97 dated May 29.(Rupees thirty five lakhs fifty thousand) shall be paid to Sri. there is no other person interested in the Schedule premises or portions thereof and the Seller hereby agrees to keep the Company at all times fully indemnified and harmless against any loss or liability. Block-D. cost or claims which may arise against the Company or the Schedule premises by reason of any defect in or want of title on the part of the Seller and/or breach of the terms of this sale.ALN.  Rajinder Singh has no objection of paying the sale consideration to Abhish Kumar and Ravinder Singh.000/.8. in Block No. Bangalore South Taluk. Sutinder Singh (Vendors) and the Company (Purchaser) Dated: February 28.9 and T.50.  The Seller agrees and bind to defend the right.2(P) and 3(P). No. Rs.000 paid to Sri. No 2. 19.50.NO. 1. Bangalore South Taluk . Neelam Agarwal. and duly converted for non-agricultural residential purposes vide Order of the Deputy Commissioner.  The Seller assures that apart from him. T. Sri. title. Gurjit Singh (Seller) and the Company (Purchaser) Dated: December 10.DIS. 9. Seeta Rama Dass (Vendors) and Sri Ravinder Singh Sarna.2). In Category-MIG Of The Nallagandla Huda Residential Complex in Survey No.  For any disputes arising between the parties in regard to this Sale deed. Hyderabad District (Covered in MCH Ward No. Block No. Bangalore. Begur Hobli.000 (Rupees two crores five lakhs and fourteen thousand) Other Terms and conditions  At the request of Smt. 35.102 (PLOT NO. Keesara Mandal.000 (Rupees forty five lakhs) in the following break ups. Vivek Agarwal. D. Vivek Agarwal. Ward No. 45. 2009 Rs. 1.302 to 310. Premises. Ward No.1(P).819. Kapra Municipality.NO.500 (Rupees nineteen lakhs forty two thousand five hundred) 127 .000 (Rupees nine lakhs fifty thousand) paid to Smt. Parties and date of Agreement (1) Sri. 324 to 361. Ranga Reddy District.(Rupees nine lakhs fifty thousand) is requested to be paid to her and the entire balance amount of Rs. 9. 1. Golconda Mandal. 387 Consideratio n Rs. 3. Rs.91 as per Mithila Master Plan).000/.S. venue of Arbitration shall be at Hyderabad and the Proceedings shall be in English language. 35. in Survey No. 159 of Begur Village.Sr. Sri Abhish Kumar & Sri Rajinder Singh Sarna (Confirming Party) and the Company (Purchaser) Dated: March 18. 2009 Sri. 2009 Description of Premises Premises bearing municipal number 1-131/IV/91. Andhra Pradesh. 320 to 322.655 and presently bearing Khata No. Rs. No. interest and ownership of the Company herein against all claims and demands and the expenses and the expenses in this regard will be fully borne to by the Seller. and Rs.05. they may refer the dispute to a sole arbitrator.49/A and Plot No.00.42. F.50.9 of Shaikpet Village. 363 to 365. Bangalore District. No.53.8326/MP2/HUDA/20 04 Situated at Mithila Nagar. Block No. 5. action or proceedings.120 (Rupees three crores thirty one lakhs fifty three thousand one hundred and twenty) .49/B in “Huda Enclave”. covered by HUDA FILE NO. Ramesh and (2) J. Neelam Agarwal (Vendors) and the Company (Vendee) Dated March 16. 2008 Premises measuring twenty four and half Guntas (24 ½ Guntas) in Survey.B. Neelam Agarwal. Begur Hobli. 384.

4.  The Vendors hereby indemnify the Company against any loss or expenses that the Company may sustain or pay. No. 42. Medchal Mandal and Municipality. G-Block. 8. 45 and 46/2 situated at Gundlapochampally village. M/s Ninestar Enterprises Private Limited (Vendor) and the Company (Vendee). Kapra Village and Municipality. 44 ground and the first floor in the Project namely “Anthem” in Survey Nos. A. 62.46.  The terms and conditions are the same as mentioned in the sale deed serial no.s Maruti Infraventures (India) Private Limited (Consenting Party) and the Company (Vendee) Dated: September 4. attachments. 1 (P).S.S. common services. The Company is required to pay the share towards the amenities. 43. No. electricity consumption charges and water charges etc to the concerned authority. 2010 Premises bearing Shop No. no. Block-D. 9 and T. M.  The Company shall only use the premises for commercial purposes and shall not cause nuisance or disturbance to the neighboring occupants of the building. electricity deposit. M/s PCH Agencies Private Limited (Vendor) and the Company (Vendee) Dated: April 27. lien. taxes etc required to be paid by the occupants of the building. mortgage. Dr. 9 of Shaikpet Rs. in survey no. 45 of Huda Enclave T. Dated: December Premises situated at Plot no.S. Consideratio n Other Terms and conditions 6. Premises bearing no.Sr. 40. transfer tax registration fees. claims. 2010 Rs. Rs. Ranga Reddy District with one car parking space.000 (Rupees sixty two lakhs) 7. Serlingampally Mandal and Municipality.  The terms and the condition of this agreement are the same as the terms and conditions mentioned of the agreement mentioned in Sr. Ward No.00. No. Sri Harish Rawtani (Vendor). VAT and service tax is required to be borne by the Vendor and all other taxes applicable is required to be paid by the Company. Ranga Reddy District. and acquisition by the Government.  The Company is required to pay the property taxes. Rao Nagar. electricity deposit. G-12 and 12(part) bearing Municipal No. 1. 2 (P) and 3 (P). charges. 44. Block No F. 1.  All expenses of stamp duty for conveyance.00. 1 . Officers Colony. GF-4 on the ground floor with Mazzanine Floor constructed on Plot No. insurance premium.  The Company shall not store any explosives or goods of destructive nature which is likely to cause fire or explosion. No Parties and date of Agreement Description of Premises to 391 and 399 Situated At Nallagandla Village.382 (Rupees four crores forty six lakhs twenty two 128 . 119/97. 466.  The Company shall not demolish the premises or part of the building complex including common area. Ranga Reddy District Andhra Pradesh.  The remaining terms and the condition of this agreement are the same as the terms and conditions mentioned of the agreement mentioned in Sr.  The Company agrees that he shall be the member of the Society formed by the Vendor as the principal member of the proposed society.22.000 (Rupees Forty Lakhs)  The Vendors agree that the said property is free from all kind of encumbrances. Ward No. 44 constructed at plot bearing no. The Company shall not alter the exteriors color of the building.

Citymall-36 Multiplex Shopping Mall. Condominium situated at Mangala Chowk.320D). Veena D. ground floor.00. & (4) Mrs. 2010 Description of Premises Village Golconda Mandal. Commercial units . along with 4 car parking space in the basement.55. Chhattisgarh. 2011 to July 30. No 1. Tahsil and District Bilaspur. Syed Ahmed. 2020. Hyderabad District.000/-. from August 1. Period: 9 year i.00. 2011 Citymall Vikash Pvt. Tirumulgherry village. after giving 4 months notice to the other party.00. Ltd represented through its director Mr. Consideratio n thousand three hundred and eighty two).18.30. No Parties and date of Agreement 16. 2011 to July 30. (Old No.2nd.1st . Shop No.00. A-1 in the survey no.e. 3. Municipal Corporation No. 56. Monthly rent of `2. 2.000/and an refundable security deposit of `27.000 (Rupees Ten lakhs). from August 1. The Company shall not store any hazardous and inflammable material in the premises. Bilaspur City. Jayanagar. Other Terms and conditions 9. 2020.00. in Commercial Complex known as “RICE”. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. 10. 2020. GLR survey no. The lease can be terminated by mutual consent. after giving 4 months notice to the other party.Sr.  The remaining terms and the condition of this agreement are the same as the terms and conditions mentioned of the agreement mentioned in Sr. Sreedhar. Raichandani (4) Smt.000 (Rupees one crore) in 10 instalments of Rs.50.58108-57. Rs. H.000/and an refundable security deposit of `36. 48. Premises on the ground floor and Mezanine Floor. 1. The lease can be terminated by mutual consent. (1) Smt.442/and an refundable security deposit of `6. The lease can be terminated by mutual consent. Raichandani (Vendors) and the Company (Vendee) Dated: November 2. 3rd & 4th Floor. 5th Block. Period: 9 year i. Main Terms and Conditions The Company shall not store any hazardous and inflammable material in the premises. situated at 9th Main. 2011 Description of Premises Premises at bearing Municipal No. Raichandani (3) Smt Jaya R. 370 situated at Moti Valley.57. 4th Block. situated at 100 feet Road. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. 15 (fifteen) Proposed Retail Outlets of the Company taken on lease by the Company Parties and Date of the Agreement Mr. Sanjay Kumar Gupta (Lessor) and the Company (Lessee) Dated: 2011 March 6. 1. 2010  The Company is entitled to enjoy all the common facility amenities which are used by the other occupants of the buildings. PID No. Monthly rent of `4. Period: 9 year i. Suma Sreedhar (Lessor) and the Company (Lessee) Dated: March 05. Jyothi P.H. Secundrabad Cantonment along with 4 car parking space. The Company shall not store any hazardous and inflammable material in the premises. Premises on the first floor. Jubliee Hills Andhra Pradesh. Manisha A.e. Bangalore. 2011 to July 30.00. d(1) Mr.11 and 12 on the ground floor of the building named as Maruti Times Square forming a part and parcel of the property bearing no. & Mrs.S. Ambrine Murthuza (Lessor) and the Company (Lessee) Dated: March 3. Sr. Koramangala. (3) Mrs.326/-. N. M. No. from August 1. Syed Fazlur Rehman (2) Mr. Raichandani (2) Smt.000/Rent shall be increased by 8% after every year. after giving 4 months notice to the other party. Thaseen Jaffer. Vibha S. Bangalore Consideration and Period Monthly rent of `6. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written 129 . Raichandani (5) Smt. Rent shall be increased by 5% after every year.e. building comprising of basement.

6. 2011 Monthly rent of `4. 2020. Hadaspur. 299-A. 2011. Monthly rent of `2. 2011 to July 30. from 8. Rent shall be increased by 15% after the 1st three years term and 20% after the second three years term. Road. Pune. The lease can be terminated by mutual consent.600/Rent shall be increased by 15% after every 3 years. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written 5.975/and an refundable security deposit of `6. Period: 9 year i. No. M/S. The lease can be terminated by mutual consent. Citymall Developers Pvt.77.e.69. Condominium situated opposite Hotel Ambrosia. Entertainment & Developers Pvt.25. CTS No. 26. G.14.280/and an refundable security deposit of `2. Mrs. Premises on the 3rd Floor.100/and an refundable security deposit of `58. Period: 9 year i.1&2. from August 1. 130 . The Company shall not store any hazardous and inflammable material in the premises. (Lessor) and the Company (Lessee) Dated: March 20. Indore.88. 2020. Malhar Mega Mall. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. 2011 to July 30. Pune. represented by its Managing Director Mr.E. Pankaj Udhas (Lessor) and the Company (Lessee) Dated: March 23. The Company shall not store any hazardous and inflammable material in the premises. 2011 Premises on the Second floor. 2020. 304. Sanjay Kumar Gupta (Lessor) and the Company (Lessee) Dated: 2011 March 9.925/-. Plot No.e.48. 2011 to July 30.280/Period: 9 year i. from August 1. along with 8 car parking area. Plot No. 6. Meena Sudhir Kadam (Lessor) and the Company (Lessee) Dated: March 22. 645. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. Ltd. mezzanine floor bearing shop No. after giving 4 months notice to the other party. M/s Ferena Corporate Park. S. 7. The Company shall not store any hazardous and inflammable material in the premises. 36. No Parties and Date of the Agreement Description of Premises Consideration and Period Main Terms and Conditions notice. Dhanukar Colony. Village Kothrud. 1st Avenue Main Road. from August 1. 136/1/A/2 and 136/5/5B and 137/3A/3B/4 along with 10 car parking areas. Tahsil & District Raipur Chhattisgarh. P. Monthly rent of `9.69. Purena Raipur City.62.e. 1st & 2nd Floor. in City Mall-36. The Company shall not store any hazardous and inflammable material in the premises. at A J Towers. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. 2020.299. Shop No64. The Company shall not store any hazardous and inflammable material in the premises.Sr. I. The lease can be terminated by mutual consent. 2011 to July 30.000/-.176. 2011 Premises bearing shop No. PU-4 Scheme 54. after giving 4 months notice to the other party. Ltd represented through its director Sri.000/and an refundable security deposit of `15.e. after giving 4 months notice to the other party. The lease can be terminated by mutual consent. The lease can be terminated by mutual consent. Premises on the ground floor. AB Road. Monthly rent of `2. Chennai. Mrs. Premises on the ground floor. at Farena Corporate Park.04.000/Rent shall be increased by 15% after every 3 years.00. from August 1. Mrudula (Lessor) and the Company (Lessee) Dated: March 10. Monthly rent of `2. 4. National Highway No. after giving 4 months notice to the other party. Period: 9 year i. Period: 9 year i. Near Magarpatta. after giving 4 months notice to the other party. Multiplex Shopping Mall. Annanagar West.000/and an refundable security deposit of `26.e. M.

Rent shall be increased by 6% after every year. Period: 9 year i. Monthly rent of `17. The Company shall not store any hazardous and inflammable material in the premises.000/and an refundable security deposit of `1. Main Terms and Conditions notice. 2011 Premises on the ground floor. 2011 to July 30. Monthly rent of `2. Hyderabad. from August 1. 2020. Monthly rent of `37.202/-. Ward No. C7 & C8 on the cellar and SC3. C5. after giving 4 months notice to the other party.000/-. in TS No. Monthly rent of `65. C16. Mr. The lease can be terminated by mutual consent or after giving 45 days notice to other party or default in payment of rent for any month. Road.50. 120/403-1 of Shaikpet Village. along with car parking space no.e. from August 1. C2. The lease can be terminated by mutual consent or after giving 45 days notice to other party or default in payment of rent for any month. in TS No.92. Mr. Kadapa. C17. Rent shall be increased by 10% after every 2 years. Period: 9 year i. 2011 to July 30. Mrs. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice.36.1-2-273/B. Srikanth Reddy (Lessor) and the Company (Lessee) Dated: April 11. The lease can be terminated by mutual consent.36. 120/403-1 of Shaikpet Village. Period: 9 year i.S. Andhra Pradesh.35. Mr. 2011 to July 30.e. 8. 302A on third floor. 2011 The Company shall not store any hazardous and inflammable material in the premises.000/-. Rent shall be increased by 10% after every 2 years. Syed Mahaboob Bashsa (Lessor) and the Company (Lessee) Dated: March 18.000/and an refundable security deposit of `5. First 11 months shall be considered to be the lock-in period excluding 45 days notice period. 2011 Premises on the second floor. 11. in the premises called “Aleem Complex”. Andhra Pradesh. Block No. 2020. 2020. Rent shall be increased by 15% after every 3 years. 2020. Lower ground Floor. 2011 Premises on the ground floor at Kiran Arcade LGF Shop No. Hyderabad. Jubilee Hills Road No.No. 500/and an refundable security deposit of `14. The lease can be terminated by mutual consent. refundable security deposit of `32. Period: 9 year i. Ikram Ahmed Rashid (Lessor) and the Company (Lessee) Dated: April 5.00. along wth car parking space no. along with the car parking space no. Ikram Ahmed Rashid (Owners) M/s Constructions HR The Company shall not store any hazardous and inflammable material in the premises. S.36. Mr. Premises at unit no. Premises on the ground floor. Secunderabad. 2020.Sr. 2. R. The Company shall not store any hazardous and inflammable material in the premises.000/-.e. from August 1.18. The lease can be terminated by mutual 131 . 2011 to July 30. No Parties and Date of the Agreement Description of Premises Consideration and Period August 1. Bhavana Kewlani (Lessor) and the Company (Lessee) Dated: March 19. 9. Monthly rent of `5.D. Sc 16 and SC17 on 12. 13.e. bearing Plot no. bearing plot no. 705. Jubilee Hills Road No. C14 and C15 on cellar level in the premises called “Aleem Complex”. bearing no. 2/386-1.13.367/and an refundable security deposit of `3.8-2293/82/A/705. default by the Company in payment of rent for 3 months consecutively and thereafter giving 4 months additional written notice. C18 & C19 on the cellar and SC6 & SC7 ON Sub cellar. situated at H. 2011 to July 30. First 11 months shall be considered to be the lock-in period excluding 45 days notice period. The Company shall not store any hazardous and inflammable material in the premises. 10. after giving 4 months notice to the other party.480/and an interest free. Road Nagarajpet. 705. from August 1. C11.880/-.

870/-. 1999: Trade Mark No. SC13 SC14 & SC15 on sub cellar. 2020.e.77. First 11 months shall be considered to be the lock-in period excluding 45 days notice period. refundable security deposit of `11. 2006 Expires on October 31.” bearing plot no. Premises on the fourth floor. 2011 to July 30.645/and an interest free. 2016 Class 9 Name of the Applicant Sardar Balvinder Singh trading as PCH Business Trademark PCH Sr. We have received the registration certificate for our trademark in below class under the Trade Marks Act. C10. Rent shall be increased by 10% after every 2 years. No. Jubilee Hills Road No.” bearing plot no. 120/403-1 of Shaikpet Village. Period: 9 year i. Period: 9 year i.500/-. in TS No. Premises on the first floor. SC12. 2011 to July 30. 2011 The Company shall not store any hazardous and inflammable material in the premises. C20 & C21 on the cellar and SC8. Intellectual Property Registrations I. No Parties and Date of the Agreement (Builder) (collectively called Lessor) and the Company (Lessee) Dated: April 5. 2020. refundable security deposit of `16. 1. in TS No. 2011 to July 30. First 11 months shall be considered to be the lock-in period excluding 45 days notice period. 1509131 Date of Registration November 30. I. Andhra Pradesh. Monthly rent of `2. Ikram Ahmed Rashid (Owners) M/s HR Constructions (Builder) (collectively called Lessor) and the Company (Lessee) The Company shall not store any hazardous and inflammable material in the premises. in TS No. Rent shall be increased by 10% after every 2 years. 2011 Description of Premises sub. C9.” bearing plot no. Andhra Pradesh. along with car parking space no. from August 1.e.74. 14. Hyderabad.96. 132 . 705. from August 1. 2011 15. in the premises called “Aleem Complex. Period: 9 year i. C12 & C13 on the cellar and SC4.250/and an interest free. Dated: April 5.47. Monthly rent of `1. Ikram Ahmed Rashid (Owners) and the Company (Lessee) Dated: April 5. in the premises called “Aleem Complex. 705. SC5. 2020.Sr. Mr.cellar in the premises called “Aleem Complex. SC18 & SC19 on sub cellar. First 11 months shall be considered to be the lock-in period excluding 45 days notice period. Hyderabad. along with car parking space no. Hyderabad. Jubilee Hills Road No. Jubilee Hills Road No. 705. 120/403-1 of Shaikpet Village. Andhra Pradesh. Main Terms and Conditions consent or after giving 45 days notice to other party or default in payment of rent for any month. The lease can be terminated by mutual consent or after giving 45 days notice to other party or default in payment of rent for any month. from August 1.36. 120/403-1 of Shaikpet Village. Mr. 36.e. The lease can be terminated by mutual consent or after giving 45 days notice to other party or default in payment of rent for any month. Consideration and Period Rent shall be increased by 10% after every 2 years.36.

1961 is to regulate the employment of pregnant women and to ensure that they get paid leave for a specified period during and after their pregnancy. is remunerated by the Establishment hiring the services of the Contractor. an employee in a factory or in any establishment where 20 or more persons are employed on any day during an accounting year. etc. retirement. 1976 133 . the Central Government has framed the "Employees Provident Fund Scheme". The EPFA provides for the institution of provident funds and pension funds for employees in establishments where more than 20 persons are employed and factories specified in Schedule I of the EPFA. Government of Andhra Pradesh. 350. Labour Laws Employees Provident Fund and Miscellaneous Provisions Act. The Contract Workmen are hired. with an obligation imposed on the employer to make certain contributions in relation thereto.KEY INDUSTRY REGULATIONS AND POLICIES The following description is a summary of the relevant regulations and policies as prescribed by the Government of India. resignation. The Maternity Benefit Act. 1965. Liability is imposed on the employer and the employee to contribute to the funds mentioned above. reduction of wages paid to pregnant women. Contravention of the provisions of the Payment of Bonus Act. in the manner specified in the statute. Callings and Employments Act. 1952 ("EPFA") was introduced with the object to institute compulsory provident fund for the benefit of employees in factories and other establishments. "Employees Deposit-linked Insurance Scheme" and the "Employees Family Pension Scheme". against persons in charge of. 1948 The Employees State Insurance Act. Trades. and the respective bye laws framed by the local bodies in Hyderabad. Trades. who in turn. Contract Labour (Regulation and Abolition) Act. supervised and remunerated by the Contractor. as amended. The regulations and policies set out below are not exhaustive and are only intended to provide general information to the investors and are neither designed nor intended to be a substitute for professional advice. medical bonus and enacts prohibitions on dismissal. Callings and Employments Act. The rule of „five year continuous service‟ is however relaxed in case of death or disablement of an employee. 1975 Karnataka State Tax on Profession. The information detailed in this chapter has been obtained from the various legislations and the bye laws of the respective local authorities that are available in the public domain. 1970 The object of the Contract Labour (Regulation and Abolition) Act. 1961 The purpose of the Maternity Benefit Act. Maharashtra State Tax on Profession. by and large is not borne on pay roll nor is paid directly. Payment of Bonus Act. 1965 by a Company is punishable with imprisonment or a fine. All employees in establishments covered by the ESI Act are required to be insured. Contract Labour. 1970 is to prevent exploitation of contract labour and also to introduce better conditions of work. Payment of Gratuity Act. death or disablement due to accidents or diseases. Under the EPFA. for payment of maternity benefits. an employer is obliged for a maximum gratuity payout of Rs. maternity and employment injury.000 for an employee. 1972 provides for payment of gratuity to employees employed in factories. Employees State Insurance Act. There is also a requirement to maintain prescribed records and registers and filing of forms with the concerned authorities. 1948 (the “ESI Act”) provides for certain benefits to employees in case of sickness. and responsible to the Company for the conduct of the business of the Company at the time of contravention. shops and other establishments who have put in a continuous service of five years. 1965 Pursuant to the Payment of Bonus Act. The EPFA also prescribes penalties for avoiding payments required to be made under the abovementioned schemes. Contract workmen are indirect employees. 1972 The Payment of Gratuity Act. the employer is also required to register itself under the ESI Act and maintain prescribed records and registers. 1952 Employees Provident Funds and Miscellaneous Provisions Act. It provides. In addition. who has worked for at least 30 working days in a year is eligible to be paid a bonus. Presently. inter alia. A workman is deemed to be employed as Contract Labour when he is hired in connection with the work of an establishment by or through a Contractor. and others incorporated under the laws of India. in the event of their superannuation. Gratuity is calculated at the rate of 15 days wages for every completed year of service with the employer.

VAT is a multi-point levy on each of the entities in the supply chain with the facility of setoff of input tax that is the tax paid at the stage of purchase of goods by a trader and on purchase of raw materials by a manufacturer. The registrations of certain types of trademarks are absolutely prohibited. 1959 Under the Act. under the Act only intimation is mandatory. and such employer shall. Callings and Employments Act. 1992 Andhra Pradesh State Tax on Profession. The registration can be renewed for further period of ten years. trademark registration is valid for ten years. shall obtain a certificate of enrolment from the assessing authority. profits of business or gains in vocations. Once granted. Indian trademarks law permits registration of trademarks for goods and services. Tamil Nadu and Andhra Pradesh have their own professional tax structure and tax is levied on every person who exercises any profession or calling or is engaged in any trade or holds any appointment. Trades. particularly with respect to proving infringement. first prove that he is the owner of the trademark concerned. The State Government of each State is empowered with the responsibility of structuring as well as formulating the respective professional tax criteria and is also required to collect funds through professional tax. While both registered and unregistered trademarks are protected under Indian law. 2005 Value Added Tax (“VAT”) is charged on sale of goods in the States under the law enacted by each State in respect thereof. If not renewed after ten years. Every person liable to pay tax under these Acts (other than a person earning salary or wages. or is employed in any manner in state is liable to pay the profession tax at the specified rate provided that no tax shall be payable by the person who have attained sixty five year of age and handicapped person with more than 40% disability or parent of a physically disabled or mentally retarded child. the registration of trademarks offers significant advantages to the registered owner. not the filling up of such vacancies. 2005  Karnataka Value Added Tax Act. Tax Related Legislations Value Added Tax. the Act also requires the establishments to file quarterly and bi annual returns with the concerned authorities. The professional taxes are classified under various tax slabs in India. in respect of whom the tax is payable by the employer). prior to proving passing off. the mark lapses and the registration for such mark have to be obtained afresh. Callings and Employments Act. among others. Trades. Applications for a trademark registration may be made for in one or more classes. are the State VAT legislations applicable to the Company:  Andhra Pradesh Value Added Tax Act.Tamil Nadu State Tax on Profession. including trademarks that are not distinctive and which indicate the kind or quality of the goods. not chargeable on the value of services which do not involve a transfer of goods. public or private. Intellectual property Trademarks The Trade Marks Act governs the statutory protection of trademarks in India. 2002  Tamil Nadu Value Added Tax Act. The professional taxes are charged on the incomes of individuals. 2003  Maharashtra Value Added Tax Act. irrespective of whether such deduction has been made or not when the salary and wage is paid to such persons. Further. Registered trademarks may be protected by means of an action for infringement. The professional tax is charged as per the List II of the Constitution. The State of Maharashtra. However. the owner of a registered trademark is prima facie regarded as the owner of the mark by virtue of the registration obtained. all establishments are required to intimate vacancies in the different departments to the employment exchange prior to conducting the necessary recruitment. The tax payable under the State Acts as mentioned above by any person earning a salary or wage shall be deducted by his employer from the salary or wages payable to such person before such salary or wages is paid to him. the plaintiff must. An application for trademark registration may be made by any person claiming to be the proprietor of a trademark and can be made on the basis of either current use or intention to use a trademark in the future. Employment Exchanges (Compulsory Notification of Vacancies) Act. Certification trademarks and collective marks are also registrable under the Trade Marks Act. The following. 2006 134 . unless cancelled. 1987 The professional tax slabs in India are applicable to those citizens of India who are either involved in any profession or trade. Only the value addition in the hands of each of the entities is subject to tax. In case of the latter. be liable to pay tax on behalf of such person and employer has to obtain the registration from the assessing authority in the prescribed manner. In contrast. Karnataka. VAT is however. whereas unregistered trademarks may only be protected by means of the common law remedy of passing off.

as the Act applies both to movable property and immovable property.Income-tax Act. 1961 The Income-tax Act. Sections 5 and 6 (dealing with combinations. Importer Exporter Code Under the Indian Foreign Trade Policy. 1986 to the Competition Appellate Tribunal. It provides a framework of rules and regulations that govern formation and performance of contract. whether domestic or foreign whose income is taxable under the provisions of this Act or Rules made there under depending upon its “Residential Status” and “Type of Income” involved. mergers and acquisitions) are already notified by the GoI on June 01. Recently. abuse of dominant position and combinations. Once this bill is notified the Competition Appellate Tribunal will take up the pending cases of unfair trade practices under the Consumer Protection Act. 1872 The Indian Contract Act codifies the way in which a contract may be entered into. 2009. Customs Act. 2009 to make the Monopolies and Restrictive Trade Practice Commission non functional. executed. executed and breach enforced. The Competition Act regulates anti-competitive agreements. Service Tax Service tax is charged on „taxable services‟ as defined in Chapter V of Finance Act. Every Company assessable to income tax under the IT Act is required to comply with the provisions thereof. is being brought into force in a phased manner. 1962 and Rules made there under are applicable at the time of import of goods into India from a place outside India or at the time of export of goods out of India to a place outside India. The Act applies in cases where the Court can order specific performance of a contract. General Competition Act. abuse of dominant position or a combination. The contracting parties themselves decide the rights and duties of parties and terms of agreement. This bill will replace the ordinance which was introduced on October 14. 1994. 2004. The Contract Act consists of limiting factors subject to which contract may be entered into. 2002 The Competition Act 2002 (the “Competition Act”) aims to prevent anti-competitive practices that cause or are likely to cause an appreciable adverse effect on competition in the relevant market in India. The Indian Contract Act. the Lok Sabha has passed a bill to transfer the pending monopolies and restrictive trade practices cases under the Consumer Protection Act. including those relating to Tax Deduction at Source. every assesse is required to pay service tax in TR 6 challan by the 5th of the month immediately following the month to which it relates. although enacted in 2002. no export or import can be made by a person or Company without an Importer Exporter Code number unless such person/Company is specifically exempted. The Competition Act also provides that the Competition Commission has the jurisdiction to inquire into and pass orders in relation to an anti-competitive agreement. 2009 and thereafter the Competition Commission of India (the “Competition Commission”) became operational from May 20. A person is free to contract on any terms he chooses. Provisions relating to anti-competitive agreements and abuse of dominant position were brought into force with effect from May 20. The Specific Relief Act. 1962 The provisions of the Customs Act. arising or taking place outside India or signed between one or more non-Indian parties. but causes an appreciable adverse effect in the relevant market in India. Specific relief can be granted only for purpose of enforcing 135 . Any Company requiring to import or export any goods is required to get itself registered and obtain an Importer Exporter Code (IEC) number. Every such Company is also required to file its returns by 31st October of each assessment year. Ministry of Commerce. 2011. An application for an Importer Exporter Code number has to be made to the office of the Joint Director General of Foreign Trade. 1986. under Rule 7 (1) of Service Tax Rules. Further. which requires a service provider of taxable services to collect service tax from the recipient of such services and pay such tax to the Government. implementation of the provisions of a contract and effects of breach of a contract. the Company is required to file a half yearly return in Form ST 3 by the 25th of the month immediately following the half year to which the return relates. According to Rule 6 of the Service Tax Rules. An Importer Exporter Code number allotted to an applicant is valid for all its branches/ divisions/ units/factories. 1961 (“IT Act”) is applicable to every Company. Advance Tax. which even though entered into. 1963 The Specific Relief Act is complimentary to the provisions of the Contract Act and the Transfer of Property Act. Minimum Alternative Tax and like. The Competition Act.

Andhra Pradesh Shops and Establishments Act. 1988 are applicable to the Company and the Company is registered under the Act. The Company having its registered office at Hyderabad. Other States’ Shops and Establishments Acts The Company is also governed by various other Shops and Establishments Acts as applicable in the states where its retail shops are located. • The Tamil Nadu Shops and Establishment Act. 1988 This is a State specific legislation and each State has framed its own rules for the Act. instead of asking him to pay damages to other party. The main objectives of the Shops and Establishments Act is to regulate the working & employment conditions of the workers employed in shops & establishments. 1948. „Specific performance‟ means Court will ask the party to perform his part of agreement. employment of women. The provisions of this legislation are applicable to all persons employed in an establishment. please refer to the chapter titled “Government/Statutory and Other Approvals” beginning on page 208 of the Draft Red Herring Prospectus. Establishments are required to be registered under the provisions of local shops and establishments legislations applicable in the states in which such establishments are set up. 1986 The Consumer Protection Act. It seeks to promote and protect the rights of consumers. among others. 1961. 1986 seeks to provide better protection of interests of the consumers and for that purpose to make provision for establishment of consumer councils and other authorities for the settlement of consumer‟s disputes and for matters connected therewith. rest intervals. To provide steady and simple redressal to consumers‟ disputes. holidays.  Fix the number of working hours.individual civil rights and not for the mere purpose of enforcing a civil law. For details of the Company‟s material registration under the applicable Shops and Establishment legislations. Andhra Pradesh the provisions of the Andhra Pradesh Shops and Establishments Act. a quasi-judicial machinery is sought to be set up at the district. wages overtime. commercial establishments. Consumer Protection Act. The following. as are applicable to our retail shops: • The Bombay Shops and Establishments Act. annual leave. • The Karnataka Shops and Commercial Establishments Act. The State Government can exempt any establishment from all or any provisions of this Act either permanently or for a specified period. 136 . are the acts and rules and regulations thereunder. state and central levels. The quasi-judicial bodies will observe the principles of natural justices and have been empowered to give relieves of a specific nature and to award wherever appropriate compensation to consumers. the only exception being that of the members of the employer's family. maintenance of records and termination of service. including. whether with or without wages. Penalties for non-compliance of the orders given by the quasi-judicial bodies have also been provided. 1947.

00. 2010 Event Incorporation of the Company Businesses of PCH Associates.000 Equity Shares of `10 each to `45 Crore divided in to 4. The Company is promoted by Sardar Balvinder Singh and Mrs.00. 2007 from Registrar of Companies. 1956.e. Baljit Kaur. The Authorized capital of the Company was increased from `40 Crore divided in to 4. 2011 Main Objects of Memorandum of Association were modified with the deletion of letter „s‟ in the word „PCH Mobiles‟ and addition of the phrase „zone‟ after „PCH Mobile‟ The authorized share capital of the Company was increased from `5 Crore divided in to 50. The Company‟s corporate identification number as allotted by the Registrar of Companies. Karnataka and Maharashtra. Major Events Fiscal January 03. PCH Associates.000 Equity shares of `10 each. Sardar Balvinder Singh started a Proprietorship Firm namely.000 lakhs Amendments to the Memorandum of Association of the Company The following changes have been made to our Memorandum since incorporation: Date Shareholders’ approval January 25.000 Equity shares of `10 each to `40 Crore divided into 4. 2009 April 18. 2007 by PCH Retail Ltd. Change in the Registered Office The Company has not changed its registered office since inception. ft. as amended. 2007 March 25.00. In order to consolidate its business all four firms were taken over as going concern by way of Memorandum of Mutual Understanding dated March 04. The Company is one of the leading retailers of Consumer Durables & Electronics products in Andhra Pradesh and also have good presence in Tamil Nadu.000 Equity Shares of `10 each. EGM EGM EGM EGM 137 . At that time PCH Group was functioning as four different firms out of which 3 were partnership firms (i. PCH Mobile Zone .00.00.000 Equity shares of `10 each. Karnataka and Maharashtra. 2007 under the Companies Act.00.00. Huzur Singh. Sardar Balvinder Singh started PCH Group. These are spread over about 6. PCH Sales and PCH Business were taken over The Company‟s obtained quality certification ISO 9001:2008 The Company achieved a turnover in excess of `50. Tamil Nadu. In 2003. As of the date of the Draft Red Herring Prospectus our Company has 15 shareholders. 2009 March 31. M/s PCH Business which dealt in retail & wholesale trading of electronic consumer durables of Videocon & Sony.000 Equity shares of `10 to `20 Crore divided in to 2.e Punjab Crockery House was started by Mr. father of Sardar Balvinder Singh in 1950 which was involved in trading of Crockery & Glassware items.21. 2007 of Amendment Type of Meeting March 02. Andhra Pradesh. In the year 2001. Hyderabad and it obtained the Certificate of Commencement of Business on January 10. Andhra Pradesh.00. Andhra Pradesh. Hyderabad is U74999AP2007PLC052227. (the “Companies Act”) with the Registrar of Companies.00. Hyderabad. PCH Mobile Zone and PCH Sales) and PCH Business which was a proprietorship firm. The authorised share capital of the Company was increased from `20 Crore divided into 2. It is one of the largest electronics retail chains in Andhra Pradesh.50. we operate 110 retail outlets and 11 warehouses in India. of retail space in 28 cities and towns across Andhra Pradesh. 2007 March 04. PCH i.00.HISTORY AND CERTAIN CORPORATE MATTERS The Company was incorporated as “PCH Retail Limited” on January 03. As of date. 2007 March 26.000 sq.

beds. fabricate. remodel. crockery. export. computer hardware. paintings. transistors. television. Air conditioners. appliances. modalities. reduce. supply and to act as agent. provide. bunker beds. sell. franchiser. modify. service. install. varieties and kinds of consumable durable goods such as television. export. a proprietary business on going concern basis along with all its assets and liabilities. exchange. novelties. procure. 3. renovate. the Company doesn‟t have any financial partners within the meaning of SEBI (ICDR) Regulations. distributor. assemble. Strategic Partners As on the date of the DRHP. develop. display. cots. and to deal in all shapes. PCH sales. Financial Partners As on the date of the DRHP. buy. import.Main Objects Our main objects as contained in our Memorandum are as follows: 1. including radios. designs. stockiest. improve. representative. grade. design. stockist. supply. To carry on in India or elsewhere the business to trader. promote. capacities. 4. fridge. work and to act as agent. operate. readymade garments. recondition. develop. compact disc players. specifications. job worker. resell. The present business of the Company is as per the main objects contained in the Memorandum of Association. sell. electronics. instruments. import. repair. and other consumer durable. Shareholders Agreement Our company has not entered into any shareholders agreement as on the date of the DRHP. food items. gifts. design. Other Agreements Our company has not entered into any other agreement other than in the normal course of business as on the date of the DRHP. coolers. sizes. convert. handle. broker. traders. components.” 2. protect. digital system. the Company does not have any subsidiary. video communications. sponsor. print. 138 . apparels. “To take over the business of existing partnership firms viz PCH associates. strengths. accessories. the Company doesn‟t have any strategic partners. home theatre. broker. decks. apart from our arrangements with our Lenders and Bankers. public address systems. sound exhibiting components. Subsidiaries of our Company As on the date of the DRHP. and PCH Business. two-in ones. multimedia systems portable or fixed and their fittings. pack. applications. remove. parts. equip. barter. descriptions. mike systems. collaborator. alter. varieties and descriptions of audio and video equipments. tape recorders. washing machines. chairs. To carry on in India or elsewhere the business of trader. representative. liasioner. joint venture or otherwise to deal in all sorts. To carry on the business of trading all types of furniture and fixtures such as tables. which we undertake in ordinary course of business. maintain. purchase. PCH Mobile Zone. Mobile phones. resell. marketing. market. crockery. brand. commercialize. sports items. repack. exhibit.

Huzur Singh Designation: Chairman and Managing Director Date of Birth: March 31. Mrs. Hyderabad 500034. Bijay Kumar Mohanty Father‟s Name: Mr. 502. As per our Articles of Association. The following table sets out the current details regarding our Board as on the date of the filling of the Draft Red Herring Prospectus: Sl. vii. The Company currently has 6 Directors consisting of 3 executive Directors and 3 independent Directors. 2007. 2010. Gurubax Singh Designation: Whole time Director Date of Birth: April 17. Banjara Hills. iv. ii. Occupation & Nationality Sardar Balvinder Singh Father‟s Name: Mr. Basanta Kumar Mohanty Designation: Whole time Director Appointed as Additional Director on August 26. 2007 Appointed as Whole-time Director with effect from January 03. Hyderabad 500034. Andhra Pradesh Occupation: Business Nationality: Indian DIN : 01715792 Appointed as first Director of the Company on January 03. 1969 Address: Flat No. Term: 5 years Public Companies: Nil Private Companies: i. 502. 2010 Term: 5 years Proprietorship/Partnership Firm: Nil Public Companies: Nil Private Companies: i. Name. Sardar Balvinder Singh is the Managing Director and is in charge of overall management of the Company subject to the supervision and control of the Board. Address. PCH Global Systems Private Limited PCH Lifestyle Private Limited PCH Retail Solutions Private Limited PCH Telecom (India) Private Limited PCH Corporation Private Limited PCH Constructions Private Limited. 2010 and appointed as Whole time Director with effect from 139 Proprietorship/Partnership Firm: Nil Public Companies: Nil Private Companies: i. DIN. Road No. v. 2010. PCH Global Systems Private Limited PCH Lifestyle Private Limited PCH Retail Solutions Private Limited PCH Telecom (India) Private Limited PCH Corporation Private Limited PCH Impex Private Limited PCH Constructions Private Limited. PCH Global Systems Private Limited . vi. 2007 Appointed as Managing Director with effect from January 03. Banjara Hills. Road No. our Board shall consist of not less than three Directors and not more than twelve Directors. iii. Andhra Pradesh Occupation: Business Nationality: Indian DIN : 00959474 Date of appointment and Term Other Directorships 1. 2007. Father’s Name. ii. Appointed as first Director of the Company on January 03. 5. 2. v.OUR MANAGEMENT The Company is currently managed by the Board of Directors comprising of six Directors. vi. Re-appointed as Whole time Director with effect from October 01. Re-appointed as Managing Director with effect from October 01. iii. Date of Birth. Baljit Kaur Father‟s Name: Mr. 3. Banjara Petals. No. subsequently regularised as director on September 30. Mr. Banjara Petals. 5. Designation. iv. 1974 Address: Flat No.

1963 Address: 6-3-865/1/1.Kubera Towers. 107. ii. Satyanarayanmurty Mukkamala Independent Director Father‟s Name: Mr. 2009 Term: liable to retire by rotation Public Companies: Nil Private Companies: i. Address. Iyer Somasunderam Designation: Director Date of Birth: October 31. 1952 Address: Flat No. Designation. H NO 26-122/40. Father’s Name.500015 Occupation: Consulting Nationality: Indian DIN : 01839851 Mr. 2011 ii. Appointed as Additional Director (Independent) on December 01. Appointed as Additional Director (Independent) on December 01. Andhra Pradesh . PCH Retail Solutions Private Limited . Sitarama Sastry Bommakanti Designation: Director Date of Birth: September 13. Hyderabad. 1941 Address: C-410. PCH Corporation Private Limited Term: liable to retire by rotation Proprietorship/Partnership Firm: Nil 4. Andhra Pradesh . No. No. Safilguda. Bhaskara Kameswara Rao Mukkamala Date of appointment and Term Other Directorships January 01. 2007 Term: liable to retire by rotation Public Companies: Servomax India Limited Private Companies: Nil Proprietorship/Partnership Firm: Nil 6. DIN. Ameerpet. Appointed as Director on January 04. Sarada Nagar. Name. Green Lands. Imperial Manor. Secunderabad. Trimulgherry. Iyer Rangarajan Independent Director Father‟s Name: Mr. Hyderabad. Ward-5 Circle VIII. PCH Telecom (India) Private Limited PCH Impex Private Limited Proprietorship/Partnership Firm: Nil 5. 2009 140 Public Companies: Nil Private Companies: i. FF01. 2008 subsequently regularised as Director on September 30. Occupation & Nationality Date of Birth: October 06. Sirish Bommakanti Narasimha Independent Director Father‟s Name: Mr. Andhra Pradesh 500047 Occupation: Service Nationality: Indian DIN : 03199999 Mr. Date of Birth.Sl. Sheetal Apartments.500016 Occupation: Chartered Accountant Nationality: Indian DIN : 02023568 Mr. Flat. 2008 subsequently regularised as Director on Septemeber 30.

Andhra Pradesh-500035 Occupation: Consulting Nationality: Indian DIN : 02890135 Date of appointment and Term Other Directorships Proprietorship/Partnership Firm: Nil Term: liable to retire by rotation i. She is from a reputed business family of Punjab. in senior level positions. Name. She is a graduate in Bachelor of Arts from Government College of Women. Mr. ii. none of the Directors of our Company are / were Directors of listed companies which have been / were delisted on the BSE and/or NSE and/or any other stock exchanges. He is the Promoter and director of the Company since incorporation. Huda Complex. Steel Authority of India from 1974 to 1994 and as Consultant from 1994 onwards.Finance of the Company. All our Directors are Indian nationals and none of our Directors are related to each other except Mrs. He has 16 years of rich experience in trading and retail sector.I. She has marketing knowledge and experience in the retail sector.). aged 36 years is the Whole-Time Director of the Company. Osmania University. Bijay Kumar Mohanty. Baljit Kaur. aged 69 years is Independent Director of the Company.A. He holds a Bachelor of Commerce. Sri Ramalayam. She looks after expansion and project implementations for the company. Hospitality and Retail. He has over 31 years of experience in various industries including Steel. He has over 42 years of experience in various areas. He holds a Bachelor of Arts (Honours) from University of Delhi. No. Mobiles. Designation. Apart from this. Saroornagar. iii. Address. Mrs. Date of Birth. Iyer Rangarajan. He has worked with Vysya Bank in different 141 . he held senior level positions in various companies in the sectors like Steel. He is from a reputed business family of Hyderabad. He was with Indian Army as Commissioned Officer for period of 6 years from September. Sardar Balvinder Singh was part of the family business until he established four firms on his own in 2001 to start verticals in the trading business of Electronics goods. Brief Profile of the Directors Sardar Balvinder Singh. Gulf Oil Corporation Ltd. Further. Bachelor of Law. 1969. 1948 Address: FL-303/11. None of our Directors are or were directors of listed companies whose shares have been/were suspended from being traded on the BSE and/or NSE at any time during the last five years from the date of Draft Red Herring Prospectus. He was the Managing Director of Avyaya Finance Limited from October 05. successfully handling bulk Ammonium Nitrate imports for the first time in Vizag & Kakinada sea ports for GOCL. Satyanarayanmurty Mukkamala. He has over 41 years of experience in various areas including personal management and administrative law.B (Certificate Associate of the Indian Institute of Bankers). None of the above mentioned Directors are on the RBI List of wilful defaulters. Hospital & Retail. iv. implementation of wind mills. Home appliances. He holds a Bachelor in Commerce from Utkal University and is also a Fellow member of Institute of Chartered Accountants of India. 1963 to September. aged 58 years is Director . is the Chairman & Managing Director of the Company. and C. Vysya Bank Apartments. He has worked with Larsen & Toubro Ltd. Baljit Kaur who is the spouse of Sardar Balvinder Singh. Quippo Infrastructure Equipment Limited and NAC Infrastructure Equipment Ltd. (formerly known as IDL Industries Ltd. 2008. Pvt. Ltd from 1969 to 1974. Mr. Hyderabad. Occupation & Nationality Designation: Director Date of Birth: June 01. Life style products etc. Mr. 2006 to January 25. DIN..I. She is the Promoter and director of the Company since incorporation.Sl. Punjab University. He has also worked with Kirloskar Pneumatic Co. implementation of ERP system. He handled various projects like Winning Sales Tax & Central Excise cases for GOCL. aged 63 years is Independent Director of the Company. Father’s Name. Opp. aged 42 years. He is a graduate in commerce from Signodia Degree College.

pursuant to its resolution passed at its meeting held on August 30. 2010 appointed Mrs. He holds a Bachelor in Commerce and is a Fellow member of Institute of Chartered Accountants of India. Sr. 2010 appointed Mr. Chit funds. Iyer Rangarajan Mr. of the Companies Act. advisory services for various companies and business entities. our Company. 142 . The sitting fees paid to the non-executive independent Directors for the financial year ending March 31. 2010 at a remuneration of `4. 2010 appointed Sardar Balvinder Singh as Managing Director of the Company for a period of 5 years with effect from October 01. in the meeting of our shareholders dated September 30. the Companies Act and any other applicable Indian laws and regulations. aged 47 years is Independent Director of the Company. Bijay Kumar Mohanty has become Wholetime Director of company from January 01. Sirish Bommakanti Narasimha Mr. 2010 had resolved that pursuant to the provisions of Section 293(1)(d) and other applicable provisions. debenture trustees. However. from time to time. management. finance companies. the Board is authorised to mortgage and/or change charge all or any of the immovable or movable properties of our Company to or in favour of the financial institutions.25.000 per month which was subsequently approved by the members at their extra ordinary general meeting held on March 17. pursuant to its resolution passed at its meeting held on December 15. Baljit Kaur as Whole time Director of the Company for a period of 5 years with effect from October 01. at its discretion by a resolution passed at its meeting raise or borrow or secure the payment of any sum or sums of money for the purposes of our Company. BORROWING POWERS OF THE BOARD OF DIRECTORS In terms of the Articles. 1956. 2011. In this regard. commission or payment from the Company during this period.00.000 per month which was subsequently approved by the members at their Annual General Meeting held on September 30. the Board may. 4. Bijay Kumar Mohanty as Whole time Director of the Company for a period of 3 years with effect from January 01 2010 at a remuneration of `1. Baljit Kaur The Board. No. taxation.capacities for over 30 years. He also holds DISA qualification. Mrs.000 per month which was subsequently approved by the members at their Annual General Meeting held on September 30.(Rupees Five hundred crores only) at any time. Sardar Balvinder Singh The Board. if any. in accordance with the provisions of the Articles of Association. Payment to Non-Executive Directors The non-executive independent Directors are paid sitting fees and any other amounts as may be decided by the Board and the shareholders of the Company. c. 2010. Satyanarayanmurty Mukkamala Mr. provided that the total amount payable does not exceed `500 crores/. He has been practising as Chartered Accountant for last 21 years rendering services in the fields of auditing. b. pursuant to its resolution passed at its meeting held on August 30. Bijay Kumar Mohanty The Board. 2010 at a remuneration of `2. 2. 2011 is set forth below. banks and any other investing agency for securing the borrowings by our Company. 3. 2011. 2010. 1. Bijay Kumar Mohanty Sitting Fees paid (In `) 55000 55000 55000 35000 * Mr. Mr. if the moneys sought to be borrowed together with the moneys already borrowed (apart from temporary loans obtained from our Company's bankers in the ordinary course of business) should exceed the aggregate of the paid-up capital of our Company and our free reserves (not being reserves set apart for any specific purpose). the Board is required to obtain the consent of our Company in general meeting prior to undertaking such borrowing. He also worked as practicing Advocate & Tax consultant and as General Manager and Director in Co-operative Banks. Payment to Non-Executive Director Mr.00. Sirish Bommakanti Narasimha. Mr. Other than the sitting fees. Payment to Executive Directors a. the independent Directors did not receive any other remuneration.

Further except as stated under the heading Related Party Transaction under the chapter titled “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus. Currently. Iyer Rangarajan Mr. The company undertakes to take all necessary steps to comply with all the requirements of Clause 49 of the Listing Agreement to be entered into with the Stock Exchanges. In compliance with the requirements of Clause 49 of the listing agreement. 2010 Date of Cessation November 30. in compliance with clause 49 of the Listing Agreement. Our non-Promoter Directors may also be deemed to be interested in the Equity Shares. V V Rao Mr. Further. including with respect to the appointment of independent Directors on our Board and the constitution of committees of our Board. we have 3 executive Directors and 3 non-executive and independent Directors on our Board. members. 143 .12. agreements or arrangements which are proposed to be made with them including the properties purchased by the company other than in the normal course of business. the following Committees have been formed. out of the present Issue that may be subscribed by and allotted/transferred to the companies. and also to the extent of any dividend payable to them and other distributions in respect of the said Equity Shares. firms and trusts and other entities/bodies corporate in which they are interested as Directors. if any. monetary or otherwise derived there from.Shareholding of the Directors Shareholder Equity Shares held before issue No. Satyanarayanamurty Mukkamala Mr. already held by them or their relatives or firms. our Board has 6 Directors. 2008 Reason Resignation Resignation Appointed as an Additional Director Appointed as an Additional Director Appointment as Director Appointment as Director Appointment as Additional Director Corporate Governance We have complied with such relevant provisions Listing Agreement with respect to corporate governance.233 54. the Directors do not have any other interest in the business of the Company. commission payable to our Non-executive Directors as well as to the extent of remuneration payable to our Executive Directors for their services as executive directors of the Company and reimbursement of expenses payable to them under our Articles of Association. 2007 December 01. trusts or other entities/ bodies corporate in which they have interest. Iyer Rangarajan Mr. Iyer Rangarajan Mr. 2009 August 26. partners and/or trustees or otherwise as also any benefits. Changes in the Board of Directors during the Last Three Years Name Mr. 2008 September 30. 2008 December 01.82.40. 2007 January 04. Baljit Kaur INTEREST OF OUR DIRECTORS All of our Directors may be deemed to be interested to the extent of fees payable to them for attending meetings of the Board. agreements or arrangements during the preceding two years from the date of the Draft Red Herring Prospectus in which the Directors are directly or indirectly interested and no payments have been made to them in respect of the contracts.23 36. if any. of which the chairman of the Board is an Executive Director. 2009 September 30.663 14. All our Directors may also be deemed to be interested to the extent of Equity Shares. Bijay Kumar Mohanty Date of Appointment January 04. Of Shares % of paid-up capital [●] [●] [●] [●] Sardar Balvinder Singh Mrs. Of Shares % of paid-up capital 1. the Company has not entered into any contract. Except as stated in the section titled “Financial Statements” and “Related Party Transactions” in the Draft Red Herring Prospectus.25 Equity Shares held after issue No. Satyanarayanamurty Mukkamala Mr. 2008 November 30.

Reviewing. will act as the secretary of the Committee. if any. with the management. etc. the quarterly financial statements before submission to the board for approval F. The committee consists of three independent directors. shareholders (in case of non-payment of declared dividends) and creditors. d. g. reporting structure coverage and frequency of internal audit. K. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board. I. 2010. sufficient and credible. M. performance of statutory and internal auditors. debenture holders. Iyer Rangarajan Mr. To review the functioning of the Whistle Blower mechanism. preferential issue. C. The terms of reference of our Audit Committee are given below: A. Name Mr. with the management. if any. 1. The constitution of the Audit Committee was approved at a meeting of the Board of Directors held on March 04. Reviewing. about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern. the statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue. 2. E. the annual financial statements before submission to the board for approval. Sr. Sirish Bommakanti Narasimha Mr. with the management. staffing and seniority of the official heading the department. L. b. including the structure of the internal audit department. the statement of uses / application of funds raised through an issue (public issue. To look into the reasons for substantial defaults in the payment to the depositors. The terms of reference of Audit Committee comply with the requirements of Clause 49 of the Listing Agreement. which will be entered into with the Stock Exchanges in due course. Recommending to the Board. Discussion with statutory auditors before the audit commences. and adequacy of the internal control systems. in case the same is existing. the replacement or removal of the statutory auditor and the fixation of audit fees. e. Reviewing the adequacy of internal audit function. No. 2007 and the same was recently reconstituted vide the Board resolution dated December 15. D. with the management. Oversight of the company‟s financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct. G. the appointment. if required. f. 1956 Changes. Matters required to be included in the Director‟s Responsibility Statement to be included in the Board‟s report in terms of clause (2AA) of section 217 of the Companies Act. 3.Committees of the Board of Directors Audit Committee Our Board constituted an Audit Committee. Reviewing. B. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee. H. N. rights issue. in accounting policies and practices and reasons for the same Major accounting entries involving estimates based on the exercise of judgment by management Significant adjustments made in the financial statements arising out of audit findings Compliance with listing and other legal requirements relating to financial statements Disclosure of any related party transactions Qualifications in the draft audit report. c. and making appropriate recommendations to the Board to take up steps in this matter. Reviewing. Srinivasa Rao Kolagani. re-appointment and. Satyanarayanmurthy Mukkamala Designation Chairman Member Member Nature of Directorship Independent Director Independent Director Independent Director Our Company Secretary Mr. Discussion with internal auditors any significant findings and follow up there on. pursuant to the provisions of Section 292A of the Companies Act. with particular reference to: a. J. 1956.). Approval of payment to statutory auditors for any other services rendered by the statutory auditors. 144 .

Power to issue duplicate shares certificates. C. Recommendations and Decisions(as relevant) on remuneration and all incentive awards for the Chief Executive Officer. 3. The terms of reference of the Investors‟ Grievances Committee are as follows: A. 2010 with the following Directors: Sr. Srinivasa Rao Kolagani. No. E. No. The remuneration and incentive framework. To monitor the resolution of all types of shareholders/investors grievances and queries periodically. 3. Power to approve and issue fresh share certificate by way of split or consolidation of the existing certificate or in any other manner. any other Executive Directors. will act as the secretary of the Committee. the issue of which has been approved by the Board of Directors of the Company. Strategic human resources policies. B. B. Any other power specifically assigned by the Board of Directors of the Company from time to time by way of resolution passed by it in a duly conducted Meeting. and D. any other Executive Directors and Executive Committee Members. Executive Committee Members and Senior Executives (Relevant Executives). D. The Investors‟ Grievance Committee has been constituted with the following Directors: Sr. 145 . Name Mr. F. The remuneration framework for Non-Executive Directors. equity or preference. or other financial instruments convertible into equity shares at a later date in demat or physical mode . 1. Satyanarayanmurthy Mukkamala Mr. Power to approve Share transmission. Power to allot shares. Sirish Bommakanti Narasimha Mr.Remuneration Committee The Remuneration Committee has been formed by the Board of Directors at the meeting held on March 04. Name Mr. fully or partly convertible debentures. Srinivasa Rao Kolagani will act as the secretary of the Committee. Iyer Rangarajan Mr. C. G. 2007. 2. Satyanarayanmurthy Mukkamala Designation Chairman Member Member Nature of Directorship Independent Director Independent Director Independent Director Our Company Secretary Mr. The terms of reference of our Remuneration Committee are given below: A. Iyer Rangarajan Sardar Balvinder Singh Designation Chairman Member Member Nature of Directorship Independent Director Independent Director Managing Director Our Company Secretary Mr. 2. The Remuneration Committee was reconstituted vide the Board resolution Dated December 15. Investors’ Grievance Committee The Investors‟ Grievance Committee has been formed by the Board of Directors at the meeting held on December 15. 2010 as per the requirements of the Clause 49 of the Listing Agreement. 1. including any proposed equity incentive awards for the Chief Executive Officer. Power to approve share transfers.

Management Organisational Structure Board of Director Chairman & Managing Director Director (Finance) Whole time Director Chief Executive Officer CS & Compliance Officer Vice President – Northern Operations Vice President HR Exec. is the Chief Executive Officer of the Company. Shape companies long term aspiration. Ltd.Vice President – Brand Marcom Marketing & Institutional Biz Sr. He joined the company on November 26. Mr. He has over 22 years of experience in various areas including strategic planning and executing purchase and supply chain model of Retail Company. BPL Ltd. Tyche Peripheral Syst India Ltd. All Communication Planning. Reliance Infocomm Ltd. University of Gauhati.. Since Mr. Prashant K Das. Negotiation and finalisation of Consumer Finance Schemes for Sell Out and Accountable for Marketing RoI of the Companies. 2008. Managing Banking. Managing Working Capital – payments and collections. Samsung Electronics Pvt. He has over 30 years of experience in various areas including retailing & business development. He is responsible to set corporate strategic direction. Ltd.a.. Vice President – Buying /Purchase /Logistics /Supply Chain /Commercial. and Modi Xerox Ltd. Independent Price Negotiation. Manage financial information and compliances activities and Lead senior team . Managing Commercial Operation and Overlook total logistics Operations at warehouses.. he has worked with Touch Homes Express Services Pvt. Mr. Purchase decisions. Marketing Calendar – Rolling Plan. Brand Building Strategy. Godrej – GE Appliances Ltd. Ltd. Key Management Personnel of the Company In addition to our Wholetime directors following are our key managerial personnel as on the date of filing of the DRHP: Mr. Operations & Project. Solidaire India Ltd. MIRC Electronics Ltd.. Define core business process. He is responsible for Buying Operation of the Company. he has worked with Digital Shoppe as Vice President. Complete co-ordination with all Agencies. as Head Corporate Wireless. Establish organisational structure and operating system. as Branch Manager and Berger paints as Sales officer.21 lakhs. LG Electronics India Pvt. Jayant P More. Strategic planning & business development and Structuring and Organization. Prior to joining the company.. 2010. Media management. 2008. He holds a Bachelor of Engineering in Mechanical from Regional Engineering College Silchar. age 45 years is the Sr. He is responsible for complete Brand Marketing. He holds a Bachelor of Science from Andhra University.9 lakhs p. Price Management. He joined the company on June 30.He has over 24 years of experience in overall Operation Management. Make decision on key strategic issues facing company. Electrolux Kelvinator India Pvt. age 54 years is the Executive Vice President – Brand Marcom Marketing & Institutional Biz of the Company. Das joined us in 2010. Ltd. as Regional Manager. Coordinate with Distributors. Vice President – Buying /Purchase /Logistics /Supply Chain /Commercial. He holds a Bachelor of Science from Shradda Degree College. Prior to joining the company. age 48 years. The gross remuneration paid to him during fiscal 2010 was `10. A V Ramakrishna. Prior to joining the company. he has worked with TNS 146 . He joined the company on April 16.. his gross remuneration is `17.

2008 - PCH Appointment June 25. He has over 16 years of experience in various areas including operations. Srinivasa Rao Kolagani Date of Appointment April 16. All the key management personnel mentioned above are permanent employees of the Company. Zenith Computers Ltd. Mr. Since Mr. 2009.a. Since Mr. Shareholding of the Key Managerial Personnel None of the key managerial personnel holds any shares in the Company. Mr. 2010 November 26. He is responsible for the secretarial and compliance functions of the Company. 2010 October 15. East and West India. 2010. Sunil Shamkant Joshi. age 28 is the Company Secretary of the Company. Mr. Name Mr. process building & implementation.a. Ltd. He holds a Bachelor of Science from Nagarjuna University and Associate member of The Institute of Company Secretaries of the India. He joined the company on September 01. as General Manager – OPS from June 01. he has worked with CIL Securities Limited as Sr. age 37 years is the Vice President – Northern Operations. 2010 December 15. Ltd. He joined the company on December 12. 2011. Prior to joining the company. The gross remuneration paid to him during fiscal 2010 was `9. He holds a Bachelor in Arts from University of Madras and Executive Postgraduate Diploma in Human Resources Management from Loyola Institute of Business Administration. He is responsible for handling entire corporate HR functions.Northern Operations Chief Executive Officer Company Secretary Appointment Appointment Appointment 147 . Vijayakumar Yelluri Champian. Joshi joined us in 2010. He holds a Bachelor in Arts from Dr B R Ambedkar Open University. other than the executive directors. He joined the company on March 21. Prior to joining the Company. Vijayakumar Yelluri Champian joined us in 2011. Sree Nagamani Alluri Mr. his gross remuneration is `12 lakhs p. AR Systems India Pvt. P K Das Mr. Bonus or profit sharing plan for the Key Management Personnel There is no bonus or profit sharing plan for key managerial personnel of the Company. Srinivasa Rao Kolagani. Since Mr. 2010 PCH PCH PCH Vice President . 2008 Date of Cessation - Company PCH Designation Sr.India Pvt. Jayant P More Mr. 1989 to September 05. None of the key management personnel are related to each other or any promoter or directors. in the last three years preceding the date of filing the Draft Red Herring Prospectus... and Shricom Western Investments Ltd. his gross remuneration is `12.7 lakhs p. A V Ramakrishna Mr. International expansion of business in Asia Pacific & Middle East regions and corporate tie-ups.HR.. age 40 years is Assistant Vice President . Changes in the Key Management Personnel The following are the changes in the key managerial personnel of the Company. he has worked with Rosebys Interiors India Ltd. 2008. Secretarial Officer. his gross remuneration is `3. Vice President – Buying /Purchase /Logistics /Supply Chain /Commercial Executive Vice President– Brand Marcom Marketing & Institutional Biz Company Secretary Reason Appointment June 30. He is responsible for expansion of retail chain in North.59 lakhs.a.60 lakhs p. Srinivasa Rao Kolagani‟s joined us in 2010. Prior to joining the company he has worked with Univercell Telecommunications (India) Private Limited. 2010 - PCH Resignation September 01. Sunil Joshi Mr. Shree Krishna Collection Retail Limited and Boss Profiles Limited.

the Company has not paid any nonsalary amount or benefit to any of its employees. the company has 392 permanent employees. Arrangements and understanding with major shareholders None of the Directors or key managerial personnel have been appointed pursuant to any arrangement or understanding with the major shareholders.Service Contracts No service contracts have been entered into with any key management personnel or Director for provision of benefits or payments of any amount upon termination of employment. Payment of Benefit to Officers of the Company (non-salary related) Except the statutory payments made by the Company. of the company. For more details about our employees please refer to chapter titled “Business Overview” beginning on page 90 of the Draft Red Herring Prospectus. 148 . customers. in the last two years. 2011. Employee Stock Option Scheme As of the date of filing of the Draft Red Herring Prospectus. suppliers or others. Loans taken by Directors / Key Management Personnel Nil Employees As of May 31. the Company does not have any Employee Stock Option or Purchase Scheme.

Banjara Petals. bank account number. Road no. 502. Neither (i) the Promoters. Voter Identity No. Hyderabad – 34 ADVPS0174K Z1866604 TDZ0477281 DLCAP00989732009 Chairman and Managing Director Please see the chapter “Our Management” beginning on page 139 of the Draft Red Herring Prospectus Please see the chapter “Our Management” beginning on page 139 of the Draft Red Herring Prospectus and Education Identification: Name Age Residential Address Baljit Kaur 36 Flat No. nor (ii) the 149 . Banjara Hills. 5. The details of our Promoters are as follows: Identification: Name Age Residential Address PAN Passport No. at the time of filing the Draft Red Herring Prospectus. Road no. Designation Professional experience qualification Other Directorship Sardar Balvinder Singh 42 Flat No. the members of the Promoter Group and the Group Companies of our Promoters. Hyderabad – 34 AJXPK8087H PAN Z1866762 Passport No. passport number will be submitted to the BSE and the NSE. 502. N. TDZ0477257 Driving License No. Voter Identity No.OUR PROMOTERS AND GROUP COMPANIES Our Promoters are Sardar Balvinder Singh who is the Chairman and Managing Director and Mrs.A. They are resident Indian nationals. the Group Companies of our Promoters and the relatives of the Promoters have confirmed that they have not been identified as wilful defaulters by the RBI or any other governmental authority. Baljit Kaur who is the Whole Time Director of the Company. 5. Our Promoters. Driving License No. Banjara Petals. Whole-Time Director Designation Professional experience and Education Please see the chapter “Our Management” beginning on page 139 of the Draft Red Herring Prospectus qualification Please see the chapter “Our Management” beginning Other Directorship on page 139 of the Draft Red Herring Prospectus We confirm that the permanent account number. Banjara Hills.

if any. Payment or Benefit to Our Promoters For details of payments or benefits paid to our promoters. by the Company. 150 and 187 respectively of the DRHP. PCH Corporation Private Limited PCH Global Systems Private Limited PCH Impex Private Limited PCH Lifestyle Private Limited PCH Retail Solutions Private Limited PCH Telecom(India) Private Limited Companies or firms from which the Promoters have disassociated themselves in the last three years Our Promoters have not disassociated themselves from any companies. Common Pursuits Except as stated below. agreements or arrangements during the preceding two years from the date of the DRHP in which the Promoters are directly or indirectly interested and no payments have been made to them in respect of the contracts. Interest of Promoters The aforementioned Promoters of the Company are interested to the extent of their shareholding in the Company and the dividend they are entitled to receive. Our Promoters or Promoter Group will be deemed to be interested to the extent of the lease rent received by them from the Company.companies with which the Promoters are or were associated as a promoter. are debarred or prohibited from accessing the capital market for any reason by the SEBI or any other authority. “Interest of Promoters” and “Related Party Transactions” beginning on pages 142.e PCH Agencies. the promoters do not have any other interest in the business of the Company. payable to them for attending meetings of the Board or a Committee thereof as well as to the extent of other remuneration. Defunct Group Companies of our Promoters There is no defunct Group Companies of our Promoters. through transfer of shareholding and/or resignation from the board of directors in the ordinary course of business. the Promoters do not have an interest in any venture that is involved in any activities similar to those conducted by the Company or any member of the Group Companies. There are no violations of securities laws committed by our Promoters and the Group Companies of our Promoters in the past or currently pending against them. 3. if declared. reimbursement of expenses payable to them. 4. Except as stated in the section “Our Promoters” in the DRHP. The Company has acquired certain properties on lease basis from our Promoter Group. we have not entered into any contract. Further. please refer to paragraph “Payement to Executive Directors”. including but not limited to. agreements or arrangements which are proposed to be made with them including the properties purchased by the Company other than in the normal course of business. 5. For further information on our properties. 1. our Promoters who are also the Directors of the Company may be deemed to be interested to the extent of fees. 2. Further except as otherwise stated under the section titled “Financial Statements” under the heading “Related Party Transaction” beginning on page 187 of the DRHP. director or person in control. 150 . please refer the section titled “Business Overview” beginning on page 90 of the DRHP. 6. in the last three years preceding the date of filing the Draft Red Herring Prospectus except from a proprietorship firm i.

000 3.000 (One Crore Twenty Lakhs only) equity shares of `10 each. No. Somnath Vinimay Pvt. Registered Office: PCHCPL‟s registered office is situated in 103 .000 5. The entities/ companies which constitute our Group Entities have been provided below: 1) 2) 3) 4) 5) 6) 7) PCH Corporation Private Limited (“PCHCPL”) PCH Lifestyle Private Limited (“PCHLPL”) PCH Global Systems Private Limited (“PCHGSPL”) PCH Telecom (India) Private Limited (“PCHTPL”) PCH Impex Private Limited (“PCHIPL”) PCH Retail Solutions Private Limited (“PCHRSPL”) PCH Construction Private Limited (“PCHCPL”) 1) PCH Corporation Private Limited (“PCHCPL”) PCHCPL is a private limited company incorporated in Hyderabad. 4.000 1. Board of Directors: The board of directors of PCHCPL comprises of: 1. Fordon Advertising & Marketing Pvt.00.000 1.Ltd.00. The paid up capital of PCHCPL is `6.Ltd.00.000 (Rs.20. Bijay Kumar Mohanty Capital Structure: The authorised share capital of PCHCPL is `12. 6.67 1. Andhra Pradesh.Ltd.000 60. Aviraj Marketing & Sales Pvt. Six Crores only) divided into 60.00.Sale or Purchase Exceeding 10% between Companies in the Promoter Group There are no sale or purchase transactions between the Company and Companies in the Group exceeding in value of 10% of the total sale or purchase of the Company except those transaction mentioned under “Financial Statements -Related Party Transactions” beginning on page 187 of the Draft Red Herring Prospectus. 2009 bearing Corporate Identification Number (CIN) U52100AP2009PTC064072. Sardar Balvinder Singh 2. India Nature of Business: PCHCPL is in the business of trading in crockery. Twelve Crores only) divided into 1. 1. Shareholding Pattern The shareholding pattern of PCHCPL is as follows: Sr.000 9. Accurate Corporate Services Pvt.00.000 % of Shareholding 58.500082.107. The previous name of the Company was PCH Agencies Private Limited.Ltd. Maheshwari Chambers. Mrs. 5.00. Name of Shareholders Sardar Balvinder Singh Mrs. 3.00.00. 7.Ltd.000 (Rs.00.67 16. Andhra Pradesh on June 19.00.33 1.000 2. Mr.67 1.00.00 151 .33 5.33 3.Ltd.67 100.00. Hyderabad . Baljit Kaur Sunblink Trading Investment Private Limited Garrison Pharma(India) Pvt. 2. Total Number of Shares 35.00.00. Sidhidata Distributors Pvt. glassware and kitchenware products.000 (Sixty Lakhs only) equity shares of `10 each.20. Baljit Kaur 3.80. 8.000 2. 9.00 3.000 1.33 8. Somajiguda.

26. 4. 2.00.55.01 PCHCPL is an unlisted company and it has not made any public or rights issue in the preceding three years. Name of Shareholders Sardar Balvinder Singh Mrs.87 9. 5.00 Financial Performance The financial highlights of PCHLPL as per the latest available audited financial statement are as follows:152 .32.00. 2009 bearing Corporate Identification Number (CIN) U52390AP2009PTC064937.75. Ltd.84 568.79 3.310 69.08 4. The paid up capital of PCHLPL is `6.61 31. Andhra Pradesh on September 03.37 1582.20.Financial Performance The financial highlights of PCHCPL as per the latest available audited financial statement are as follows:Particulars Total Income Profit/loss after tax Reserves and Surplus Equity Capital Earnings per share (Basic and Diluted) (in `) Book value Book value per share (in `) (` in lakhs except per share data) Fiscal 2010 Fiscal 2011 6532.94. Sardar Balvinder Singh 2. No.50.65 183.86 84.31 36562.00 500.000 6. Ltd.84 1651.500 % of Shareholding 69.24 500.960 1. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition. Total No of Shares 48. Shareholding Pattern The shareholding pattern of PCHLPL is as follows: Sr. Hyderabad.000 (Rupees Six Crore Ninety Four Lakh Seventy Five Thousand only) divided into 69.39 1082.84 9150.27 2. Baljit Kaur Akon Management Consultancy Services Pvt. Registered Office: PCHLPL‟s registered office is situated in 6-3-650.000 (One Crore Twenty Lakhs only) equity shares of `10 each. Sunblink Trading and Investment Pvt. Accurate Corporate Services Pvt. Somajiguda.00. 6. Beside Medinova.00 1. Florian Advertising and Marketing Ltd. 1.47. Kavitha Complex.18 100. Andhra Pradesh Nature of Business: PCHLPL is in the business of trading in branded garments and fabrics Board of Directors: The board of directors of PCHLPL comprises of: 1. Ground Floor. 3.81 10.880 2.69 11.47. Ltd. 2) PCH Lifestyle Private Limited (PCHLPL) PCHLPL is a private limited company incorporated in Hyderabad.30.390 7.51.960 3.500 (Sixty Nine Lakh Forty Seven Thousand Five Hundred only) equity shares of `10 each.000 (Rupees Twelve Crores only) divided into 1. Baljit Kaur Capital Structure: The authorised share capital of PCHLPL is `12. Mrs.

Mrs.03 4. 6.35 6.86 11.000 1. Andhra Pradesh on April 27. 9. The previous name of the Company was PCH Distributors Private Limited.35 94. Sardar Balvinder Singh 2. Mr.05 24.667 4. Board of Directors: The board of directors of PCHGSPL comprises of: 1.65.05 719.00 . Name of Shareholders Sardar Balvinder Singh Mrs. Andhra Pradesh. 12.22 2. 4.000 17.46.91 4.667 % of Shareholding 34. The paid up capital of PCHGSPL is `6. Baljit Kaur 3.00. Six Crore Fifty Seven Lakh Forty Six Thousand Six Hundred and Seventy) divided into 65.17 694.667 (Sixty Five Lakhs Seventy Four Thousand Six Hundred Sixty Seven only) equity shares of `10 each.000 75. 1.74 22741.000 1. 3. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition.000 7.90.74 0. Baljit Kaur Mask Finvest Private Ltd Sunblink Trading and Investment Pvt Ltd Romex Corporate Services Pvt Ltd Accurate Corporate Services Pvt Ltd Akon Management Consultancy Services Pvt Ltd Dhruv Advertising & Marketing Pvt Ltd Montex Metal and Steel Private Ltd Bhimrajka Sales Pvt Ltd Virat Metal Pvt Ltd Garrison Pharma (India) Limited Total 153 No.20.89 2.59.000 1.000 (One Crore Twenty Lakhs only) equity shares of `10 each. 2009 bearing Corporate Identification Number (CIN) U52100AP2009PTC063453.000 3.37 420.25.37 1138.000 80. of Shares 23.39 PCHLPL is an unlisted company and it has not made any public or rights issue in the preceding three years.90. 2. 5.14 100. Registered Office: PCHGSPL‟s registered office is situated in 103 .12 6558.107.56 6. 7. Shareholding Pattern The shareholding pattern of PCHGSPL is as follows: Sr.74.00.000 2.670 (Rs. No.08 10. Somajiguda.Particulars Total Income Profit/loss after tax Reserves and Surplus Equity Capital Earnings per share (Basic and Diluted) (`) Book value Book value per share (in `) Fiscal 2010 (` in lakhs except per share data) Fiscal 2011 1551.74.75 694. Bijay Kumar Mohanty Capital Structure: The authorised share capital of PCHGSPL is `12.00.57 24.000 (Rs. Maheshwari Chambers.000 60. 10. 11.00.50.84 1.94 2.89 1. Twelve Crores only) divided into 1. 8.57. India Nature of Business: PCHGSPL is in the business of trading in IT Products.000 65. 3) PCH Global Systems Private Limited (“PCHGSPL”) PCHGSPL is private limited company incorporated in Hyderabad. Hyderabad 500082.98 25.75 0.80.00.

Five Crore only) divided into 50.92 657. Baljit Kaur 3. 1.00.00. 5.00.000 50. Hyderabad – 500082.00.000 35.00. Shareholding Pattern The shareholding pattern of PCHTPL is as follows: Sr.000 (One Crore Twenty Lakhs only) equity shares of `10 each. Andhra Pradesh. Maheshwari Chambers. Glory Merchantile Pvt. Sardar Balvinder Singh 2. No.000 (Rs. Mr. Andhra Pradesh on March 10.Financial Performance The financial highlights of PCHGSPL as per the latest available audited financial statement are as follows:Particulars Total Income Profit/loss after tax Reserves and Surplus Equity Capital Earnings per share (Basic and Diluted) (in `) Book value Book value per share (in `) (` in lakhs except per share data) Fiscal 2010 15344. Somajiguda. 4) PCH Telecom (India) Private Limited (“PCHTPL”) PCHTPL is private limited company incorporated in Hyderabad. Ltd. 6.50 100.00 1. India Nature of Business: PCHTPL is in the business of retailing of telecom products and its accessories.85.46 2.82 1842. 2.00. The paid up capital of PCHTPL is `5.00 2.00. Mrs. 510.38 28.00 154 . Ltd.58 1184.87 185.000 75.000 (Fifty Lakhs only) equity shares of `10 each. 2010 bearing Corporate Identification Number (CIN) U52100AP2010PTC067465. Baljit Kaur Gold Star Agencies Pvt.00. 4.70 2. Ltd. Total Number of Shares 46.000 (Rupees Twelve Crores only) divided into 1. 3.000 1. Iyer Rangarajan Capital Structure: The authorised share capital of PCHTPL is `12. Name of Shareholders Sardar Balvinder Singh Mrs.70 0. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition.000 1. Registered Office: PCHTPL‟s registered office is situated in Flat No.00. Ltd. Status Merchantile Pvt.10 0.02 PCHGSPL is an unlisted company and it has not made any public or rights issue in the preceding three years. City Distributors (Bombay) Pvt.000 % of Shareholding 93. Board of Directors: The board of directors of comprises of: 1.000 5.20.

5) PCH Impex Private Limited (“PCHIPL”) PCHIPL is a private limited company incorporated in Hyderabad.00 Financial Performance Since. Somajiguda.000 (One Lakh only) equity shares of `10 each. 2010 bearing Corporate Identification Number (CIN) U51909AP2010PTC069384.40 500.27 63.107.000 (Rs. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition.500082. No. crockery.00. Shareholding Pattern The shareholding pattern of PCHIPL is as follows: Sr. fruits and vegetables.900 100 10. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition. India Nature of Business: PCHIPL is in the business of trading in electronics goods. One Lakh only) divided into 10. The paid up capital of PCHIPL is `1. PCHIPL is incorporated in July 2010. Iyer Rangarajan Total Number of Shares 9. Mr.57 PCHTPL is an unlisted company and it has not made any public or rights issue in the preceding three years. mobile phones.000 (Rs. 2.000 % of Shareholding 99.31 3178.00 100.00 3. computers.00.00. 155 . PCHIPL is an unlisted company and it has not made any public or rights issue in the preceding three years.40 444. Iyer Rangarajan Capital Structure: The authorised share capital of PCHIPL is `10. Sardar Balvinder Singh 2. so Financial Statements are not available for preceding three years. Board of Directors: The board of directors of PCHIPL comprises of: 1.Financial Performance The financial highlights of PCHTPL as per the latest available audited financial statement are as follows:Particulars Total Income Profit/loss after tax Reserves and Surplus Equity Capital Earnings per share (Basic and Diluted) (`) Book value Book value per share (in `) (` in lakhs except per share data) Fiscal 2011 8810.00 1. Hyderabad . 1.34 165. Andhra Pradesh. Ten Lakhs only) divided into 1. Andhra Pradesh on July 07.000 (Ten Thousand only) equity shares of `10 each. Registered Office: PCHIPL‟s registered office is situated in 103 . Maheshwari Chambers. fabrics. Name of Shareholders Sardar Balvinder Singh Mr.

000 10. Baljit Kaur Total Number of Shares 5. Baljit Kaur 3. 2.000 (One Lakh only) equity shares of `10 each. Somajiguda. Hyderabad – 500002. Registered Office: PCHRSPL‟s registered office is situated at 5-9-208/1/201. 1. India Nature of Business: PCHRSPL is in the business of retailing of furniture. One Lakh only) divided into 10. Sardar Balvinder Singh 2.00. PCHRSPL is incorporated in February 2010. 156 . financial statements are not available for preceding three years. Mrs. Ten Lakhs only) divided into 1. Shareholding Pattern The shareholding pattern of PCHRSPL is as follows: Sr. 7) PCH Construction Private Limited (“PCHCPL”) PCHCPL is private limited company incorporated in Hyderabad.00. Andhra Pradesh on February 01. Board of Directors: The board of directors of PCHRSPL comprises of: 1.000 (Ten Thousand only) equity shares of `10 each. Chiragali Lane.00 Financial Performance Since.00 50. Satyanarayanmurthy Mukkamala Capital Structure: The authorised share capital of PCHRSPL is `10. Maheshwari Chambers. The paid up capital of PCHRSPL is `1. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition. Registered Office: PCHCPL‟s registered office is situated in Flat No. PCHRSPL is an unlisted company and it has not made any public or rights issue in the preceding three years. Mr. Andhra Pradesh.000 5. Hyderabad 500082. Name of Shareholders Sardar Balvinder Singh Mrs.000 % of Shareholding 50.00. AL-Noor Plaza. India Nature of Business: PCHCPL is in the business of Construction.00 100.000 (Rs. Andhra Pradesh.6) PCH Retail Solutions Private Limited (“PCHRSPL”) PCHRSPL is private limited company incorporated in Hyderabad. No. Andhra Pradesh on July 23. 118. 2010 bearing Corporate Identification Number (CIN) U52100AP2010PTC066850. 2010 bearing Corporate Identification Number (CIN) U45209AP2010PTC069651.000 (Rs.

2. PCHCPL is incorporated in July 2010.00.000 (Rs. Baljit Kaur Capital Structure: The authorised share capital of PCHCPL is `10. One Lakh only) divided into10.000 (Rs. Baljit Kaur Total Number of Shares 5.000 (Ten Thousand only) equity shares of `10 each. It has not become a sick company under the meaning of SICA and it is not subject to a winding-up order or petition. No.00. so financial statements are not available for preceding three years. Name of Shareholders Sardar Balvinder Singh Mrs. Ten Lakhs only) divided into 1. The paid up capital of PCHCPL is `1. Shareholding Pattern The shareholding pattern of PCHCPL is as follows: Sr. Sardar Balvinder Singh 2. PCHCPL is an unlisted company and it has not made any public or rights issue in the preceding three years. 1.00 100. Mrs.000 (One Lakh only) equity shares of `10 each.000 % of Shareholding 50.00 Financial Performance Since. 157 .00.000 10.00 50.Board of Directors: The board of directors of PCHCPL comprises of: 1.000 5.

158 . please see the heading titled “Related Party Transactions” on page 187 under the section titled “Financial Statements” beginning on page 160 respectively of the Draft Red Herring Prospectus.RELATED PARTY TRANSACTIONS For details of related party transactions.

need for reserving resources for future growth. liquidity of our Company. 159 . as well as exemptions under tax laws available to various categories of investors from time to time etc. recommend dividend to be paid to the members of the Company. The factors that may be considered by our Board before making any recommendations for the dividend includes but not limited to profits/earnings during the financial year. The Board may also from time to time pay interim dividend to the members if it considers justified by the profits generated by our Company. Dividend will be declared and approved at the Annual General Meeting of the shareholders based on the recommendation of our Board.DIVIDEND POLICY The Board of Directors of our Company may. applicable taxes including tax on dividend. at its discretion.

2008. for the year ended March 31. 2008. 2010 was conducted by the auditor. Audit for the financial year ended March 31. March 31. We have re-audited the financials for the year March 31. Dear Sirs. 2009.A . Accordingly. M/s. Together referred to as the “Summary Statements”. as Restated” (of the Company. The “Statement of Profit and Losses. N. 2010 as required under the SEBI regulations. 2009. Hyderabad. We have audited the financials for the period ended December. 2010 (Refer Annexures IV to XVIII). we further report that: The “Statement of Assets and Liabilities. 2009 (the “ICDR Regulations”) notified on August 26.A. as Restated” as at March 31. There are no extra-ordinary items that need to be disclosed separately in the accounts and no qualifications requiring adjustments. Hariharan. March 31. 2009 and 2010. 2010. (d) We have also examined the following other financial information relating to the Company. M/s. 2010 as required under the SEBI regulations.SECTION V: FINANCIAL STATEMENTS REPORT OF THE STATUTORY AUDITORS The Board of Directors. We have examined the financial information of PCH Retail Limited (“the Company” or “the Issuer”) annexed to this report for the purpose of inclusion in the Draft Red Herring Prospectus (“the DRHP”).Hariharan. as Restated” and the “Statement of Cash Flows. reliance has been placed on the financial information audited by them for the financial years ended March 31. 2008. In accordance with the requirements of Paragraph B of Part II of Schedule II of the Act. for the respective years. (a) (b) (c) ii. the Securities and Exchange Board of India (“SEBI”) (Issue of Capital and Disclosure Requirements) Regulation. Adjustment for material amounts relating to prior years. Chartered Accountant and adopted by the Members of those respective years. changes in accounting policies in the restated financial information in the respective financial years to which they relate as shown in Annexure IV. M/s. 1956 (“the Act”). 2010 was conducted by the auditor. 2008. the SEBI Regulations and terms of our engagement agreed with you. 2009 and 2010 and for the period ended December. 2007. Based on the above and also as per the reliance placed on the reports submitted by the auditor.A. The financial information has been prepared by the Company and approved by its Board of Directors. The financial information have been extracted by the Management from the financial statements for the year ended March 31. we are of the opinion that the restated financial information have been made after incorporating: i. 2007 to March 31. Re: Public issue of Equity Shares of M/s . 2007. 3. 2007 to March 31.2010 and Nine Months period ended on 31st December. M/s PCH RETAIL LTD. which is proposed to be enclosed in the offer document as approved by the Board of Directors of the Company 160 .Hariharan. March 31. The financial information has been prepared in accordance with the requirements of paragraph B of Part II of Schedule II to the Companies Act. N. 2007. 2009 and 2010 and as at December. have been extracted from the financial statements of the respective years. Our opinion in so far as it relates to the amount included in these restated standalone statements are based on the auditor‟s report of the respective auditors. 2007. Audit for the financial year ended March 31. 2010 (Refer Annexures IV to XVIII ).PCH RETAILLTD 1. N. 2. the Guidance Note on Reports in Company Prospectuses (Revised) issued by the Institute of Chartered Accountants of India (“ICAI”) and terms of engagement agreed upon by us with the Company. Chartered Accountant and approved by the Board of Directors/ Members adopted by the Members of those respective years.

5. Peddabbai) Partner Membership No. referred to or distributed for any other purpose except with our prior written consent.VIII-A IX X XI XII XIII XIV XV XVI XVII XVIII 4. Based on our examination of the financial information of the Company attached to this report. 25036 Place: Hyderabad Date: 25/05/2011 161 . For KARUMANCHI & ASSOCIATES Chartered Accountants (Firm Registration No.Details of Other Financial Information Statement of Reserves & Surplus Statement Showing Analysis of Sundry Debtors Statement of Loans and Advance Secured loans Unsecured loans Current Liabilities & Provisions Statement of Other Income Related Party Transactions Tax Shelter Statement Statement of Accounting and Other Ratios Statement of Earnings per Share Statement of Rates and amount of Dividend Capitalization Statement Contingent Liabilities (e) Annexure reference V VI VII VIII. Our report is intended solely for use of the management and for inclusion in the offer document in connection with the proposed issue of equity shares of the Company and is not to be used. 001753S) (K. we state that in our opinion the financial information contained in Annexure I to III of this report read along with the Significant Accounting Policies and Notes (Refer Annexures IV to XVIII ) prepared after making adjustments and regrouping as considered appropriate have been prepared in accordance with Part IIB of Schedule II of the Act and the SEBI Regulations. This report should not in any way be construed as a reissuance of any of our previous audit reports nor should this be construed as a new opinion on any of the financial statements referred to herein.

028.421.09 1.461.44 11.79 7.15 13.423.577.633.62 2.44 924.658.47 586.633.876.402.35 7.271.58 11.00 3.51 1. 162 .94 1.26 95.97 104.702.48 11.46 8.23 - (1) Fixed assets Gross Block Less: Depreciation Net Block Less : Revaluation Reserve Net Block (after adjustment of Revaluation Reserve) Capital Work In Progress Total Fixed Assets (2) Investment (3) Current Assets.02 597.271.768.577.914.38 1.64 990.51 V # Deferred Tax Liability details have been taken from the audited financial statements.445.411.13 - VI VII 15.08 327.363.23 25.400. Note: The Income Tax Liability has been provided as per the income tax computation filed with Income tax authorities for the year ended March.414.51 16.37 26.16 11.17 4.22 12.50 9.849.01 46.569.190.721. 2007.426.66 For the year ended 31-Mar-09 9. 2010 are based on the provisional computation of income tax made by the management of the Company.55 10.69 5.23 141.05 2.00 468.50 1.052.205.84 11.70 - 31-Mar-07 143.61 2.316.18 16.489.653.63 10.166.69 959.76 7.30 358.832.797.16 194.474.224. 2009 and 2010 and the figures for the Dec 31.82 4.09 2.27 2.53 1.460.486.731.41 140.104.008. 2008.316.83 192.027.848.705.66 1.64 1.02 2.02 12.02 1.37 2. Loans and Advances (4) Liabilities and Provisions Secured loans Unsecured loans Deferred Tax Liability# Current Liabilities & Provisions Total Current Liabilities and Provisions (5) Net Worth (6) Represented By: Share Capital Share Application Money Reserves and Surplus Less: Revaluation Reserve Reserves (Net of revaluation reserves) Less: Miscellaneous Expenditure Not Written Off (7) Net worth 16.199. 859.80 - 31-Mar-08 2.920.03 159.02 5.174.166.25 3.397.690.778.185.96 24.18 2.70 12.85 1.145.00 7.19 51.14 141.03 3.797.205.51 1.46 25.49 2.45 12.79 2.79 11.17 7.09 18.695.317.63 262.84 2.94 2.46 954.145.486.43 140.61 7.14 17.778.363.00 16.72 3.77 171.21 2.64 2.247. 31.21 209.Statement of Assets and Liabilities.02 2.11 8.00 501.700.23 360.088. as Restated Particulars Annexure Annexure I (INR in Lakhs) For the Period ended 31-Dec-10 31-Mar-10 14. Loans and Advances: Inventories Sundry debtors Cash and bank balances Loans & Advances Other current assets Total Current Assets.58 867.34 9.32 2.63 12.848.185.00 4.920.914.11 13.86 7.65 1.425.67 6.230.255.13 6.07 2.92 VIII IX X 21.518.

18 43.84 1.40 2.18 1.96 487.68 5.344.66 573.66 68.08 195.98 43.337.535.193.24 29.64 368.34 61.05 64.043.00 22.03 69.299.82 3.329.307.46 196.82 41.31 525.18 43.172.14 323.518.63 3.27 24.84 183.931.18 1.222.007.72 21.05 726.89 448.02 5.54 15.437.93 3.58 525.444.57 21.737.970.83 3.08 67.57 2.250.38 3.78 1.48 336.82) 1.29 1.34 65.95 467.56 26.771.830.906.66 674.970.75 967. as Restated Particulars Annexure Annexure II (INR in Lakhs) For the Period ended 31-Dec-10 For the Period ended 31-Mar-10 31-Mar-09 31-Mar-08 31-Mar-07 INCOME Sales i) Domestic b) Traded Goods Sub-Total ii) Export Total Other Income Increase / ( Decrease ) in Stocks TOTAL EXPENDITURE Purchases Personnel Expenses Administrative Expenses Selling and Distribution Expenses Depreciation TOTAL Net Profit before Interest. Tax and extraordinary items Financial Expenses Net Profit before Tax and extraordinary items Income Tax Deferred Tax Liability Fringe Benefit Tax Net Profit After Tax but before Extraordinary items Add/ (Less): Extraordinary items Net Profit after Extraordinary items XI 67.15 2.987.15 (35.200.34 34.73 191.960.172.931.63 1.214.08 0.98 74.771.23 16.170.046.51 16.875.771.07 1.842.15 2.200.77 506.57 21.961.34 1.970.552.Statement of Profit and Loss.57 258.18 2.36 246.52 675.58 21.57 140.842.616.20 1.54 70.41 65.53 86.92 1.18 74.00 112.842.94 2.55 66.209.92 1.39 45.274.98 2.51 163 .93 718.07 1.468.58 718.82 726.822.01 1.36 6.59 2.715.36 983.145.29 0.86 392.14 3.50 43.931.172.34 65.409.747.08 67.

71) (2.00 506.53 114.046.78 (1.95 For the year ended Net Profit / (Loss) Before tax as Restated Adjustments for: Depreciation Interest Charges Interest Income (Profit)/Loss on sale of Fixed Assets Operating Profit/(Loss) Before Working Capital Changes Adjustment for: (Increase)/Decrease in Receivables (Increase)/Decrease in Inventories (Increase)/Decrease in Loans & Advances (Increase)/Decrease in Other Current Assets Increase/(Decrease )in Current Liabilities and Provisions Cash Generated from/(used in) Operations (Direct Taxes Paid)/Refund received Add: Interest Received Net Cash from/ (used in) Operating Activities (A) Cash Flow from Investing Activities Purchase of Fixed Assets Capitalization of Capital Work In Progress Sale of Fixed Assets/Capitalization of Capital Work In Progress Investment in Fixed Deposits ( net of withdrawals) Purchase of Investments Net Cash (used in)/ from Investing Activities (B) Cash Flow from Financing Activities Interest Paid Proceeds from Issue of Equity Shares Increase/ (Decrease) in Share application money Increase/ (Decrease) in Bank Borrowings Increase/ (Decrease) in Unsecured Loans Net Cash (used in) / from Financing Activities (C ) 31-Mar-09 1.92) 34.569.14 31-Mar-07 86.799.70) (1.99 (733.00 7.00) (4.945.23) (3.36) 5.00 5.91) (6.26 Period/Year Cash and Cash Equivalents At the End of the 194.145.03) 30.38) (95.53 262. Cash Flow Statement is prepared as per indirect method as specified in AS-3 "Cash Flow Statement".63 (584.45 (2.99 2.417.96) (24.944.13 191.192.00) 3.832.043.133.41) 2.058.20) 2.63) 636.62) 476.92) 2.973.96) (360.66 31-Mar-10 1.29 (74.283.50 1.47 159.58 46.15 (1.Annexure III Statement of Cash flows.42) (3.65 327.92 (195.48 31-Mar-08 1. Figures in the bracket indicate cash outflow.05) (2.250.86) 716.145.293.468.30 (1.535.22 1.338.26 Net (Decrease)/ Increase in Cash & Cash (68.00) 402.00 1.55) (2.51 4.15) (844.715.63 0.39) (228.22 674.00) 5.77 1. 2.242.67) 203.518.37 26.65) 150.392.007.53) (6.00 3.938.36 (799.743.14 26.29) 3.75) (744.00 (2.16 (26.20) (2.65 327.12 (4.16 157.362.42) (503.04 Equivalents (A+B+C) Cash and Cash Equivalents At the Beginning of the 262.28) (101.63 (2.222.66) (982.222.259.76) (921.680.255.47 159.30 Period/Year Note: 1.50 5.170.80 (1.98) (84.193.329.54 2.175.98) 4.145.05 2.80) (261.78 9.97) (4.22) (743.70 (1.969.400.69 1.26 2.32) (2.49) 74.11) 327.03 1.58) (119.242.666.05) 30.373.50 2.83 2.15) 2.31) 195.104.106.737.27) (262.37) (2.083.995.23) (27.41 6.00 2.30 2.11 (2.53) 1.423.00 745.337.98 (506.577.85) (7.337.88) (353.70) (142.259.426.20 (34.96 (46.98 (1.79 (1. 164 .87) (818.60) (2.82) 168. as Restated Particulars (INR in Lakhs) For the Period ended 31-Dec-10 1.76) (372.29 (26.12) (64.250.

The details of the additional provision made or excess provision written back related to Gratuity Liability have been provided in the above table.20 15. now restated and credited to the P & L Account for the Financial Year 2009-10 with suitable provision for the Financial Year 2008-09 4) The company has made less provision than the Employee retirement benefits liability determined by the Actuary in Compliance with AS – 15 (Employee Benefits) as per their valuation reports. now restated and charged to P&L account for the respective year 165 .38 38.91 (153. now restated and credited to the P & L Account for the Financial Year 2008-09 with suitable provision for the Financial Year 2006-07 2) During the Financial year 2009-10 the company has paid Rs.69) (3.93) 27.90 1. 11.51 Net Profit /(Loss) After Taxes as per Audited P&L A/C Excess /(Short) Provision in calculation of Depreciation Preliminary expenses (written off)/ adjusted Advertisement expenses (written off)/ adjusted Trade Marks (written off) / adjusted Provision for Gratuity Income Tax & Fringe Benefit Tax (Provision)/ Excess Provision Written Back Prior Period Items (Provisions)/ Excess Provision written back Net Total (Decrease)/Increase due to Adjustments Net Profit /(Loss) After Tax as per Restated Profit and Loss MATERIAL ADJUSTMENTS RELATED TO PREVIOUS YEAR/ PERIOD AND CHANGE IN ACCOUNTING POLICY: The adjustments can be bifurcated as:  On account of changes in accounting policies 1.66 15.29 (7.93 31-Mar-07 59.23 (158.58 31-Mar-08 657. The details of the additional provision made or excess provision written back related to Gratuity Liability have been provided in the above table. 2. now restated and credited to the P & L Account for the Financial Year 2009-10 with suitable provision for the Financial Year 2006-07 3) During the Financial year 2009-10 the company has paid Rs.44 99.Statement of Adjustment in Profit & Loss Account arising out of Changes in accounting Policies and material adjustments relating to previous years/periods: (INR in Lakhs) Particulars For the Period ended 31-Dec-10 763.30 0.87) (37. Hence now the accounting treatment is changed and difference amount is debited to the Profit & Loss Account.00) (42.07) (152.56) (6.10) (1.88 Lacs towards Income Tax pertaining to the Financial Year 2008-09. Trade Marks and Advertisement Expenditure as deferred expenditure is not in accordance with AS-26 (Intangible Assets).83) (319.04) 120.34 31-Mar-10 879.04 2. 16. 21.80) 16.99 (120.63 1. 5) Excess/(Short) Provision in Calculation of depreciation details of which are provided below.10 Lacs towards Income Tax pertaining to the Financial Year 2006-07.27 (3.37) 31.73) (0.38) 726.87 (31.26 (6.07 436.10 Lacs towards Income Tax pertaining to the Financial Year 2006-07. The treatment of Preliminary Expenditure.90) 0. Retirement Benefits (AS 15) The company has made less provision than the Employee retirement benefits liability determined by the Actuary in Compliance with AS – 15 (Employee Benefits) as per their valuation reports.56 718.00 61.15 223.200.82 For the year ended 31-Mar-09 844.57 7.49) 2.33) 525.29) (1.20) (2.22 (2.21) (64.  Other adjustments 1) During the Financial year 2008-09 the company has paid Rs.

29 31-Mar-07 2. Basis of Preparation of Financial Statements The Financial Statements have been prepared under the historical cost convention on accrual basis and in accordance with Generally Accepted Accounting Principles in India (Indian GAAP). The estimates and assumptions used in the accompanying financial statements are based upon the management's evaluation of the relevant facts and circumstances as of the date of the financial statements.54 Depreciation as per Re stated Financials 1.535.01 674. Recognition of Income and Expenditure (AS-9) Revenue from Sale of goods is recognized when: i) The Property in goods have been transferred to the buyer for a price or all significant risks and rewards of ownership have been transferred to the buyer. Interest on Term Loan for Opening new show rooms has been capitalized from the date of disbursement to the date of operation of the show room. Cost includes all direct expenses relating to the acquisition and installation of fixed assets.518.54 Excess/ (Short) Provision - (INR in Lakhs) For the year ended 31-Mar-10 1. 2006. ii) No Significant uncertainty exits regarding the amount of the consideration that will be derived from the sale of the goods.26 31-Mar-09 521.14 0. The Capital Work in progress represents advances paid towards installation of tiles.50 (153. revenue and expenses and disclosure of contingent liabilities as of the date of the financial statements. 2. Use of Estimates The preparation of financial statements in conformity with the generally accepted accounting principles requires the management to make estimates and assumptions that affect the reported amount of assets. furniture & fixtures and electrical fittings in the new show room yet to be opened. 1956. 166 .27 Annexure IV Significant Accounting Policies 1. Fixed Assets are stated at cost less depreciation.42 2. 1956 (the Act). The said Financial Statements comply with the relevant provisions of the Companies Act. the mandatory Accounting Standards notified by the Central Government of India under Companies (Accounting Standards) Rules.31 1.550. 3. The cost includes Purchase Price and Freight.518.Excess /(Short) Provision in calculation of depreciation Particulars For the Period ended 31-Dec-10 Depreciation as per Audited Financials 1.29 191.49) 31-Mar-08 229. 4. Actual results may differ from estimates and assumptions used in preparing these financial statements. Depreciation (AS 6) Depreciation is provided on Written down Value Method at the rates and in the manner prescribed under Schedule XIV to the Companies Act. Items of income and expenditure are recognized on accrual basis. 6. Fixed Assets (AS 10) The Fixed assets are stated at the cost of acquisition and after adjustment of additions and after charging depreciation up to the year. 5.00 38.05 15. liabilities. No revaluation of the assets has been done during the year. Inventories (AS 2) Inventories are valued at cost or net realizable value whichever is less.

47 Nil (1. gratuity. The company has obtained the valuation certificate from Actuary and has made provision based on such valuation certificate.62 0. having maturity periods approximating to the terms of related obligations. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available. The Company‟s gratuity plan is a defined benefit plan. Actuarial gains and losses are recognised immediately in the Profit and Loss Account. Any unrecognised past service costs and the fair value of any plan assets are deducted.employment benefit plans All employee benefits payable/available within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries. provident fund is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal and constructive obligation to pay further amounts. The details of the components of net benefit expenses recognized in the profit and loss account with regard to gratuity and amounts recognized in the Balance Sheet are given below: Particulars For the Period ended 31-Dec-10 5. (b) Short term employment benefits The company does not have any written leave encashment plan and does not pay for leaves hence has not made any provision for leave encashment. the asset is recognised only to the extent of the present value of any economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan. Exchange differences arising on actual payment / realization and year end re-instatement referred to above are recognized in the Profit & Loss Account. is based on the market yields on Government securities as at the balance sheet date. Obligations for contributions to defined contribution provident plans are recognised as an employee benefit expense in the Profit and Loss Account when they are due. is a post-employment benefit plan. The discount rates used for determining the present value of obligation under defined benefit plans. The calculation is performed annually by an independent actuary using the projected unit credit actuarial method. At the year-end..e. Defined benefit plans: A defined benefit plan i.e. When the calculation results in a benefit to the Company. wages and bonus etc. Retirement Benefits (AS 15) (a) Post.31 Nil (1.44) Nil Nil 31-Mar-08 1.7. Foreign Currency Transactions (AS 11) Foreign currency transactions are recorded at the rate of exchange prevailing on the date of transaction. are recognised in the Profit and Loss Account in the period in which the employee renders the related service.00) Nil Nil 31-Mar-09 2. Defined contribution plans: A defined contribution plan i. The gratuity plan of the entity is an unfunded plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days last drawn salary for each completed year of service.37 Nil Nil Nil Nil Nil . 8.51 0.11 Nil (0. that benefit is discounted to determine its present value. Gains or losses on the curtailment or settlement of any defined benefit plan are recognised when the curtailment or settlement occurs. Loss recognized in the year Past Services Cost Net Benefit expenses 31-Mar-10 4. all monetary assets and liabilities denominated in foreign currency are restated at the year-end exchange rates. The Company‟s net obligation in respect of defined benefit plans is calculated separately for each plan year by estimating the amount of future benefit that employee have earned in return for their service in the current and prior periods.23) Nil Nil 167 For the year ended Cost for the year: Current Service Cost Interest cost on benefit obligation Expected return on plan assets Net Actuarial (gain).90 0.

90 Nil (0.37 Nil 1. Deferred tax assets are recognized subject to consideration of prudence. 10.51 Nil (1. the company considers the net profit or loss after tax for the year attributable to the equity shareholders. Segment Reporting (AS-17) The company operates in one business segment i.94 1. Borrowing Cost (AS-16) Nil 7.02 140..82) 104.e.94 0.87 Nil 1. 1961..(Assets)/Liability Assumptions Salary Rise Discount Rate Mortality Rate Retirement Age 9.37 5% 8% LIC(1994-96) 58 Years 5% 8% LIC(1994-96) 58 Years 5% 8% LIC(1994-96) 58 Years 5% 8% LIC(1994-96) 58 Years Borrowing cost attributable to acquisition of qualifying assets which take Substantial time to put to use are Capitalized.37 12.37 Nil Nil Nil 1.07 (INR in Lakhs) For the year ended 31-Mar-09 140.11 2.00) Nil 7.Actual return on plan assets Opening defined benefit obligation Interest cost Current services cost Benefits paid Actuarial (gains)/losses on obligation Past Service Cost Closing defined benefit obligation Amounts recognized in the Balance Sheet: Projected benefit obligation at the end of the year Fair Value of Plan Assets at the end of the year Funded Status of the plan. Statement of Deferred Tax Liability Particulars For the Period ended Opening Balance: Add: Deferred Tax Liability/(Asset) during the year Net Deferred Tax Effect 31-Dec-10 140.94 Nil 3.02 0.87 3.47 5. 11.87 0. Earnings Per Share (AS-20) In computing earnings per share.37 0.62 Nil (1. 12.31 4.62 Nil 12. there are no separate reportable segments as per AS -17 “Segment Reporting”.62 7.87 Nil 7. All other borrowing cost is charged to Revenue.23) Nil 12.e. Taxation (AS-22) Current tax is determined on the income for the year chargeable to tax in accordance with Income tax Act.02 31-Mar-08 - 31-Mar-07 - 168 .44) Nil 3. As such.07 (35.25 31-Mar-10 140. in retail trade of electronic items and operates in one Geographical segment i.05 140.94 Nil Nil Nil 1. after adjusting for the effect of potential dilutive equity shares and their corresponding effect on the net profit for the equity shareholders. Basic Earnings per share are computed using the weighted average number of shares outstanding during the year. Deferred tax liability is recognized for all timing differences.62 Nil 3. India. The diluted EPS is calculated on the basis as basic EPS.

MD 13. Personal Guarantee: i) Shri Balvinder Singh.a (floating) with reset of spread after every 2 years from the date of first disbursement. 15. 2.In Lacs) 1327 Interest Rate/Margin Repayment Schedule Security/Guarantee 1.09. Vehicle Details : BMW 5 Series 530d Vehicle Cost : 5647030/- Primary : Term Loan I: Pari-passu first charge (Hyp) on fixed assets.13.64% Per annum 3. it is probable that an outflow of resources will be required to settle the obligation. Banjara Hills. EMI Start Date : (16-042011 to 1602-2014) Payment Structure : Normal 6 years 5 months including a moratorium period of 14 months House Bearing No 116. Provisions (AS-29) A provision is recognized when an enterprise has a present obligation as a result of past event.10 169 . no significant events which could affect the financial position. Floating/Fixed 180 Months 42. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date.09.10 ii) Smt Baljit Kaur. Road No 2. Sr.75% above SBH Base Rate. 14. Hyderabad. No. A) The company has obtained loan s subsequent to the period of financials provided hereinabove details of which are provided below.81 Crores As on 10. in respect of which a reliable estimate can be made. book debts and other current assets. Term Loan II: Pari-pasu second charge on stocks. to a material extent have been reported by the company.3 Rate of Interest : 9.90% 36 Months (Each Installment 1. book debts and other current assets.34.96 (crores) As on 10.75 % p. Retail Finance (Autoloan) Future Capital Financial Services Ltd BMW Financial Services India ROI as charged to the customer 14%. after the balance sheet date till the signing of report. MCH No-82-120/84. Events occurring after Balance Sheet dates Except the below listed events. Nature of facility/ borrowing Housing Loan Bank/ Party Sanctioned Amount (Rs. Trade Marks and Advertisement Expenditure incurred by the company have been charged to Profit & Loss Account in the year of incurrence in accordance with AS-26 (Intangible Assets). in S Y No 403/17. Margins : 39. Intangible Assets (AS-26) The Preliminary Expenditure. present effective rate 15. Wholetime Director 3. admeasuring 2022 sq yds situated at Dilruba. Term Loan SBH 3000 Rate of Interest: 6. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates. Term Loan-II : First Pari-passu charge on the entire fixed assets of the company along with other term loan lenders Collateral :Term Loan I: Pari-pasu second charge on stocks.690).

on account of impairment in addition to the provision. 1.4 Term Loan II SBI 6000 Rate of Interest: 5. Sl. which are outstanding for more than 45 days. the Company had issued 20.500. if any. 17.00. This information as required to be disclosed under Micro. 2006 has been determined to the extent such parties have been identified on the basis of information available with the company. Small and Medium Enterprises Development Act.92% 6 years months. of shares Allotted 1223000 400000 400000 2023000 Allotted to Promoters 200000 200000 16.90% above Base Rate. loans and advances have a value on realization in the ordinary course of business at least equal to the amount at which they are stated and provisions for all known and determined liabilities are adequate and not in the excess of the amount reasonably necessary. In the opinion of the Board.each. already made in the books. Share Capital During the year.90 % p. the company has reviewed its fixed asset and does not expect any loss. LIST OF ALLOTEES S. 2. 07-03-2011 18-03-2011 24-03-2011 Total Date of Allotment Total No. PCH Sales being partnership firms.NO. 7 Same securities as offered to Term Loan I B) Allotment of shares: During the last quarter.(inclusive of premium of Rs 90/. to which the company owes dues. 18.000 to non promoters at a price of Rs 100/.000 Equity shares of Rs. out of which 2. NAME OF ALLOTTEE 1 2 3 4 Balvinder Balvinder Balvinder Balvinder Singh Singh Singh Singh Firm/Proprietary Ship for which consideration was paid PCH Sales PCH Business PCH Associates PCH Mobiles Total Shares Allotted to Mr Balvinder Singh (A) PCH Sales PCH Associates PCH Mobiles Total Shares Allotted to Mr Baljit Kaur (B) Total No of Shares (A+B) 170 Nominal Value (Rs 10 per Share) 10 10 10 10 NO.No. PCH Mobile Zone. An Asset is impaired if there are sufficient indication that the carrying cost would exceed the recoverable amount of cash generating asset. In that event an impairment loss so computed would be recognized in the accounts in the relevant year In view of Accounting Standard required by AS-28 “Impairment of Assets” issued by ICAI.23. PCH Associates. 10/. current assets.000 Equity shares at par value of Rs.each to the promoters for taking over the erstwhile PCH Business.per each equity share).OF SHARES 1348743 3343802 2541167 2073573 9307285 791142 1697640 703933 3192715 12500000 5 6 7 Baljit Kaur Baljit Kaur Baljit Kaur 10 10 10 .a.23. Margins : 39. There are no Micro and Small enterprises.10/. Notes Pertaining to 2006-07 1. the Company had issued 12.000 to promoters and 18. present effective rate 13. 3.

224.316.Notes Pertaining to 2007-08:1.987.000 to non promoters at a price of Rs 100/.17 31-Mar-08 16.93 735.180.51 Opening Balance of Profit & Loss A/c Add: Current Year Profit Closing Balance of Profit & Loss A/c (A) Securities Premium Account (B) Total (A+B) Annexure VI Statement Showing Analysis of Sundry Debtors Particulars For the Period ended 31-Dec-10 Debts outstanding Exceeding six months Considered Good Considered Bad Debts outstanding Less than six months Considered Good Considered Bad Total 6. the Company had issued 2. 171 .000 Equity shares out of which 2.000 at par value of Rs.650.423.000 at par value of Rs. Notes pertaining to 2010-11:1.02 726.08 31-Mar-08 2.185.(inclusive of premium of Rs 90/.166. Share Capital During the year.10/.each to the promoters and 403.000 to promoters and 1.each to the promoters and 3.51 718.518.425.261.32 None of the Sundry Debtor includes the amount due from the directors.63 31-Mar-09 3.486.63 For the year ended 31-Mar-10 1.95 7.197.63 5.84 5.03 2.15 4.58 1.84 1.18 7.053.per each equity share) to non promoters of the company.675.518.008. Notes pertaining to 2009-10:1.000 Equity shares a price of Rs 100/.495.225.392.65 1. the Company had issued 2.128.08 3. Annexure V Statement of Reserves & Surplus Particulars (INR in Lakhs) For the Period ended 31-Dec-10 1. Notes pertaining to 2008-09:1. Share Capital During the year.32 1.each issued at a price of Rs 100/(inclusive of premium of Rs 90/.200. the Company had issued 5.44 430.008.261.224.34 3. the Company had issued 2.000 Equity shares out of which 800.(inclusive of premium of Rs 90/. promoter group of the issuer company in any way other than those which are specifically mentioned herein below.500 Equity shares out of which 1.02 3.423.500 Equity shares of Rs 10/.192.per each equity share) to the promoter of the company.51 16.each at a price of Rs 100/.79 31-Mar-09 735. Share Capital During the year.45 10. Share Capital During the year.145.per each equity share) to non promoters of the company.10/.per each equity share).44 525.16 (INR in Lakhs) For the year ended 31-Mar-10 5.03 31-Mar-07 1.000 Equity shares of Rs 10/.82 1.987.51 16.16 6.09 31-Mar-07 16. promoters.188.425.(inclusive of premium of Rs 90/.

PCH Lifestyle Pvt.42 3. 172 . promoters.92 31.61 437.821.00 100.62 12.13 240.51 0.46 1.54 568.174.96 (i) Security Deposits (ii) Advances Recoverable in Cash or kind or value to be received iii) Advance Taxes & TDS (iv) Advances to Suppliers (v) Other Loans & Advances Total None of the Loans and Advances includes the amount due from the directors.480.575. Ltd.61 6. promoter group of the issuer company in any way.58 44.178.76 16.337.71 10.489.64 31-Mar-09 569.671.03 25.59 30.484.54 29.80 16.Amounts Due from promoters/promoter group companies/directors/relatives of directors/associate companies Particulars For the Period ended 31-Dec-10 0.888.87 358.954.37 2.A.61 16. Annexure VIII Statement of Secured Loans Particulars (INR in Lakhs) For the Period ended 31-Dec-10 6.15 1.426.99 19.71 0.91 5.01 31-Mar-09 3.37 A) Loans and Advances From the Banks a) Term Loan b) Cash Credit c) Vehicle Loan Total (A) B) Other Loans and Advances a) Term Loan b) Cash Credit c) Vehicle Loan Total (B) Total (A+B) Brief terms and conditions of secured loans including repayment schedule are given in Annexure VIII.731.426.31 602.00 2.00 750.653.36 20.24 5.54 10.43 31-Mar-08 1.10 17.09 777.12 11.684.00 5.66 650.81 1.88 777.30 For the year ended 31-Mar-10 - 31-Mar-09 - 31-Mar-08 - PCH Agencies Pvt.111.421.47 12. Total 31-Mar-07 - Annexure VII Statement of Loans & Advances Particulars (INR in Lakhs) For the Period ended 31-Dec-10 772.42 1.46 586.69 For the year ended 31-Mar-10 698.40 437.569.13 4.31 604.051.85 14.41 3.97 For the year ended 31-Mar-10 6.83 2.77 31-Mar-08 333.66 31-Mar-07 237.88 21.01 4.10 9.19 31-Mar-07 87.13 95.93 811.88 20.088.68 11. Ltd.

Punjagutta. d) Bunglow 408.66 Crore by Bank approved valuer Mr.2009. b) Flat No 301.46/and Cash Credit:278. Dwarakapuri Colony. iv) For Working Capital loan.07. Term Loan: 23 quarterly installment Rs.25% p.0. MD (Net Worth Rs. Amarnath Prasad on 30. Director (Net Worth Rs.18 Crore by Bank approved valuer Mr. Baljit Kaur .06.Baljit Kaur valued at Rs 1. 62.e 23rd quarter) quarter installment Rs 60. Amarnath Prasad on 30.00%. Amarnath Prasad on 30. Alwal.07.presently 13. Collateral Security for Term Loan & Cash Credit limit: i) Exclusive charge by way of creating Equitable Mortgage of immovable properties:a) Flat No 101. c) Flat No 202.e. Hyderabad in the name of Mr. Motilalnagar.a payable at monthly rests for both Term loan & Cash Credit limit as per Bank‟s extant guidelines.) Term Loan:1435/Cash Credit:300/Overall Credit Limit:1735/Amount outstanding as on 31st Dec 2010 (Rs. Balvinder Singh and Mrs.Baljit Kaur valued at Rs 1. Natur N e of Bank/ o facilit Party y/ borro wing 1 Term UBI Loan & Cash Credit Annexure VIII-A (INR in Lakhs) Sanctioned Amount (Rs. Punjagutta.2009. 14. Balvider Singh and Mrs. iii) For Term Loan.00 Lakhs. Begumpet. Amarnath Prasad on 30.07. Balvinder Singh.Baljit Kaur valued at Rs.6 9/- Interest Rate/ Margin Repayment Schedule Security / Guarantee Rate of Interest: BT+5.50 Lakhs per each quarter to be repaid up to 22 quarterly installments and last (i.368. 173 .Secured Loans Sl.) Term Loan :1.Balvinder Singh and Mrs.30 Crore by Bank approved valuer Mr. Hyderabad in the name of Mr. Pari Passu 2nd charges on entire fixed assets along with other Working Capital Lenders.04 Crore and accrued future interest in the same.Baljit Kaur valued at Rs 1.31 Crores as on 22. ii)Cash Credit limit: Pari passu first charge with the other Working Capital Lenders on entire current assets of the company. i.10 Crores) both as on 22. Hyderabad in the name of Mr. Pari Passu 2nd Charge on entire current assets along with other term loan lenders. Dwarakapuri Colony. Cash Credit: Repayable on Demand Primary Security: i)Term Loan: Pari Passu first charge with the other term loan lenders on entire fixed assets of the company.06.2009. v) Personal guarantee of Promoter Directors. 37.09) and Mrs.09).30 Crore by Bank approved valuer Mr. ii) Term Loan with Bank of Rs 1. Balvider Singh and Mrs. Mr. Hyderabad in the name of Mr.07.2009.

As on date the I-Base is 7.50 Million by way of lien marked fixed deposit for a period until the fixed deposit is replaced with exclusive charge by way of equitable mortgage of any commercial or Residential immovable properties.Primary Security : i) Pari passu 1st charge in bank‟s favour by way of hypothecation of the borrower‟s entire current assets which inter-alia include stocks of raw materials.a. Saket. receivables both present and future of such from satisfactory to the bank. Margin: Cash Credit: Repayment WCDL Repayment: Maximum tenor of each tranche: 90 days (or) up to validity period of facility. 276 Sq yards covered by Huda File No.577. Margin: 25% WCDL: Rate of Interest at the rate of interest for each tranche of the facility subject to a minimum of IBase. Kapra Municipality. Andhra Pradesh belonging to Baljit Kaur.00 Millions) ii) Plot No.00/- Rate of Interest: at sum of I-Base and “spread of 6. (valued at Rs 10. outstanding monies. Book debts: Covered period : 90days.00% and the applicable rate of interest as on date is 13. 77 (Plot No. whichever is earlier Minimum tenor of each tranche: 30 days. on the principal amount of the loan remains outstanding each day. 73 (Plot No. work in process. Unconditional & irrevocable personal guarantees of a) Mr Balvinder Singh 174 .8326/MP2/HUDA/2004 situated at Mithila Nagar. if any.50% p. plus applicable interest tax or other statutory levy. (valued at Rs 10. both present and future. Worki ng Capita l Dema nd Loan and Letters of Credit ICICI Cash Credit and WCDL: 2800 /- Letters of Credit:200/Total Fund & Non-Fund based Limits : 3. finished goods. Keesara Mandal. Keesara Mandal. Andhra Pradesh belonging to Balvinder Singh. 276 Sq yards covered by Huda File No. 1) ii) Pari passu 2nd charge on movable fixed assets. if any. will be stipulated by ICICI bank at the time of disbursement of each tranche on the basis of the repayment schedule for that drawal plus applicable interest tax or other statutory levy. Ranga Reddy Dist.a and spread is 6.70/. consumable stores and spares and such other movables including book-debts. total value of such collateral should not be less than 35% of the sanctioned limits.50% p. Saket.2 Cash Credit (Hyp). Kapra Municipality. of the company. 2. Collateral Security: Collateral should be in the form of exclusive charge by way of equitable mortgage of residential / commercial property.00% p.a Margin: Inventory: Uniform margin of 25% against all components of inventory. The company has offered the below collateral properties : i) Plot No. 46.67 as per Mithila Master Plan) in S No 122 Part.71 as per Mithila Master Plan) in S No 122 Part.00Millions) iii) Cash collateral of Rs.8326/MP2/HUDA/2004 situated at Mithila Nagar.000. by way of lien marked fixed deposit for a period until the fixed deposit is replaced with exclusive charge by way of equitable mortgage of any commercial or Residential immovable properties to make the collateral security covered equal to 35% of the total sanctioned limits. Rnga Reddy Dist. iv) To provide additional collateral of value for the enhanced limits.

Road No 5. Banjara Petals Apartments. 3731 Lakhs) b) Mrs Baljit kaur residing at flat no 502. Banjara Petals Apartments. ii)Letter of Credit: a) Documents to title to goods in case of LC on DP basis. b) Hypothecation charge over the goods in case of LC on DA basis. 2009 – Rs 141.28/. Margin: 25% residing at flat no 502. the total collateral security cover equal to 35% of the total sanctioned limits. Banjara Petals Apartments. Road No 5. book debts and other current assets along with other WC bankers. 2009 – Rs. Banjara Hills.10 Million) ii)Mrs Baljit kaur residing at flat no 502. Book debts: Covered period : 90days. Hyderabed – 500034 (Net worth at March 31. (Documents to be delivered against trust receipt in case of LC on DA basis. 2009 – Rs 1410 Lakhs) Personal guarantee of all the property owners offering collateral properties if any. 373.Primary Security: i)Cash Credit: Pari passu first charge (Hyp) on all the stocks. Hyderabed – 500034 (Net worth at March 31. Banjara Hills. Unconditional & irrevocable personal guarantees of i)Mr Balvinder Singh residing at flat no 502. 3 Cash Credit (Hyp) & Letter of Credit OBC Cash Credit: 800/Letter of Credit: 200/- Rate of Interest: BR+4. Hyderabed – 500034 (Net worth at March 31. Road No 5. Hyderabed – 500034 (Net worth at March 31. which translates into an interest rate of 12.50% (Present BR of the bank is 8%. Banjara Petals Apartments. Banjara Hills. Road No 5. Margin: 25% stock and receivables not older than 90 days Letter of Credit Repayable on Demand 794. 2009 – Rs.50% at present) with monthly rests.Inventory: Uniform margin of 25% against all components of inventory.) Collateral Security i)Cash Credit: 2nd charge on fixed assets of the 175 .00 Million) iii)Personal guarantee of all the property owners offering collateral properties if any. Banjara Hills.

consumables (stored at the company‟s office.i)Cash Credit: Hypothecation charge on stocks of raw materials. finished goods. factory premises. Blssoms Residency. with job workers or in transit) and receivables and all other current assets on pari passu basis with other working capital lenders within the overall limit of Rs 150. Bangalore South Taluk. Smt.No. Exclusive Collateral Security: i)Mortgage of residential site held in the name of the company. Repayable on Demand Letter Credit: of Margin: 10% of the letter of Credit Value. Hyderabad (Approximately valued at Rs 2. Chikka Begur Village . Valued at Rs 5.696/1 attached to AECS lay out.Net Worth Rs 14.63/.10 Crores. Collateral Security for all Facilities: Pari-passu second (HYP) charge on the fixed assets of the company along with other working capital banks. spares.katha No. factory premises.31 Crores. ii)Letter of Credit: Hypothecation charge on the goods procured under the letter of credit and extension of hypothecation charge on stocks of raw material. Punjagutta. semi finished goods.(Sri Hari Classic) H. company along with other WC bankers. with job workers or in transit) and receivables and all other current assets. stores. ii) Lien on fixed deposits of Rs 1.655 and presently katha No.No:6-3-347/22/1. iii) Mortgage of Flat No 402. spares. 176 .14 Crore held in the name of company.159.25% above Credit: 400/Base Rate present effective rate 14. Personal Guarantee: Sri Balvinder Singh (Managing Director) –Net Worth Rs 37. consumables (stored at the company‟s office. Baljit Kaur (Director). admeasuring 24. C Block. semi finished goods.90 Crores as per valuation report dated 12. stores.2008). ii)Letter of Credit: 2nd charge on fixed assets of the company along with other WC bankers Cash Credit: Primary Security: 798.50 guntas located at Sy.00 Crores.Begur Hobli.4th Floor.00 Crores.11.00% Cash Credit : Margin: Stock in trade :25% Receivables:3 0% No drawing power will be allowed against receivables outstanding more than 60 days. Valuation report will be obtained before releae of enhanced limits proposed). Dwakapuri colony.4 Cash Credit (Hyp) & Letter of Credit SBM Margin: 10% in the shape of unencumbered duly discharged TDRs. finished goods. Cash Credit: Rate of 1500/Interest: Letter of Floating rate of 6.

50% i.83 /- Primary Security: 1) Cash Credit: 1st pari passu charge on entire current assets of the company Collateral Security i) Second pari passu charge on fixed assets of the company.25% p. 177 . iii) Personal guarantee of Promoter directors Mr.. payable at monthly rests. Balvinder Singh and Mrs. ii) Security given for cash credit. Repayment on Demand 963. ii) Exclusive charge on equitable mortgage on the malakpet property valued. Baljit Kaur.e.5 Cash Axis Credit& Bank Letter LTD of Credit Cash Credit : 1000 /Letter of Credit: 275/- Rate of Interest: BPLR – 2.12. Margin: The DP will be calculated by applying the margins mentioned below: Raw Material25% Stock in Process-25% Finished Goods & Package Material 25% Outlets and Spares-25% Book debts (Cover period 90 days) Letter of Credit: Margin: 10% to be collected upfront and kept in TDR with Bank‟s lien noted thereon. 2) Letter of Credit: i) Goods procured under Letter of Credit.a.

Mithila Nagar. Rate of Interest: The interest rate will be agreed between the bank and the borrower.50% (Spread) +TP. Cash Credit: 500/. ii) Second Charge on Pari Passu basis on stocks. Term loan: 498.Block No 1. ii)Exclusive mortgage over the immovable commercial property of Balvinder and Baljit Kaur . Cash Credit: i). Barclays Bank.6 Short Term Loan (WC) Barclays Bank PLC Short Term Loan: 2500/for Working capital requirements. United Bank of India and ICICI Bank for term loan limits. United Bank of India and Tata Capital Limited for term loan limits.2. Hyderabad (Value INR 13. Margin: (25%) Cash Credit: Rate of Interest: BMPLR+ 2.00% + 2. United Bank of India and ICICI Bank for fund based working capital limits. both present and future for amount of INR 1500/of the facility.e.Block No 1. State Bank of Mysore. Hyderabad (Value INR 17.25 = 14. Term Loan: 18 Quarterly Installments with 3 Quarters moratorium period from disbursement. Situate at G-4.First Charge on Pari Passu basis on stocks. 2).09/- 178 . State Bank of Mysore.MCH no:82-293/82/A/70. SBI.Plot No75. SBI.75% (at present). Plot No 76.Anshu Colours (Dr Nalini‟s Anshu Colours).10 Mio) for amount of INR 1500/.e. Keesara Mandal.30 Mio ) for amount of INR 1500/. State Bank of Hyderabad. Allahabad Bank. situated at No 69. Term Loan: 1).10 Mio) for amount of INR 1500/. ii).e.among all the banks i.28/. Hyderabad (Value INR 13. Kapra Mplly. Allahabad Bank.50 %+0. Road No 1. State Bank of Hyderabad. The repayment will start from III quarter of 2010-11.50 crores against the Book Debts not older than 60 days) – for Working capital requirements.= 12. Mithila Nagar.00%+2. Survey No 122 (part).50% = 14. Situated at No 70. State Bank of Hyderabad.of the facility. Jubilee Hills . Allahabad Bank. Axis Bank.Kapra. Margin: The sum of (a) 30% margin on debtors up to 60 days. Term Loan: Rate of Interest: -BMPLR+ 2.50% Margin: 25% on stocks & 50% on book debts not older than 60 days.of the facility. Axis Bank. Book Debts and all chargeable current assets of the company among all the banks i. Barclays Bank. State Bank of Mysore.Groung floor. Saket. Repayment on Demand 7 Term loan & Cash Credit Andhra Bank Term loan 500/for setting up and operate 200 retail outlets as part of expansion plan. Ranga Reddy District. and (c)25% margin on raw materials and/or finished goods. (b) 25% margin on work in progress.87/. iii)Exclusive mortgage over the immovable commercial property of Baljit Kaur.512.Kapra. (Interest will be serviced as and when debited) 12 Months (Tenor) Existing Security: i) First Charge by way of hypothecation on the entire current assets of the borrower. Survey No 122(part).(Rs. iv)Exclusive mortgage over the immovable commercial property of Balvinder Singh. Second charge on Pari Passu basis 2.50% (Spread) = 12.Ranga Reddy District.of the facility. Axis Bank. Keesara Mandal. less creditors.i) First charge on Pari Passu basis on and Cash fixed assets acquired for the project Credit: expansion acquired out of term loans 388. SBI. Book Debts and all chargeable current assets of the company among all the banks i. Kapra Mplly. Saket.

127 part situated at Saket Voria Enclave. both present and future. Axis Bank. S. Collateral Security: Second (Hypothecation) charge on current assets of the Company. 320 to 322.68 Crore as per valuation report dated 25. Residential plot No. valued Rs.385.50% (floating) p. both present and future.. State Bank of Hyderabad.01.2009 (Branch officials‟valution Rs. both present and future. Rnga Reddy dist. This Rate of Interest will be reset at the end of two years from first sanction.1-1-31/11/310 & 311.a with monthly rest. Plot No. ii)Margin: 25% on Stocks and Book Debts up to 90 days Term 500/- Loan: Term Loan: Moratorium period: Form 21. SBI. Collateral Security For Term Loan & Cash Credit: 1. Exclusive charge on residential property at H. 1000 /ii)Margin: (46% as existing) Cash Credit : i)Rate of Interest :PLR+1.2010. ranking pari-passu with other banks sanctioning term loans for the expansion project. Saketnagar. 20 lakhs each. Serilingampally Mandal & Municipality. which will be substituted with urban land/building property(worth not less than 25% of credit limit) within a time period of 90 days from the of disbursement. Block No.43/- 179 .02. both present and future. State Bank of Mysore. 2) Cash Credit limit: Primary Security: First charge on current assets of the Company.2010 to 20.12.1. In the name of PCH Retail Limited. Repayment of Principal: In 25 quarterly Installments of Rs. Kapra Municipality.125 part. 2. situated at Nallagandla village. 324 to 361 to 365.40 Crore).49 & 50 Part . 384. i. S.Nos. Keesara Mandal. United Bank of India and Tata Capital Limited for fund based working capital limits. commencing from 21st January 2011.387 to 391 & 399.302 to 310. ranking pari-passu with other Working Capital lenders of the Company.50% (floating) p.No.62/and Cash Credit: 887. with monthly rest. Collateral Security: Second (Hypothecation) charge on fixed assets of the Company. Rnga Reddy dist. ranking pari-passu with other Working Capital lenders of the Company. 819/MIG. 2.No.2011. ranking pari-passu with other lenders of the expansion project. Cash Credit: On demand Term Loan: 456.e on Cash Credit: 22.01. 2.e.a. Allahabad Bank. 3)Collateral Security: The company is offering Term Deposit of 25% of the amount of the Credit limit sanctioned by the bank. 1) Term Loan: Primary Security: First charge on fixed assets of the Company. In 8 Term Loan &Cash Credit Allahaba d Bank Term Loan: i)Rate of Interest: PLR+1.on fixed assets acquired for the project expansion acquired out of term loans among all the banks i.

iii)Personal Guarantee: a)Shri Balvinder Singh (Managing Director).80 Crore may be accepted to be substituted later by mortgage of equivalent value of property acceptable to the bank.74/. 0. Margin: i)Cash Credit: Finished goods (25%).52 Crore as per valuation report dated: 01. b)Smt Baljit Kaur (Whole time Director) 3)Other Critical Covenants: The Standard covenants and negative covenants applicable to term loans and working capital advances will be applicable. receivables and other current assets ranking pari-passu with other WC Lenders.40 Crore) 3. b)Smt Baljit Kaur (Whole time Director) 2)Letter of Credit: i)Primary Security: a) All the Securities applicable to fund based working capital limit will cover the letter of credit limits. current effective rate 14. Additional collateral security of Rs. Initially.75% above SBHPLR.03.a (floating) for the proposed Fund Based Working Capital limits. b)Application-cum-indemnity from the borrower in respect of every letter of credit.2009 (Branch officials‟ valuation Rs. Repayable on demand the name of PCH Retail Limited.Letter of Credit (10%) ii) Letter of Credit: 10%.9 Cash Credit SBH Working Capital : Fund Based Cash Credit1000/& Non-Fund Based Letter of Credit500/- Rate of Interest: Pricing at 1. Pledge of FDR of Rs. 994. 1. ii)Collateral Security: Extension of all the collateral securities applicable to fund based limit to cover the letter of credit limits.1)Cash Credit : i)Primary Security: First charge over the entire current assets of the company including stocks. 0. valued Rs. ii)Collateral Security: Pari-Passu second (Hyp) charge on fixed assets.80 Crore to be provided to cover the total Cash Credit and Term Loan limits. iii)Personal Guarantee: a)Shri Balvinder Singh (Managing Director). 180 . 1.00% p. Receivables (Cover 60 days) (25%).

Balvinder singh and Mrs. ii) Exclusive equitable mortgagee on the Malakpet Property.each.59/. 1. iii) Lien on lease deposits backed by undertaking letters from lessors.73 crores & Rs.ft. Balvinder Singh and Mrs. Baljit Kaur having a net worth of 14. iv)Second charge on fixed assets & current assets v)Personal Guarantee of Promoter directors Mr. Provide a certificate from the Chartered Accountant. 5.Valuing around around Rs. ECIL. 181 . Baljit Kaur. Rate of Interest: PLR -2. 50 lakhs.i)Primary Security: i) Exclusive charge on the fixed assets of the company. adjacent jubilee hills check post having an area of about 1135 sq yards valuing around Rs.00% P. 11 Term Loan Axis Bank LTD Term Loan: 1200/- 48 Equal monthly installments after a moratorium of one year (Tenor : 5 years (including a moratorium of one year) 363. Term Loan : 5 Years Interest monthly Working Capital Demand Loan: Months Term loan: 314.74/-. Hyderabad having land area of 2681 Sq.5 crores.10 Term TATA Loan Capital &Worki Limited ng Capital Deman d Loan Term Loan : 650/Working Capital Demand Loan: 100/- Term loan :13.000sq. 12 i) Exclusive charge on the fixed assets of either the 12 outlets or outlets having total area of about 30. ii) Equitable mortgage of the two row houses at saket.a Margin: Interest to be paid on monthly basis on reducing balance Principal After a moratorium of 1 year principal to be paid in 16 quarterly installments. Working Capital Demand Loan: Interest to be paid on monthly basis on reducing balance Principal two half yearly payments of Rs.) payable Monthly Margin: Minimum equity margin of 38%. iii)Personal Guarantee of promoter directors: Mr. kapra.00% pa.5 Crores.62 crores respectively vi) Equity stake conversion in case of default. ii)Collateral Security: i) Second pari passu charge on the current assets of the company. iv)Other Covenants: 1) The Borrower shall at quarterly intervals. ii) Escrow of credit card receivables from the outlets financed by UTI bank. 2.00%.00% pa (presently at 13. iii) Equitable mortgage of the showroom located at road \No. To the satisfaction of the Bank Certifying.Fts. 13. 10.

a floating with reset of spread after every 2 years.03. Jubilee Hills. 13 Term Loan SBH Term Loan: 2000/- Rate of Interest for: Pricing at 15.50% above SBMPLR.00% above SBAR.08).fixed assets along with other lenders. ii)EM of additional two city properties on exclusive basis valued not less than Rs 3. Collateral Security: i)Extension of EM of 10 properties (Exclusive to SBI) belonging to promoters. 14 Term Loan and Cash Credit SBI Term Loan: 1984/Cash Credit: 4000/- Rate of Interest: Term loan: 1. b) Smt.12 Term Loan SBM Term Loan: 1000/- Rate of Interest: SBM-2.99 Crores.2008 Term Loan: Term Loan: 1. ii) Smt Baljit Kaur-Net worth-Rs 12.03. 7. presently at 14. at 0.42 Crores (Net worth as on 31.08).29 Crores.25% or the rate charged by other Bankers under MBA whichever is higher.00% above SBHPLR for the proposed TL limits for SBH-5 rated company under the new CRA model. b) Pari passu second charge (Hyp) on current assets of the company. (Net worth as on 31.e.836.20% (Proposed) Total 24 quarterly installments. Madhapur and Gachibowli). Baljit Kaur -12.67/- 182 .25% p.990. Rs 7.00 Crores) will be given for equitable mortgage with in a period of 6 months. 6.49 Crores.53/.00% p. book debts and other current assets with other term lenders.20% 24 Quarterly Installments Beginning from June‟09. Rate of Interest: Term Loan: 24 Quarterly Installments Cash Credit: Payable on demand Primary Security: Pari passu ( Hyp) charge on fixed assets to be acquired out of Term Loans to be availed under expansion project Collateral Security: i) EM of 5 Properties (exclusive to SBM) valued at Rs.a. ((i) and (ii) are exclusively given to SBI as collateral for WC and 797.500.90/. (These properties are to be mortgaged as collateral for WC limits also). as on 31.Pari passu (Hyp) charge on fixed assets to be acquired out of Term Loans to be availed under expansion project. ii)Collateral Security: a) Properties worth to the extent of 25% of the total loan amount (i. Personal Guarantees (Term loan and Cash Credit): i) Shri Balvinder Singh-Net worth – Rs 25.Primary Security: Cash Credit: i)Pari passu (Hyp) first charge on 2. In the meanwhile equivalent amount (Rs. iii)Pari Passu second charge on stocks.03..2008.06 Crores.70/.00 crores) by way of TDR will be places with the branch as Collateral security. as on 31.00 Crores. The company is in the process of identifying the property and the property to be offered will be land and building situated in Hyderabad City (Banjara Hills. Present effective rate being 13.e. Margin: 25% (Proposed) Margin: 39. iii)Personal Guarantee: a)Shri Balvinder Singh -24.2.03. Term loan: i)Primary Security: 1. (floating) i. Margin: Proposed 39.

Present effective rate being 13.00 Starting from 10-04-2008 8. Margins: Finished Goods -25%.at monthly rests or the rate charged by other participating bank‟s whichever is higher. The interest will be reset after six months. Collateral Security: i)EM of 10 properties (Exclusive to SBI) belonging to promoters.25% p.05%.25% above 6 months LIBOR at monthly rests.88/. Receivables (Cover 60 days) -30%. 183 .99% extended to cover Term Loan). Personal Guarantee: i)Shri Balvinder Singh.00% above SBAR. 11 Months 924.15 Cash Credit SBI 4. The rate of interest will be rounded off to the next higher multiple of 0. 37. ii)EM of additional two city properties on exclusive basis valued not less than Rs 3. Kolkata as available with reference the Reuter Screen.book debts and other current assets along with other WC bankers.60/- Vehicle (Honda CRV). 11. as on the date as on the date of disbursement of the loan. ii) Smt Baljit Kaur. iii) Second pari passu charge on fixed assets of the company along with other WC bankers.00 Crores.a.74/- 60 Installments each Rs.USD Million 16 Vehicl e Loan ICICI 17.434. Letter of Credit (usance 90 days)-25%. Rate of Interest: The loan will carry rate of interest at 3. The LIBOR rates shall be the rate quoted by FD. Cash Credit: Primary Security: Pari passu first charge (Hyp) on all the stocks.00/- Cash Credit: 1.

29/- Vehicle (2Nos Tata Indica) 463. Floating/ Fixed Rate of Interest : 9. Wholetime Director 3.75% Interest type: Adjustable Rate of Interest.3/- Rate of Interest: 9.09.800 Starting from 01-12-2009 36 Installments each Rs.00 Starting from 01-02-2010 to 1-12-2012 36 Installments each Rs. book debts and other current assets.30.Jubilee Hills. Hyderabad.2021. T S No.45. Personal Guarantee: i) Shri Balvinder Singh. in S Y No 403/17.20+3.1 (P)2.10 ii) Smt Baljit Kaur.88% p. EMI Start Date : (16-042011 to 1602-2014) Payment Structure : Normal 6 years 5 months including a moratorium period of 14 months House Bearing No 116.10 184 .75% above SBH Base Rate.75 % p.43/- Vehicle (Indica).690).245.India loan) 1327/- 42.14/.14/- 21 22 Housin Future g Loan Capital Financial Services Ltd Retail BMW Financ Financial e Services (Auto.90% 36 Months (Each Installment 1. MD 13.50% p. Banjara Hills. book debts and other current assets.64% Per annum 36 Installments each Rs.06/- Vehicle (HONDA CITY). Margins : 39.Golconda Mandal.Shaikpet Village.00/- 10. Term Loan-II : First Pari-passu charge on the entire fixed assets of the company along with other term loan lenders Collateral :Term Loan I: Pari-pasu second charge on stocks.Hyderabad.01.81 Crores As on 10. 28.a (floating) with reset of spread after every 2 years from the date of first disbursement. MCH No-82-120/84. ROI as charged to the customer 14%. Vehicle Details : BMW 5 Series 530d Vehicle Cost : 5647030/- Primary : Term Loan I: Pari-passu first charge (Hyp) on fixed assets.20) Interest 11.49/- 10.911/Staring from 01.a (On monthly reducing basis) 18 Vehicl e Loan Axis 9. 3.4/. 10. Road No 2.(P)&3(P). 180 Months 2.34.610 of two vehicle loans Starting from 01-12-2009 to 07-05-2012 120 Installments each Rs 6.00% p.Plot No. present effective rate 15.17 Vehicl e Loan Axis 3. admeasuring 2022 sq yds situated at Dilruba.09. 11.Rate of (3.96 (crores) As on 10.a (On monthly reducing basis) 20 Housin Indiabulls g Loan Housing Finance Ltd 463.Huda Enclave.a (On monthly reducing basis) 19 Vehicl e Loan HDFC 6. 23 Term Loan SBH 3000/- Rate of Interest: 6.02.2011 to 01. 6. Term Loan II: Pari-pasu second charge on stocks.

98 56.411. 19.64 14.35 461.40 44.20 Total (A) b) Provisions: Provision for Income Tax 825. promoter group of the issuer company in any way other than those which are specifically mentioned in annexure XII relating to related party transactions.452.16 521.69 419.13 468. there are no outstanding dues of small scale industrial undertaking(s) exceeding Rs.74 Advances Received From Customers 45.Statement of Unsecured Loans Particulars Annexure IX (INR in Lakhs) For the Period For the year ended ended 31-Dec-10 31-Mar-10 31-Mar-09 31-Mar-08 From Director's 46.28 21.67 8.36 For the year ended 31-Mar-10 34.31 32.27 Note: None of the Current Liabilities & Provisions includes the amount due to the directors.95 180.90 1.94 1.882.74 326.07 1. As per the representation received from the Management and relied upon by us.07 Total (B) Grand Total (A+B) 3.00 Note: The above interest free Unsecured Loans taken from the Directors are repayable on demand.68 36.38 Total 52.07 Provision for Gratuity 12.00 83.325. 1 Lakh which is outstanding for more than 30 days Amounts due to promoters/promoter group companies/relatives of directors/associate companies: Particulars For the Period For the year ended ended 31-Dec-10 31-Mar-10 31-Mar-09 31-Mar-08 PCH Marketing Pvt . 31-Mar-07 26.Recurring Nature Insurance Claims Commission On Others Cash Discount Other Receipts Total (B) Grand Total (A+B) . promoters.98 185 31-Mar-09 2.673.876.95 PCH Distributors Pvt.53 431.17 1882.87 3.31 86. 12. Ltd.47 432.51 205.29 5.42 PCH Telecom (India) Pvt.174.652. Ltd.29 5. Annexure X Statement of Current Liabilities & Provisions (INR in Lakhs) Particulars For the Period For the Period ended ended 31-Dec-10 31-Mar-10 31-Mar-09 31-Mar-08 31-Mar-07 a) Current Liabilities: Sundry Creditors 2.56 423.15 31-Mar-08 31-Mar-07 - Recurring Nature Interest on Loans & Advances and Deposits Commission received on Credit Card sales Rent Total (A) Non .69 978.67 3.56 112.62 7.17 Annexure XI (INR in Lakhs) For the Period ended 31-Dec-10 51.98 34. None of the Unsecured Loans includes the amount taken from the directors.240.15 1.76 11.33 1.34 8. promoter group of the issuer company in any way other than those which are specifically mentioned herein below.74 0.09 1. promoters.859.41 Note: There are no defaults or re-schedulement on above mentioned loans and no penalty has been levied.98 34.62 263.53 513.3 838.76 17.23 2.05 195.75 74.34 516.47 3.42 Statement of Other Income Particulars 31-Mar-07 1.14 205.Ltd.64 212.53 1. 20.79 Outstanding Expenses 347.021.

PCH Impex Pvt.01. Ltd. Ltd. PCH Constructions Pvt. PCH Agencies Pvt. PCH Distributors Pvt.2007 Period To Till Date Till Date Annexure Subsidiary Companies Other Related Parties where Common control exists : Companies PCH Marketing Pvt.Annexure XII Related Party Transactions as per Accounting Standard (AS-18) on Related Party Disclosures Issued by ICAI. PCH Holdings Pvt. Ltd. the Disclosures of Transaction with the related Parties are as FollowsPromoters Name Balvinder Singh Baljit Kaur Designation From Managing Director Whole-time Director NIL 03. PCH Retail Solutions Pvt. Ltd.2007 03.01. Ltd. Ltd. Ltd. NIL NIL Partnership Firms Proprietorship Firms PCH Agencies 186 . PCH Telecom (INDIA) Pvt. PCH Life Style Pvt. Ltd. Ltd.

35 - 1. Ltd.68 11.75 1.00 60.17 - Purchase of Properties Gurjit Singh Sutinder Singh Balvinder Singh Baljith Kaur PCH Distributors Pvt.00 9.178.69 2.25 19.30 6.44 5.882. Ltd.00 47.26 21.00 - 35. Ltd. 0.00 36. PCH Telecom (India) Pvt.36 46.178.413.413.38 6.00 16.00 18. Ltd.87 - 0. PCH Distributors Pvt .722.882.00 29.29 - 13.58 62. Ltd.00 10.41 .50 - Managerial Remuneration Rent Received Balvinder Singh Baljith Kaur 32.Ltd.05 11.00 24.05 11.75 0.35 31-03-10 For the year ended 31-03-09 31-03-08 Annexure XII (INR in Lakhs) 31-03-07 1.42 35.682.00 26.61 8.50 60.00 10.44 - 5.78 24.00 - Loans Received during the period Total Promoters Total 187 Balvinder Singh Baljith Kaur Loans Repaid during the period 35. 9.95 20.251. Ltd.69 - 2.36 46.41 - - 16.62 12.00 - 204.Related Party Transactions – As per Accounting Standard 18 – “Related Party Disclosures” PARTICULARS NATURE OF RELATIONSHIP NAME OF RELATED PARTY For the period ended 31-12-10 Income & Expenses Sales Companies/Firms in which Promoters has significant interest Total Companies/Firms in which Promoters has significant interest Total Companies/Firms in which Promoters has significant interest Total Relatives of Promoters Total Promoters Total Companies/Firms in which Promoters has significant interest Total Promoters PCH Agencies Pvt.14 19.00 26.00 32.17 Purchases PCH Marketing Pvt. PCH Lifestyle Pvt. PCH Agencies Pvt. 62.251.

Ltd.Outstanding Balance at the end of the year Receivables (net of Payable) Companies/Firms in which Promoters has significant interest PCH Marketing Pvt. Total Promoters Total Balvinder Singh Baljith Kaur (8. PCH Lifestyle Pvt.00 10.18) (20.066.29) 35.00 - Maximum Outstanding Balance(Debtors.00 - Maximum Outstanding Balance (Loans Received and Loans Given) Note: a)The related party relationships have been identified by the management and relied upon by the auditors.97) - (87.42) (1. Ltd. Ltd.41 (1. Creditors and Advances) (983.95) 0.796.62 (1. PCH Telecom (India) Pvt.00 26. Ltd. Ltd. PCH Distributors Pvt. 188 .05 11.882.05 11.21) - (8. PCH Lifestyle Pvt.68 11.70) - (5.09) 16. PCH Agencies Pvt.17) - Total Promoters Closing Balance (Loans Received) Total Companies/Firms in which Promoters has significant interest Balvinder Singh Baljith Kaur PCH Marketing Pvt. (12.70) 35. b)Figures in Bracket indicate Credit Balances.95) 11. Ltd. PCH Agencies Pvt.62 (40.42) - - (1.094. Ltd.97) - (87. Ltd.68 (19.41 (983.796. PCH Distributors Pvt.36 46. Ltd.00 10.38) (19.09) - (1. Ltd.29) - (5.882. PCH Telecom (India) Pvt.34) (20.00 26.17) 16.36 46.37) (1.38) 0.

66 33.24. of equity shares outstanding during the year Basic & Diluted Earnings per Share (Rs.03) 46.34 9.046.03) (293.737.914.29.310 0.200.99% 342. In Lakhs) No.46.778.17) (93.81) 3.58 (156.22 (3.Earnings Per Share) Return on Net Worth (%) Net Asset Value per Share (Rs.08 1.21 31-Mar-10 1.70.Donations (disallowed portion) 2.66% 28.37 16.42) 1.Provision for Gratuity 2.17 (3. as restated (Rs.03 33.03.52 51.500 2.03 31-Mar-08 2.500 1.92) 2.13 10. but allowable as Repairs and Maintenance under IT Act.71 27.000 39.382 5.66 94.25 0.36 6. 1961 3.44 31-Mar-08 1.64 39.432 3.39 51.50.18 1.96 52.16.59.77 (65.93 1.04) (22.76 89.500 2.95 33.(D) Statement of Accounting and Other Ratios Particulars Annexure XIV For the Period Ended 31-Dec-10 12. Asset Capitalized under Companies Act.91 51.89.73) (118.08 1.04 18.96) (156.96 624.52 31-Mar-09 7.32 Tax Expense/(Saving) Thereon (D) Tax Liability After Considering the effect of adjustments (A) . as restated Tax Rate (%) Tax as per Net Profit Before Tax (A) Adjustments Permanent Differences 1.94 718.19) 224.84 91.25.04 31-Mar-07 1.93 87.28.577.36 29.29 18.46.28 51.90 (275.03 39.007.58 (87.30 10.58 2.99% 405.58 31-Mar-07 86.41 141. of equity shares outstanding at the end of year Weighted average no.51 1.462 3.Loss on sale of Fixed Assets 4.70.99% 355.581 5.51 16.02 525.82 2.02.97 4.34 2.14 33.193.42 1.38) (259.72 (2.48 33.Preliminery Expenses/Trade Marks Total Permanent Difference (B) Timing Difference 1.82 For the Year Ended Net Profit before Taxes.05 1.11) 383.78.45) (87.53) 262.07) 1.13 Net worth as at the end of the year(Rs in Lakhs) Net Profit after Tax.271.81) (347.500 1.00 - 3.84 726.Difference between Tax Depreciation & Book Depreciation Total of Timing Difference (C) Total Adjustments (B+C) 31-Mar-09 1.22% 577.91 For the Year Ended 31-Mar-10 11.29 6.35 (292.Tax Shelter Statement Particulars Annexure XIII (INR in Lakhs) For the Period Ended 31-Dec-10 1.) (As per AS-20.56 (262.38 46.) Book Value per Share (Rs) 189 .60) - (5.08 0.24.52 17.60.04) 2.25.633.15.

16.462 10/3. Annexure XV Statement of Earnings per Share Particulars (INR in Lakhs) For the Period Ended 31-Dec-10 Net Profit after Tax.34 31-Mar-10 726. The figures above are based on the restated financial statements of the Company Earnings per share calculations are done in accordance with Accounting Standard-20 "Earning per share" issued by the Institute of Chartered Accountants of India Restated net profit. as restated Net Worth (excluding revaluation reserve) as at the end of the year/period Net Worth as at the end of the year/period No. 4.200. of shares has been calculated on time basis. In Lakhs) Weighted average no.82 2. of equity shares outstanding as at the end of the year/period 1. as restated (Rs.29.42 190 . attributable to shareholders Weighted average no. as restated.) Basic & Diluted Earnings per Share (Rs.The ratios have been computed as below: Basic & Diluted Earnings per Share = Net Profit after Tax. There are no securities outstanding having potential dilution effect on the equity shares during the above period. The Share application money is not considered as having potential dilution effect.60.310 10/0. 6.) (As per AS-20.36 For the Year Ended 31-Mar-09 525. of equity shares outstanding as at the end of the year/period X100 Net Assets Value per Equity Share = Book Value per Equity Share = Net Worth (excluding revaluation reserve )as at the end of the year/period No. of equity shares outstanding during the year/period Return on Net Worth (%) = Net Profit after Tax.Earnings Per Share) 1.70.93 1. as appearing in the restated Statement of profits and losses (Annexure II) and net worth as appearing in the statement of restated assets and liabilities (Annexure I). 2.28.432 10/3.51 39. Calculation of ratios for post issue has not been considered.71 31-Mar-07 16.59.25.89. 3.581 10/5. Net Worth means Equity Share Capital + Reserves & Surplus (Net of Revaluation Reserve) – Miscellaneous Expenditure Weighted average no. 7.34 2.29 31-Mar-08 718.58 1. 5. has been considered for the purpose of computing the above ratios.382 10/5. of equity shares outstanding during the year Nominal Value of Per ordinary Share (In Rs.24.

out of which 2.23.535.24 21. 7.42 Face Value of Equity Shares (Rs. of shares Allotted to Promoters Allotted 07-03-2011 1223000 200000 1.55 10.93 Sl.23.each.392. 3. 2010 7.599.72 9.121.18 3.70 16.No.00.731. Total No.97 Shareholders„ Funds Share Capital (include Share Application Money) Reserves Less : Debit Balance in P&L Less: Miscellaneous Expenditure to the extent not Written off Total Shareholders„ Fund (Net Worth) Long Term Debt/ Equity Share Capital Long Term Debt/ Shareholders„ funds (Net Worth) *Will be updated at the time of prospectus.) Interim Dividend on each Equity Share (Rs.61.93 2.85.461.132.413.to Rs.577.94 2.93 2.59 4. 4. 10/.93 Total 40.94 40.79 11.73 14. 2010 Public Issue * 7. Total Debt to equity ratio = Total Debt/ Share holders Fund 6.Statement of Rates and amount of Dividend Particulars Annexure XVI For the Period ended 31-Dec-10 10 Nil Nil Nil For the year ended 31-Mar-10 10 Nil Nil Nil 31-Mar-09 10 Nil Nil Nil 31-Mar-08 31-Mar-07 10 10 Nil Nil Nil Nil Nil Nil Annexure XVII (INR in Lakhs) Pre.94 40.62 The Company had issued 20.778.05 7.55.(inclusive of premium of Rs 90/.93 2. 26. Long term To Equity = Long term Debts/ Share holders Funds 5. Total 2023000 200000 As a result.09 0. Long term Debts represent debts other than Short term Debt as defined above. 24.01 Income tax 2.000 to non promoters at a price of Rs 100/.84 1. Notes: 1.000 to promoters and 18.93 2.316.) Dividend Rate (%) Capitalization Statement Particulars Borrowings Long Term Debt Short Term Debt Total Debt Pre. the paid up equity share capital of the company has increased from Rs. 2.Issue as at Adjusted for March 31.Issue as at Dec 31.per each equity shares).) Final dividend on each Equity Share (Rs. 2.000 Equity shares of Rs. The figures disclosed above are based on re stated Standalone Summary statement of Assets and Liabilities of the company as at 31st March 2010 and for the period ended 31st December 2010. Short term Debts represent which are due within 12 months.185.01 38. The corresponding post issue figures are not determinable at this stage pending the completion of book building process and hence have not been furnished Annexure XVIII Contingent Liabilities (INR in Lakhs) Particulars For the Period For the year ended ended 31-Dec-10 31-Mar-10 31-Mar-09 31-Mar-08 31-Mar-07 Rent Claims 38.63. Date of Allotment . Share Application Money is considered for calculation of Shareholders‟ Fund.93 2. 18-03-2011 400000 2. 24-03-2011 400000 3.63 12.62 0.000/.01 38.000/-.

with a focus on selling Consumer Durables. Home Appliances etc.. 2010.e. Sardar Balvinder Singh started a Proprietorship Firm namely. We have established operations in 28 cities across four states of India viz. As a retailer and wholesaler our endeavor is to offer one-stop shop solution to our customers. Audio Systems. The Company‟s historical performance may not be considered as indicative of future financial performance. ft. During the same period our profit after tax was `726.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS The following discussion of our financial condition and results of operations should be read in conjunction with our restated financial statements for the period ended December 31.34 lakhs as compared to `43. In March 2007. We retail products of all major brands through our 110 MBOs and 11 warehouses spread across an area of 6. Our restated financial statements were prepared in accordance with Indian GAAP. Television. 2007. Tamil Nadu. Our product offering includes Washing Machines.82 lakhs and `525.. As per our Restated Financials. Baljit Kaur. in 28 cities in four states of India viz. M/s PCH Associates which dealt in retail trading of electronic goods & allied products and home appliances. M/s PCH Associates. including the notes thereto.172. Karnataka and Maharashtra. ft. our total revenue for the financial year ending 2010 was `65. 2011 in the section titled “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus. Mobiles & Accessories. the Companies Act and the SEBI Regulations and restated as described in the report of our Statutory Auditor Karumanchi & Associates. 2007 restated in accordance with SEBI Regulations. Air Conditioners. M/s PCH Business which dealt in retail & wholesale trading of electronic consumer durables of Videocon & Sony. Mobile Phones & accessories.000 sq. Andhra Pradesh. Tamil Nadu. Sardar Balvinder Singh started PCH Group comprising of 3 partnership firms viz. M/s PCH Mobile Zone and M/s PCH Sales) and the proprietorship concern M/s PCH Business were taken over as going concerns by PCH Retail Ltd (incorporated in 2007) by way of Memorandum of Mutual Understanding dated March 04. Digital Cameras & Camcorders. 2008 and. STATE Andhra Pradesh Tamil Nadu Karnataka Maharashtra TOTAL Key factors affecting the results of operation Our financial condition and results of operations are affected by numerous factors and the following are of particular importance: Outlets 89 8 9 4 110 Warehouses 11 0 0 0 11 192 . For the nine (9) month period ended December 2010 our total revenues were `67. The Company is promoted by Sardar Balvinder Singh and Mrs. In the year 2001. Cameras & Camcorders through wholesale trading and trading through retail outlets.18 lakhs for financial year ending 2009. Karnataka and Maharashtra. LED. Computers & Computer peripherals. You should also read the Chapter titled „Risk Factors‟ beginning on page 11 of the Draft Red Herring Prospectus which enumerates number of factors and contingencies that could impact the Company‟s financial condition and result of operations.58 lakhs respectively. the three partnership Firms (i.000 sq.34 lakhs. As on date. Refrigerators. Karnataka and Maharashtra. We offer our customers the whole gamut of Consumer Durables & Electronics products and most of Indian and multinational brands. Electronics & Allied products. we have the following network of 110 MBOs and 11 warehouses spread across an area of 6.771.. Chartered Accountants dated May 25. so all references to a particular fiscal year are to the 12month period ended March 31 of that year. LCD.21.200. In the year 2003. 2010 and as of and for the Fiscal years ended March 31. 2009. M/s PCH Mobile Zone which dealt in retail & wholesale trading of mobiles and accessories and M/s PCH Sales which dealt in retail trading of electronic goods of Sony & mobiles of Sony Ericson exclusively..931. Andhra Pradesh. Business Overview We are one of the leading retailers of Consumer Durables & Electronics products in Andhra Pradesh and also have good presence in Tamil Nadu. Home Appliances. 21.08 lakhs and profit after tax was `1. Our financial year ends on March 31 of each year.

62 3. Ability to expand in terms of number of outlets and the customer base.961.50 100.41 2006-07 Amount % 1.03 % 91.409.87 2.822. Ability to attract.52 675.19 0.93 0.84 183.23 % 91.518.86 2007-08 21. 4. Condition and performance of the Consumer Durables industry.970. Principal Components of our Statement of Profit and Loss Account Total Income The Company is in business of retailing of products in Consumer Durables and Electronics segment.274.172.29 674.89 448.39 45. General economic and demographic conditions.15 100 2009-10 Amount % 65. OUR SIGNIFICANT ACCOUNTING POLICIES For Significant accounting policies please refer to the Section titled “Financial Statements” beginning on page 160 of the Draft Red Herring Prospectus.901.954.38 3. recruit and retain good management.39 0.299.145.41 91.27 3.75 967.12. 6.00 2006-07 Amount 3.68 5.07 2.98 74.12.07 1.10 100.75 % 92.54 72.58 2.253.27 24.906.987.906.97 1. please refer to chapters titled “Risk Factors”.92 2.63 191.14 0.842.89 0.18 0.20 Total Expenses The break-up of total expenses are as under: (` in Lakhs) Till 31.90 0. 5.98 0.170.91 100 2007-08 Amount % 21.54 15. The breakup of totalincome for the earlier years are as under: (` in Lakhs) Segment Traded Goods Other Income Increase / (Decrease) in Stocks Total Till 31.468.26 8.437.55 0.54 193 .715.307.19 1.931.18 74.535.64 2009-10 61.043. 3.05 67.29 100. 7.15 2.53 % 97.76 0.337.329.53 2.20 1.64 368.40 26.409.66 1. Expenses S&D Expenses Financial Expenses Depreciatio n TOTAL 66. Competition and Pricing pressures.00 23.08 195.68 0.01 2.98 2.37 0.59 0.16 5.14 3.437. “Industry Overview” and “Business Overview” beginning on pages 11.00 Infrastruct ure Charges Purchase Expenses Segment Material and consumables Till 31.92 1.50 44.00 2009-10 Amount 61.2010 Segment Material and Consumabl es Amount Purchases Personnel Expenses Adm.80 100 46.55 53.98 96. Efficient logistics and supply chain management.081.84 9.822.86 392.00 2008-09 Amount 41.1. Brand Image.06 2.05 100.57 2.34 34.36 246. For more information on these and other factors/developments which have or may affect us.307.85 2.35 2.222.10 Amount % 67.24 29.771.33 0.18 2.34 0.72 93.250.81 0.00 2007-08 Amount 21.59 100 90.51 1. 2.82 100.66 68.62 100 2008-09 Amount % 43.70 % 92.96 2008-09 41.12.36 983.10 Purchases 66.432.214. 74 and 90 respectively of this Prospectus.73 506.05 3.36 6.36 2006-07 3.46 196.96 487.73 1.57 258.

970.03.03 0 9. audit fee. legal & professional services. Depreciation Depreciation has been provided on Written down Value Method as per rates specified in Schedule XIV of the Companies Act. sales tax.11% in Fiscal 2010 to 1.2009 43.94 31.60 For the year ended 31.2007 16.11% Period Ended 31. professional tax.34 5. printing and stationary.32 0 77. travelling expenses.10 67. security services.57 2. donations.14 31.90% The efforts of management in streamlining the operations of the Company has resulted in increase in margin from 1.2008 718.57 3.2007 1. director remuneration.03.08 6. conveyance.93 21. insurance.518.34 67. 2010. trademarks. telephone/fax & Internet expenses. office expenses.58 43.200.771.423.08 1.842.18 3. processing charges paid to bank & others and bank commission.63 0 7.2010 65.03. interest on TDS. recruitment charges.2008 21. postage & courier charges and other miscellaneous expenses. incentives to sales staff and freight outwards. Finance Charges Finance charges consist of interest on cash credit & term loans. provision for gratuity and staff welfare expenses.172.03.Other Expenses Administration Expenses Administration expense includes rent.18 1.03.16 0 9.12.18 1. books & periodicals.03. subscription charges to club.12. business promotion expenses. electricity. Selling and Distribution Expenses Selling and Distribution Expenses includes advertisement expenses. Profit After Tax (` in Lakhs) Particular PAT Sales PAT / Sales (%) 31.2010 1. Sundry Debtors The details of debtors for the respective period are as under: (` in Lakhs) Particulars For the Period ended 31.931. 1956 as amended from time to time.771.34 1.93 31. repair and maintenance. fuel & vehicle maintenance. brokerage & commission.26 Sales Debtors Debts outstanding Exceeding 6 months Debts outstanding Less than 6 months Bad Debts written off Debtors as % of Sales 194 .842.18 0.425. license and renewal fee.970. rates & taxes.82 65.27% 31.77% 31.008.22% 31.03. discount given. Personnel Expenses Personnel Expenses includes salaries & benefits.77% for the period ended December 31.172.08 0 7.51 1.03.2009 525.931.2010 726.224.

55 3.82) 1.23 (158.75 0.96 487.33 2.41 9.30 1.47 97.08 0.468.59 100.25 98.91 100.193.63 1.10) (1.250.58 21.73 191.03 1.51 46.80 100.03.92 1.2009 31.60 2.48 336.24 29.00 0. 2008.14 3.63 196.68 0.27 24.25 1.36 983.00) Particulars Net Profit /(Loss) After Taxes as per Audited P&L A/C Excess /(Short) Provision in calculation of Depreciation Preliminary expenses (written off)/ adjusted Advertisement expenses (written off)/ adjusted Trade Marks (written off) / adjusted Provision for Gratuity Income Tax & Fringe Benefit Tax (Provision)/ Excess Provision Written Back Prior Period Items (Provisions)/ Excess .73 0.62 % of Total Incom e 96.05) 1.36 246.93 1.081.36 6.63 3.04 2.74 0.79 95.56 1.34 65.23 1.409.906.02 5.05 67.78 2.57 2.2010 31.72 41.00 23.95 0.39 45.38 0.34 0.29 (7.93 0.93) 27.15 100. Set out below is the summary of the result of the restatement of the audited financial statements for the respective years and its impact on the company: Statement of Adjustment in Profit & Loss For the Period ended 31-1210 763.85 2.29 258.84 2.901.34 34.29) (1.69) (3.57 140.70 1.842.437.18 2.71 1.20 183.214.14 2.90) 0.69 4.98 61.31 1.00 31-03-07 59.15 (35.20 53.14 % of Total Incom e 90.29 0.12.05 97.145.822.86 0.2007 INCOME Sales Other Income Increase / ( Decrease ) in Stocks Total Income EXPENDITURE Purchases Personnel Expenses Administrative Expenses Financial Expenses Selling and Distribution Expenses Depreciation Total Expenditure Profit Before Tax Taxation Income Tax Deferred Tax Liability Fringe Benefit Tax Net Profit After Tax 67.170.06 % of Total Incom e 93.00 89.41 Adjustments The financial information for FY 2007.81 0.98 74.74 0.53 5.432.01 2.49) 2.83) 31-03-08 657.64 368. In accordance with Indian GAAP.57 1.38 3.14 0.05 3.00 90.01 1.043.03.03 69.03.95 467.20) (2.274.37) 31.81 2.86 392.771.68 26.03.20 15.2010 % of Total Incom e 91.07 1.16 1.00 95.307.172.78 3.16 5.26 (6.75 967.57 7.715.58 718.99 (120.08 195.66 68.15 2.67 0.59 0.84 2.56) (6.87 (31.91 0.961.82 43.44 99.62 100.66 674.98 2.07) 31-03-09 844.14 323.27 2.96 % of Total Income 31.329.22 1.52 675.54 15.535.87) (37.31 525.38 38.50 1.66 573.00 89.253.007.87 0.21 0.518.41 66.40 2.46 506.05 97.77 (0.15 223. the effects of restatement are shown as a restatement of individual line items in our profit and loss statement.53 86.970. 2010 and for the period ended December 31.91 (153.04) 120.27 (3.737.337. 2009.30 0.046.92 448.30 3.2008 31.23 16.54 72.00 1. 2010 has been restated in compliance with the ICDR Regulations.05 726.26 8.75 1.954.50 44.73) (0.22 (2.21) (64.84 21.987.08 0.30 0.89 2.66 2.66 15.18 74.299.200.33 0.222.Discussion on Results of Operations (` In Lakhs) Period ended Particulars 31.19 0.931.07 195 (` in Lakhs) For the year ended 31-03-10 879.00 88.

550. now restated and charged to Profit and Loss account for the respective years.00 38. During the financial year 2008-09 the company had written off `28. Rental Expenses: During the period ended 31 Dec.2010 1. 196 .2008 229.535. The said amount is restated and added to the rental expenses for the FY 2009-10.73 lakhs debited to Profit & Loss Account.03.03. Trade Marks and Advertisement Expenditure as deferred expenditure is not in accordance with AS-26 (Intangible Assets). 4. 2010 the company had paid `120.29 191.518.05 15.91 lakhs as Advertisement expenses instead of `120.12. c.93 (42. Advertisement Expenses During the Financial year 2009-10 the company had written off `55. Hence now the accounting treatment is changed and difference amount is debited to the Profit & Loss Account.50 (153. The treatment of Preliminary Expenditure. Other adjustments a.518.49) 31.82 (319.58 61.29 31. now restated and credited to the P & L account for the Financial Year 2009-10 with suitable provision for the Financial Year 2008-09 b.14 0.54 For the year ended 31.90 lakhs debited to Profit & Loss Account.36 lakhs.46 lakhs as advertisement expenses instead of `187.03.64 lakhs. In compliance with AS-26 (Intangible Assets) now restated and difference of `64.51 Depreciation as per Audited Financials Depreciation as per Re stated Financials Difference 3.2009 521. 2.03. 5.54 1.88 lakhs towards Income Tax pertaining to the Financial Year 2008-09. During the Financial year 2008-09 the company had paid `21.31 1.Provision written back Net Total (Decrease)/Increase due to Adjustments Net Profit /(Loss) After Tax as per Restated Profit and Loss Notes on Restated Accounts: 1. Difference of `158. Prior period items a.26 31.27 436.34 (152.200.38) 726.56 718.10 1.10 lakhs towards Income Tax pertaining to the Financial Year 2006-07.10 lakhs towards Income Tax pertaining to the Financial Year 2006-07. now restated and credited to the P & L account for the Financial Year 2008-09 with suitable provision for the Financial Year 2006-07 During the Financial year 2009-10 the company had paid `16.42 2.33) 525.01 674.90 1. now restated and credited to the P & L account for the Financial Year 2009-10 with suitable provision for the Financial Year 2006-07 During the Financial year 2009-10 the company had paid `11.2007 2. (` in Lakhs) Particulars For the Period ended 31. Depreciation Excess/ (Short) Provision in Calculation of depreciation details of which are provided below.07 lakhs towards rent pertaining to FY 2009-10.80) 16.

repairs & maintenance.518.34 lakhs.36 lakhs & increase in stock of `6.931. Expenditure as a percentage of total income for the period was 97. electricity. personnel expenses. primarily on interest on loan. for the period ended December 31. Total Income: Other Income Other income for the period was `195.The significant constituents of administration expenses were rent. As a percentage of total income for the period. Selling and distribution expenses as a percentage of total income for the period were 0.00%.75 lakhs for the period. business promotion expenses.21% of our total income.54 lakhs for this period.432.931. The constituents of Selling and distribution expenses are advertisement expenses.01lakhs for the period. Administration Expenses: The administration expenses were `967.60%. provision for gratuity and staff welfare expenses. Personnel Expenses as a percentage of total income for the period were 0.30%.41 lakhs which primarily consisted of sales income of `67. administrative expenses.89 lakhs for the period.05%. Net Profit after tax: The net profit after tax for the period is `1. Sale of products in Consumer Durables and Electronics segment.75 lakhs.98lakhs. in retail as well as wholesale markets. Expenses: Our total expenditure for the given period was `72.36 lakhs or 0.043.64 lakhs for the period ended December 31. our net profit after tax was 1. Depreciation as a percentage of total income for the period was 2.92 lakhs for the period. other Income of `195. cash credit and others.Results of operations from April 01. rates & taxes and professional fees.08 lakhs. Personnel Expenses: Personnel Expenses were `368. 2010 Total Income: Our total income for the period ended December 31. 2010 was `67.222. director remuneration. Selling and Distribution Expenses: The selling and distribution expenses were `448. This expenditure comprised purchases.170. 2010 till December 31.200.909.59% of total income for the period. Total Income: Sales Sales Income constitutes the major part of our income from operations. 2010. Finance Charges: Finance charges were `2. insurance. Depreciation: We provided depreciation of `1. consultancy services. Finance Charges as percentage of the total income for the period were 3. insurance claims and rent. 197 . Purchases: Purchases were at `66. Purchases constitute 90. donations.50%.08 lakhs or 91. Personnel Expenses consist of salaries & benefits. financial expenses. Administration expenses as a percentage of total income for the period were 1.26% of total income for the period mainly consisting of interest on loans and advances.66%.62%. incentives to sales staff and freight outwards. selling & distribution expenses and depreciation. 2010 was `74.

214.90% mainly because of decrease in advertisement expenses. The increase was primarily due to increased hiring. rates & taxes and repair & maintenance in FY 2010.47% in FY 2009.172. director remuneration. Selling and distribution expenses decreased by 28. increase in personnel expenses by 24.81% to 98. insurance. The total purchases as a percentage of total income increased slightly from 89.84 lakhs during the FY 2010 showing increase of 23.58 lakhs for the FY 2009 to `726.58%.17 lakhs or 52.15 lakhs in FY 2009 to `34.409.14% to 1. The total expense as a percentage of total income increased from 97.78% as a percentage of total income from FY 2009 to FY 2010. Total Income: Other Income Other income reduced from `74.86 lakhs in FY 2009 to `61.36 lakhs in FY 2009 to `487.66 lakhs in the FY 2009 to `183.91% in FY 2009. Finance Charges: Finance Charges increased from `1.98 lakhs in FY 2010.337.66% from `41. The increase was mainly on account of opening of additional outlets during the year 2010. Personnel Expenses: Personnel expenses include the salaries & benefits.081. The overall increase was 48.27%.29%.250. Net Profit after tax: As a result of foregoing. Selling and Distribution Expenses: Selling and distribution expenses decreased from `258.33% in FY 2010 as compared to 93.66%.14%. Increase in expenses was mainly due to increase in infrastructure charges.14% from `392. increase in administrative expenses by 23.95% for FY 2010.599.03 lakhs in FY 2010.35%. Depreciation as a percentage of total income stood at 2. Further. Total Income: Sales Income from Sales increased from `43.23 lakhs in FY 2009 to `67.274. Further. Further.05 lakhs in FY 2010 showing an increase of 127.58% compared to FY 2009. Depreciation: Depreciation increased from `674. donations.98 lakhs in FY 2010 showing a reduction of 52. Expenses: Total expenses increased by 49.92 lakhs during the FY 2010 showing decrease of 28.09% compared to FY 2009.07 lakhs in the FY 2010.56% to 0.90% compared to FY 2009. Administration Expenses: Administration expenses increased from `983.83% compared to FY 2009.93% in FY 2009. Selling and distribution expenses went down from 0. Further.06% in FY 2010 as compared to 1.25% at in FY 2010 compared to 1. 198 .307.87% to 89. Increase in operating expenses was mainly due to increase in purchases by 48. Further.771.82 lakhs for the FY 2010 an increase of 38.954. Further. Finance charges as a percentage of total income stood at 3. provision for gratuity and staff welfare expenses. administrative expenses went down from 2.72 lakhs in FY 2009 to `68. other income by 52.961.Comparison of Fiscal Year 2010 with 2009 Total Income: Our total income increased from `45. It increased by 24.57 lakhs in the FY 2009 to `1. This increase was primarily due to increase in income from sales by 52.27% and increase in depreciation by 127. sales as a percentage of total income stood at 96. Purchase expenses: Purchase expenses increased by 48.51% mainly on account of increase in rent.The increase was mainly due to increase in term and cash credit loans.18 lakhs in FY 2009 to `65. the net profit after tax of the company increased from `525. Net Profit after tax as a percentage of total income stood at 1.20 lakhs for the FY 2010 showing an increase of 68.22% from `44.34 lakhs in FY 2010 showing an increase of `22.96 lakhs in FY 2010.30% in FY 2010 as compared to 2.35%.29 lakhs for the FY 2009 to `2.14% in FY 2009.83% and reduction in Increase / (Decrease) in stock by 9.50 lakhs in FY 2009 to `1535.55%.25% for FY 2010. increase in financial expenses by 68.51%.27% of the total income from FY 2009 to FY 2010.

299.The increase was primarily due to general increase in salaries & bonuses and contribution towards staff welfare funds.73 lakhs in the FY 2008 to `258. The increase of expenses was mainly due to increase in advertisement expenses to the extent of `47.96%. Increase in operating expenses was mainly due to increase in infrastructure charges on account of increase in number of outlets.18 lakhs in FY 2009 showing an increase of 96.75 lakhs.14% in FY 2009 compared to 2.23 lakhs in FY 2009.91% in FY 2009 compared to 2.60 lakhs during the year 2009 compared with 2008.08% in FY 2008.85% in FY 2009 compared to 1.40 lakhs and freight outwards of `9.79% in FY 2008.46 lakhs in the FY 2008 to `983.16%.15 lakhs in FY 2009.970. This increased sales to the extent of `21.81% to 0.52 lakhs in the FY 2008 to `392. Total Income: Other Income Other income increased from Nil in FY 2008 to `74.01% in FY 2008.61% mainly on account of increase in rent.78% in FY 2008.72 lakhs in FY 2009 representing an increase of 89. Selling and Distribution Expenses: Selling and distribution expenses increased from `196.201.36 lakhs in the FY 2009. The increase was mainly on account of opening of additional outlets during the year 2009. sales tax.50%.57 lakhs in FY 2008 to `43.93% in FY 2009 compared to 90. Further. Depreciation as a percentage of total income stood at 1. rates & taxes. showing an increase of 59. Finance Charges: Finance Charges increased from `506. Further.172. Further.58 lakhs for the FY 2009. administrative expenses as a percentage of total income stood at 2.81% of total income in FY 2009 and 95.41% in FY 2008.954. Further.69% in FY 2008. This increase was primarily due to increase in income from sales to the extent of 96.00 lakhs for the FY 2008 to `674.832.89% from `718.48%. The increase was mainly due to increase in secured loans from banks to the extent of `5. selling and distribution expenses went down from 0.Comparison of Fiscal Year 2009 with 2008 Total Income: Our total income increased from `24. Expenses: Total expenses increased by 93.337. Personnel Expenses: Personnel expenses increased from `246. Further.14%.961.70 lakhs in FY 2008 to `44. Total expense constituted 97.40 lakhs. sales as a percentage of total income stood at 93.50 lakhs for the FY 2009 showing an increase of 253. The increase was mainly on account of commission received to the extent of ` 59. Further. business promotion expenses of `7.666. security services. Net Profit after tax: As a result of foregoing. insurance.29 lakhs for the FY 2009 showing an increase of 163.96% in FY 2008. This was mainly due to addition of Fixed Assets to the extent of `6. Net Profit after tax as a percentage of total income stood at 1. Finance Charges as a percentage of total income stood at 2.62 lakhs in the FY 2009.62 lakhs. Depreciation: Depreciation increased from `191.93 lakhs for the FY 2008 to `525.253.14%.52 lakhs and other receipts to the extent of `14. personnel expenses as a percentage of total income stood at 0.56% of the total income from FY 2009 to FY 2010. 199 . Total Income: Sales Income from Sales increased from `21.50%.78 lakhs. Further.14% in FY 2009 as compared to 2. donations.57 lakhs during the FY 2009 showing an increase of 45.66 lakhs during the FY 2009 showing an increase of 31.32% from `23. the net profit after tax of the company decreased by 26.84 lakhs in FY 2008 to `45.63 lakhs for the FY 2008 to `1. Administration Expenses: Administration expenses increased from `675.47% at in FY 2009 compared to 0. repairs & maintenance in FY2009.

Cash Flow Statement Set forth below is a table of selected, restated cash flow statement data for the period ended December 31, 2010 and for Fiscal 2010, 2009, 2008 and 2007: (` in Lakhs)

For Period ended December 31, 2010 Cash generated from / (used in) Operations Cash flow from / (used in) Investing Activities Cash flow From / (used in) Financing Activities Net increase / (decrease) in Cash and Cash Equivalents (799.76) (2,242.00) 2,973.63 (68.12)

Fiscal year ended March 31, 2010 2009 2008 (844.42) 2007 (3,175.20) (503.37) 3,680.83 2.26

(1,259.70) (1,338.22)

(4,938.91) (7,577.60) (2,104.70) 6,133.79 (64.82) 9,083.98 168.16 3,106.16 157.04

Net cash generated from operating activities Our net cash generated from operating activities is principally used for our operating expenses, general and administration expenses and our employee remuneration & benefits expenses. Fiscal year 2007 In the FY 2007, The Company had taken over the erstwhile PCH Business (Proprietary concern), PCH Associates, PCH Mobile Zone and PCH Sales being partnership firms in the month of March, 2007. The business was continued for 28 days only. Closing balances of receivables of `1,423.32 lakhs, inventories of `2,145.38 lakhs, loans & advances of `95.96 lakhs, current assets of ` 24.00 lakhs (including the balances of all these assets taken over) have been partly funded by current liabilities and provisions of `402.99 lakhs (including the balances of all these liabilities taken over) lead to negative cash flow situation in the FY 2007. These negative operating cash flows have been partly funded through bank borrowings (closing balance of `2,426.37 lakhs), unsecured loans (closing balance of `26.00 lakhs) and share capital (closing balance of `1,255.00 lakhs). Fiscal year 2008 In the FY 2008, the cash generated from operations become negative due to increase in receivables `584.71 lakhs, inventories `2,329.27 lakhs, loans & advances `262.23 lakhs, other current assets `27.86 lakhs. These increased assets have been partly funded by increase in current liabilities of `716.80 lakhs. The increase in current assets is attributable to the increased network of outlets and keeping of inventories at the new outlets to ensure meeting of demand from the customers As the Company was opening new outlets, there was a huge capital investment in terms of security deposits and interiors. To address this huge capital requirement, the Company raised funds by diluting equity (in the form of share application money and share capital) to the tune of `643.50 lakhs, secured loans of `2,995.29 lakhs. Fiscal year 2009 In the FY 2009, the cash generated from operations become negative due to increase in receivables `1,417.05 lakhs, inventories `2,715.39 lakhs, loans & advances ` 228.58 lakhs, other current assets `119.62 lakhs. These increased assets have been partly funded by increase in current liabilities of `476.63 lakhs. The increase in current assets is attributable to the increased network of outlets and keeping of inventories at the new outlets to ensure meeting of demand from the customers As the Company continued of opening new outlets, there was a huge capital investment in terms of security deposits and purchase of fixed assets like interiors, office equipment, furniture and computers. To address this huge capital requirement, the Company raised funds by diluting equity (in the form of share application money

200

and share capital) to the tune of `4,754.50 lakhs , borrowed secured loans from banks `5,666.78 lakhs. We have purchased fixed assets like interiors, office equipment, furniture and computers.

Fiscal year 2010 In the FY 2010, the cash generated from operations become negative due to increase in receivables `1,799.55 lakhs, inventories `2,468.66 lakhs, loans & advances `982.87 lakhs, other current assets `818.67lakhs. These increased assets have been partly funded by increase in current liabilities of `203.78 lakhs. The increase in current assets is attributable to the increased network of outlets and keeping of inventories at the new outlets to ensure meeting of demand from the customers As the Company continued opening new outlets, there was a huge capital investment in terms of security deposits and purchase of fixed assets like interiors, office equipment, furniture and computers. To address this huge capital requirement, the Company raised funds by diluting equity (in the form of share application money and share capital) to the tune of `2,937.00 lakhs , borrowed secured loans from banks `5,400.58 lakhs and unsecured loans `46.41 lakhs. For the period ended December 31, 2010 As per the growth momentum, the operational cash flow continued to be negative due to the increase of receivables and inventories. Also the company continued to spend on capital expenditure for interiors, furniture and fixtures at the new outlets. In order to fund such growth the company has raised money by issuing capital, rising of additional loans from the Banks FACTORS THAT MAY AFFECT THE RESULTS OF THE OPERATIONS: 1. Unusual or infrequent events or transactions.

There have been no unusual or infrequent events or transactions that have taken place. 2. Significant economic changes that materially affected or are likely to affect income from continuing operations.

There have been no significant economic changes that materially affected or likely to affect income from continuing operations. 3. Known trends or uncertainties that have had or are expected to have a material adverse impact on sales, revenue or income from continuing operations.

Other than described in the Chapter titled “Risk Factors” and “Management‟s Discussion and Analysis of Financial Conditions and Results of Operations” beginning on pages 11 and 192, respectively of the Draft Red Herring Prospectus, to our knowledge there are no known trends or uncertainties that have or had or are expected to have a material adverse impact on our income from continuing operations. 4. Future changes in relationship between costs and incomes

Other than described in the Chapter titled “Risk Factors” and “Management‟s Discussion and Analysis of Financial Conditions and Results of Operations” beginning on pages 11 and 192, respectively of the Draft Red Herring Prospectus, to our knowledge there are no known factors which will have a material adverse impact on our operations and finances. 5. Extent to which material increases in net sales or revenue are due to increased sales volume, introduction of new products or services or increased sales prices.

The increase in operating income is mainly on account of increase in sales volume in the normal course of business.

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6.

Total turnover of each major industry segment in which the issuer company operated.

Please refer to Chapter titled „Industry Overview‟ beginning on page 74 of the Draft Red Herring Prospectus. However, there are no published data available with the Company for total turnover of the industry in which the Company operates. 7. Status of any publicly announced new products or business segment.

The Company has not announced any new product and segment except in the ordinary course of our business. 8. The extent to which business is seasonal

The Company‟s business is somewhat seasonal for some of the products like Air Conditioners and Refrigerators which witness high sales during summer. Similarly in India market people tend to do bulk of their consumer durables and electronics buying around and during Dussehra and Diwali resulting in maximum sales happening in the last quarter of a year. 9. Any significant dependence on a single or few suppliers or customers

There is no significant dependence on a single or few suppliers. 10. Competitive conditions Please refer to Chapter titled “Industry Overview” and “Business Overview” beginning on pages 74 & 90 respectively of the Draft Red Herring Prospectus for details on competitive conditions. Material Recent Developments Except as disclosed under the chapter “Outstanding Litigation and Material Developments” beginning on page 203 and under the heading “Material Developments occurring after last Balance Sheet date i.e.December 31, 2010” on page 207, in the opinion of our directors, there has not arisen any circumstances since the date of the last financial statements as disclosed in the Draft Red Herring Prospectus and which materially and adversely affect or is likely to affect the trading or profitability of the Company, or the value of our assets, or our ability to pay our liabilities within the next twelve months.

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SECTION VI: LEGAL AND REGULATORY INFORMATION OUTSTANDING LITIGATIONS AND MATERIAL DEVELOPMENTS

Except as stated below there are no outstanding litigation, suits, criminal or civil prosecutions, proceedings or tax liabilities against the Company, its Promoter, Directors and the Group Companies and there are no defaults, nonpayment of statutory dues, over dues to banks/financial institutions, defaults against banks/financial institutions, defaults in dues payable to holders of any debenture, bonds and fixed deposits and arrears of preference shares issued by the Company, defaults in creation of full security as per terms of issue/other liabilities, proceedings initiated for economic/civil/any other offences (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under paragraph (I) of Part 1 of Schedule XIII of the Companies Act) other than unclaimed liabilities of the Company and no disciplinary action has been taken by SEBI or any stock exchanges against the Company, its Subsidiary, its Promoter, Directors or the Group Companies.

This section has been divided into seven parts: Part 1 Contingent Liabilities of the Company Part 2 Litigation relating to the Company Part 3 Litigation against our Directors Part 4 Litigation relating to our Promoter and Group Companies Part 5 Amounts owed to Small Scale Undertakings and other Creditors Part 6 Material Developments Part 1 Contingent Liabilities of the Company For details of the contingent liabilities of the Company, refer to the section “Financial Statements” on page 160 of this Draft Red Herring Prospectus. Part 2 Litigation relating to the Company A. Cases filed against the Company 1. Litigation Involving Civil Laws:

Mr. Venkataratnam Pothuri (Lessor) has filed a suit in the Mandal Nyayalay, Vijayawada bearing Pre-Litigation case no. 121/09 against the Company asking the Company to pay arrears in rent, service tax, damages incurred on the property and the balance rent for the lock in period. The Company had entered into a lease agreement dated March 01, 2008 with Lessor for the property located at M.G. Road, 3 rd Floor in Sri Pothuri Towers bearing no. 40-1-140/2, Vijayawada. The Company terminated the lease before the expiry of the lease period, by issuing a notice to the Lessor. The Lessor has therefore, filed a complaint against the Company in the Mandal Nyayalay, Vijayawada, in default of payment of monthly rent from July 01, 2008 to December 31, 2008, maintenance, water and service tax from April 01, 2008 to December 31, 2008 and damages incurred on the property. The Lessor in its complaint is demanding the Company to pay `6,28,849 for the default of payment of rent and service tax arrears, `5,61,800 for damages incurred on property and `26,10,000 as rent payable for the balance years of the lock in period. The Company has been issued notice by Mandal Legal Service Committee to appear before it on May 25, 2010. The Company has not yet filed its reply as the Company is negotiating settlements with the Lessor. This matter is currently pending before the Lok Adalat Bench and the next date of hearing is on July 16, 2011.

Mr. Venkateswarlu Pothuri (Lessor) has filed a suit in the Mandal Nyayalay, Vijayawada bearing Pre-Litigation

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case no. 120/09 against the Company asking the Company to pay arrears in rent, service tax, damages incurred on the property and the balance rent for the lock in period. The Company had entered into a lease agreement dated March 01, 2008 with Lessor for the property located at M.G. Road, 3rd Floor in Sri Pothuri Towers bearing no. 40-1-140/2, Vijayawada. The Company terminated the lease before the expiry of the lease period, by issuing a notice to the Lessor. The Lessor has therefore, filed a complaint against the Company in the Mandal Nyayalay, Vijayawada, in default of payment of monthly rent from July 01, 2008 to December 31, 2008, service tax from April 01, 2008 to December 31, 2008 and damages incurred on the property.The Lessor in its complaint is demanding the Company to pay `6,28,849 for the default of payment of rent and service tax arrears, `5,61,800 for damages incurred on property and `26,10,000 as rent payable for the balance years of the lock in period. The Company has been issued notice by Mandal Legal Service Committee to appear before it on May 25, 2010. The Company has not yet filed its reply as the Company is negotiating settlements with the Lessor. This matter is currently pending before the Lok Adalat Bench and the next date of hearing is on July 16, 2011. 2.  Litigation Involving Criminal Laws: The Assistant Labour Officer has filed a complaint against the Company for various charges such as keeping the shop open on Sundays, not maintaining the registers, records, not displaying notices, registration certificate etc, under Andhra Pradesh Shops and Establishments Act, 1988. The Additional Metropolitan Magistrate, Hyderabad has summoned the Company to appear before it on September 30, 2009, thereafter the matter has been getting adjourned due to change in the administration systems of the court. This matter is currently pending and the next date of hearing is on June 30, 2011. Litigation Involving Securities and Economic Laws: The Company has filed a petition with the Company Law Board, Chennai ("CLB") for condoning the delay in filling the Form 8 with the Registrar of Company Andhra Pradesh ("ROC") for registering the charge over immovable property, book debts, movable property, floating charge and parri passu charge over all the current assets hypothecated with the State Bank of India.

3. 

The Company had created a charge on March 03, 2007 over its said assets as security for loan of `25,85,00,000 with the State Bank of India and had filed Form 8 for registering the above charge. The Company further modified the charge on November 21, 2007 and June 17, 2008 and filed required Form 8 for the same. However, when the Company modified the charge the third time by availing an additional loan of `54,00,00,000 from State Bank of India, the Company did not file the Form 8 within the stipulated time of 60 days, for registering the additional charge over assets (immovable property, book debts, movable property, floating charge and parri passu charge over all the current assets.) The Company delayed the filling of Form 8 for modification of charge with the ROC. The Company has stated that the reason for delay was due to the non receipt of the documents from the State Bank of India and non availability of directors of the Company for signatures. The Company has requested CLB to condone the delay and therefore this petition filed. By an order dated March 23, 2010, CLB has condoned the delay of 187 days and has extended the time for filling the same provided the Company pays an additional fee that is 10 times the normal filling fees of the Company. The Company has paid the additional fee of `5000 as required under the order dated March 23, 2010. There are no further proceedings in this matter and the matter is closed. 4.  Litigation Involving Statutory Laws: The Regional Provident Fund Commissioner has issued a notice to the Company on February 07, 2011 under Section 14B of the Employees Provident Fund and Miscellaneous Provisions Act, 1952 calling for enquiry with regard to late payment of amounts by the Company towards the employees and employers share of provident fund contributions for the period commencing from January 2007 to January 2010. The Commissioner had issued a summons to the Company to appear before the Commissioner on February 28, 2011. The Company has filed its reply dated April 05, 2011. The matter is currently pending and has been posted for final orders. Litigation Involving Labour Laws: Nil

6.

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6.

Litigation Involving Tax Proceeding

The Income Tax Officer has vide its letter dated February 10, 2011, had summonsed the Company to attend the office of the Income Tax Officer on the February 14, 2011 at 11: 30 am, to give evidence and produce books of accounts and documents. By an order dated February 14, 2011under Section 201(1) of the Income Tax Act, 1961, the Income Tax officer directed the Company to deposit `85,45,759 into the Government Account in default of the non- payment of Tax Deducted at Source (TDS) for the financial year 201011, relevant to the Accounting year 201112 for the period from April 01, 2010 to January 31, 2011. The Company has paid TDS amount by way of challans deposited into the government accounts. There are no further proceedings in this matter and the matter is closed.  The Commissioner of Customs, Hyderabad had filed an appeal no. C/85/09 against the order dated June 19, 2008 in the Customs, Excise and Service Tax Appellate Tribunal. The Company had imported certain goods and had filed Bill of Entry. At the time of filling of the Bill of Entry, the Company was not issued an Importer Exporter Code (IEC) by Department General of Foreign Trade. The Customs department therefore confiscated the imported goods of the Company. By an order dated January 03, 2011, the Appellate Tribunal rejected the appeal stating that the customs department had not issued a show cause notice to the Company and therefore, it could not confiscate the goods or impose any penalty on the Company. There are no further proceedings or appeals in this matter and the matter is closed.

B. Cases filed by the Company 1. Litigation Involving Civil Laws:

The Company has sent a legal notice to Rosebys Interiors India Limited ("Rosebys") on December 30, 2010 towards recovery of dues amounting to `3,30,00,000. The Company had entered into a Master Franchise Agreement dated November 25, 2008 with Rosebys for retail trading of life style products under the brand of “Rosebys”. In terms of Clause 2 of the Master Franchise Agreement Rosebys was required to pay a minimum guarantee amount to the Company, if the average productivity is less than 70% of the startup subsidy return. Rosebys was however unable to fulfill its commitment and thereby was liable to pay `7,14,20,650 to the Company. By an agreement dated March 26, 2010, the Company and Rosebys have come to a settlement, where it was agreed that Rosebys would pay `3,74,00,000 (which includes `44,00,000 of tax deducted at source) to the Company as full and final settlement of the claim. The Company on the other side would return the stocks worth `2,00,00,000 and dismantle the interiors of 31 outlets. This amount would be paid by issuing irrevocable Letter of Credit by May 20, 2010 in favour of the Company. However till date Rosebys has only issued the Letter of Credit for `1,06,76,861.The Company issued a notice to Rosebys on December 30, 2010, but the Company has not received an acknowledgment receipt for the notice. The Company is awaiting a reply to the notice from Rosebys. 2. 3. 4. 5. 6. Litigation Involving Criminal Laws: NIL Litigation Involving Securities and Economic Laws: NIL Litigation Involving Statutory Laws: NIL Litigation Involving Labour Laws: NIL Litigation Involving Tax Proceeding NIL

Part 3 Litigation against our Directors A. Litigation against Director of the Company: Sardar Balvinder Singh, the Managing Director of the Company had entered into a sale cum construction agreement dated July 15, 2006 with Saket Engineers Private Limited, for purchasing the premises located at Plot No. 73, Survey No.122 (part), Vampuguda Hamlet of Kapra Village, Keesara Mandal, Ranga Reddy Dist, admeasuring 276 sq. yrds (hereinafter referred to as “the premises”). The total consideration for the abovementioned premises is `42,00,000. On June 30, 2007 Sardar Balvinder Singh paid part consideration `38,02,502 and the balance of `3,97,498 along with 2.5% interest per month is still outstanding. Saket Engineers Private Limited has therefore initiated arbitration proceedings against Sardar Balvinder Singh for claiming the total balance consideration (including interest) of `9,03,053. Saket Engineers Private Limited has filed a statement of claims on July 26, 2009 and Sardar Balvinder Singh has filed a Statement of defense on December 27, 2009 before the sole arbitrator, Sri. D. Ramalinga Swamy. The matter is currently pending before the sole

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122 (part). for purchasing the premises located at Plot No. admeasuring 276 sq. the Managing Director of the Company had entered into a sale cum construction agreement dated July 15. 2009 before the sole arbitrator. 2011.00. Vampuguda Hamlet of Kapra Village. 2009 and Sardar Balvinder Singh has filed a Statement of defense on December 27. Keesara Mandal. The total consideration for the abovementioned premises is `42. Saket Engineers Private Limited has filed a statement of claims on July 26.000. 74.45. 2009 before the sole arbitrator. The matter is currently pending before the sole arbitrator and the next date of hearing is on June 23. 2006 with Saket Engineers Private Limited. 2011.11. Keesara Mandal. yrds (hereinafter referred to as “the premises”). The matter is currently pending before the sole arbitrator and the next date of hearing is on June 23. Sri. On June 30. Keesara Mandal. 2009 before the sole arbitrator.185 and the balance of `7.12.21. Saket Engineers Private Limited has therefore initiated arbitration proceedings against Sardar Balvinder Singh for claiming the total balance consideration (including interest) of `17. The matter is currently pending before the sole arbitrator and the next date of hearing is on June 23. B.922 and the balance of `8. Ranga Reddy Dist.374. D. The total consideration for the abovementioned premises is `42. 2011. Litigation against Promoter of the Company: NIL B.869 along with 2. Saket Engineers Private Limited has filed a statement of claims on July 26. Sardar Balvinder Singh. 2009 and Mr. for purchasing the premises located at Plot No. 2006 with Saket Engineers Private Limited.5% interest per month is still outstanding. Balvinder Singh for claiming the total balance consideration (including interest) of `5.715 along with 2.5% interest per month is still outstanding. Sri. the Managing Director of the Company had entered into a sale cum construction agreement dated July 15. the Managing Director of the Company had entered into a sale cum construction agreement dated July 15. Cases Filed by Promoter of the Company: NIL 206 . Sri. 2007 Sardar Balvinder Singh paid part consideration `34. for purchasing the premises located at Plot No. 2011. 2007 Sardar Balvinder Singh paid part consideration `39. Sardar Balvinder Singh. Keesara Mandal. Cases Filed by Directors of the Company: NIL Part 4 Litigation relating to our Promoter and Group Companies Our Promoter A.285 and the balance of `2.5% interest per month is still outstanding. On June 30. On June 30.714. Saket Engineers Private Limited has therefore initiated arbitration proceedings against Sardar Balvinder Singh for claiming the total balance consideration (including interest) of `11.5% interest per month is still outstanding. Saket Engineers Private Limited has therefore initiated arbitration proceedings against Sardar Balvinder Singh for claiming the total balance consideration (including interest) of `15.arbitrator and the next date of hearing is on June 23. Sri. yrds (hereinafter referred to as “the premises”).423. Ramalinga Swamy. Survey No. 2011.000.05.078 along with 2. On June 30. 2006 with Saket Engineers Private Limited. Saket Engineers Private Limited has therefore initiated arbitration proceedings against Mr.000.759. 2006 with Saket Engineers Private Limited.11.122 (part).54. yrds (hereinafter referred to as “the premises”). admeasuring 276 sq.122 (part). Sardar Balvinder Singh. D. 2009 and Sardar Balvinder Singh has filed a Statement of defense on December 27. for purchasing the premises located at Plot No. yrds (hereinafter referred to as “the premises”). 2007 Sardar Balvinder Singh paid part consideration `33.56.37. Ranga Reddy Dist. Ranga Reddy Dist.00. Saket Engineers Private Limited has filed a statement of claims on July 26. admeasuring 276 sq. 2007 Sardar Balvinder Singh paid part consideration `37.000. 2009 and Sardar Balvinder Singh has filed a Statement of defense on December 27.00. 2009 before the sole arbitrator. The matter is currently pending before the sole arbitrator and the next date of hearing is on June 23. Vampuguda Hamlet of Kapra Village.122 (part). Survey No.78. Ranga Reddy Dist. Ramalinga Swamy. Saket Engineers Private Limited has filed a statement of claims on July 26. D. The total consideration for the abovementioned premises is `42. D. Survey No. The total consideration for the abovementioned premises is `42. Ramalinga Swamy.Ramalinga Swamy. 75.815 along with 2. Balvinder Singh has filed a Statement of defense on December 27. Vampuguda Hamlet of Kapra Village. 77. admeasuring 276 sq.131 and the balance of `4. the Managing Director of the Company had entered into a sale cum construction agreement dated July 15. Sardar Balvinder Singh. Vampuguda Hamlet of Kapra Village.87. Survey No.00.88. 76.

500 Equity Shares to GAP Investment Consultancy Private Limited. (6) Terms loans have been sanctioned by SBI.00.000 Equity Shares to Aakar Security Services Private Limited.000 Equity Shares to Aakar Security Services Private Limited.00.e.62. (1) Authorised share capital of the Company has been increased from `4000 lakhs to `4500 lakhs (2) Allotment of 2. Cases Filed by Group Company: NIL Part 5 Amounts owed to Small Scale Undertakings and other Creditors There are no outstanding dues of small scale industrial undertaking(s) exceeding `1. 2.000 which are outstanding for more than 30 days Part 6 Material Developments occurring after last Balance Sheet i.000 Equity Shares to GAP Investment Consultancy Private Limited. 2. except as disclosed below.000 Equity Shares to Sardar Balvinder Singh (3) Allotment of 5.000 Equity Shares to GAP Investment Consultancy Private Limited.00. its Promoter or our Group Companies since December 31. (5) Allotment of 2. For detailed terms and conditions please refer page 160 of the section titled “Financial Statements” of the Draft Red Herring Prospectus (7) Vehicle loan sanctioned from BMW Financial Services India. For detailed terms and conditions please refer page 160 of the section titled “Financial Statements” of the Draft Red Herring Prospectus 207 . SBH. December 31. 2010. 2010 There has been no material development in relation to the Company.00.Our Group Companies A.500 Equity Shares to Aakar Security Services Private Limited.60. 4. Litigation against Group Company: Nil B. Future Capital Financial Services Ltd. (4) Allotment of 2. 00.00.

2003 from the Assistant of Commercial Taxes. LVO 055. Thyagaraya Nagar (North Assessment Circle). In . 2. The Corporate Identity number of the Company is U74999AP2007PLC052227. VAT Registration Authority. Andhra Pradesh. 2009. 208 .principle approval from the NSE dated [●]. Andhra Pradesh.S. 2008 from Assistant Commissioner (CT). 2005 with effect from February 1. Somajiguda Circle. 1956 under the same certificate. 2. 4. 1956 and has been allotted C. 2009. 2. Incorporation Details 1.GOVERNMENT/ STATUTORY AND OTHER APPROVALS In view of the approvals listed below. 2007 issued by the Registrar of Companies. The Company has been registered under the Central Sales Tax Act. The Company has been issued Tax Payers Identification Number 27980714687V under the Maharashtra Value Added Tax Act. 2009. Thyagaraya Nagar (North Assessment Circle). 2007 issued by the Registrar of Companies. these approvals are all valid as of the date of this Draft Red Herring Prospectus. Unless otherwise stated. 1956 and has been allotted registration number 27980714687C with effect from June 18. Callings and Employments Act. The Company has obtained enrolment under the Andhra Pradesh State Tax on Professions. 2011 under Section 81(1A) of the Companies Act. The Company has been registered under the Central Sales Tax Act. The Board of Directors have pursuant to resolution passed at its meeting held on April 01. Tax related approvals/licenses/registrations 1. 2002 from the Sales Tax Officer. authorised the Issue. 2009. 2007 and has also been registered under the Central Sales Tax Act. 2009. Trades. 3. 1956 under the same certificate. 1987 and has been allotted Professional Tax Code number PJT/12/1/12/1811/06-07 vide Certificate of Enrolment by the concerned authority. the Company can undertake this Issue and its current business activities and no further major approvals from any governmental or regulatory authority or any other entity are required to undertake the Issue or continue the business activities. Panjagutta Division under the Andhra Pradesh Value Added Tax Act. Certificate of incorporation dated January 3. Registration Branch. 4. Mumbai with effective from June 18. 7. 3. The Company has obtained Tax Payers Identification Number 29790839161 under the Karnataka Value Added Tax Act. Bangalore-43 with effect from March 31.T Number 873820 by the Assistant Commissioner (CT). 5. 2011 authorised the Issue. pursuant to a resolution dated April 30.principle approval from the BSE dated [●]. The Company has obtained Tax Deduction and Collection Account Number (TAN) HYDP04297G. The shareholders have. In . 6. The Company has obtained Tax Payers Identification Number 28260090525 from the Commercial Tax Officer. Chennai with effect from April 2. Certificate of commencement of business dated January 10. Approvals for the Issue 1. 3. Chennai with effect from April 2. The Company has been issued Tax Payers Identification Number 33331523198 under the Tamil Nadu Value Added Tax Act. subject to the approval by the shareholders of the Company under Section 81(1A) of the Companies Act. The Company has also been registered under the provisions of Central Sales Tax Act. The Company has obtained Permanent Account Number AAECP1437B.

Dr. Keesara Mandal. 2011 to December 31. 1988 issued for the period from January 1. regarding renewal of Trade License. Chikaddpally D. No. 6. 2011 to the Dy. The Company has obtained enrolment under the Karnataka State Tax on Professions. 2011. The renewed license is awaited. Rukminipuram Colony. Srinivasnagar Colony. A-6/2 & A-6. 2010 which is valid up to December 31. 4. Ranga Reddy District. 2011. Banjara Hills-Rd-12. 2011. 2012. Company has submitted letter dated May 30.8-2664/1/13. 1988 issued for the period from January 1.13. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES 1. RTC Trade license issued Hyderabad Municipal 209 by Greater Corporation . Company has submitted letter dated May 30. Certificate of Registration bearing Registration number ALO12/HYD/269/2010 under Andhra Pradesh Shops and Establishment Act. A. 1988 issued on November 26. Kamashetty Mall. Ground Floor. Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31604/27/05/2011 dated May 27. Certificate of Registration bearing Registration Number M/4816/10 under Andhra Pradesh Shops and Establishment Act. A S Rao Nagar-MBC H. 5-9-208/1. Ramanthapur-I 3-11-107/GF/4. Hyderabad. Bangalore with effect from March 31. Trades. APPROVALS/LICENSES LABOUR LICENSES Renewal of Certificate of registration bearing Registration Certificate No. Callings and Employments Act. 2011 bearing number GHMC/KC/D&O/AMOH/142/2011-12 which is valid till the regular trade license is given or till March 31. 2011. 19-71/1/A. The renewed license is awaited. Vertex Plaza. Rao Nagar Colony. Abids Shop No. Banjara Hills. regarding renewal of Trade License. Company has submitted letter dated May 30. Commissioner. Trade license issued by Greater Hyderabad Municipal Corporation Kapra Circle No. Ranga Reddy District. Banjara Hills Shop No. 2. Municipal Corporation Hyderabad. Commissioner. Uppal. Kapra. 2010 to December 31. Shaikpet.No. 2010 which is valid up to December 31. 1 for the period 20112012 issued on May 31. Abids. 2009. Ramanathpur.: 2970839161vide Certificate of Enrolment by the Additional Commissioner of Commercial Taxes. Municipal Corporation Ramanthapur. D. High Line Complex. Approvals regarding the Outlets/Outlets SR. 2011 to the Dy. Certificate of Registration bearing Registration Number ALO37/HYD/226/2010 under Andhra Pradesh Shops and Establishment Act. 1988 issued on November 26. A-1 Noor Plaza. regarding renewal of Trade License. 2010 which is valid up to December 31.8. Hyderabad.S. 2011 to the Dy. ALO23/HYD/ 179/2007 under the Andhra Pradesh Shops and Establishment Act. Commissioner. Certificate of registration bearing Registration No. 2011. A S Rao Nagar Plot No. 3. The renewed license is awaited. 1976 and has been allotted Enrollment No. whichever is earlier. 1988 issued on November 26. G-1. 1-80-550/556. M/4439/07 under the Andhra Pradesh Shops and Establishment Act. Certificate of Registration bearing Registration Number 5. Kapra Village. 2011.No. The renewed license is awaited. Plot No. NO. Chirag Ali Lane. Hyderabad. Municipal Corporation Kapra Village.

N/555/07 under the Andhra Pradesh Shops and Establishment Act. 2011. 2011 bearing number GHMC/KC/D&O/AMOH/141/2011-12 which is valid till the regular trade license is given or till March 31. 2011. 1 for the period 20112012 issued on May 31. Kompally Plot No. Karthik Enclave. 1988 issued on November 29. Company has submitted letter dated May 30. The License is awaited 10. 9. ALO31/HYD/176/2007 under the Andhra Pradesh Shops and Establishment Act. R. Kothaguda. Hyderabad. 24. No. Renewal of Certificate of registration bearing Registration No.R. Madhapur D. Hyderabad. 2011. regarding renewal of Trade License. Shop No. 11. Circle No. Nacharam. Municipal Corporation Madhapur Sherilingampally. 1988 issued for the period from January 1.2. Hi-tech City. Ground Floor. 1988 issued on November 29. The renewed license is awaited 7. 1988 issued on November 30. 2010 to December 31. regarding renewal of Trade License. 2. The renewed license is awaited. Kukatpally Hyderabad. 2011 to the Executive Office Cantonment Board Secunderabad regarding issue of Trade License. R. 25 & 26. Madhapur. Trade license issued by Greater Hyderabad Municipal Corporation Kapra Circle No. 36/MIG. 2011 to the Dy. 3769/OPR/07 under the Andhra Pradesh Shops and Establishment Act. APPROVALS/LICENSES LABOUR LICENSES ALO20/HYD/795/2010 under Andhra Pradesh Shops and Establishment Act. Certificate of Registration bearing Registration Number ALO/BNR/29/2010 under Andhra Pradesh Shops and Establishment Act. Company has submitted letter dated May 30. 2011. District.R. Mahalakshmi Trade Centre. Sr. Company has submitted letter dated May 30. 2011. Hyderabad. 2010 which is valid up to December 31. 2011 bearing number 009-320-2142 which is valid till the regular trade license is given or till March 31. 1988 issued for the period from January 1. Bowenpally.R. 2010 to December 31. Dharmareddy Colony. The Company has made payment of renewal fee for trade license and has obtained receipt from the Qutubullapur Municipality bearing Challan Number 2761 dated May 25. Koundinya Nagar.SR. 210 . 1-3/1. No. Chikkadpally. District. NO. S. 9 for the period 2010-2011 issued on January 31. The renewed license is awaited Renewal of Certificate of Registration bearing Registration No. Commissioner. Diamond Point Plot No. Uppal Mandal. Nacharam 4-80/7. Hyderabad. Municipal Corporation. 2010 which is valid up to December 31. District. 2010 which is valid up to December 31. 2011. Renewal of Certificate of registration bearing Registration No. 2011 to December 31. 2012. Secundrabad. Hyderabad. Quthbullapur. 2011. Kukatpally Plot No. 8. whichever is earlier. R. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES Cross Roads. – 143 & 144.No. Kukatpally. 2011. 1988 issued for the period from January 1. Kompally. Ranga Reddy District. 160. 2011 to the Dy. Certificate of Registration bearing Registration Number ALO36/HYD/284/2010 under Andhra Pradesh Shops and Establishment Act. Commissioner. whichever is earlier.

1988 issued on November 30. No. Sirilingampally. 2011. 2011 to the Dy.1988 on November 29. Hyderabad. Ranga Reddy District. M. 1988 issued on November 26. Commissioner. 2011 to the Dy. 2011. 1988 issued for the period from 1st January 2010 to December 31.B.SR. LB Nagar Plot No. regarding renewal of Trade License. ALO1/HYD/122/07 under the Andhra Pradesh Shops and Establishment Act. Shah Ali Banda Road. Maredpally D. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 3631605/27/05/11 dated May 27. Old City (Moghalpura) 23-2-665/1. regarding renewal of Trade License. Certificate of Registration bearing Registration Number ALO33/HYD/11/37/2010 under Andhra Pradesh Shops and Establishment Act. Nagar Municipality Hyderabad. Hyderabad. 2010 which is valid up to December 31. Hyderabad. Santoshnagar Shop No. Certificate of Registration bearing Registration Number ALO/BNR/40/2010 under Andhra Pradesh Shops and Establishment Act. Company has submitted letter dated May 30. No. Chandanagar. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31592/27/05/2011 dated May 27. Secunderabad.C. Company has submitted letter dated May 30. Shivam Road Shop No. Shivam Road. Commissioner. The renewed license is awaited. 3-35-626. Ranga Reddy District Hyderabad. Certificate of Registration bearing registration number ALO23/HYD/774/2010 issued by the Assistant Labour Office. Renewal of Certificate of registration bearing Registration No.B. Pochmma Gadda. 2-85. Center. 9-8-126 Maruthinagar. which is valid up to December 31. 2009 to December 31. 2010 . The License is awaited 14. 1988 issued for the period from January 1. 2010 which is valid up to December 31. Hyderabad. The renewed license is awaited. Besides Bank of Baroda. Chandanagar H. Hyderabad. regarding renewal of Trade License. The renewed license is awaited.666. Municipal Corporation L. Nagar. 2-2-1118/3/C/3. Nagar. Circle 23 under the Andhra Pradesh Shops and Establishment Act. ALO25/Hyd/77/07 under the Andhra Pradesh Shops and Establishment Act. Certificate of Registration bearing Registration Number D/7876/2010 under Andhra Pradesh Shops and Establishment Act. Company has submitted letter dated May 30.O. Commissioner. 2011. 2011. NO. 16. 2011. East Maredpally. The renewed license is awaited. Company has submitted letter dated May 30. The renewed license is awaited 15. 2011 to the Executive Office Cantonment Board Secunderabad regarding issue of Trade License. 1988 issued on December 6. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Renewal of Certificate of registration bearing Registration No. 13. 35. Nagar Municipality. 17. 2011.G.B. Municipal Corporation L. 2011 to the Dy. 2011. A. 2010 which is valid till December 31. L. 12. 2011 211 . Municipal Corporation Chandanagar Kukatpally Municipality Hyderabad.

2010 to December 31. regarding renewal of Trade License. Chandanagar H. Opposite Yashoda Hospital. Tolichowki H No. 8-1-301 & 302/G-1. 23. 1988 issued on November 30. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration Number ALO/BNR/ 30/2010 under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. Adj: Ajay Edifice. Kothapet. Certificate of registration bearing Registration No. 2010 which is valid till December 31.B. Municipal Corporation. 1988 issued for the period from January 1. 1988 issued on January 1. The renewed license is awaited. Chandanagar Kukatpally Municipality Hyderabad. Malakpet. Road. R. 2011 to the Dy. Malakpet. Certificate of Registration bearing Registration Number D/7632/2010 under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. ALO27/HYD/REGD. Company has submitted letter dated May 30.S. 2011. 1988 issued on November 25. The renewed license is awaited. 2010 which is valid up to December 31. 2011 to the Dy. Shaikpet. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31609/27/05/2011 dated May 27. Certificate of Registration bearing Registration Number ALO/BNR/ 30/2010 under Andhra Pradesh Shops and Establishment Act. 2011.SR. Commissioner. Hyderabad. Sarigama Apartments. 16-2-674/3. Municipal Corporation. 2009 to December 31. 18. Hyderabad. Hyderabad Company has submitted letter dated May 30. Renewal of Certificate of registration bearing Registration No. No. 212 . No. 2011 to the Dy. Main Road. 22. Opposite Chiranjeevi Blood Bank. 2-13/3. Certificate of Registration bearing Registration Number ALO5/HYD/537/2010 under Andhra Pradesh Shops and Establishment Act. 2011. Commissioner. 2011. Hyderabad. Malakpet-Sony D. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31603/27/05/2011 dated May 27. Commissioner. NO. 2011. 2011./07 under the Andhra Pradesh Shops and Establishment Act. Dilsukhnagar 23-25. 2010 which is valid till December 31. 2011. L. Nagar Municipality. 21. 2011. 7. regarding renewal of Trade License. Gangaram. Tolichowdi. regarding renewal of Trade License. 2011 which is valid up to December 31. 20. Municipal Corporation. Ground Floor. Malakpet 16-2-674/2. ALO5/HYD/113/07 under the Andhra Pradesh Shops and Establishment Act. Company has submitted letter dated May 30. 2011. 1988 issued for the period from January 1. 1988 issued on November 30. The renewed license is awaited. Spectrum Sqaure.M. Anshu Colours The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31620/27/05/2011 dated May 27. Jubilee Hills Plot No. 19. The renewed license is awaited.T. Huda M. Hyderabad.R District.

Company has submitted letter dated May 30. 25. Habsiguda Plot No. Near NMDC. 27. Vanasthalipuram of L. Hyderabad. Renewal of Certificate of registration bearing Registration No. 213 . 2011. The License is awaited. Commissioner.. ALO27/HYD/83/2007 under the Andhra Pradesh Shops and Establishment Act. 2012. 1988 issued on January 21. NO. 6 & 11. 26. Begumpet. The renewed license is awaited. Nagar. 2011. Secunderabad. Hyderabad. Kapra Circle. Nagar Circle-III. Hyderabad. Nacharam. Certificate of registration bearing Registration No. 2010 which is valid up to December 31. Company has submitted letter dated May 30. Chikkoti Gardens. 1988 issued on December 4. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration Number DLCII/HYD/287/2010 under Andhra Pradesh Shops and Establishment Act. 28. Renewal of Certificate of registration bearing Registration No.SR. The Company has submitted application for issue of labour license to the Assistant Labour Officer.F. 1988 issued for the period from January 1. regarding renewal of Trade License. B-19. 2011. 2010 to December 31. Vanasthalipuram dated May 30. N/557/07 under the Andhra Pradesh Shops and Establishment Act. Gayathri Arcade. Hyderabad. 2011. 2011 to the Dy. Municipal Corporation. L. 29. Humayunnagar. Ground Floor. 2011. 2011. 2011 to the Executive Office Cantonment Board. GHMC. 2011. Vikrampuri. S2. Ground Floor. G. Masabtank H. The renewed license is awaited. Phase-IV. 6-3-648. Masabtank. HTC Category. Municipality Hyderabad. Secundrabad. regarding renewal of Trade License.B. 2011 bearing number GHMC/KC/D&O/AMOH/143/2011-12 which is valid till the regular trade license is given or till March 31. Certificate of Registration bearing Registration Number ALO22/HYD/527/2010 under Andhra Pradesh Shops and Establishment Act. ALO1/HYD/122/07 under the Andhra Pradesh Shops and Establishment Act. Trade license issued by Greater Hyderabad Municipal Corporation Kapra Circle No. 6-4-431. Company has submitted letter dated May 30. 1988 issued for the period from January 1. 2010 to December 31. 10-3-305/A.No. 2011for the period from 1st January 20110 to December 31. 1 for the period 20112012 issued on May 31. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31612/27/05/2011 dated May 27. Madhipatnam Road. 1988 issued on December 30. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31599/27/05/2011 dated May 27. whichever is earlier. Kakaguda. Plot No. The renewed license is awaited. No. The renewed license is awaited. 2011 to the Dy. 79. Padmaja Landmark. Karkana Plot No. Commissioner.B. Sri Venkata Sai Complex. Hyderabad. regarding issue of Trade License. Begumpet Shop No. Somajigua. 2011. 2010 which is valid up to December 31. 24. Habsiguda. Somajiguda D. Vanasthalipuram-I Premises No.

regarding renewal of Trade License. No. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration Number ALO33/HYD/11/38/2010 under Andhra Pradesh Shops and Establishment Act. 239. Circle. 205/P. Certificate of Registration bearing Registration Number ALO10/HYD/261/2010 under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. Company has submitted letter dated May 30. Nizamabad (Mobiles) Shop No. Commissioner. Certificate of Registration bearing Registration Number A/ 2276/2010 under Andhra Pradesh Shops and Establishment Act. Hyderabad. 34. 2011. Madhuranagar. Hyderabad. Nizamabad D. 3483/I under the Andhra Pradesh Shops and Establishment Act. 240 & 241. Malkajgiri. The renewed license is awaited. Vanasthalipuram of L. No. „X‟ roads. Circle III. Company has submitted letter dated May 30. 6. Hyderabad. Shamsabad. 2010 which is valid up to December 31. 2011. Ground Floor. 1. Khairathabad Circle. Vanasthalipuram dated May 30.B. 33. Company has submitted letter dated May 30. The renewed license is awaited. Moti Valley Trimulgherry. 2010 which is valid up to December 31.District. regarding renewal of Trade License. 2011. 6-3-668/9/10. Block No.B. Certificate of Registration bearing Registration Number ALOIII/112B/187/2007 under Andhra Pradesh Shops and Establishment Act. 6-3668/9/11/A & 6-3668/9/11/B. 25. Commissioner. Vaninagar. Municipal Corporation.A Road. regarding renewal of Trade License. 2011 to the Dy. The Company has made payment of renewal fee for trade license and has obtained receipt from the Nizamabad Municipal Corporation bearing Receipt Number 011490490 dated June 4. No. Ground Floor. Company has submitted letter dated May 30. Complex. NO. Certificate of registration bearing Registration No. 1988 issued on November 24. Vikrampuri/Trimulghery A-1. 1988 issued on November 26. Commissioner. Panjaguta D. 2011. 2-2-16. Municipal Corporation. Station Nizambabad. 36. 2011 to the Gram Panchayath Secretary. Company has submitted letter dated May 30. 2011 to the Dy. 1988 issued on December 16. Shamshabad Village and Mandal Ranga Reddy District. 1988 issued for the period from January 1.R. Panjagutta. 2011 to the Dy. First and Second Floor. Certificate of Registration bearing Registration Number ALO19/HYD/276/2010 under Andhra Pradesh Shops and Establishment Act. R. The License is awaited 32. 5. Near Hyderabad Central. The renewed license is awaited. Nizamabad. 5-6-687/4. The Company has made payment of renewal fee for trade license and has obtained receipt from the Nizamabad Municipal Corporation bearing Receipt Number 011491394 dated May 30. 1988 which is valid from November 1. Shamshabad Shop No. L. 2011 to 35. 30. 2011. Hyderabad. Hyderabad. Hyderabad. Secunderabad. Malkajgiri Shop No. 2011 to the Executive Office Cantonment Board Secunderabad regarding issue of Trade License. 214 . 2010 which is valid up to December 31. 2009 to December 31. No. Malkajgiri Municipality. regarding renewal of Trade License. D. The Company has submitted application for issue of labour license to the Assistant Labour Officer. Municipal Corporation.S. The renewed license is awaited. D. 2011. Nagar Municipality. 31. Plot No. Vansthalipuram-II 5-5-1163. 2011. 2010 which is valid up to December 31.SR. S. 1988 issued on November 24.

2011. Kakinada on November 26. 2011. KKD/2011 under Andhra Pradesh Shops and Establishment Act. 1988 issued on November 23. 1988 issued for the period from January 1. 41. Karimnagar. 2011. 4541/ALO/WGL-I under the Andhra Pradesh Shops and Establishment Act. 42. Manchiriyal. 24 by Commissioner. Warangal D. 27085 dated February 11. Certificate of Registration bearing Registration Number 2614/ALOI. Certificate of Registration bearing Registration Number 1784/ALO/MNCL-I under Andhra Pradesh Shops and Establishment Act. Junction. 2010. Certificate of Registration bearing Registration Number 269/ALOI. Indira Nagar. Ground Floor. 2011 valid upto March 31. 40. Trade license cum receipt has been issued by Warangal Municipal Corporation bearing License No. Srinagar. 29-1-7. The renewed license is awaited. 2011. The renewed license is awaited. 2011 to December 31. Bhaskar Nagar. 2011. Opposite Reserve Police Line. Kakinada (Cinema Road) D. Certificate of registration bearing Registration No. Karimnagar 36/A & 37/A. 5-6-75/1. Kakinada (Srinagar) Sri Rangarayanam Residency Complex. 37. Kakinada. NO.SR. 38. Karimnagar. 9-8-77/1. which is valid up to December 31. 2011. 2011. No. 31676 dated March 1. Kakinada. Certificate of Registration bearing Registration Number 2455/I under Andhra Pradesh Shops and Establishment Act. which is valid up to December 31. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Kakinada Municipal Corporation Circle-II bearing Challan No. Kakinada on November 16. The Company has been issued receipt against application for the grant of trade license bearing receipt no. 2010. Christian Colony. 1988 issued on June 8. 39. 2011. Municipal Corporation. Opposite RTC Bus Stand. Municipal Corporation. 1988 issued by the Assistant Labour Officer. The Company has made payment of renewal fee for trade license and has obtained receipt from the Kakinada Municipal Corporation bearing Challan Number 317676 dated February 28. JPN Road. The Company has been issued trade license cum bearing license no. 14893 on April 6. 2011 and valid upto December 31. 1988 issued by the Assistant Labour Officer.KKD/2010 under Andhra Pradesh Shops and Establishment Act. Main Road. No. No. The renewed license is awaited. Renewal of Certificate of registration bearing Registration No. 4519/ALO KNRI under the Andhra Pradesh Shops and Establishment Act. Warangal. 2011. Circle-I. Kakinada Nagar) (Bhaskar Shop No. 2011. Road. F1/81/2011 for the year 2011-12 issued on May. Near Banugudi. The Company has made payment of renewal fee for trade license and has obtained receipt from the Kakinada Municipal Corporation Circle-II bearing Challan No. Reddy‟s Residency. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES December 31. G-F1. 1st Circle. 2010 which is valid up to December 31. 215 . Manchiariyal D. 011372575 for the year 2011-12 dated March 7. The renewed license is awaited. 2011 issued by Municipal Officer. 1988 issued for the period from January 1. Cinema Hall Kakinada. 2011 to December 31. 2011. Manchiryala. 2-43-39.

Rajamandry Chowk) (Devi Bearing No. The renewed license is awaited. The Company has made payment of renewal fee for trade license and has obtained receipt from the Guntur Municipal Corporation bearing Challan No. The Company has made payment of renewal fee for trade license and has obtained receipt from the Rajhmundry Municipal Corporation bearing Challan No. 2011. 21-5-16/1. 24993 dated February 24. Rajahmundry (Danvaipet) Bearing No. 1988 issued on February 25. 12-11. 2010 for a period of one year. 2010 for a period of one year. 2011. 2011. 2011 and valid upto the year 2012. Certificate of Registration bearing Registration Number 12679/GI under Andhra Pradesh Shops and Establishment Act. Rajamundry. 2010 for the year 2010-11. 2010 and valid for one year. Deluxe Centre.SR. Stadium Road. 21420 dated February 17. 14 Lane. ILTD Junction. The Company has made payment of renewal fee for trade license and has obtained receipt from the Guntur Municipal Corporation bearing Challan No. 2011. 1988 issued on November 27. 45. Danvaipet. Certificate of Registration bearing Registration Number 4563/III under Andhra Pradesh Shops and Establishment Act. The Company has made payment of renewal fee for trade license and has obtained provisional receipt from the Rajmundry Municipal Corporation bearing Challan Number 4713 dated May 30. The Company has made payment of renewal fee for trade license and has obtained receipt from the Rajhmundry Municipal Corporation bearing Challan No. 18-5-49. B. Main Road. 2011. Certificate of Registration bearing Registration Number 5836/GIV under Andhra Pradesh Shops and Establishment Act. Aurandalpet. The renewed license is awaited. 2010 for a period of one year. D. 49. No. No. Old Bus Stand. 46-09-26. VIII circle on December 3. Rajhmundry D. The renewed license is awaited. Guntur. 1988 issued on February 28. 15-37-157. No. 2011 and valid upto the year 2012. Main Road. Guntur Bearing No. NO. 43. Guntur. Ground Floor. Rajahmundry bearing License No. Ground Floor. Trade License issued by the Municipal Corporation. Rajhmundry. 2011. 1988 issued on November 30. 898814 dated February 18. Rajamandry (ILTD Main Road) Harshavardhan Public School. Guntur. 6-5-6. 44. Bradipeta. The Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation bearing Challan No. 236690 dated January 13. 48. Guntur D. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration Number 2238/ALO4/RGY under Andhra Pradesh Shops and Establishment Act. Certificate of Registration bearing Registration Number 10787/I issued on February 6. Rajhamundry. Bypass Road. The renewed license is awaited. Opposite Shyamala Theatre. 899785 dated February 23. 1988 issued on February 25. Guntur. Thummalova Road. Devi Chowk Centre. 47. The 216 Certificate of Registration bearing Registration Number 8295/GII under Andhra Pradesh Shops and Establishment Act.R. Certificate of Establishment bearing Registration Number 11093/I issued on November 9. The renewed license is awaited. Rajhamundry. 46. 2011 and valid upto . 4/14.

NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES the year 2012. 2011 which is valid upto December 31. NO. 2011. Kiran Arcade.D. 2011. S. Vishakhapatnam (Marripalem) Bearing No. The Company has made payment of renewal fee for trade license and has obtained receipt from the Government of Andhra Pradesh bearing Transaction Number 25081 dated May 24. Road. renewed license is awaited. Road Shop No. Lower Ground Floor. 51. 1988 issued on December 1. Mehboobnagar Shop No. The renewed license is awaited. Kurnool. 54. Certificate of Registration bearing Registration Number 8556/TIIALO-Tenali under Andhra Pradesh Shops and Establishment Act. 2011. period from November 25. 1988 issued on January 20. 75-202A. Opp. 2010 which is valid for one year. Company has submitted letter dated Certificate of Registration bearing May 30. 39-40-43. Vishakhapatnam.2011. 1-2-273/B.SR. 1988 issued on February 25. Ground Floor. Certificate of Registration bearing Registration Number 2590/KNLIII under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. One Town. No. 1988 issued on November 29. Near Geeta Mandir. the Assistant Labor Officer. SBH Padmavati Colony Branch. 2010 January 20. Tenali 3-14-29. Company has made payment for renewal fee for trade license and has obtained receipt from Kurnool Municipal Corporation bearing Challan Number 3079 dated February 22. Secunderbad. Circle 16 on December 16. S. Certificate of Registration bearing Registration Number 5894/ALOV/VSP/2010 under Andhra Pradesh Shops and Establishment Act. Marripalem. ALO16/HYD/440/2010 issued by regarding renewal of Trade License. D. Registration Number Municipal Corporation. The renewed license is awaited. The renewed license is awaited. College Road. Commissioner. 50. 2010 for a period of one year. Certificate of Registration bearing Registration Number 7126/KNL-I under Andhra Pradesh Shops and Establishment Act. 2011 to the Dy. 53. The renewed license is awaited. Medam Prabas Complex. Secunderabad. Kurnool (Medam Prabas) Shop No. 3/223/1. 2011 for a period of one year. 52. Certificate of Registration bearing Registration Number 9095/MI2010 under Andhra Pradesh Shops and Establishment Act. Nehru Road. Tenali. Lakshmi Nagar Colony. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Mehboobnagar Municipal Corporation bearing Challan Number 01025449 dated May 24. Sri Rama Cinema Hall. 2011 which is valid for one year. 55. Kurnool (Mobiles) Bearing No.D. The Company has made payment of renewal fee for trade license and has obtained receipt from the Tenali Municipal Corporation bearing Challan Number 25422 dated February 19. 2010 for a The renewed license is awaited. 9 & 10. 2011. 104 Area. 217 . DBR Complex. Company has made payment of renewal fee for trade license and has obtained receipt from the Kurnool Municipal Corporation bearing Challan Number 3237 dated February 23. Mehboobnagar. 1988 issued on December 4. Kurnool. 2010 to December 31. 2011. 5.

: 11-25-19.: 56-11-10. 2010 which is valid for one year. 218 . 2010 and valid upto December 31. Sumbhamurty Road. 58. 59. Commissioner. Vijaywada (Patamatta) Bearing No. 11114/PTM dated February 15. Certificate of Registration bearing Registration Number 32/SHOP/1320 Karnataka Shops and Commercial Establishment Act. regarding renewal of Trade License. Vijaywada. Vishakhapatnam (Gopalapatam) Shop No.G. Road. The renewed license is awaited. Hubli Shop No. Subramanyam Street. The Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation of Vijayawada bearing Challan Number 9495/GCT dated February 22. Shri Lakshmi Balkrishna Square. The Company has made payment of renewal fee for trade license and has obtained receipt from the Vijaywada Municipal Corporation bearing Transaction No. Patamatta. Sai Dharani Castle. Hubli Karnataka. The renewed license is awaited. 25. 3504731 dated December. The license is awaited. 57. Durgapuram. 60. B. 2010. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES 56. One Town. 3. No. 24-1-131. Station Road. Opp. NO. 2011. 2011 to the Dy. 1988 issued on December 4. Vijaywada (One Town) Bearing No. The Company has made payment of renewal fee for labour license and has obtained receipt from the Government of Andhra Pradesh bearing receipt no. Company has submitted letter dated May 30. Certificate of Registration bearing Registration Number 3243/VIII under Andhra Pradesh Shops and Establishment Act. 1961 issued on September 8. The Company has made payment of renewal fee for trade license and has obtained receipt from the Government of Andhra Pradesh bearing Transaction Number 25680 dated May 24.SR.G.F. Vijaywada. 68. Municipal Corporation. 2010 which has to be renewed every year in November. 6618649 dated March 24. 2011. 2010. 1988 issued on December 4. 2013. Vijaywada. 2011. The renewed license is awaited. Certificate of Registration bearing Registration Number 3427/V VZA under Andhra Pradesh Shops and Establishment Act. Hubli. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Vijaywada Municipal Corporation bearing Challan No. The renewed license is awaited. Gopalpatnam. Near High School Road. 1988 issued on December 1. Vishakhapatnam. M. ING Vysya Bank. Certificate of Registration bearing Registration Number 702/IX/VJA issued under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. Vijaywada (Durgapuram) D.

2-1-335. 2011. The License is awaited 65. Alipuram Ward. Vishakapatnam. 1988 issued for the period from January 1.SR. Certificate of Registration bearing Registration No. Trunk Road. 24-9-152. Beside Toyota Show Room. 1988 issued for the period from January 1. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Government of Andhra Pradesh bearing Transaction Number 12503/SNPV dated May 25. Vijaywada (Bavajipeta) House No. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration Number 3242/VIII under Andhra Pradesh Shops and Establishment Act. Khammam. 4823260 dated March 9. 2010 which is valid for one year. Kundali Street. 66. 219 .P. Vijaywada (Prasadampadu) Shop No. Certificate of registration bearing Registration No. Vishakhapatnam (Dondaparty) D. The renewed license is awaited. 2010 and valid upto December 31. 1988 issued on December 4. The Company has submitted application for renewal of trade license and has obtained receipt from the Greater Visakhapatnam Municipal Corporation bearing Challan Number 17640 dated March 28. 6301/KMM-II issued under Andhra Pradesh Shops and Establishment Act. 087212/08 dated February 2. Vijaywada (Machavaram) Near Anjanaya Swami Temple. 2011 to December 31. 1988 issued on January 10. Certificate of registration bearing Registration No. 2011. Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation of Khammam bearing Challan Number 090196244 dated May 25. Vijaywada. 63. The Company has made payment of renewal fee for trade license and has obtained receipt from the Vijaywada Municipal Corporation bearing Challan No. Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation of Vijayawada bearing Challan Number 9432/GCT dated February 11. Governor Pet. 2011. 2011. Dondaparty. Vijaywada. Company has applied for the Labour License and receipt has been issued by the Assistant Labour Officer. Khammam House No. No. 61. 2011 under the Andhra Pradesh Shops and Establishment Act. 2011. 62. 2-69. 2011. 2011 bearing number 081196. Satya Narayanpuram. Prasadampadu. 28-1-40. Vijayawada. 2011. The renewed license is awaited. ACL II/VSP/534(A) under the Andhra Pradesh Shops and Establishment Act. Company has submitted letter dated May 30. 64. Vijaywada. Vijaywada (Eluru Road) Bearing No. The renewed license is awaited. Commissioner Municipal Corporation of Vijayawada Prasadampadu Village regarding issue of Trade License. The renewed license is awaited. The renewed license is awaited. 2011. 1988 issued in November. Vijaywada dated November 11. Eluru Road. The renewed license is awaited. Machavaram. Bavajipeta. NO. 2011 to the Dy. 2011 to December 31. Certificate of Registration bearing Registration Number 7246/VII under Andhra Pradesh Shops and Establishment Act. Vijaya Plaza. 47-10-37/1.

Company has submitted letter dated May 30. The license is awaited. 2011. 3836-K-I issued under Andhra Pradesh Shops and Establishment Act. Patel Nagar. 69. Company has submitted letter dated May 30. 2-1-16/1. Devangiri Karnataka. Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation of Khammam bearing Challan Number 090196243 dated May 25. 18424 dated February 23. Hospet. 2014. Hospet. Road. 68. 2011 to the Dy. 2011. Commissioner. NO. 1988 issued on February 14. Municipal Corporation. Road. J. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration No. 3449. Belgam regarding issue of Trade License. Near Padmalaya Theatre. regarding renewal of Trade License. 70. 628/11A. 2014. Commissioner. 2010 and valid upto December 31. The renewed license is awaited. 2011 to the Dy. Certificate of Registration bearing Registration No. Hospet Shop No. 31/S-705-2010 issued under Karnataka Shops and Commercial Establishment Act. Samadevigalli.Wyra Khammam. 1961 issued on November 11. 2011 and valid upto December 31. Belgam Shop No.P. 220 . Khammam 11-2-30.SR. Bhimavaram. 1961 issued on September 13. Company has submitted letter dated May 30. LG-2. Bhimavaram-I Bearing No. 2011. 1961 issued on September 20. 2014. KND2/IX/SHOP/1736/10 issued under Karnataka Shops and Commercial Establishment Act. Certificate of Registration bearing Registration No. Certificate of Registration bearing Registration No. Nittavalli Main Road. KNHII/SHOP/1182/10 issued under Karnataka Shops and Commercial Establishment Act. Bhagwan Plaza. Karnataka. Municipal Corporation. The renewed license is awaited. Bearing No. The renewed license is awaited. Belgaum. Commissioner. regarding renewal of Trade License. 1988 issued on January 1. 2010 and valid upto December 31. 7049/ALOII/BVRM issued under Andhra Pradesh Shops and Establishment Act. Davangiri. 2010 and valid upto December 31. 71. The renewed license is awaited. 67. Municipal Corporation. 2011. Davanagiri Shop No. 2011 to the Dy. 247. The Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation Bhimavaram bearing Challan No. Certificate of Registration bearing Registration No.

The renewed license is awaited. 73. Powerpeta. Anakapalli S. 72. The renewed license is awaited.K. The Company has made payment of renewal fee for trade license and has obtained receipt from the Eluru Municipal Corporation bearing Challan No. bearing License No. 1988 issued on December 26. Tanuku Door No. Building. The renewed license is awaited. Certificate of Registration bearing Registration No. 2011. Brothers Building. 2011. Anakapalli. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration No. 2011. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Anakapalli Municipality bearing Challan No. 2011 to December 31. 75. Krishnapura. 77. Certificate of Registration bearing Registration Number 98757/TNK-I under Andhra Pradesh Shops and Establishment Act. RCC Building. 1988 issued for the period from January 1. Eluru 22-b-1-29. 9530 dated February 18. Renewal of Certificate of registration bearing Registration No. Tanuku. Ground Floor. The Company has made payment of renewal fee for trade license and has obtained receipt from the Anakapalli Municipal Corporation bearing Challan No. 2011. 2010. 1931 dated February 21. 221 . Trade License cum receipt has been issued by the Warangal Municipal Corporation. 2011. 29652. Eluru. Anakapalli-II Shop No. Velpuru Road. Fish Market. 1988 issued for the period from January 1. 1988 issued on December 4.SR. The renewed license is awaited. 26-1-9E. 2011 and valid upto December 31. 15845 on March 31. 8175/AKP-I issued under Andhra Pradesh Shops and Establishment Act. 12-1-51. GNT Road. Bhimavaram. 1988 issued on February 28. 2011 for the year 2011-12. 12203/II dated October 11. Bearing No. Vasant Mahal. Main Road. 2010 which is valid for one year. 7013/2010/ALOII/BVRM issued under Andhra Pradesh Shops and Establishment Act. The Company has made payment of renewal fee for trade license and has obtained receipt from the Tanuku Municipal Corporation bearing Challan No. GMR & GS Comples. Hanamkonda Shop No. 74. 3-13-17. 21. 76. 2011. 916 dated May 26. 892/ALO/HNK under the Andhra Pradesh Shops and Establishment Act. The Company has made payment of renewal fee for trade license and has obtained receipt from the Municipal Corporation Bhimavaram bearing Challan No. Certificate of registration bearing Registration No. The renewed license is awaited. Bhimavaram-II Bearing No. 2011 to December 31. 2011. R. 17693 dated February 18. Manikanta.V. 646 dated May 25. 5-9-157. Hanamkonda. The Company has made payment of fee for labour license and has obtained receipt from the Government of Andhra Pradesh bearing receipt no. 2010 under the Andhra Pradesh Shops and Establishment Act. Anakapalli. Vishakhapatnam. Gollapalli Vari Street. NO.

9. Renewal of Certificate of registration bearing Registration No. Trade License cum receipt has been issued by the Warangal Municipal Corporation bearing License No. Hanamkonda Shop No. Block No. regarding renewal of Trade License. Waltair Ward. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Renewal of Certificate of Registration bearing Registration No.R. 79. The renewed license is awaited. Municipal Corporation.S. 2010 and valid upto December 31. Medak District. The Company has made payment of renewal fee for trade license and has obtained receipt from the Government of Andhra Pradesh bearing Transaction Number 19923 dated May 24. 81. Sangareddy for the year 2011-12. Vishakhapatnam. 6-2-628. 1988 issued for the period from January 1.SR. Issued on October 21. Pally. Vishakhapatnam (Siripuram Junction) D. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the Miryalguda Municipality bearing Challan No. 2010. 2011 to December 31. 2011 to December 31. The renewed license is awaited. Bellary. ACL II/VSP/597 under the Andhra Pradesh Shops and Establishment Act. 50/12/A (1) T. Commissioner. 80. 2011. 78. 2011. Ground Floor. 1988 issued for the period from January 1. No. Bellary Bankimote. 79. Hyderabad Road. Nalgonda District. Sangareddy on November 25. Bangalore Road. No. Water Tank. No. 2010. Miryalaguda. 1151 issued on March 30. Miryalaguda 18-702/1 Ashok Nagar. Nalagonda 82. 2011. A/4999/2010 issued by the Assistant Labour Officer. Miryalaguda on November 27. Certificate of Registration bearing Registration Number 3048/SRD issued by the Assistant Labour Officer. 222 . No. 2011 to December 31. 2011. Sangareddy D. Main Road. 2011 to the Dy. Certificate of registration bearing Registration No. 2014. 2011 for the year 2011-12. which is valid up to December 31. Renewal of Certificate of Registration bearing Registration No. KNB2/Ward/VI1560/2010 issued by Office of Inspector under Karnataka Shops and Establishment Act. Opp. X Roads Sangareddy. 010494949 dated May 16. Renewal of Certificate of Registration bearing registration number 5040/10 issued by Assistant Labour Officer for a period from January 1. 2011 for the year 2011-12. Nalgonda H. which is valid up to December 31. The renewed license is awaited. 15844 issued on March 30. The renewed license is awaited. Hanamkonda Shop No. Adjacent to Madina Masjid. Bellary. 1988 issued for the period from January 1. 2011.2. 010135603 dated May 24th. 2011 by Gram Panchayat Officer. 83. Trade License bearing license Number 60864 issued on May 25. 2011. Certificate of Registration bearing Registration No. 3371/ALO/KZPT under the Andhra Pradesh Shops and Establishment Act. Nakkalagutta Hanamkonda. 84. The Company has made payment of renewal fee for trade license and has obtained receipt from the Nalgonda Municipality bearing Challan No. MLN Archade. P. 2011 to December 31. 10-15. Company has submitted letter dated May 30. NO. Hanamkonda. 1-8-581. 2011. 3372/ALO/KZPT under the Andhra Pradesh Shops and Establishment Act. 2011. 2-5-83. Vijayanagar Colony. Trade License cum receipt has been issued by the Warangal Municipal Corporation bearing License No.

Certificate of Registration bearing Registration No. Palakonda Srikakulam. 89. The renewed license is awaited. Circle-I. 2478 dated May 26. 2011. Municipal Corporation. The renewed license is awaited. The renewed license is awaited. The Company has made payment of renewal fee for trade license and has obtained receipt from the Tirupati Municipal Corporation bearing Trade License No. 2011. 2011 to the Dy. 1961. Opp. The Company has made payment of renewal fee for trade license and has obtained receipt from the Amalapuram Municipality bearing 5797 dated March 23. 2014. 2010 and valid upto December 31. Commissioner. Karnataka. Commissioner. High School Street. Tirupati. Company has submitted letter dated May 30. Certificate of Registration bearing Registration No. Karnataka. 86. Certificate of Registration bearing Registration No. 2014. 1988 issued on February 19. 1988 on March 21. 380. Issued on November 29. Hassan. The Company has made payment of renewal fee for trade license and has obtained receipt from the Srikakulam Municipality bearing Challan No. 7336/ALOI issued under Andhra Pradesh Shops and Establishment Act. Gollagudam. Certificate of Registration bearing Registration No. 2011. 2010 and valid upto December 31. M-853/10-11 issued by the Office of Inspector under Karnataka Shops and Commercial Establishments Act. 1961. Municipal Corporation. Srikakulam Bearing No. The renewed license is awaited. 66/B. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES 85. Hassan Shop No. B. Tirupati D. Certificate of Registration bearing Registration No. East Godavari District. 223 . Issued on November 29. Amalapuram. Hassan. 5/M-2108/2010 issued by the Office of Inspector under Karnataka Shops and Commercial Establishments Act. Srikakulam on November 26. 3967/SrikakulamI issued by the Assistant Labour Officer. Road. Amalapuram Ground Floor. Hassan Opposite Prithvi Theatre. regarding renewal of Trade License.M. Old Post Office Road. Road. 87. 5-1-82. Hassan.No. Hassan. Company has submitted letter dated May 30. NO. Group Theatres. TMC-TLNO-1-6695 dated February 21. 2011 to the Dy. 2011.SR. 2011. 142992/08 issued under Andhra Pradesh Shops and Establishment Act. The renewed license is awaited. Nehru Street. regarding renewal of Trade License. 88. 2010.

91. Amravati Plot No. Ongole. 224 . 981 dated March 18. Balaji Apartment. Certificate of Registration bearing Registration No. 2014. Vijaynagaram. Addanki Bus Stand. Mayuri Junction. Certificate of Registration bearing Registration No. 1988 issued on February 21. 2011. Municipal Corporation. 1988 on November 27. 2011. Company has made payment of fees under the Bombay Shops and Establishment Act. Hormavu. The Company has made payment of renewal fee for trade license and has obtained receipt from the Ongole Municipal Corporation bearing Challan Number 26138 dated February 17. The license is awaited The Company has submitted application for issue of labour license to the Assistant Labour Officer. SBH. 2011. Lahanuji Baba Nagar. The renewed license is awaited. Nellore Shop No. Certificate of Registration bearing Registration No. 2452. Shegaon Nama Chowk.121 issued under Andhra Pradesh Shops and Establishment Act.SR. 5. Sheet No. The renewed license is awaited. Company has submitted letter dated May 30. NO. The Company has made payment of renewal fee for trade license and has obtained receipt from the Vijaynagar Municipality bearing Challan No. 4th Main Road. 11287/ALO-1 ONGOLE issued under Andhra Pradesh Shops and Establishment Act. 93. The certificate is valid upto December 31. The license is awaited. 2011. Amravati Shop No. 11. Commissioner Municipal Corporation Amravati. Amravati. 2011 to the Dy. 90. Station Road. Amravati dated May 30. 10. Ongole Shop No. Vijaynagara Bearing no.P. 2010. 2011. 94. 3167/ALOIII/VJM issued under Andhra Pradesh Shops and Establishment Act. 2010. 5/726. Rebelvari Street. Amravati. Bangalore. 1988 issued on February 19. 2011 to the Dy. The renewed license is awaited. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Certificate of Registration bearing Registration No. 8-1-814. The Company has made payment of renewal fee for trade license and has obtained receipt from the Amravati Municipality bearing Challan Number M/L 014516 dated February 9. 2011. The renewed license is awaited. Company has submitted letter dated May 30. 32. Maharashtra regarding issue of Trade License. The license is awaited. Bangalore (Hormavu) Shop No. Stonehousepet. 1948 and challan for the same is obtained dated December 13. Main Road. 95. 2011. 1961 on September 28. 2011. Karnataka I/A/1182/10 issued under Karnataka Shops and Commercial Establishment Act. Municipal Complex. Commissioner. Hormavu regarding issue of Trade License. Sai Durga Complex. 92. K. 6. Shiridi Sai Complex. Opp. Nellore The Company has made payment of renewal fee for trade license and has obtained receipt from the Nellore Municipal Corporation bearing Challan Number 21654 dated February 9.

1948 and challan for the same is obtained dated December 4. The license is awaited. District Sports Complex. G-1. The License is awaited. Sholapur. Pendarkar Complex. 2011 to the Dy. Certificate of Registration bearing PN number 0005070 issued under Bombay Shops and Establishment Act. Commissioner. 2011 to the Dy. Shop No. 2011. Kolhapur regarding issue of Trade License. Labour Department. Company has submitted letter dated May 30. Kolhapur regarding issue of Trade License. 2011 to the Dy. Nagpur Takwal Layout. Company has submitted letter dated May 30. Wadi Main Road. 225 . Sholapur Shop No. Kolhapur. Commissioner. 99. Kolhapur. Nagpur regarding issue of Trade License. 1948 and challan bearing no. S. The license is awaited. 2011. Company has made payment of fees under the Bombay Shops and Establishment Act. Nagpur. Aurangabad. Company has submitted letter dated May 30. 98. Municipal Corporation. Nagpur. Sholapur regarding issue of Trade License.SR. 1 & 10.-3. 2011 to the Dy. 2011. Kolhapur. 101. Company has submitted letter dated May 30. Commissioner. 18. 2011 to the Dy. Nagpur regarding issue of Trade License. 2010. The Company has submitted application for issue of labour license to the Assistant Labour Officer. 1948 and challan for the same is obtained dated December 4. Commissioner. Company has submitted letter dated May 30. 100. Kumtha Naka. 2010. 2010. The license is awaited. 4921 for the same is obtained dated December 4. Vaichal Road. Municipal Corporation. Tawakal Layout. Municipal Corporation. Kolhapur Complex 55. Vinus Chowk. Municipal Corporation. The license is awaited. Company has submitted letter dated May 30. The license is awaited. Nagpur. The Company has submitted application for issue of labour license to the Assistant Labour Officer. 1948 on January 11. 2011 to the Dy. Aurangabad Plot no. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES Company has made payment of fees under the Bombay Shops and Establishment Act. Company has submitted letter dated May 30. Yashwant Market. 5. 383. Nagpur. Sholapur Plot No. 102. The license is awaited.D. Commissioner Municipal Corporation Sholapur Maharashtra regarding issue of Trade License. The Company has submitted application for issue of labour license to the Assistant Labour Officer. dated May 30. Gold Pinch Peth. Kolhapur Bearing No. The License is awaited. Company has made payment of fees under the Bombay Shops and Establishment Act. CIDCO. Solapur. 2011 to the Dy. Aurangabad regarding issue of Trade License. Sector No. Commissioner. NO. Wadi. 97. The License is awaited. dated May 30. 2011. Nagpur. Highway Road. dated May 30. Municipal Corporation. Triveni Vihar. Municipal Corporation. Commissioner. 96.

3. Commissioner. Shivakar Garden. Sector E-5. Company has made payment of fees under the Bombay Shops and Establishment Act. Commissioner. 2011. 108. Commissioner. 104. CIDCO. Company has submitted letter dated May 30. The Company has submitted application for issue of labour license to the Assistant Labour Officer. NO. 4. Next to Dominos Pizza. Commissioner. Nagpur regarding issue of Trade License. Opp. 5. The license is awaited. 2011 to the Dy. The Company has submitted application for issue of labour license to the Assistant Labour Officer. 5. No. The license is awaited. Nagpur. Municipal Corporation. The license is awaited. Company has submitted letter dated May 30. The Company has submitted application for issue of labour license to the Assistant Labour Officer. 10 to 16 situated at Shraddha Park. 6 and S No. Hanuman Lane. Company has submitted letter dated May 30. Chennai. 2011 to the Dy. 1948 and challan for the same is obtained dated December 15. Company has submitted letter dated May 30. 2010. Municipal Corporation. Nasik regarding issue of Trade License. dated May 30. The license is awaited. 2010. Uttamnagar.: 23/6 (P). Wanoware. Pune Shop No. 2011 to the Dy. Neighbourhood Shrawan CIDCO. Commissioner. T Nagar. Municipal Corporation. 2011. 2011 to the Dy. 2011. 2011 to the Dy. 5. The license is awaited. Pune. Nagar) Bearing No. Nagpur Shop no. Municipal Corporation. Company has made payment of fees under the Bombay Shops and Establishment Act. Nasik Shop no. Chennai regarding issue of Trade License. Chennai. No. Nagpur. Plot No. Company has submitted letter dated May 30. Shivam Apartments. Municipal Corporation. S. The license is awaited. dated May 30. The license is awaited. Company has submitted letter dated May 30. 1948 and challan for the same is obtained dated December 20. The license is awaited. Nasik. Company has made payment of fees under the Bombay Shops and Establishment Act.SR. Chennai (T. Commissioner. Nasik. Nasik Shop No. Nasik. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES 103. Sitabordi.: 23/6(P)+71 and 7/2/6. The license is awaited. 654/67. Pune regarding issue of Trade License. 2010. 105. 1948 and challan for the same is obtained dated December 20. Itakari Station Road. 226 . Near Maasurkar Chowk. dated May 30. 107. North Usman Road. Nasik regarding issue of Trade License. 8. Municipal Corporation. Nagpur Shop No. 2011 to the Dy. Old Motor Stand. 106. Nagpur regarding issue of Trade License. Nasik. Plot No.

Company has submitted letter dated May 30. Approvals regarding the Warehouses: SR. 1948 and challan for the same is obtained dated February 7. The License is awaited. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES 1. Municipal Corporation. Sanathnar. 2011. Company has made payment of fees under the Andhra Pradesh Shops and Company has submitted letter dated May 30. ITH. Coimbatore. The license is awaited. Commissioner. 2011. The license is awaited. Commissioner. Khairatabad. Hyderabad. NAME AND ADDRESS OF THE OUTLETS TRADE LICENSES APPROVALS/LICENSES LABOUR LICENSES The Company has submitted application for issue of labour license to the Assistant Labour Officer. 1948 and challan for the same is obtained dated February 7. Commissioner Municipal Corporation Amberpet. The License is awaited. 5. 1948 and challan for the same is obtained dated February 7. Moosapet D. 1948 and challan for the same is obtained dated February 7. Company has made payment of fees under the Andhra Pradesh Shops and Establishment Act. 2011 to the Dy. Company has made payment of fees under the Bombay Shops and Establishment Act. The license is awaited. 18. Kukatpally . Company has submitted letter dated May 30. Opp. Amberpet Door No. The license is awaited. The License is awaited. Hyderabad. 1948 and challan for the same is obtained dated December 7. 2011. Commissioner. The Company has submitted letter dated May 30. 2. 2011 to the Dy.No. The License is awaited. Hyderabad. Commissioner. Chikadpally.2-2-1089/A/1/2. 3. Aurangabad GUT No: 83. 2011. 110. Company has submitted letter dated May 30. Coimbatore. 2011. Khairatabad 6-3-580/2. Amberpet. 2011 to the Dy. Maharashtra regarding issue of Trade License. The Company has made payment of renewal fee for trade license and has obtained receipt from the Greater Hyderabad Municipal Corporation bearing Receipt Number 31607/27/05/2011 dated May 27. Railways Goods Shed Complex Road. Thadagam Road. Khedabeed By-Pass Road Aurangabad. dated May 30. Aurangabad. 12-7-20/65/5. Hyderabad regarding issue of Trade License. 2010. NO. Municipal Corporation. The License is awaited. 2-21089/A (New No. Company has made payment of fees under the Andhra Pradesh Shops and Establishment Act. APPROVALS/LICENSES LABOUR LICENSES Company has made payment of fees under the Andhra Pradesh Shops and Establishment Act. NO. Coimbatore regarding issue of Trade License. 2-2-1089. 2011 to the Dy.SR. Company has made payment of fees under the Andhra Pradesh Shops and Establishment Act. Hyderabad. The renewed license is awaited. Semi Beseant Floor of Sri Sai Complex. Zilla Parishad Office. Commissioner. 2011 to the Dy. Municipal Corporation. regarding issue of Trade License. Anandnagar. Moosapet. 2-21089/A/1/1). Ground Floor. The license is awaited. dated May 30. Hyderabad. Municipal Corporation. Hyderabad. Chikadpally 1-8-550/556. (New No. Coimbatore Shop no. The Company has submitted application for renewal of trade license to the Dy. 227 4. 109. 2011. 2011.

2. 228 . 2011. Subedari. 1988 issued for the period from January 1. The license is awaited. 2011. 2011. Ayodhyanagar. 10. Eluru Bearing No. Commissioner. 6. The Company has made payment of renewal fee for trade license and has obtained receipt from the Eluru Municipal Corporation bearing Challan No. 1952 vide allotment of code number AP/HY/56375. Rao Nagar Flat No. Kurnool. Establishment Act. Company has submitted letter dated May 30. Mamidalapadu. 1057/ADV issued by Assistant Labour Officer (Amadalavalasa) under Andhra Pradesh Shops and Establishment Act. 2011. The Company has made payment of renewal fee for trade license and has obtained receipt from the A Amadalavalasa Municipal Corporation bearing Receipt Number 455 dated May 27. Hyderabad. 1931 dated February 21. A. dated May 30. Sharada Apartment. Certificate of Registration bearing Registration No. Labour Department Nellore dated May 30. 2011. 11. Amudalavalasa. Hanamkonda. The license is awaited. The Company has submitted application for issue of labour license to the Assistant Labour Officer. Srikakulam. The license is awaited. Municipal Corporation. Hyderabad regarding issue of Trade License. Near Goods Shed. Postal Colony. The license is awaited. Company has submitted letter dated May 30.S. Vasanth Mahal. Certificate of Registration bearing Registration No. Hanamkonda. 2011 to the Dy. 1988 on November 17. in Survey No.Plot No. 16-1-4. The Company establishment has been classified as an establishment engaged in Trading and Commercial. 143 and 144. Hyderabad. Kurnool D. Hyderabad. Bearing No. Situated at Dharma Reddy Colony. 8. Cellar (Lower Ground). Srikakulam Bearing No. Company has submitted application for issue of labour license to the Assistant Labour Officer. dated May 30. 216. The Company has submitted application for issue of labour license to the Assistant Labour Officer. Commissioner. Railway Feader Road. 2011 to the Dy. 2011 to the Dy. Commissioner Municipal Corporation Nellore regarding issue of Trade License. 1948 and challan for the same is obtained dated February 7.S. GNT Road.: 28/1/1021. A. G-2. Hanamkonda regarding issue of Trade License. The renewed license is awaited. Municipal Corporation. No. 2011. No. Nellore. H. 9. dated May 30. Kurnool regarding issue of Trade License. 2011. 2011. Nellore Godown “D”. 36/MIG and Constructed Cellar. 2011 under the Andhra Pradesh Shops and Establishment Act. The Company has submitted application for issue of labour license to the Assistant Labour Officer. Commissioner. Kukatpally. The License is awaited. Kurnool. Hyderabad regarding issue of Trade License. Eluru. Opp SLV Gardens Masamaseed. The Company has been brought within the purview of Employees‟ Provident Fund and Miscellaneous provisions Act. Hanamkonda. 2011. Company has submitted letter dated May 30. Municipal Corporation. The license is awaited. Nellore Town. Rao Nagar. The Company has been granted IEC Number 0907006078 vide Certificate of Importer – Exporter Code (IEC) dated July 5. 2007. Municipal Corporation. Other Approvals 1. Powepeta. 2011 to the Dy. 7. 5-7-588/2. Company has submitted letter dated May 30. Navalak Gardens. 2011 to December 31. 2010 and valid upto December 31. Mypad Road. Sri Maheshwari Mills. 087212/08 dated February 2. The renewed license is awaited. 22-B-1-29.

Intellectual Property Registrations I. 1948 and has been allotted registration number 52-27/26-102 by the Regional Office. We have filed a form TM-60 with the Trade Mark registry dated February 21. 2060209 2060210 2060211 2060212 2060213 2060214 2060215 2080560 Date November 29. No. 2010 November 29. We have filed the following applications with the Trade Mark registry of Chennai for registration of trademarks and logo. by the Company. 4. 2. However the Company did not appoint any Whole Time Company Secretary since incorporation. 7. compounding of the offence. 3. 1999: Sr. 2010 to till date. Mr. 8. Sree Nagamani Alluri as a Whole Time Company Secretary from June 25. 2010 November 29. The Company has obtained registration under Section 1(5) of the Employees‟ Sate Insurance Corporation Act. requesting. Hyderabad with effect from April 1. 1. 2010 November 29. The Company had appointed Mr. 4. Application No. 2011 with application no 31215 to obtain a NOC for registering copyright as artistic work and logo. 5. This application has been made due to the violation of Section 621A read with section 383A of the Companies Act 1956. 2007. 2010 November 29. And for this purpose we require a Non Objection Certificate for trade mark registry. 2010 November 29. of 1957. with the ROC. 2011 Class 24 21 20 11 27 35 9 35 Name of the Applicant M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited M/s PCH Retail Limited Mark PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Let‟s Celebrate Life! PCH Retail Registered as Brand Name with Logo Brand Name and Logo Brand Name and Logo Trademark and Logo Brand Name and Logo Brand Name and Logo Brand Name and Logo Brand Name II. 2010 and thereafter the Company appointed Mr. Registering Copyright under the Indian Copyright Act. 2010 November 29. 6. Srinivasa Rao Kolagani as a Whole Time Company Secretary from December 15. The proposed copyright over artistic work and logo is as under: 229 . 2010 January 4. of 1957 We are also proposing to make an application for registration of copyright as artistic work and logo under the Indian Copyright Act. 2010 to October 15.3. which are pending registration in various classes under the Trade Marks Act. Therefore the Company has suo moto filed an application in Form 61.

Neither our Company. net worth. its Promoters. director or person in control. 2011 authorized the Issue. 2011. and The Company has not changed its name since incorporation.02 2. net tangible assets and monetary assets derived from the financial information included in this Draft Red Herring Prospectus as at. the Promoters. relatives of the Promoters (as defined under the Companies Act) and Group Companies have not been declared as wilful defaulter by RBI or any other government authority and there have been no violation of securities laws committed by them in the past or no such proceeding are pending against our Company or them. are debarred or have been prohibited from accessing the capital markets under any order or direction passed by the SEBI or any other authority.26 Monetary Assets as a % of the Net 2.914.93 16. nor (ii) companies with which any of the Promoters. The shareholders of our Company have authorized the Issue by a special resolution in accordance with Section 81(1A) of the Companies Act. nor our Promoters. The Company has a track record of distributable profits in accordance with Section 205 of the Companies Act.577. There has been no action taken by the SEBI against the Directors or any other entity with which our Directors are associated as promoters or directors.18 Tangible Assets (3) Distributable Profits 726.94 1.84 7.51 Net worth(4) 11. Promoter Group. Promoter Group. Our Company has received in-principle approvals from BSE and NSE for the listing of our Equity Shares pursuant to letters dated [●] and [●] respectively.633.47 159. Prohibition by SEBI We confirm that neither (i) our Company. for at least three out of the immediately preceding five years. of which not more than 50% are held in monetary assets.51 Monetary Assets(2) 262. Group Companies. its Directors.3 2. The aggregate of the proposed Issue and all previous issues made in the same financial years in terms of the issue size is not expected to exceed five times the pre-Issue net worth of the Company. pursuant to a resolution dated April 01. or Directors have been declared as willful defaulters by the RBI or any other governmental authority.633.58 718. subject to the approval by the shareholders of our Company under Section 81(1A) of the Companies Act.94 1. Prohibition by RBI Our Company.SECTION VII: OTHER REGULATORY AND STATUTORY DISCLOSURES Authority for the Issue The Board has. persons in control of our Company or any natural person behind the Promoters are or were associated as a promoter. and for the last five years are set forth below: (Amount ` in Lakhs) 2010 2009 2008 2007 Net Tangible Assets(1) 11.51 230 . [●] is the Designated Stock Exchange for the purpose of the Issue.02 2.577. the Directors. dividend.84 7. passed at the EGM of our Company held on April 30.82 525.65 327.14 6. persons in control of our Company or the Group Companies. The Company‟s net profit.914. The Company has a net worth of at least `100 Lakhs in each of the three preceding full years (of 12 months each). There are no violations of securities laws committed by them in the past or pending against them.27 4. Eligibility for the Issue The Company is eligible for the Issue in accordance with Regulation 26(1) of the SEBI Regulations as explained under the eligibility criteria calculated in accordance with financial statements under Indian GAAP:      The Company has net tangible assets of at least `300 Lakhs in each of the preceding three full years (of 12 months each).271.05 0.271.

which is the Issue Price multiplied by the number of Equity Shares offered to the public. current assets (excluding deferred tax assets) less current liabilities (including working capital).. firm allotments and promoter contribution) are offered to the public. investments.0% p. our Company shall ensure that the number of prospective allottees to whom the Equity Shares will be allotted will be not less than 1. have been calculated from the audited financial statements of respective years and/or period before making adjustments for restatement of Financial Statements. PATENT DISPUTES. (2) Monetary assets include cash on hand. (4) Net worth = Equity Share Capital + Reserves & Surplus (excluding revaluation reserve.000. BOB CAPITAL MARKETS LIMITED HAS CERTIFIED THAT THE DISCLOSURES MADE IN THE OFFER DOCUMENT ARE GENERALLY ADEQUATE AND ARE IN CONFORMITY WITH THE SEBI (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. IT SHOULD ALSO BE CLEARLY UNDERSTOOD THAT WHILE THE ISSUER IS PRIMARILY RESPONSIBLE FOR THE CORRECTNESS.. ETC. THE LEAD MERCHANT BANKER IS EXPECTED TO EXERCISE DUE DILIGENCE TO ENSURE THAT THE ISSUER DISCHARGES ITS RESPONSIBILITY ADEQUATELY IN THIS BEHALF AND TOWARDS THIS PURPOSE. 231 . the Issue is subject to the fulfilment of the following conditions as required by Rule 19(2) (b) of the SCRR (which was in existence as of the date of filing of the Draft Red Herring Prospectus):    A minimum of 2. in accordance with Regulation 26(4) of the SEBI Regulations. THIS REQUIREMENT IS TO FACILITATE INVESTORS TO TAKE AN INFORMED DECISION FOR MAKING INVESTMENT IN THE PROPOSED ISSUE. (3) The distributable profits of our Company. 2011 WHICH READS AS FOLLOWS: (1) WE HAVE EXAMINED VARIOUS DOCUMENTS INCLUDING THOSE RELATING TO LITIGATION LIKE COMMERCIAL DISPUTES. is a minimum of `10. If such application money is not repaid within eight days after our Company becomes liable to repay it (i. ADEQUACY AND DISCLOSURE OF ALL RELEVANT INFORMATION IN THE OFFER DOCUMENT. bank balances and investments in mutual funds. THE LEAD MERCHANT BANKER BOB CAPITAL MARKETS LIMITED HAS FURNISHED TO SEBI A DUE DILIGENCE CERTIFICATE DATED JUNE 22. as per section 205 of the Companies Act.(1) Net tangible assets are defined as the sum of fixed assets (including capital work in progress and capital advances and excluding intangible assets and revaluation reserves). AND OTHER MATERIAL IN CONNECTION WITH THE FINALISATION OF THE DRAFT RED HERRING PROSPECTUS PERTAINING TO THE SAID ISSUE. 2009 IN FORCE FOR THE TIME BEING. SEBI DOES NOT TAKE ANY RESPONSIBILITY EITHER FOR THE FINANCIAL SOUNDNESS OF ANY SCHEME OR THE PROJECT FOR WHICH THE ISSUE IS PROPOSED TO BE MADE OR FOR THE CORRECTNESS OF THE STATEMENTS MADE OR OPINIONS EXPRESSED IN THE OFFER DOCUMENT. THE LEAD MERCHANT BANKER. if any) – Miscellaneous Expenditure Further. and short term liabilities. as prescribed under Section 73 of the Companies Act.000 Lakhs. from the date of refusal or within 15 days from the Bid Closing Date.000 Equity Shares (excluding reservations.e. Disclaimer Clause of SEBI "IT IS TO BE DISTINCTLY UNDERSTOOD THAT SUBMISSION OF OFFER DOCUMENT TO THE SECURITIES AND EXCHANGE BOARD OF INDIA (SEBI) SHOULD NOT IN ANY WAY BE DEEMED OR CONSTRUED THAT THE SAME HAS BEEN CLEARED OR APPROVED BY SEBI. The Issue size.000.a. DISPUTES WITH COLLABORATORS. be liable to repay such application money with interest thereon at the rate of 15. on and from the expiry of eight days. otherwise the entire application money will be refunded forthwith. and The Issue is made through the Book Building Process with allocation of up to 50% of the Net Issue to the public to QIBs as specified by the SEBI. Further. whichever is earlier). our Company will.

ALL THE INTERMEDIARIES NAMED IN THE DRAFT RED HERRING PROSPECTUS ARE REGISTERED WITH THE BOARD AND THAT TILL DATE SUCH REGISTRATION IS VALID.(2) ON THE BASIS OF SUCH EXAMINATION AND THE DISCUSSIONS WITH THE ISSUER. 2009. FAIR AND ADEQUATE TO ENABLE THE INVESTORS TO MAKE A WELL INFORMED DECISION AS TO THE INVESTMENT IN THE PROPOSED ISSUE AND SUCH DISCLOSURES ARE IN ACCORDANCE WITH THE REQUIREMENTS OF THE COMPANIES ACT. AND THE DISCLOSURES MADE IN THE DRAFT RED HERRING PROSPECTUS ARE TRUE. WE CONFIRM THAT ARRANGEMENTS HAVE BEEN MADE TO ENSURE THAT PROMOTERS’ CONTRIBUTION SHALL BE RECEIVED AT LEAST ONE DAY BEFORE THE OPENING OF THE ISSUE. 2009 AND OTHER APPLICABLE LEGAL REQUIREMENTS.. WE UNDERTAKE THAT AUDITORS’ CERTIFICATE TO THIS EFFECT SHALL BE DULY SUBMITTED TO THE BOARD. WE FURTHER CONFIRM THAT ARRANGEMENTS HAVE BEEN MADE TO ENSURE ALL THAT PROMOTERS’ CONTRIBUTION RECEIVED ONE DAY BEFORE OPENING OF THE ISSUE SHALL BE KEPT IN AN ESCROW ACCOUNT WITH A SCHEDULED COMMERCIAL BANK AND SHALL BE RELEASED TO THE ISSUER ALONG WITH THE PROCEEDS OF THE PUBLIC ISSUE. ETC. THE CENTRAL GOVERNMENT AND ANY OTHER COMPETENT AUTHORITY IN THIS BEHALF HAVE BEEN DULY COMPLIED WITH. WHICH RELATES TO SPECIFIED SECURITIES INELIGIBLE FOR COMPUTATION OF PROMOTERS CONTRIBUTION. MATERIALS AND PAPERS RELEVANT TO THE ISSUE. ALL THE LEGAL REQUIREMENTS RELATING TO THE ISSUE AS ALSO THE REGULATIONS GUIDELINES.NOTED FOR COMPLIANCE (5) WE CERTIFY THAT WRITTEN CONSENT FROM PROMOTERS HAS BEEN OBTAINED FOR INCLUSION OF THEIR SPECIFIED SECURITIES AS PART OF PROMOTERS’ CONTRIBUTION SUBJECT TO LOCK-IN AND THE SPECIFIED SECURITIES PROPOSED TO FORM PART OF PROMOTERS’ CONTRIBUTION SUBJECT TO LOCK-IN SHALL NOT BE DISPOSED / SOLD / TRANSFERRED BY THE PROMOTERS DURING THE PERIOD STARTING FROM THE DATE OF FILING THE DRAFT RED HERRING PROSPECTUS WITH THE BOARD TILL THE DATE OF COMMENCEMENT OF LOCK-IN PERIOD AS STATED IN THE DRAFT RED HERRING PROSPECTUS. (B) (C) (3) WE CONFIRM THAT BESIDES OURSELVES. AND INDEPENDENT VERIFICATION OF THE STATEMENTS CONCERNING THE OBJECTS OF THE ISSUE. (7) WE UNDERTAKE THAT SUB-REGULATION (4) OF REGULATION 32 AND CLAUSE (C) AND (D) OF SUB-REGULATION (2) OF REGULATION 8 OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. ITS DIRECTORS AND OTHER OFFICERS. WE CONFIRM THAT: (A) THE DRAFT RED HERRING PROSPECTUS FILED WITH THE BOARD IS IN CONFORMITY WITH THE DOCUMENTS. 1956. PRICE JUSTIFICATION AND THE CONTENTS OF THE DOCUMENTS AND OTHER PAPERS FURNISHED BY THE ISSUER. OTHER AGENCIES. THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. HAS BEEN DULY COMPLIED WITH AND APPROPRIATE DISCLOSURES AS TO COMPLIANCE WITH THE SAID REGULATION HAVE BEEN MADE IN THE DRAFT RED HERRING PROSPECTUS. (8) WE CERTIFY THAT THE PROPOSED ACTIVITIES OF THE ISSUER FOR WHICH THE FUNDS ARE BEING RAISED IN THE PRESENT ISSUE FALL WITHIN THE ‘MAIN OBJECTS’ LISTED IN THE OBJECT CLAUSE OF THE MEMORANDUM OF ASSOCIATION OR OTHER CHARTER OF THE ISSUER AND THAT THE ACTIVITIES WHICH HAVE BEEN CARRIED OUT UNTIL 232 . 2009 SHALL BE COMPLIED WITH. (6) WE CERTIFY THAT REGULATION 33 OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. FRAMED/ISSUED BY THE BOARD. INSTRUCTIONS. (4) WE HAVE SATISFIED OURSELVES ABOUT THE CAPABILITY OF THE UNDERWRITERS TO FULFIL THEIR UNDERWRITING COMMITMENTS.

THE RISK FACTORS. 1956. PROMOTERS EXPERIENCE . ITS TEXT. WITH THE LEAD MERCHANT BANKER ANY IRREGULARITIES OR LAPSES IN OFFER DOCUMENT.ETC." Our Promoters. 1956 OR FROM THE REQUIREMENT OF OBTAINING SUCH STATUTORY OR OTHER CLEARANCES AS MAY BE REQUIRED FOR THE PURPOSE OF THE PROPOSED ISSUE. CONTAINING DETAILS SUCH AS THE REGULATION NUMBER. IN OUR VIEW. ABSOLVE THE ISSUER FROM ANY LIABILITIES UNDER SECTION 63 OR SECTION 68 OF THE COMPANIES ACT. IF ANY. 2009. THE STATUS OF COMPLIANCE. (12) WE CERTIFY THAT THE FOLLOWING DISCLOSURES HAVE BEEN MADE IN THE DRAFT RED HERRING PROSPECTUS/ DRAFT PROSPECTUS/ DRAFT LETTER OF OFFER: (A) AN UNDERTAKING FROM THE ISSUER THAT AT ANY GIVEN TIME.NOW ARE VALID IN TERMS OF THE OBJECT CLAUSE OF ITS MEMORANDUM OF ASSOCIATION. WE FURTHER CONFIRM THAT THE AGREEMENT ENTERED INTO BETWEEN THE BANKERS TO THE ISSUE AND THE ISSUER SPECIFICALLY CONTAINS THIS CONDITION. (B) (13) WE UNDERTAKE TO COMPLY WITH THE REGULATIONS PERTAINING TO ADVERTISEMENT IN TERMS OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. SITUATION AT WHICH THE PROPOSED BUSINESS STANDS. (10) WE CERTIFY THAT SINCE THE PROPOSED ISSUE SIZE IS MORE THAN `10 CRORES. AT ANY POINT OF TIME. Sardar Balvinder Singh and Mrs Baljit Kaur confirm that no information/material likely to have a bearing on the decision of investors in respect of the shares offered in terms of this Draft Red Herring Prospectus has been suppressed withheld and / or incorporated in the manner that would amount to misstatement/misrepresentation and in the event of its transpiring at any point in time till allotment/refund. HOWEVER. (9) WE CONFIRM THAT NECESSARY ARRANGEMENTS HAVE BEEN MADE TO ENSURE THAT THE MONEYS RECEIVED PURSUANT TO THE ISSUE ARE KEPT IN A SEPARATE BANK ACCOUNT AS PER THE PROVISIONS OF SUB-SECTION (3) OF SECTION 73 OF THE COMPANIES ACT. 2009 HAVE BEEN MADE IN ADDITION TO DISCLOSURES WHICH. THE PROVISION RELATING TO OPTION TO THE INVESTORS TO GET THE SHARES IN PHYSICAL MODE IS NOT APPLICABLE IN TERMS OF SECTION 68B OF THE COMPANIES ACT. (11) WE CERTIFY THAT ALL THE APPLICABLE DISCLOSURES MANDATED IN THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. (15) WE ENCLOSE A CHECKLIST CONFIRMING REGULATION-WISE COMPLIANCE WITH THE APPLICABLE PROVISIONS OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS. (14) WE ENCLOSE A NOTE EXPLAINING HOW THE PROCESS OF DUE DILIGENCE HAS BEEN EXERCISED BY US IN VIEW OF THE NATURE OF CURRENT BUSINESS BACKGROUND OR THE ISSUER. SEBI FURTHER RESERVES THE RIGHT TO TAKE UP. THE FILING OF THE OFFER DOCUMENT DOES NOT. 2009 WHILE MAKING THE ISSUE. that any information/material has been suppressed/withheld and/ or amounts to a mis-statement/ 233 . ARE FAIR AND ADEQUATE TO ENABLE THE INVESTOR TO MAKE A WELL INFORMED DECISION. THERE SHALL BE ONLY ONE DENOMINATION FOR THE EQUITY SHARES OF THE ISSUER AND AN UNDERTAKING FROM THE ISSUER THAT IT SHALL COMPLY WITH SUCH DISCLOSURE AND ACCOUNTING NORMS SPECIFIED BY THE BOARD FROM TIME TO TIME. as the case may be. PAGE NUMBER OF THE DRAFT RED HERRING PROSPECTUS WHERE THE REGULATION HAS BEEN COMPLIED WITH AND OUR COMMENTS. 1956 AND THAT SUCH MONEYS SHALL BE RELEASED BY THE SAID BANK ONLY AFTER PERMISSION IS OBTAINED FROM ALL THE STOCK EXCHANGES MENTIONED IN THE PROSPECTUS.

our Promoter Group. officers. or the website of our Promoters. Neither we nor the Syndicate is liable to the Bidders for any failure in downloading the Bids due to faults in any software/hardware system or otherwise. and provident funds (subject to applicable law) with minimum corpus of `250 million and pension funds with minimum corpus of `250 million. The BRLM accepts no responsibility. state industrial development corporations. the Equity Shares represented thereby may not be offered or sold. affiliates and representatives that they are eligible under all applicable laws.Disclaimer from our Company and BRLM The Company. Trusts registered under the Societies Registration Act. rules.pchretail. Indian mutual funds registered with SEBI. or our affiliates or associates in the ordinary course of business and have engaged. www. sell. 1860. except in accordance with the legal 234 . affiliates and representatives accept no responsibility or liability for advising any investor on whether such investor is eligible to acquire Equity Shares of our Company Disclaimer in respect of Jurisdiction This Issue is being made in India to persons resident in India including Indian nationals resident in India who are majors. our Promoters and Directors undertake to refund the entire application monies to all subscribers within 7 days thereafter without prejudice to the provisions of section 63 of the Act. All information shall be made available by our Company and the BRLM to the public and investors at large and no selective or additional information would be available for a section of the investors in any manner whatsoever including at road show presentations. our Promoter Group. our BRLM is not a banker to our Company.com. No action has been or will be taken to permit a public offering in any jurisdiction where action would be required for that purpose. Indian financial institutions. Our Company. however. any such restrictions. co-operative banks (subject to RBI permission). agents. Caution. Group Companies. guidelines and approvals to acquire Equity Shares of our Company. regulations. agents. regulations. officers. 2011 and the Underwriting Agreement to be entered into among the Underwriters and us. the Underwriters and their respective directors. provided that they are eligible under all applicable laws and regulations to hold Equity Shares of the Company. and our affiliates or associates. and this Draft Red Herring Prospectus may not be distributed. Group Companies. As on date. or any other trust law and who are authorized under their constitution to hold and invest in shares. for which they have received and may in future receive compensation. Investors that bid in the Issue will be required to confirm and will be deemed to have represented to our Company. as amended from time to time. and perform services for. including our website. except that this Draft Red Herring Prospectus has been submitted to SEBI. commercial banks. companies. Group Companies. in research or sales reports or at bidding centres etc. and the BRLM accept no responsibility for statements made otherwise than in this Draft Red Herring Prospectus or in the advertisements or any other material issued by or at the instance of the above mentioned entities and anyone depending on any other source of information. This Draft Red Herring Prospectus does not. the Directors. HUFs. constitute an offer to sell or an invitation to subscribe to Equity Shares offered hereby in any other jurisdiction to any person to whom it is unlawful to make an offer or invitation in such jurisdiction. or may in future engage. Promoter Group. the Underwriters and their respective directors. and to observe. save to the limited extent as provided in the Issue Agreement entered into between the BRLM and the Company dated June 11. or any affiliate or associate of our Company or its subsidiaries. India only. Accordingly. insurance companies registered with Insurance Regulatory and Development Authority. in commercial banking and investment banking transactions with our Company. The BRLM and their respective associates and affiliates may engage in transactions with. pledge or transfer the Equity Shares of our Company to any person who is not eligible under applicable laws. would be doing so at his or her own risk. regional rural banks. rules. corporate bodies and societies registered under the applicable laws in India and authorized to invest in shares. Public financial institutions as specified in Section 4A of the Companies Act. Any dispute arising out of this Issue will be subject to the jurisdiction of appropriate court(s) in Hyderabad. guidelines and approvals to acquire Equity Shares of our Company and will not offer. directly or indirectly. Any person into whose possession this Draft Red Herring Prospectus comes is required to inform himself or herself about.misrepresentation. our Company. in any jurisdiction.

the registration requirements of the Securities Act and in compliance with applicable laws and legislations in each jurisdiction. certify or endorse the correctness of completeness of any of the contents of this Draft Red Herring Prospectus. by letter dated [●]. “U. a copy of the Draft Red Herring Prospectus has been submitted to the BSE. It is to be distinctly understood that the aforesaid permission given by the NSE should not in any way be deemed or construed that the offer document has been cleared or approved by NSE. The NSE has scrutinised the Draft Red Herring Prospectus for its limited internal purpose of deciding on the matter of granting the aforesaid permission to our Company. The disclaimer clause as intimated by the BSE to us. Further. other than pursuant to an exemption from. except in compliance with the applicable laws of such jurisdiction. such as participatory notes. shall be included in the Red Herring Prospectus prior to the RoC filing. our management or any scheme or project of our Company. post scrutiny of the Draft Red Herring Prospectus. BSE has given. permission to our Company to use BSE„s name in this Draft Red Herring Prospectus as one of the stock exchanges on which our Company„s securities are proposed to be listed.S. And it should not be deemed or construed that this Draft Red Herring Prospectus has been cleared or approved by the BSE. except pursuant to an exemption from. and will not be. Accordingly. The Equity Shares have not been. a copy of this Draft Red Herring Prospectus has been submitted to National Stock Exchange of India Limited. certify or endorse the correctness or completeness of any of the contents of this Draft Red Herring Prospectus. including India. under any circumstances. Disclaimer clause of the NSE As required. or in a transaction not subject to. Securities Act 1933. A) DISCLAIMER CLAUSE OF THE STOCK EXCHANGES Disclaimer clause of the Bombay Stock Exchange Limited (BSE): As required. or Take any responsibility for the financial or other soundness of our Company..requirements applicable in such jurisdiction. each Bidder where required agrees that such Bidder will not sell or transfer any Equity Shares or create any economic interest therein. Every person who desires to apply for or otherwise acquires any securities of our Company may do so pursuant to independent inquiry. The BSE does not in any manner: i. or for the account or benefit of.. Neither the delivery of this Draft Red Herring Prospectus nor any sale hereunder shall. issued against the Equity Shares or any similar security. including any off-shore derivative instruments. the Equity Shares will be offered and sold outside the United States in compliance with Regulation S of the Securities Act and the applicable laws of the jurisdiction where those offers and sales occur. as amended (the “Securities Act”) or any state securities laws in the United States and may not be offered or sold within the United States or to. and Bids may not be made by persons in any such jurisdiction. or in a transaction not subject to. create any implication that there has been no change in the affairs of our Company since the date hereof or that the information contained herein is correct as of any time subsequent to this date. The BSE has scrutinised the Draft Red Herring Prospectus for its limited internal purpose of deciding on the matter of granting the aforesaid permission to our Company. persons” (as defined in Regulation S under the Securities Act). listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold. registered under the U. permission to our Company to use the NSE„s name in this Draft Red Herring Prospectus as one of the stock exchanges on which our Company„s securities are proposed to be listed. our Promoter. NSE has given. Warrant. the registration requirements of the Securities Act. nor does it take any responsibility 235 . nor does it in any manner warrant.S. registered. by its letter dated [●]. investigation and analysis and shall not have any claim against the BSE whatsoever by reason of any loss which may be suffered by any person consequent to or in connection with such subscription/acquisition whether by reason of anything stated or omitted to be stated here or for any reason whatsoever. nor does it warrant that our Company„s securities will be listed or will continue to be listed on the NSE. or Warrant that our Company„s securities will be listed or will continue to be listed on the BSE. and will not be. iii. ii. The Equity Shares have not been.

If such money is not repaid within eight days after our Company becomes liable to repay it (i. alongwith the other documents required. from the date of refusal or within 15 days from the Bid/Issue Closing Date. Sultan Bazar. or register any transfer of shares. post scrutiny of the Draft Red Herring Prospectus. situated at 2nd Floor. Impersonation Attention of the Applicants is specifically drawn to the provisions of sub-section (1) of Section 68 A of the Companies Act. shall be included in the Red Herring Prospectus prior to the RoC filing. India. then our Company. G Block.e.for the financial or other soundness of our Company. our Company shall forthwith repay. to be filed under section 60 of the Companies Act will be delivered for registration to the RoC. Bandra Kurla Complex. therein to him. our Promoters. LISTING Applications will be made to BSE and NSE for permission to deal in and for an official quotation of the Equity Shares of our Company. C-4A." 236 . CPWD Building. Disclaimer Clause of IPO Grading Agency [●] FILING A copy of this Draft Red Herring Prospectus dated June 23. Every person who desires to apply for or otherwise acquire any securities of our Company may do so pursuant to independent inquiry. Mumbai 400 051. shall be punishable with imprisonment for a term which may extend to five years. and every Director of our Company who is an officer in default shall. Koti. The disclaimer clause as intimated by the NSE to us. Kendriya Sadan. or any other person in a fictitious name. with interest at the rate of 15% per annum on application money. any shares therein. will be delivered for registration to the RoC and a copy of the Prospectus. without interest. Or b) otherwise induces a company to allot. whichever is earlier). Andhra Pradesh. [●] shall be the Designated Stock Exchange with which the basis of allocation will be finalised. Hyderabad – 500195. Bandra (East). A copy of the Red Herring Prospectus. which is reproduced below: "Any person who: a) makes in a fictitious name. 2011 has been filed with the SEBI at Plot No. be liable to repay the money. our management or any scheme or project of our Company. an application to a company for acquiring or subscribing for. Our Company shall ensure that all steps for the completion of the necessary formalities for listing and commencement of trading at both the Stock Exchanges mentioned above are taken within twelve Working Days from the Bid /Issue Closing Date. as prescribed under Section 73 of the Companies Act. investigation and analysis and shall not have any claim against the NSE by reason of any loss which may be suffered by such person consequent to or in connection with such subscription/acquisition whether by reason of anything stated or omitted to be stated herein or any other reason whatsoever. on and from expiry of eight days. If the permission to deal in and for an official quotation of the Equity Shares is not granted by any of the Stock Exchanges mentioned above. along with the other documents required to be filed under section 60B of the Companies Act. all monies received from the applicants in pursuance of the Red Herring Prospectus.

etc. among others. IF ANY Except the report of [●] in respect of the IPO grading of the Issue annexed herewith and the report of our Auditor in respect of the information in “Financial Statements” and “Statement of Tax Benefits” on pages 160 and 65 respectively our Company has not obtained any other expert opinions. printing and distribution expenses. Bankers to the Issue. [●]. 2010 signed with the BRLM and the Syndicate Agreement dated [●] amongst our Company. Syndicate Members. The estimated Issue expenses are as follows: (` In Lakhs) Activity Expenses % of the Issue % of the Issue Expenses Size Lead management. The expenses of this Issue include. EXPERT OPINION OBTAINED. have been obtained and will be filed along with a copy of the RHP with the ROC as required under Sections 60 and 60B of the Companies Act and such consents have not been withdrawn up to the time of delivery of the Prospectus for registration with the ROC. listing [●] [●] [●] fee. has given its written consent to being named as an expert for purposes of grading of the Issue and to the inclusion of its grading of the Issue in the Red Herring Prospectus and such consent and report will not be withdrawn up to the time of delivery of the Red Herring Prospectus and the Prospectus to the Designated Stock Exchange.CONSENTS Consents in writing of the Directors. underwriting and [●] [●] [●] selling commission* Registrar Fees* [●] [●] [●] Advertising and Marketing expenses* [●] [●] [●] Printing and stationery* [●] [●] [●] Fees paid to the IPO grading agency* [●] [●] [●] Bankers to the Issue* [●] [●] [●] Others (Registrar‟s fee. The BRLM will be reimbursed for all relevant out-of-pocket expenses such as cost of travel. postage and communication expenses. statutory advertisement expenses and listing fees. EXPENSES OF THE ISSUE Our Management estimates an expense or `[●] Lakhs towards issue expense. the Auditors. BRLM. stationery. legal fees. Escrow Collection Bankers and the Registrar to the Issue to act in their respective capacities. the BRLM and the Syndicate members. the Legal Advisor. M/s. 237 . copies of which are available for inspection at the Registered Office of our Company. Karumanchi & Associates. our Company Secretary and Compliance Officer. legal fee. Bankers to our Company. selling commission. All expenses with respect to the Issue will be borne by our Company. underwriting and lead management fees.)* Total estimated Issue expenses* [●] [●] [●] *Will be completed after finalization of the Issue Price DETAILS OF FEES PAYABLE Book Running Lead Manager to the Issue and the Syndicate Members The total fees payable to the Book Running Lead Manager and the Syndicate Members (including underwriting commission and selling commission and reimbursement of their out of pocket expenses) will be as per the Issue Agreement dated October 21. Auditors of our Company have also given their consent to the inclusion of their report as appearing in the form and context in this Draft Red Herring Prospectus at page 160 and also of the tax benefits accruing to our Company and to the members of our Company and such consent and report have not been withdrawn up to the time of signing this Draft Red Herring Prospectus. a SEBI registered credit rating agency engaged by us for the purpose of obtaining IPO grading in respect of this Issue.

stamp duty and communication expenses. PREVIOUS ISSUE OF SHARES OTHERWISE THAN FOR CASH Except as stated in the chapters titled “Capital Structure” and “History and Certain Coporate Matters” beginning on pages 41 and 137 respectively. STOCK MARKET DATA This being an initial public offering of our Company. 2010a copy of which is available for inspection at our Company‟s registered office. LISTED COMPANIES UNDER THE SAME MANAGEMENT Nil CAPITAL ISSUE DURING THE LAST THREE YEARS The Company has not made any capital issues in the last three years. Adequate funds will be provided by our Company to the Registrar to the Issue to enable them to send refund orders or Allotment advice by registered post/ speed post/ under certificate of posting. of the Draft Red Herring Prospectus. printing of bulk mailing register will be as per the Agreement signed with our Company dated November 09. postage. PREVIOUS PUBLIC OR RIGHTS ISSUE The Company has not made any public or rights issue of shares either in India or abroad since the time of its incorporation. The Registrar to the Issue will be reimbursed for all out-of-pocket expenses including cost of stationery. the Company has not made any previous issues of shares for consideration other than cash. 238 . printing of CAN/ refund order.Fees Payable to the Registrar to the Issue The fees payable by our Company to the Registrar to the Issue for processing of application. COMMISSION AND BROKERAGE ON PREVIOUS ISSUES Since this is the initial public offer of our Company. data entry. PROMISE VIS-A-VIS PERFORMANCE Nil OUTSTANDING DEBENTURES OR BONDS AND REDEEMABLE PREFERENCE SHARES AND OTHER INSTRUMENTS There are no outstanding debentures or bonds or redeemable preference shares and other instruments issued by the Company as on the date of the Draft Red Herring Prospectus. preparation of refund data on magnetic tape. the Equity Shares are not listed on any stock exchange. no sum has been paid or has been payable as commission or brokerage for subscribing to or procuring or agreeing to procure subscription for any of the Equity Shares since inception of our Company.

1 2 3 Nature of complaint Non-receipt of refund Non Receipt of Share Certificate/Demat Credit Any other complaint in relation to Public Issue Time Table Within 7 days of receipt of complaint subject to production of satisfactory evidence Within 7 days of receipt of complaint subject to production of satisfactory evidence Within 7 days of receipt of complaint with all relevant details Redressals of investors‟ grievance are given top priority by our Company. The Agreement between the Registrar to the Issue and our Company provides for retention of records with the Registrar to the Issue for a period of three years to enable the investors to approach the Registrar to the Issue for redressal of their grievances. Company Secretary as the Compliance Officer and he may be contacted in case of any pre-issue or post-issue problems. giving full details such as name. amount paid on application and bank and branch. to be received shall adhere to the following schedules: Sr. address of the applicant. in respect of which: • The contract for the purchase or acquisition was entered into in the ordinary course of business. to handle the investor grievances in co-ordination with the Compliance Officer of our Company. INVESTOR GRIEVANCES AND REDRESSAL SYSTEM The Company has appointed the Registrar to the Issue. Our Company would also be co-ordinating with the Registrar to the issue in attending to the grievances to the investor. appointed by our Company in terms of SEBI‟s direction for appointment of Common Agency for physical as well as demat shares. giving full details such as name. Link Intime India Private Limited. In case of non-routine complaints and complaints where external agencies are involved. Srinivasa Rao Kolagani. The Registrars are constantly monitored and supported by qualified and experienced personnel of our Company. or • The amount of the purchase money is not material. nor was the contract entered into in contemplation of the Issue. The Registrar to the issue. We estimate that the average time required by us or the Registrar to the Issue for the redressal of routine investor grievances will be seven Working Days from the date of receipt of the complaint. All grievances relating to the present issue may be addressed to the Registrar with a copy to the Compliance Officer. All grievances relating to the ASBA process may be addressed to the SCSB. we will seek to redress these complaints as expeditiously as possible. if any. number of equity shares applied for. A fortnightly status report of the complaints received and redressed by them would be forwarded to our Company. will handle investor‟s grievances pertaining to the issue. other than property.PURCHASE OF PROPERTY There is no property which has been purchased or acquired or is proposed to be purchased or acquired which is to be paid for wholly or partly from the proceeds of the present Issue or the purchase or acquisition of which has not been completed on the date of the Draft Red Herring Prospectus. number of Equity Shares applied for. address of the applicant. nor is the Issue contemplated in consequence of the contract. We have appointed Mr. No. Our Company assures that the Board of Directors in respect of the complaints. have any direct or indirect interest in any payment made thereunder. The Committee oversees redressal of complaints of shareholders/investors and other important investor related matters. The Company has not purchased any property in which any of our Promoters and/or Directors. He can be contacted at the following address: 239 . namely. amount paid on application and the Designated Branch or the collection centre of the SCSB where the Bid-cum-Application Form was submitted by the ASBA Bidders. Our Company would monitor the work of the registrar to ensure that the investor grievances are settled expeditiously and satisfactorily. Our Company has adequate arrangements for redressal of investor complaints as follows: Share transfer/ dematerialisation/ rematerialisation are handled by well equipped professionally managed Registrar and Transfer Agent.

REVALUATION OF ASSETS DURING THE LAST 5 YEARS Our company has not revalued its assets during the last 5 years. please see the section titled “Statement of Tax Benefits” beginning on page 65 of this Draft Red Herring Prospectus. TAX IMPLICATIONS Investors that are allotted Equity Shares in the Issue will be subject to capital gains tax on any resale of the Equity Shares at applicable rates. our Company has not capitalised its reserves or profits at any time since incorporation. Hyderabad – 500 082 Tel no: +91 – 40 – 2331 7853 Fax no: +91 – 40 – 2331 6310 Email: cs@pchretail.com Website: www. Maheswari Chambers. For details. Somajiguda. depending on the duration for which the investors have held the Equity Shares prior to such resale and whether the Equity Shares are sold on the stock exchanges. 2010 CAPITALIZATION OF RESERVES OR PROFITS DURING LAST 5 YEARS Except as disclosed in the section titled “Capital Structure” beginning on page 41 of this Draft Red Herring Prospectus.com CHANGES IN AUDITORS IN THE LAST THREE YEARS Change in Auditors M/s N. Hariharan. Chartered Accountants M/s Karumanchi & Associates Date of Appointment Janurary 03.Company Secretary and Compliance Officer PCH Retail Limited 103-107. A. 240 . 2007 September 30. 2010 Date of Resignation September 27.pchretail.

The Price Band and the minimum Bid lot size for the Issue will be decided by our Company. the terms of the Equity Listing Agreement. the Equity Shares of our Company shall be allotted only in dematerialized form. 1956. FACE VALUE AND ISSUE PRICE The face value of the Equity Shares is `10 each and the Floor Price is `[●] and the Cap Price is `[●] per Equity Share. the trading in the Equity Shares of our Company shall only be in dematerialized form for all investors. if declared. In terms of the existing SEBI (ICDR) Regulations. the Revision Form. COMPLIANCE WITH SEBI REGULATIONS Our Company shall comply with applicable disclosure and accounting norms specified by SEBI from time to time. subject to applicable foreign exchange regulations and other applicable laws. The Allottees will be entitled to dividend or any other corporate benefits. the Prospectus. at least two Working days prior to the Bid/Issue Opening Date. the equity shareholders shall have the following rights: a) b) c) d) e) f) g) Right to receive dividend. if any. Right of free transferability. ROC and/ or other authorities. 1956. our Memorandum and Articles and shall rank pari passu in all respects with the existing Equity Shares including rights in respect of dividend. declared by our Company after the date of allotment. the tradable lot is one Equity Share. the Reserve Bank of India. notifications and regulations relating to the issue of capital and listing and trading of securities issued from time to time by SEBI. and advertised in [●] edition of [●] newspaper in English language. Right to attend general meetings and exercise voting powers. if announced.SECTION VIII: ISSUE RELATED INFORMATION TERMS OF THE ISSUE The Equity Shares being offered are subject to the provisions of the Companies Act. Right to receive offers for rights shares and be allotted bonus shares. the CAN and other terms and conditions as may be incorporated in the Allotment advices and other documents/certificates that may be executed in respect of the Issue. At any given point of time there shall be only one denomination for the Equity Shares subject to the applicable laws. our Memorandum and Articles. RIGHTS OF THE EQUITY SHAREHOLDERS Subject to applicable laws. The Equity Shares shall also be subject to laws as applicable. unless prohibited by law. as may be available to a shareholder of a listed public company under the Companies Act. RANKING OF EQUITY SHARES The Equity Shares being offered shall be subject to the provisions of the Companies Act. guidelines. in [●] edition of [●] newspaper in Hindi language and in [●] edition of [●] newspaper in Telugu language with wide circulation. the Stock Exchanges. MODE OF PAYMENT OF DIVIDEND We shall pay dividend to our shareholders as per the provisions of the Companies Act. and the Memorandum and Articles of our Company. the terms of this Draft Red Herring Prospectus. as in force on the date of the Issue and to the extent applicable. in consultation with the BRLMs. the Bid-cumApplication Form. and h) Such other rights. Since trading of our Equity Shares will be in dematerialized mode. MARKET LOT In terms of Section 68B of the Companies Act. Allotment of Equity Shares through this Issue will be 241 . Right to receive annual reports and notices to members. Red Herring Prospectus. Right to vote on a poll either in person or by proxy. 1956. Government of India. Right to receive surplus on liquidation subject to any statutory and preferential claims being satisfied.

shall in accordance with Section 109A of the Companies Act. JOINT HOLDERS Where two or more persons are registered as the holders of any Equity Shares. in the prescribed manner. Further. any person who becomes a nominee by virtue of the provisions of Section 109A of the Companies Act. our Board may at any time give notice requiring any nominee to choose either to be registered himself or herself or to transfer the Equity Shares. BIDDING PERIOD Bidders may submit their Bids only in the Bidding Period. they shall be deemed to hold the same as joint-tenants with benefits of survivorship. the holder(s) may make a nomination to appoint. until the requirements of the notice have been complied with. If the investors require changing the nomination. being a nominee. death of all the Bidders. bonuses or other monies payable in respect of the Equity Shares. as the case may be. there is no need to make a separate nomination with us. A buyer will be entitled to make a fresh nomination in the manner prescribed. including devolvement to the Underwriters within 60 days from the Bid Closing Date. along with other joint Bidder(s). In accordance with Section 109B of the Companies Act. MINIMUM SUBSCRIPTION In the event our Company does not receive a minimum subscription of 90% of the Issue. 2. Hence there is no possibility of odd lots. shall vest. we shall forthwith refund the entire subscription amount received. our Board may thereafter withhold payment of all dividends. we shall pay such interest prescribed under Section 73 of the Companies Act. A fresh nomination can be made only on the prescribed form available on request at the registered office of our Company or with the Registrar. if any. within a period of 90 days. 242 . To register himself or herself as the holder of the Equity Shares. Nominations registered with the respective depository participant of the applicant would prevail. A nomination shall stand rescinded upon a sale/transfer/alienation of Equity Share(s) by the person nominating. be entitled to the same advantages to which he or she would be entitled if he or she were the registered holder of the Equity Share(s). the Equity Shares Allotted. Marketable lot is one Equity Share. A person. If there is a delay beyond eight days after our Company becomes liable to pay the amount. Since the allotment of Equity Shares in the Issue will be made only in dematerialized form. Further.000. NOMINATION FACILITY TO INVESTOR In accordance with Section 109A of the Companies Act. may nominate any one person in whom. shall upon the production of such evidence as may be required by our Board. as the deceased holder could have made. and if the notice is not complied with. they are requested to inform their respective depository participant. Where the nominee is a minor. ARRANGEMENTS FOR DISPOSAL OF ODD LOTS Our Company's Equity Shares will be traded in dematerialized form only. entitled to the Equity Shares by reason of the death of the original holder(s).done only in electronic form in multiples of one Equity Share subject to a minimum Allotment of [●] Equity Shares. elect either: 1. the sole or first Bidder. failing which the entire application money will be refunded forthwith. The Bid/Issue Opening Date is [●] and the Bid/Issue Closing Date is [●]. in the event of death of the sole Bidder or in case of joint Bidders. or To make such transfer of the Equity Shares. in accordance with Rule 19(2)(b)(i) of the SCRR read with Regulation 26(4) of the SEBI (ICDR) Regulations. our Company shall ensure that the number of Allottees under the Issue shall not be less than 1. any person to become entitled to Equity Share(s) in the event of his or her death during the minority.

243 . reserves the right not to proceed with the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment. The notice shall be issued in the same newspapers where the pre-Issue advertisements have appeared and our Company shall also promptly inform the Stock Exchanges. in consultation with the BRLMs. which our Company shall apply for after Allotment and (ii) the final RoC approval of the Prospectus after it is filed with the RoC. If our Company withdraws from the Issue. In terms of the SEBI (ICDR) Regulations. without assigning any reason therefor. it shall file a fresh draft red herring prospectus with SEBI.RESTRICTIONS ON TRANSFER OF SHARES Except for the lock-in of the post-Issue Equity Shares forming the Promoters' contribution in the Issue and the balance pre-Issue share capital of our Company as detailed in "Capital Structure" beginning on page 41 of this Draft Red Herring Prospectus. the QIBs shall not be allowed to withdraw their Bids after the Bid/Issue Closing Date. Notwithstanding the foregoing. it shall issue a public notice within two days of the closure of the Issue. Please see the section titled “Main Provisions of the Articles of Association” beginning on page 280 of this Draft Red Herring Prospectus. there are no restrictions on the transfer and transmission of shares/debentures and on their consolidation/ splitting except as provided for in our Articles. WITHDRAWAL OF THE ISSUE Our Company. If our Company withdraws the Issue after the Bid/Issue Closing Date and thereafter determines that it will proceed with an initial public offering of its Equity Shares. the Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock Exchanges.

aggregating `[●] is being made through the Book Building Process out of which the promoters contribution consists of 55. Particulars Number of Equity Shares* QIBs# Up to 56.71% and 25. Retail Individual Bidders Not less than 39.55.000 Equity Shares.000 Equity Shares of `10 each at a price of `[●] for cash. Percentage of Issue available for Allocation size Up to 50% of the Net Issue. 13. Maximum Bid Mode of Allotment Bid/ Allotment lot Trading Lot Who can Apply** Such number of Equity Shares that the Bid Amount exceeds `100. up to 5% of the QIB Portion shall be available for allocation proportionately to Mutual Funds only. Such number of Equity Shares not exceeding the Net Issue subject to applicable limits.000 and in multiples of [●] Equity Shares. [●] Equity Shares and in multiples on [●] Equity Shares thereafter One Equity Share Resident Indian Individuals . The Issue and Net Issue will constitute 38. Non-Institutional Bidders Not less than 16. However.68. Not less than 15% of the Net Issue or the Net Issue less allocation to QIB Bidders and Retail Individual Bidders shall be available for allocation. Such number of Equity Shares not exceeding the Net Issue. subject to applicable limits.99% of the fully diluted post Issue paid up capital of the Company.Institutional Bidders shall be made available for allocation.95. [●] Equity Shares and in multiples on [●] Equity Shares thereafter One Equity Share Resident Indian 244 [●] Equity Shares Such number of Equity Shares whereby the Bid Amount does not exceed `200.000 Equity Shares of `10 each at a price of `[●] for cash.000.000 Equity Shares or Net Issue less allocation to QIB Bidders and Retail Individual Bidders shall be available for allocation.27. Proportionate.000 Equity Shares or the Net Issue less allocation to QIB Bidders and Non.00.000 and in multiples of [●] Equity Shares. Not less than 35% of the Net Issue or the Net Issue less allocation to QIB Bidders and Non-Institutional Bidders shall be available for allocation. The Issue is being made through a 100% Book Building Process. Compulsorily in dematerialized form.ISSUE STRUCTURE The present Issue of 1. Basis of Allocation if Respective Category is Oversubscribed Minimum Bid Proportionate as follows: (a) Equity Shares constituting 5% of the QIB portion shall be allocated on a proportionate basis to Mutual Funds (b) The balance Equity Shares shall be allocated on a proportionate basis to all QIBs including Mutual Funds receiving allocation as per (a) above. 000 Equity Shares of `10 each at a price of `[●] for cash and Net Issue to the public constitutes 1. Compulsorily in dematerialized form.50. [●] Equity Shares and in multiples on [●] Equity Shares thereafter One Equity Share Public financial institution Proportionate. Such number of Equity Shares that the Bid Amount exceeds `100. Compulsorily in dematerialized form. 27.

state industrial development corporations. 5% of the Issue in the QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds. No. including Mutual Funds. not less than 15% of the Net Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Net Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders. F. *** In case of ASBA bidders. in consultation with the BRLM. without assigning any reason there for. provident funds with minimum corpus of `2.000. India Full Bid Amount on Bidding. National Investment Fund set up by resolution no. pension funds with minimum corpus of `2. companies.in value. scientific institutions societies. reserves the right not to proceed with the Issue at any time after the Bid/Issue Opening Date but before the Board meeting for Allotment. which our Company shall apply for after Allotment and (ii) the final RoC 245 . the investors should ensure that the demat account is also held in the same joint names and are in the same sequence in which they appear in the Bid cum Application Form or the Application Supported by Blocked Amount. Insurance funds set up and managed by the army. 2/3/2005-DDII dated November 23. Terms Payment*** of Full Bid Amount on Bidding. Insurance funds set up and managed by the Department of Posts. the SCSB shall be authorised to block such funds in the bank account of the ASBA bidder that are specified in the Bid cum ASBA Form. in any category would be allowed to be met with spill-over from any other category or combination of categories at the sole discretion of our Company in consultation with the BRLM and the Designated Stock Exchange.500 Lakhs. navy. bodies‟ corporate. Notwithstanding the foregoing. or air force of the Union of India. Under-subscription. ** In case the Bid cum Application Form or the Application Supported by Blocked Amount is submitted in joint names. scheduled commercial banks. * Subject to valid Bids being received at or above the Issue Price.Particulars QIBs# as defined in section 4A of the Companies Act. The Issue is being made through a 100% Book Building Process wherein up to 50% of the Net Issue shall be allotted on a proportionate basis to QIBs. Non-Institutional Bidders individuals including HUF (in the name of Karta). Withdrawal of the Issue Our Company.500 Lakhs. the Issue is also subject to obtaining (i) the final listing and trading approvals of the Stock Exchanges. 2005 of Government of India published in the Gazette of India. 1956. The remainder shall be available for allotment on a proportionate basis to QIBs. subject to valid Bids being received at or above the Issue Price. Retail Individual Bidders including HUF (in the name of Karta). subject to valid Bids being received at or above the Issue Price. Further. Full Bid Amount on Bidding. insurance companies registered with the Insurance Regulatory and Development Authority (IRDA). trusts. applying for Equity Shares such that the Bid Amount per individual Bidder does not exceed `200. if any.

pay orders or demand drafts at other centers will be payable by the Bidders.acknowledgement of the Prospectus after it is filed with the RoC. our Company shall forthwith refund the entire subscription amount received. if Allotment is not made and refund orders are not dispatched to the applicant or if. Dispatch of refund orders shall be done within 10 Working Days from the Bid/Issue Closing Date. our Company receives minimum subscription but wishes to withdraw the Issue after Issue Opening but before allotment. if any. Under the SEBI Guidelines.500 by “Under Certificate of Posting”. it shall file a fresh draft red herring prospectus. Applicants those who are residents of the 68 cities notified by SEBI through its notification (Ref. except where the refund or portion thereof is made in electronic mode/manner. for withdrawn. for encashing such cheques. in a case where the refund or portion thereof is made in electronic mode/manner. rejected. sole risk within 10 Working Days of the Bid/Issue Closing Date. Applicants to whom refunds are made through electronic transfer of funds will be sent a letter (refund advice) through ordinary post informing them about the mode of credit of refund. In case. unblock the funds in the relevant ASBA Account to the extent of the Bid Amount specified in the Bid cum Application Form or the relevant part thereof. shall notify the SCSBs to unblock the bank accounts of the ASBA Bidders within one day from the date of receipt of notification of withdrawal of the issue. if any. Refunds will be made by cheques. our Company will give public notice giving reasons for withdrawal of Issue but if our Company thereafter decides to proceed with the initial public offering of its Equity Shares. the requirements of the Stock Exchanges and the SEBI Guidelines. providing reasons for not proceeding with the Issue. through the Registrar to the Issue. a Hindi national newspaper and one regional language newspaper with wide circulation. If our Company does not receive minimum subscription of 90% of the Issue size. by registered post or speed post at the sole or First Bidder‟s. in which the pre-Issue advertisements were published. In such an event our Company would issue a public notice in the newspapers. Bid/Issue Program BID/ISSUE OPENS ON BID / ISSUE CLOSES (EXCEPT FOR QIB BIDDERS) ON BID / ISSUE CLOSES (FOR QIB BIDDERS) ON [●] [●] [●] 246 . In the case of other applicants. In case of ASBA Bidders. and Our Company shall pay interest at 15% per annum. QIBs are not allowed to withdraw their Bids after the Bid/Issue Closing Date. unsuccessful or partially successful ASBA Bids. if any. pay orders or demand drafts drawn on the Escrow Collection Banks and payable at par at places where Bids are received. including devolvement of the members of the syndicate. instruct the relevant SCSB to. within two days of the Bid/ Issue Closing Date. The Public Notice will appear in an English national newspaper. Bank charges. 2008 will receive refunds through NECS only (subject to availability of all information for crediting the refund through NECS) except where the applicant is eligible to receive refunds through direct credit. SEBI/CFD/DILDIP/29/2008/01/02) dated February 1.500. our Company undertakes that:    Allotment shall be made only in dematerialized form within 10 Working Days from the Bid/Issue Closing Date. the Registrar to the Issue will. No. The BRLM. NEFT or RTGS. our Company shall ensure the dispatch of refund orders. on the receipt of such instructions from the Registrar to the Issue. Letters of Allotment or Refund Orders Our Company shall credit each beneficiary account with its depository participant within 10 Working Days of the Bid/Issue Closing Date. within 9 Working Days of the Bid Closing Date. Our Company shall also inform the same to Stock Exchanges on which the Equity Shares are proposed to be listed. within 10 Working Days of the Bid/Issue Closing Date. and shall dispatch refund orders above `1. the refund instructions have not been given to clearing members and/or demat credits are not made to investors within the 15 day time period prescribed above. Interest in case of delay in dispatch of Allotment Letters/Refund Orders In accordance with the Companies Act. of value up to `1. Our Company will provide adequate funds required for dispatch of refund orders or Allotment advice to the Registrar.

In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in the physical or electronic Bid cum Application Form submitted through the ASBA process.00 p. (Indian Standard Time) during the Bidding Period as mentioned above at the bidding centers mentioned on the Bid cum Application Form or incase of bids submitted through ASBA. 247 .00 a.. by issuing a press release. In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in the physical Bid form. Bidders are cautioned that in the event a large number of Bids are received on the Bid/Issue Closing Date.m. in case of Bids by Retail Individual Bidders. as is typically experienced in public offerings. Bids shall be accepted only between 10. some Bids may not get uploaded on the last date.m. Such Bids that cannot be uploaded will not be considered for allocation under the Issue. no later than the times mentioned above on the Bid/Issue Closing Date.Bids and any revision in Bids shall be accepted only between 10. the details as per physical application form of that Bidder may be taken as the final data for the purpose of allotment. in case of Bids by QIB Bidders and Non-Institutional Bidders (ii) till until 5. Any revision in the Price Band and the revised Bidding Period/Issue Period. On the Bid/Issue Closing Date.m. If such Bids are not uploaded. for a particular bidder. the Issuer.m. The Floor Price can be revised up or down to a maximum of 20% of the Floor Price advertised at least one day before the Bid /Issue Closing Date. the Issuer.00 p. BRLM and Syndicate members will not be responsible. Due to limitation of time available for uploading the Bids on the Bid/Issue Closing date. i. Monday to Friday (excluding any public holidays). BRLM and Syndicate members will not be responsible. Due to limitation of the time available for uploading the Bids on the Bid/Issue Closing Date. Monday to Friday (excluding any public holiday). extension of time may be granted by the Stock Exchanges only for uploading the Bids received by Retail Individual Bidders after taking into account the total number of Bids received up to the closure of timings for acceptance of Bid cum Application Forms and ASBA Form as stated herein and reported by the BRLM to the Stock Exchange within half an hour of such closure. Bidders are advised that due to clustering of last day applications. if applicable. as is typically experienced in public offerings.e. In case of revision in the Price Band.00 p. If such Bids are not uploaded. the designated branches of the SCSBs except that on the Bid/Issue Closing Date. (Indian Standard Time) and uploaded till (i) 4.00 a.m.m. Bids by ASBA Bidders shall be uploaded by the SCSB in the electronic system to be provided by the NSE and the BSE. will be widely disseminated by notification to the BSE and the NSE. Our Company reserves the right to revise the Price Band during the Bid/Issue Period in accordance with the SEBI ICDR Regulations provided that the Cap Price is less than or equal to 20% of the Floor Price. some Bids may not get uploaded due to lack of sufficient time. the Bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and. in any case. the Issue Period will be extended for three additional Working days after revision of Price Band subject to the Bidding Period/Issue Period not exceeding 10 Working days. for a particular ASBA Bidder.00 p. Such Bids that cannot be uploaded will not be considered for allocation under the Issue. in any case.m. Bids will be accepted only on Working days. and 5. (Indian Standard Time) on the Bid/Issue Closing Date. and 3. no later than 3. All times are Indian Standard Time. and also by indicating the change on the web sites of the Book Runners at the terminals of the Syndicate. the bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and.00 p. the Registrar to the Issue shall ask for rectified data from the SCSB.e. Bids will be accepted only on Working days. i.

Investors should note that Allotment to successful Bidders will be only in the dematerialised form. Please note that the information stated/ covered in this section may not be complete and / or accurate and as such would be subject to modification/ change.ISSUE PROCEDURE This section applies to all Bidders. QIBs and Non-Institutional Bidders are mandatorily required to submit their Bids by way of ASBA. subject to valid Bids being received from them at or above the Issue Price. Under–subscription. Bid cum Application Forms or ASBA Bid cum Application Forms which do not have the details of the Bidder‟s depository accounts including DP ID. The said SEBI Circular further states that the implementation of this circular would require some modification in existing processes and systems and such modifications shall be communicated in due course. The remainder shall be available for allocation on a proportionate basis to QIBs and Mutual Funds. our Company has a right to reject Bids based on technical grounds only. not less than 15% of the Net Issue shall be available for allocation on a proportionate basis to NonInstitutional Bidders and not less than 35% of the Net Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders. in any category. 2011. 2010 by SEBI. may reject Bids at the time of acceptance of the ASBA Bid cum Application Form provided that the reasons for such rejection shall be disclosed to such Bidder in writing. which may occur after the date of this Draft Red Herring Prospectus. would be allowed to be met with spill-over from any other category or combination of categories at the sole discretion of our Company. Our Company and the Book Running Lead Manager would not be liable for any amendment. bearing no. if any. the Syndicate has been permitted to procure ASBA Bid-cum-Application Forms from the ASBA Bidders and submit the same to the SCCBs. modification or change in applicable law. Please note that all the Bidders are required to make payment of the full Bid Amount or instruct the relevant SCSB to block the full Bid Amount along with the Bid cum Application Form. the Managers and their affiliate members of the Syndicate. In case of Non-Institutional Bidders and Retail Individual Bidders.e. Book Building Procedure The Issue is being made through a Book Building Process wherein not more than 50% of the Net Issue will be available for allocation to Qualified Institutional Buyers (“QIBs”). Further. once the requisite modifications to existing processes and systems are communicated or otherwise suggested by SEBI. In case of QIBs. all non-Retail Individual Bidders i. Bidders applying through the ASBA process should carefully read the provisions applicable to such applications before making their application through the ASBA process. It may be noted that as per circular dated Oct 12. We shall incorporate disclosures to this effect in the Red Herring Prospectus/ Prospectus to be filed for the Issue. Bidders are advised to make their independent investigations and ensure that their Bids do not exceed the investment limits or maximum number of Equity Shares that can be held by them under applicable law or as specified in the Red Herring Prospectus and the Prospectus. Bidders are required to ensure that the beneficiary accounts are held in the same joint names in the same sequence in which they appeared in the Bid cum Application Form or the ASBA Bid cum Application Form. in consultation with the BRLM and Designated Stock Exchange. Bidding through the Syndicate ASBA. the Equity Shares will be traded only on the dematerialized segment of the Stock Exchanges. Please note that pursuant to the SEBI Circular dated April 29. Bidders will not have the option of receiving Allotment in physical form. CIR/CFD/DIL/1/2011. PAN and Client ID will be treated as incomplete and rejected. ASBA Bidders should note that the ASBA process involves application procedures that may be different from the procedure applicable to Bidders other than the ASBA Bidders. 5% shall be available for allocation on a proportionate basis to Mutual Funds only. On Allotment. If the Bid cum Application Form or the ASBA Bid cum Application Form was submitted in joint names. subject to valid Bids being received at or above the Issue Price. Bidders are required to ensure that the PAN (of the sole/ first Bidder) provided in the Bid cum Application Form or the ASBA Bid cum Application Form is exactly the same as the PAN of the person(s) in whose name the relevant beneficiary account is held. 248 .

ASBA Process In accordance with the ICDR Regulations, all Bidders can participate in the Issue through the ASBA process. ASBA Bidders shall submit an ASBA Bid-cum-Application Form either (i) in physical form to the Designated Branch of an SCSB or (ii) in electronic form through the internet banking facility offered by an SCSB authorizing blocking of funds that are available in the bank account (“ASBA Account”) specified in the ASBA Bid-cum- Application Form used by ASBA Bidders. The SCSB shall block an amount equal to the Bid Amount in the ASBA Account, on the basis of an authorization to this effect given by the account holder at the time of submitting the Bid. The ASBA data shall be uploaded by the SCSB in the electronic bidding system of the Stock Exchanges. The Bid Amount shall remain blocked in the ASBA Account until approval of the basis of Allotment in the Issue by the Designated Stock Exchange and consequent transfer of the Bid Amount against the allocated shares to the Public Issue Account, or until withdrawal or failure of the Issue or until withdrawal or rejection of the ASBA Bid, as the case may be. Once the basis of Allotment is approved by the Designated Stock Exchange, the Registrar to the Issue shall send an appropriate request to the Controlling Branch of the SCSB for unblocking the relevant bank accounts and for transferring the requisite amount to the Public Issue Account. In case of withdrawal or failure of the Issue, the blocked amount shall be unblocked on receipt of such information from the BRLM and/or the Registrar. Investors should note that allotment of Equity Shares to all successful Bidders will only be in the dematerialized form. The Bid-cum-Application Forms and ASBA Bid-cum-Application Forms which do not have the details of the Bidders’ Depository Account shall be treated as incomplete and are liable to be rejected. Bidders will not have the option of being allotted the Equity Shares in physical form. Upon allotment, the Equity Shares shall be traded only in the dematerialized segment of the Stock Exchanges. Bid-cum-Application Form And ASBA Bid-cum-Application Form Copies of the Bid cum Application Form will be available for all categories of Bidders, with the members of the Syndicate and our Registered Office and our Corporate Office. In addition, ASBA Bid cum Application Forms in physical form will be available with the Designated Branches, and electronic ASBA Bid cum Application Forms will be available on the websites of the SCSBs and of the Stock Exchanges at least one day prior to the Issue Opening Date. Copies of the Red Herring Prospectus shall, on a request being made by any Bidder, be furnished to such Bidder at our Registered Office, our Corporate Office and the Designated Branches. Bidders shall only use the specified Bid cum Application Form bearing the stamp of a member of the Syndicate, unless they are using the ASBA Process. Before being issued to the Bidders, the Bid cum Application Form shall be serially numbered and date and time stamped and such form shall be issued in duplicate signed by the Bidder. The Bid Cum Application Form and the ASBA Bid cum Application Form shall contain information about the Bidders, the price and the number of Equity Shares Bid for. Bidders shall have the option to make a maximum of three Bids (in terms of number of Equity Shares and respective Bid Amount) in the Bid cum Application Form and such options shall not be considered as multiple Bids. The collection centre of the Syndicate will acknowledge the receipt of the Bid Cum Application Form or Revision Form by stamping the acknowledgment slip and returning it to the Bidder. This acknowledgment slip shall serve as the duplicate of the Bid Cum Application Form for the records of the Bidder and the Bidder shall preserve this and should provide the same for any queries relating to non-Allotment of Equity Shares in the Issue. Upon completing and submitting the Bid cum Application Form to a member of the Syndicate, the Bidder is deemed to have authorised our Company to make the necessary changes in the Red Herring Prospectus and the Bid cum Application Form as would be required for filing the Prospectus with the RoC and as would be required by the RoC after such filing, without prior or subsequent notice of such changes to the Bidder. Upon determination of the Issue Price and filing of the Prospectus with the RoC, the Bid cum Application Form shall be considered as the application form. Bidders can also submit their Bids through the ASBA by submitting ASBA Bid cum Application Forms, either in physical or electronic mode, to the SCSB with whom the ASBA Account is maintained or through the members of the Syndicate/ sub-Syndicate (ASBA Bids through the members of the Syndicate/ sub-Syndicate shall hereinafter be referred to as the “Syndicate ASBA”). However, ASBA Bids through Syndicate ASBA is permitted only at the Syndicate ASBA Centres. An ASBA Bidder shall use the ASBA Bid cum Application Form obtained from the Designated Branches for the purpose of making a Bid. ASBA Bidders can submit their Bids, either in physical or electronic mode. In case of application in physical mode, the ASBA Bidder shall submit the ASBA Bid cum Application Form, which shall be stamped, at the 249

relevant Designated Branch. ASBA Bid cum Application Form in physical mode, which shall be stamped, can also be submitted to be members of the Syndicate at Syndicate ASBA Centres. In case of application in electronic form, the ASBA Bidder shall submit the ASBA Bid cum Application Form either through the internet banking facility available with the SCSBs or such other electronically enabled mechanism for Bidding and blocking funds in the ASBA Account held with SCSB, and accordingly registering such Bids. The SCSB shall block an amount in the ASBA Account equal to the Payment Amount specified in the ASBA Bid cum Application Form. Upon completing and submitting the ASBA Bid cum Application Form to the SCSB or to the members of the Syndicate, the ASBA Bidder is deemed to have authorised our Company to make the necessary changes in the Red Herring Prospectus and the ASBA Bid cum Application Form, as would be required for filing the Prospectus with the RoC and as would be required by RoC after such filing, without prior or subsequent notice of such changes to the ASBA Bidder. To supplement the foregoing, the mode and manner of Bidding is illustrated in the following chart Category of bidder Retail Individual Bidders Mode of Bidding Application form to be used for Bidding (i) If Bidding through ASBA, ASBA Form (physical or electronic); or (ii) If Bidding through non-ASBA, Bid cum Application Form. To whom the application form has to be submitted (i) If using physical ASBA Form, to the members of the Syndicate only at Syndicate ASBA Centres; or (ii) If using physical ASBA Form, to the Designated Branches of the SCSBs where the SCSB account is maintained; or (iii) If using electronic ASBA Form, to the SCSBs, electronically through internet banking facility, where the SCSB account is maintained; or (iv) If using Bid cum Application Form, to the members of the Syndicate at the Bidding Centres. (i) If using physical ASBA Form, to the members of the Syndicate only at Syndicate ASBA Centre; or (ii) If using physical ASBA Form, to the Designated Branches of the SCSBs where the SCSB account is maintained; or (iii) If using electronic ASBA Form, to the SCSBs, electronically through internet banking facility, where the SCSB account is maintained.

Either (i) ASBA or (ii) non-ASBA

NonInstitutional Bidders and QIBs

ASBA (Kindly note that ASBA is mandatory and no other mode of Bidding is permitted)

ASBA Form (physical or electronic)

The prescribed colour of the Bid cum Application Form /ASBA Bid cum Application Form for various categoriesis as follows: Category Resident Indians Non-Institutional Bidders and QIB Bidders Colour of Bid cumApplication Form [●] [●]

250

Who can Bid?    Persons eligible to invest in the Equity Shares under all applicable laws, rules, regulations and guidelines; Indian nationals resident in India who are not minors in single or joint names (not more than three); Hindu Undivided Families or HUFs, in the individual name of the Karta. The Bidder should specify that the Bid is being made in the name of the HUF in the Bid cum Application Form as follows: “Name of bidder: XYZ Hindu Undivided Family applying through XYZ, where XYZ is the name of the Karta”. Bids by HUFs would be considered at par with those from individuals; Companies, corporate bodies and societies registered under the applicable laws in India and authorised to invest in Equity Shares; Mutual Funds registered with SEBI; Indian financial institutions, scheduled commercial banks (excluding foreign banks), regional rural banks, co-operative banks (subject to RBI regulations and the SEBI Regulations and other laws, as applicable); State Industrial Development Corporations; Trusts/societies registered under the Societies Registration Act, 1860, as amended, or under any other law relating to trusts/societies and who are authorised under their respective constitutions to hold and invest in Equity Shares; Scientific and/or industrial research organisations authorised to invest in equity shares; Insurance companies registered with Insurance Regulatory and Development Authority; Provident Funds with a minimum corpus of `250 million and who are authorised under their constitution to hold and invest in equity shares; Pension Funds with a minimum corpus of `250 million and who are authorised under their constitution to hold and invest in equity shares; and National Investment Fund; and Insurance funds set up and managed by the army, navy or air force and Department of Posts of the Union of India.

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Participation by associates of BRLM and Syndicate Members The BRLM and Syndicate Members shall not be allowed to subscribe to the Issue in any manner except towards fulfilling their underwriting obligations. However, associates and affiliates of the BRLM and Syndicate Members may subscribe for Equity Shares in the Issue, either in QIB Portion or Non-Institutional Portion as may be applicable to such Bidder, where the allotment is on a proportionate basis. Bids by Mutual Funds An eligible Bid by a Mutual Fund shall first be considered for allocation proportionately in the Mutual Funds Portion. In the event that the demand is greater than [●] Equity Shares, allocation shall be made to Mutual Funds proportionately, to the extent of the Mutual Fund Portion. The remaining demand by Mutual Funds shall, as part of the aggregate demand by QIBs, be available for allocation proportionately out of the remainder of the QIB Portion, after excluding the allocation in the Mutual Funds Portion. The Bids made by the Asset Management Companies or Custodians of Mutual Funds shall specifically state the names of the concerned schemes for which the Bids are made. In case of a Mutual Fund, a separate Bid can be made in respect of each scheme of the Mutual Fund registered with the SEBI and such Bids in respect of more than one scheme of the Mutual Fund will not be treated as multiple Bids provided that the Bids clearly indicate the scheme for which the Bid has been made. In case of a mutual fund, a separate Bid can be made in respect of each scheme of the mutual fund registered with SEBI and such Bids in respect of more than one scheme of the mutual fund will not be treated as multiple Bids provided that the Bids clearly indicate the scheme concerned for which the Bid has been made. 251

As per the current regulations, the following restrictions are applicable for investments by mutual funds: No mutual fund scheme shall invest more than 10% of its net asset value in the equity shares or equity related instruments of any company provided that the limit of 10% shall not be applicable for investments in index funds or sector or industry specific funds. No mutual fund under all its schemes should own more than 10% of any company‟s paid-up capital carrying voting rights. Bids made by Provident Funds In case of the Bids made by provident funds, subject to applicable law, with minimum corpus of `250 million and pension funds with minimum corpus of `250 million, a certified copy of certificate from a chartered accountant certifying the corpus of the provident fund/pension fund must be lodged along with the Bid cum Application Form. Failing this, our Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason thereof. The above information is given for the benefit of the Bidders. Our Company, the Directors, the officers of the Company and the Syndicate are not liable for any amendments or modification or changes in applicable laws or regulations, which may occur after the date of this Draft Red Herring Prospectus. Bidders are advised to make their independent investigations and ensure that the number of Equity Shares Bid for do not exceed the applicable limits under laws or regulations. Bids by insurance companies In case of Bids made by insurance companies registered with the IRDA, a certified copy of certificate of registration issued by IRDA must be attached to the Bid cum Application Form or the ASBA Bid cum Application Form. Failing this, our Company reserves the right to reject any Bid without assigning any reason thereof. The exposure norms for insurers, prescribed under the Insurance Regulatory and Development Authority (Investment) Regulations, 2000, as amended (the “IRDA Investment Regulations”), are broadly set forth below: (a) equity shares of a company: the least of 10% of the investee company‟s subscribed capital (face value) or 10% of the respective fund in case of life insurer or 10% of investment assets in case of general insurer or reinsurer; the entire group of the investee company: the least of 10% of the respective fund in case of a life insurer or 10% of investment assets in case of a general insurer or reinsurer (25% in case of ULIPS); and the industry sector in which the investee company operates: 10% of the insurer‟s total investment exposure to the industry sector (25% in case of ULIPS).

(b)

(c)

Bids by QIBs Only QIBs as defined in clause 2 (zd) of the SEBI Regulations and not otherwise excluded pursuant to Regulation 86 of the SEBI Regulations are eligible to invest. Currently the definition of a QIB includes:            Public financial institutions as defined in section 4A of the Companies Act; Scheduled commercial banks; Mutual funds registered with SEBI; Foreign institutional investors and sub-account registered with SEBI, other than a sub-account which is a foreign corporate or foreign individual; Multilateral and bilateral development financial institutions; Venture capital funds registered with SEBI; Foreign venture capital investors registered with SEBI; State industrial development corporations; Insurance companies registered with Insurance Regulatory and Development Authority; Provident Funds with minimum corpus of Rs. 25 Crores; Pension Funds with minimum corpus of Rs. 25 Crores; and

252

National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India.

However, non-residents including FIIs, FVCIs as well as foreign multilateral and bilateral development financial institutions are not eligible to bid or invest in this Issue. Bids under Power of Attorney In case of Bids made pursuant to a power of attorney or by limited companies, corporate bodies, registered societies, Mutual Funds, insurance companies and provident funds with a minimum corpus of ` 250 million (subject to applicable law) and pension funds with a minimum corpus of ` 250 million, a certified copy of the power of attorney or the relevant resolution or authority, as the case may be, along with a certified copy of the memorandum of association and articles of association and/or bye laws must be lodged along with the Bid cum Application Form. Failing this, our Company reserves the right to accept or reject any Bid in whole or in part, in either case, without assigning any reason thereof. In case of Bid by way of ASBA pursuant to a power of attorney, a certified copy of the power of attorney must be lodged along with the ASBA Bid cum Application Form. In addition to the above, certain additional documents are required to be submitted by the following entities: (a) With respect to Bids by Mutual Funds, a certified copy of their SEBI registration certificate must be lodged along with the Bid cum Application Form; With respect to Bids by insurance companies registered with the Insurance Regulatory and Development Authority, in addition to the above, a certified copy of the certificate of registration issued by the Insurance Regulatory and Development Authority must be lodged along with the Bid cum Application Form; With respect to Bids made by provident funds with a minimum corpus of Rs 250 million (subject to applicable law) and pension funds with a minimum corpus of Rs 250 million, a certified copy of a certificate from a chartered accountant certifying the corpus of the provident fund/pension fund must be lodged along with the Bid cum Application Form.

(b)

(c)

Our Company in its absolute discretion, reserves the right to relax the above condition of simultaneous lodging of the power of attorney along with the Bid cum Application form, subject to such terms and conditions that our Company, and the BRLM may deem fit. Our Company in its absolute discretion, reserves the right to permit the holder of the power of attorney to request the Registrar that for the purpose of printing particulars on the refund order and mailing of the refund order/ CANs/ allocation advice, the demographic details given on the Bid-cumApplication Form should be used (and not those obtained from the Depository of the Bidder). In such cases, the Registrar shall use demographic details as given in the Bid-cum-Application Form instead of those obtained from the depositories Bids by ASBA Investor For ASBA process, please refer “ASBA Process” beginning on page 249 in the Draft Red Herring Prospectus. Maximum and Minimum Bid Size (including ASBA Bidder) (i) For Retail Individual Bidders: The Bid must be for a minimum of [●] Equity Shares and in multiples of [●] Equity Shares thereafter, so as to ensure that the Bid Price payable by the Bidder does not exceed ` 200,000. In case of revision of Bids, the Retail Individual Bidders have to ensure that the Bid Price does not exceed `200,000. In case the Bid Price is over `200,000 due to revision of the Bid or revision of the Price Band or on exercise of Cut-off option, the Bid would be considered for allocation under the NonInstitutional Bidders portion. The Cut-off option is an option given only to the Retail Individual Bidders indicating their agreement to Bid and purchase at the final Issue Price as determined at the end of the Book Building Process. For Other Bidders (Non-Institutional Bidders and QIBs): The Bid must be for a minimum of such number of [●] Equity Shares such that the Bid Amount exceeds `200,000 and in multiples of [●] Equity 253

(ii)

Shares thereafter. A Bid cannot be submitted for more than the Issue. However, the maximum Bid by a QIB investor should not exceed the investment limits prescribed for them by applicable laws. QIB Bidders cannot withdraw their Bids after the Bid Closing Date & is required to pay the entire Bid amount upon submission of the Bid. In case of revision in Bids, the Non-Institutional Bidders, who are individuals, have to ensure that the Bid Amount is greater than `200,000 for being considered for allocation in the Non-Institutional Portion. In case the Bid Amount reduces to `200,000 or less due to a revision in Bids or revision of the Price Band, Bids by NonInstitutional Bidders who are eligible for allocation in the Retail Portion would be considered for allotment under the Retail Portion. Non-Institutional Bidders and QIBs are not allowed to Bid at „Cut-Off Price” The maximum and the minimum Bid size applicable to a QIB, Retail Individual Bidder or a Non Institutional Bidder shall be applicable to an ASBA Bidder in accordance with the category that such ASBA Bidder falls under. The above information is given for the benefit of the Bidders. Our Company and the BRLM are not liable for any amendments or modification or changes in applicable laws or regulations, which may occur after the date of this Draft Red Herring Prospectus. Bidders are advised to make their independent investigations and Bidders are advised to ensure that any single Bid from them does not exceed the applicable investment limits or maximum number of Equity Shares that can be held by them under applicable law or regulation or as specified in this Draft Red Herring Prospectus. Payments made upon any revision of Bids shall be adjusted against the payment made at the time of the original Bid or the previously revised Bid. Information for the Bidders: 1. The Company will file the Red Herring Prospectus with the Designated Stock Exchange at least 3 (three) days before the Bid/Issue Opening Date. The Company and the BRLM shall declare the Bid/ Issue Opening Date, Bid/ Issue Closing Date and Price Band at the time of filing the Red Herring Prospectus with the Designated Stock Exchange and also publish the same in three widely circulated newspapers (one each in English, Hindi and Marathi). The Company may not disclose the floor price or price band in the Red Herring Prospectus if the same is disclosed at least two Working days before the opening of the bid, by way of an announcement in all the newspapers in which the pre-issue advertisement was released by the Company or the BRLM. The members of the Syndicate will circulate copies of the Red Herring Prospectus along with the Bid cum Application Form to potential investors. For ASBA Bidders, ASBA Bid cum Application Forms will be available with the designated branch of the SCSBs and on the website of the Stock Exchanges. Any investor (who is eligible to invest in our Equity Shares) who would like to obtain the Red Herring Prospectus and/ or the Bid cum Application Form can obtain the same from the Registered Office or from any of the members of the Syndicate and should approach any of the BRLM or Syndicate Members or their authorized agent(s) to register their bids. The Members of the Syndicate shall accept Bids from the Bidders during the Issue Period in accordance with the terms of the Syndicate Agreement. The Bids should be submitted on the prescribed Bid cum Application Form only. Bid cum Application Forms (other than the ASBA Bid cum Application Forms) should bear the stamp of the Syndicate, otherwise they will be rejected. Bids by ASBA Bidders shall be accepted by the Designated Branches of the SCSBs in accordance with the SEBI Regulations and any circulars issued by SEBI in this regard. Bidders applying through the ASBA process also have an option to submit the ASBA Bid cum Application Form in electronic form. The Biding/ Issue Period shall be for a minimum of 3 (three) Working days and not exceeding 7 (seven) Working days. In case the Price Band is revised, the revised Price Band and the Bidding/ Issue Period will be published in one English national daily newspaper, one Hindi national newspaper and one regional 254

2.

3.

4.

5.

6.

7.

ASBA Bid cum Application Forms in physical form will be available with the Designated Branches and with the members of the Syndicate. The SCSB shall not accept any ASBA Bid cum Application Form after the closing time of acceptance of Bids on the Issue Closing Date. With effect from August 16. The Bidders can bid at any price within the Price Band.e. the Bidding/ Issue Period will be extended for 3 (three) additional Working days after revision of Price Band subject to a maximum of 10 (ten) Working days. 2. if required. Hindi and regional language) with wide circulation. In case of revision in the Price Band. 255 . reserve the right to revise the Price Band. Further. After determination of the Issue Price. can finalize the Issue Price within the Price Band without the prior approval of. electronically enabled mechanism for Bidding and blocking funds in the ASBA Account. the SCSBs will ensure that the abridged Red Herring Prospectus is made available on their websites. 2010. The Company in consultation with the BRLM. 4. to the Bidders. in multiples of `1 (one). The ASBA Bid cum Application Form shall bear the stamp of the Designated Branch or the members of the Syndicate (in case of Bids through Syndicate ASBA). `[●] being the lower end of the Price Band and `[●] being the higher end of the Price Band. and electronic ASBA Bid cum Application Forms will be available on the websites of the SCSBs and the Stock Exchanges at least one day prior to the Issue Opening Date. Each Bid cum Application and/or the ASBA Bid cum Application Form will give the Bidder the choice to bid for up to three optional prices (for details refer to the paragraph titled “Bids at Different Price Levels and Revision of Bids” beginning on page 257 of the Draft Red Herring Prospectus) within the Price Band and specify the demand (i. will become automatically invalid. 12. the lower end of the Price Band can move up or down to the extent of 20% of the lower end of the Price Band disclosed in the Red Herring Prospectus. Any revision in the Price Band and the revised Bidding/ Issue Period. will be widely disseminated by notification to BSE and NSE. if not. Additional information specific to ASBA Bidders 1.language newspaper all having wide circulation and the Bidding/ Issue Period may be extended. in accordance with SEBI (ICDR) Regulations. 11. The higher end of the Price Band should not be more than 20% of the lower end of the Price Band. or intimation. 8. the same shall be rejected. Subject to compliance with the immediately preceding sentence. The Company in consultation with the BRLM. subject to the total Bidding/ Issue Period not exceeding 10(ten) Working days. if applicable. during the Bidding/ Issue Period. irrespective of the Bid Price. The SCSBs shall accept Bids only during the Bid Period and only from the ASBA Bidders.. and also by indicating the change on the websites of the BRLM and at the terminals of the Syndicate Members. Method and Process of Bidding 1. The price and demand options submitted by the Bidder in the Bid cum Application Form and/or the ASBA Bid cum Application Form will be treated as optional demands from the Bidder and will not be cumulated. SCSBs may provide the electronic mode of Bidding either through an internet enabled Bidding and banking facility or such other secured. The Price Band has been fixed at `[●] to `[●] per Equity Share of `10 each. 10. the demat accounts of Bidders for whom PAN details have not been verified shall be suspended for credit and no credit of Equity Shares pursuant to the Issue will be made into the accounts of such Bidders. Eligible ASBA Bidders may also approach the Designated Branches to register their Bids through the ASBA process. the number of Equity Shares Bid for) in each option. the maximum number of Equity Shares Bid for by a Bidder at or above the Issue Price will be considered for allocation/Allotment and the rest of the Bid(s). 3. by issuing a public notice in three widely circulated newspapers (one each in English. 9. by an additional 3 (three) days.

as the case may be. Every member of the Syndicate shall accept Bids from all clients/investors who place orders through them and shall have the right to vet the Bids. the Registrar to the Issue shall send an appropriate request to the Controlling Branch of the SCSB for unblocking the relevant ASBA Accounts and for transferring the amount allocable to the successful ASBA Bidders to the Public Issue Account. The Bidder cannot Bid on another Bid cum Application Form or ASBA Bid cum Application Form after Bid(s) on one Bid cum Application Form or ASBA Bid cum Application Form have been submitted to any member of the Syndicate or SCSBs. the Bidder can revise the Bid through the Revision Form or ASBA Revision Form. 9. prior to uploading such Bids with the Stock Exchanges. ASBA Bidders Bidding through Syndicate ASBA should submit their Bids to the members of the Syndicate. With regard to Syndicate ASBA. . If sufficient funds are available in the ASBA Account. During the Bidding/Issue Period. 5. the SCSB shall block an amount equivalent to the Payment Amount mentioned in the ASBA Bid cum Application Form and generate a TRS for each price and demand option. the respective Designated Branch shall verify if sufficient funds equal to the Payment Amount are available in the ASBA Account. Thereafter. the member of the Syndicate shall upload the details of the Bid in the electronic Bidding system of the Stock Exchanges and forward the ASBA Bid cum Application Form to the concerned SCSB. 6. upon receipt of the ASBA Bid cum Application Form by a member of the Syndicate. the respective Designated Branch shall reject such Bids and shall not upload such Bids with the Stock Exchanges. The TRS shall be furnished to the ASBA Bidder on request. In case of withdrawal/failure of the Issue. the SCSB shall block an amount equivalent to the Payment Amount mentioned in the ASBA Bid cum Application Form and will enter each Bid option into the electronic Bidding system as a separate Bid and generate a TRS for each price and demand option. The TRS shall be furnished to the ASBA Bidder on request. upon receipt of an ASBA Bid cum Application Form. If sufficient funds are not available in the ASBA Account. However. Once the Basis of Allotment is approved. With regard to non-Syndicate ASBA i.2. The members of the Syndicate/ the SCSBs will enter each Bid option into the electronic bidding system as a separate Bid and generate a Transaction Registration Slip (“TRS”) for each price and demand option and give the same to the Bidder. or at any point of time prior to the allocation or Allotment of Equity Shares in the Issue.e. submitted whether in physical or electronic mode. ASBA Bidders Bidding through the SCSBs. subject to the terms of the Syndicate Agreement and the Draft Red Herring Prospectus. The Members of the Syndicate shall accept Bids from the Bidders during the Bid/Issue Period in accordance with the terms of the Syndicate Agreement. If sufficient funds are available in the ASBA Account. 7. Bidders should approach the members of the Syndicate or their authorized agents to submit their Bid. the concerned member of the Syndicate shall issue an acknowledgement by giving the counter foil of the ASBA Bid cum Application Form to the ASBA Bidder as proof of having accepted the Bid. If sufficient funds are not available in the ASBA Account. the procedure for which is detailed under the paragraph titled “Bids at Different Price Levels and Revision of Bids” beginning on page 257 of the Draft Red Herring Prospectus. 8. Along with the Bid cum Application Form. a Bidder can receive up to three TRSs for each Bid cum Application Form or ASBA Bid cum Application Form. all Bidders (other than ASBA Bidders) will make payment in the manner described in “Escrow Mechanism” “Terms of Payment and Payment into the Escrow Accounts” beginning on page 257 of the Draft Red Herring Prospectus. Therefore. 4. the blocked amount shall be unblocked on receipt of such information from the Registrar to the Issue. ASBA Bidders Bidding through the SCSBs are required to submit their Bids to the Designated Branches of such SCSBs. The Payment Amount shall remain blocked in the aforesaid ASBA Account until approval of the Basis of Allotment and consequent transfer of the Payment Amount against the Allotted Equity Shares to the Public Issue Account. or until withdrawal/failure of the Issue or until withdrawal/rejection of the ASBA Bid cum Application Form. Submission of a second Bid cum Application Form or ASBA Bid cum Application Form to either the same or to another member of the Syndicate or SCSBs will be treated as multiple Bids and is liable to be rejected either before entering the Bid into the electronic bidding system. the SCSB shall reject such Bids. 256 3. as mentioned in the ASBA Bid cum Application Form. The SCSB shall carry out further action for such ASBA Bid cum Application Forms such as signature verification and blocking of funds.

(i) the Bids accepted by the Syndicate Members and the SCSBs. Bids accepted and uploaded without blocking funds in the ASBA Accounts. The revision in Price Band shall not exceed 20% on the either side i. Retail Individual Bidders and Bidders shall submit the Bid cum Application Form along with a cheque/demand draft for the Bid Amount based on the Cap Price with the Syndicate. Our Company. The Stock Exchanges will offer an electronic facility for registering Bids for the Issue.Bids at Different Price Levels and Revision of Bids 1. Retail Individual Bidders applying for a maximum Bid in any of the bidding options not exceeding `200. In case of ASBA Bidders bidding at Cut-off Price. bidding at Cut-Off Price is prohibited for QIB. Non-Institutional Bidders bidding in excess of `200. The Syndicate and the SCSBs will undertake modification of selected fields in the Bid details already uploaded within one Working Day from the Bid/Issue Closing Date. 257 . mistakes or errors or omission and commissions in relation to. (iii) the Bids accepted but not uploaded by the Syndicate Members and the SCSBs or (iv) with respect to Bids by ASBA Bidders. to the Bidders. reserves the right to revise the Price Band during the Bid/Issue Period. The Bidder has to bid for the desired number of Equity Shares at a specific price. 4.e. 5. to the Bidders. without the prior approval of. This information is available with the members of the Syndicate on regular basis. Electronic Registration of Bids 1. There will be at least one on-line connectivity facility in each city. in consultation with the BRLM will finalize the Issue Price within the Price Band. where a stock exchange is located in India and where Bids are being accepted. The Syndicate Members and/or SCSBs shall be responsible for any acts. in consultation with the BRLM and without the prior approval of. terms of payment and payment into the Escrow Accounts For details of the escrow mechanism and payment instructions.000 may bid at Cut-Off Price. the ASBA Bidders shall instruct the SCSBs to block an amount based on the Cap Price. However. The Syndicate Members and the Designated Branches of the SCSBs can also set up facilities for off-line electronic registration of Bids subject to the condition that they will subsequently upload the off-line data file into the on-line facilities for Book Building on a regular basis. Retail Individual Bidders who Bid at Cut-off Price agree that they shall purchase the Equity Shares at any price within the Price Band. please see the sub section “Payment Instructions” on page 266. provided that the Cap Price shall be less than or equal to 120% of the Floor Price and the Floor Price shall not be less than the face value of the Equity Shares. The Syndicate and the SCSBs will register the Bids using the on-line facilities of the Stock Exchanges. In the event of any revision in the Price Band. 4. the floor price can move up or down to the extent of 20% of the floor price disclosed at least two days prior to the Bid/Issue Opening Date and the Cap Price will be revised accordingly.000 and such bids shall be rejected. 2. It shall be presumed that for Bids uploaded by the SCSBs. or intimation. the Bid Amount has been blocked in the relevant ASBA Account.000. the Syndicate and the Designated Branches of the SCSBs shall upload the Bids till such time as may be permitted by the Stock Exchanges. 3.000 to `7. Escrow mechanism. or intimation. Our Company. 3. The Bidder can bid at any price within the Price Band. whether upward or downward. This facility will be available with the Syndicate and their authorised agents and the SCSBs during the Bid/Issue Period. 2. On the Bid/Issue Closing Date. (ii) the Bids uploaded by the Syndicate Members and the SCSBs. the minimum application size shall remain [•] Equity Shares irrespective of whether the Bid Amount payable on such minimum application is not in the range of `5.

Client ID and PAN uploaded in the online IPO system during the 258 . The permission given by the Stock Exchanges to use their network and software of the online IPO connectivity system should not in any way be deemed or construed to mean that the compliance with various statutory and other requirements by our Company and/or the BRLM are cleared or approved by the Stock Exchanges. certify or endorse the correctness or completeness of any of the compliance with the statutory and other requirements nor does it take any responsibility for the financial or other soundness of our Company. Cheque Details. At the time of registering each Bid other than ASBA Bids.5. In case of QIB Bidders. However. With respect to Bids by ASBA Bidders. in case of more than one ASBA Bidder). nor does it in any manner warrant. Investor Category and Sub-Category – Individual. at the time of registering such Bids. It is the Bidder‟s responsibility to obtain the TRS from the Syndicate or the Designated Branches of the SCSBs. DP ID and Client ID. and PAN. 9. only the BRLM and its affiliates have the right to accept the Bid or reject it. 8. 10. Bid Amount. nor does it warrant that the Equity Shares will be listed or will continue to be listed on the Stock Exchanges. such rejection shall be made at the time of receiving the Bid and only after assigning a reason for such rejection in writing. The registration of the Bid by the member of the Syndicate or the Designated Branches of the SCSBs does not guarantee that the Equity Shares shall be allocated/Allotted either by the Syndicate or our Company Such TRS will be non-negotiable and by itself will not create any obligation of any kind. ASBA Bid cum Application Form Number.: DP ID and Client ID. 6. TRS will be generated for each of the bidding options when the Bid is registered. the Promoter. 11. the management or any scheme or project of our Company. Corporate. In case of Non-Institutional Bidders and Retail Individual Bidders. Bid cum Application Form number. Mutual Funds etc. Members of the Syndicate and the SCSBs will be given up to one day after the Bid/Issue Closing Date to verify DP ID. nor does it in any manner warrant. Based on the aggregate demand and price for Bids registered on the electronic facilities of the Stock Exchanges. a graphical representation of consolidated demand and price as available on the websites of the Stock Exchanges would be made available at the Bidding Centres during the Bid/Issue Period. Bids will be rejected on technical grounds listed herein. certify or endorse the correctness or completeness of any of the contents of this Draft Red Herring Prospectus. and Bank account number. Numbers of Equity Shares Bid for. Mutual Fund etc. PAN (of First ASBA Bidder. Numbers of Equity Shares Bid for. Only Bids that are uploaded on the online IPO system of the Stock Exchanges shall be considered for allocation/Allotment.. Bid Amount. the Syndicate shall enter the following details of the Bidders in the on-line system:        Investor Category – Individual. the SCSBs shall enter the following information pertaining to the ASBA Bidders into the online system:        7. Corporate.

000 by Retail Individual Bidders. the Bidders will have to use the services of the same member of the Syndicate or the SCSB through whom such Bidder had placed the original Bid. the Bidder must still fill the details of the other two options that are not being revised. for any revision(s) in the Bid. Retail Individual Bidders who have Bid at Cut-off Price could either revise their Bid or the excess amount paid at the time of bidding would be refunded from the Escrow Account or unblocked by the SCSBs in case of ASBA Bidders. or ASBA Bid cum Application Form or earlier Revision Form. Bids received from various Bidders through the Syndicate and the SCSBs shall be electronically uploaded to the Stock Exchanges‟ mainframe on a regular basis. In such cases. or ASBA Revision Form. 8.000. The Syndicate and the Designated Branches of the SCSBs will not accept incomplete or inaccurate Revision Form/ASBA Revision Form. the Bid will be considered for allocation under the NonInstitutional Portion in terms of the Red Herring Prospectus. the Bidder does not either revise the Bid or make additional payment and the Issue Price is higher than the cap of the Price Band prior to revision. with the Syndicate to whom the original Bid was submitted. If. if a Bidder has Bid for three options in the Bid cum Application Form/ ASBA Bid cum Application Form and such Bidder is changing only one of the options in the Revision Form/ ASBA Revision Form. In case of a downward revision in the Price Band. the Syndicate shall collect the payment in the form of cheque or demand draft if any. the Syndicate will revise the earlier Bids details with the revised Bid and provide the cheque or demand draft number of the new payment instrument in the electronic book. to be paid on account of the upward revision of the Bid at the time of one or more revisions by the QIB Bidders. original Bid Amount plus additional payment) exceeds ` 200. 9. however. if revision of the Bids results in an incremental amount. 3.Bid/Issue Period after which the Registrar to the Issue will receive this data from the Stock Exchanges and will validate the electronic bid details with depository‟s records. other than ASBA Bids. The Registrar will reconcile the Bid data and consider the revised Bid data for preparing the Basis of Allotment. Build up of the book and revision of Bids 1. which is a part of the Bid cum Application Form and/or ASBA Bid cum Application Form. in the Revision Form or ASBA Revision Form. original Bid Amount plus additional payment does not exceed ` 200. the relevant SCSB shall block the additional Bid Amount. The excess amount. However. the Bidder must also mention the details of all the options in his or her Bid cum Application Form.e. In case of Bids.000 if the Bidder wants to continue to Bid at Cut-off Price). such that no additional payment would be required from the Bidder and the Bidder is deemed to have approved such revised Bid at Cut-off Price. Retail Individual Bidders may revise their bids within the Price Band at any time until finalization of Basis of Allotment. resulting from downward 259 2. announced as above. Revisions can be made in both the desired number of Equity Shares and the Bid Amount by using the Revision Form or ASBA Revision Form. Our Company. shall decide the minimum number of Equity Shares for each Bid to ensure that the minimum application value is within the range of ` 5. In case of an upward revision in the Price Band announced as above. This information will be available with the BRLM at the end of the Bid/Issue Period. the number of Equity Shares Bid for shall be adjusted downwards for the purpose of allocation. if any. Bidders are advised to retain copies of the blank Revision Form and the revised Bid must be made only in such Revision Form or copies thereof. The Bidder can make this revision any number of times during the Bid/Issue Period. to be paid on account of the upward revision of the Bid. 4. any Bidder who has registered his or her interest in the Equity Shares at a particular price level is free to revise his or her Bid within the Price Band using the printed Revision Form or ASBA Revision Form.. With respect to the Bids by ASBA Bidders. . For example. Any revision of the Bid shall be accompanied by payment in the form of cheque or demand draft for the incremental amount. if any. In case the total amount (i. in consultation with the BRLM. 7. During the Bid/Issue Period. 6. The Book gets built up at various price levels. Retail Individual Bidders who had Bid at Cut-off Price could either (i) revise their Bid or (ii) shall make additional payment based on the cap of the revised Price Band (such that the total amount i.000 to ` 7. 5..e. Apart from mentioning the revised options in the Revision Form or ASBA Revision Form.

which then would be termed as the “Prospectus”. The Prospectus will contain details of the Issue Price. one Hindi language national daily and one Marathi language newspaper. the BRLM will analyze the demand generated at various price levels and discuss pricing strategy with us. subject to valid Bids being received at or above the Issue Price. 4. if any. Issue size. either on the date of filing of this Draft Red Herring Prospectus or the next day. Signing of the Underwriting Agreement and the RoC Filing (a) Our Company. he or she should surrender the earlier TRS and request for a revised TRS from the Syndicate or the SCSB. Price Discovery and Allocation 1. The BRLM. Under subscription. each with wide circulation. the balance Equity Shares from the portion specifically available for allocation to Mutual Funds in the QIB Portion will first be added to the QIB Portion and be allocated proportionately to the QIB Bidders in proportion to their Bids. 10. 5. the underwriting arrangements and will be complete in all material respects. The allotment details shall be uploaded on the website of the Registrar to the Issue. the BRLM and the Syndicate Members shall enter into an Underwriting Agreement on or immediately after the finalisation of the Issue Price. (b) Public Announcement post filing of the Draft Red Herring Prospectus Our Company shall. in the manner specified in the SEBI (ICDR) Regulations in consultation with Designated Stock Exchange. After signing the Underwriting Agreement. subject to valid bids being received at or above the Issue Price in the manner as described in the section titled ‟Basis of Allotment‟ The allocation to Non-Institutional Bidders and Retail Individual Bidders of not less than 15% and 35% of the Net Issue to the Public.revision of Bid would returned to the Bidder at the time of refund in accordance with the terms of the Red Herring Prospectus. When a Bidder revises his or her Bid. The allotment details shall be uploaded on the website of the Registrar of Issue. Our Company. disclosing to the public the fact of filing of the Draft Red Herring Prospectus with the SEBI and inviting the public to give their comments to the SEBI in respect of disclosures made in the Draft Red Herring Prospectus. in QIBs. However. 2. in one English 260 . 6. if the aggregate demand by Mutual Funds is less than [●] Equity Shares. Non-Institutional and Retail categories would be allowed to be met with spill over from any of the other categories at the discretion of the Company and the BRLM. 3. in consultation with us. would be on proportionate basis. Our Company in consultation with the BRLM. make a public announcement on one English language national daily. as proof of his or her having revised the previous Bid. our Company will update and file the updated Red Herring Prospectus with the RoC in accordance with the applicable law. reserves the right to cancel the Issue any time after the Bid/Issue Opening Date but before allocation. without assigning reasons whatsoever. in consultation with the BRLM shall finalize the „Issue Price‟. after registering the Red Herring Prospectus with the RoC. in the form prescribed by the SEBI Regulations. Pre-Issue Advertisement Subject to Section 66 of the Companies Act. The allocation available to QIBs for not more than 50% of the Net Issue to the Public. the number of Equity Shares to be allotted in each category of Bidders. of which 5% shall be reserved for Mutual Funds. After the Bid/Issue Closing Date. would be on a proportionate basis. shall notify the Syndicate Members of the Issue Price and allocations to their respective Bidders. where the full Bid Amount has not been collected from the Bidders. publish a pre-Issue advertisement. our Company shall. respectively.

each with wide circulation. Ensure that you request for and receive a TRS for all your Bid options. Ensure that you have Bid within the Price Band.language national newspaper (one each in English and Hindi) and one Marathi newspaper. Equity Shares will be issued and Allotment shall be made only in the dematerialised form to the Allottees. After the funds are transferred from the Escrow Account to the Public Issue Account on the Designated Date. GENERAL INSTRUCTIONS Do’s: (a) (b) (c) (d) Check if you are eligible to apply. (b) (c) Designated Date and Allotment of Equity Shares (a) Our Company will ensure that (i) the Allotment of Equity Shares. binding and irrevocable contract for the Bidder. the Registrar shall send to the Syndicate a list of the Bidders who have been Allotted Equity Shares in the Issue. (e) (f) (g) 261 . in addition to the information that has to be set out in the statutory advertisement. shall indicate the Issue Price. Ensure that the details about the Depository Participant and the beneficiary account are correct as Allotment of Equity Shares will be in the dematerialised form only. With respect to Bids by ASBA Bidders ensure that the ASBA Bid cum Application Form is signed by the account holder in case the applicant is not the account holder. The dispatch of CAN shall be deemed a valid. Advertisement regarding Issue Price and Prospectus Our Company will issue a statutory advertisement after the filing of the Prospectus with the RoC. Any material updates between the date of the Red Herring Prospectus and the date of Prospectus will be included in such statutory advertisement Issuance of Confirmation of Allotment Note (“CAN”) (a) Upon approval of the Basis of Allotment by the Designated Stock Exchange. ensure that your Bid is submitted at a Designated Branch of the SCSB where the ASBA Bidder or the person whose bank account will be utilised by the Bidder for bidding has a bank account. Read all the instructions carefully and complete the Bid cum Application Form. Ensure that you have mentioned the correct bank account number in the ASBA Bid cum Application Form. our Company will ensure the credit to the successful Bidder‟s depository account is completed within two Working Days from the date of Allotment. In accordance with the SEBI Regulations. Allottees will have the option to re-materialise the Equity Shares so Allotted as per the provisions of the Companies Act and the Depositories Act. This advertisement. (b) (c) Bidders are advised to instruct their Depository Participant to accept the Equity Shares that may be allocated/Allotted to them pursuant to this Issue. The Registrar will then dispatch CANs to the Bidders who have been Allotted Equity Shares in the Issue. Ensure that the Bids are submitted at the Bidding Centres only on forms bearing the stamp of a member of the Syndicate or with respect to ASBA Bidders. and (ii) credit to the successful Bidder‟s depository account will be completed within 12 Working Days of the Bid/Issue Closing Date.

Do not submit the Bids without the full Bid Amount. Except for Bids (i) on behalf of the Central or State Governments and the officials appointed by the courts. instead submit the same to a member of the Syndicate or the SCSBs only. who. who. Submit revised Bids to the same member of the Syndicate through whom the original Bid was placed and obtain a revised TRS. for Bids of all values. 2006. the PAN would be the sole identification number for participants transacting in the securities market. Ensure that the Demographic Details (as defined herein below) are updated. irrespective of the amount of transaction and all Bidders should mention their PAN allotted under the IT Act. true and correct in all respects. Do not pay the Bid Amount in cash. for Bid Amount in excess of Rs. as applicable. may be exempted from specifying their PAN for transacting in the securities market. Do not Bid if you are not competent to contract under the Indian Contract Act. and. Do not submit more than five ASBA Bid cum Application forms with respect to any single ASBA Account. Instruct your respective banks to not release the funds blocked in the bank account under the ASBA process. (d) (e) (f) (g) (h) (i) (j) (k) (l) 262 . (i) (j) (k) (l) (m) Don’ts: (a) (b) (c) Do not Bid for lower than the minimum Bid size. 200. Do not Bid for a Bid Amount exceeding Rs. In accordance with the SEBI Regulations. in terms of a SEBI circular dated July 20. in terms of a SEBI circular dated June 30. 1872. Do not Bid on another Bid cum Application Form after you have submitted a Bid to the Syndicate or the SCSBs. and (ii) Bids by persons resident in the state of Sikkim. Do not Bid at Cut-off Price (for QIB Bidders and Non-Institutional Bidders. Do not send Bid cum Application Forms by post. may be exempt from specifying their PAN for transacting in the securities market.000). Do not fill up the Bid cum Application Form such that the Equity Shares Bid for exceeds the Issue Size and/or investment limit or maximum number of Equity Shares that can be held under the applicable laws or regulations or maximum amount permissible under the applicable regulations. Do not Bid/revise Bid Amount to less than the Floor Price or higher than the Cap Price. by money order or by postal order or by stockinvest. Do not submit the GIR number instead of the PAN as the Bid is liable to be rejected on this ground.000 for Bids by Retail Individual Bidders. Ensure that the full Bid Amount is paid for the Bids submitted to the Syndicate and funds equivalent to the Bid Amount are blocked in case of any Bids submitted though the SCSBs.(h) Ensure that you have funds equal to the Bid Amount in your bank account maintained with the SCSB before submitting the ASBA Bid cum Application Form to the respective Designated Branch of the SCSB. 2008. 200. ensure that you have mentioned your PAN allotted under the Income Tax Act in the Bid cum Application Form or the ASBA Bid cum Application Form.

as the case may be. Submit the ASBA Revision Form with the same Designed Branch or concerned member of the Syndicate. Ensure that you have funds equal to the Payment Amount in the ASBA Account before submitting ASBA Bid cum Application Form to the respective Designated Branch. Ensure that the name(s) given in the ASBA Bid cum Application Form is exactly the same as the name(s) in which the beneficiary account is held with the Depository Participant. (b) 263 . Before submitting the physical ASBA Bid Cum Application Form with the member of the Syndicate for Bidding through Syndicate ASBA ensure that the SCSB. to our Company. Ensure that you have mentioned the correct ASBA Account number in the ASBA Bid cum Application Form. provided or checked the authorisation box in the ASBA Bid cum Application Form. Read all the instructions carefully and complete the ASBA Bid cum Application Form. Ensure that the ASBA Bid cum Application Form is signed by the ASBA Account holder in case the ASBA Bidder is not the account holder. For ASBA Bidders Bidding through the SCSBs. For ASBA Bidders Bidding through Syndicate ASBA. whose name has been filled in the ASBA Bid Cum Application Form. the Selling Shareholders or the Registrar to the Issue or the members of the Syndicate. (k) (l) (m) Don'ts: (a) Do not Bid on another ASBA Bid cum Application Form after you have submitted a Bid to a member of the Syndicate or a Designated Branch. ensure that the beneficiary account is also held in same joint names and such names are in the same sequence in which they appear in the ASBA Bid cum Application Form. through whom the ASBA Bid cum Application Form was placed and obtain a revised acknowledgment. the Selling Shareholders or the Registrar to the Issue. Ensure that you receive an acknowledgement from the Designated Branch or the concerned member of the Syndicate. as the case may be. for the submission of the ASBA Bid cum Application Form. Ensure that you use the ASBA Bid cum Application Form specified for the purposes of ASBA. or have otherwise provided an authorisation to the SCSB via the electronic mode. the (d) (e) (f) (g) (h) (i) (j) Ensure that you have correctly ticked. Payment of Payment Amount in any mode other than through blocking of Payment Amount in the ASBA Accounts shall not be accepted under the ASBA.ADDITIONAL INSTRUCTIONS SPECIFIC TO ASBA BIDDERS Do’s: (a) (b) (c) Check if you are eligible to Bid under ASBA. for the Designated Branch to block funds in the ASBA Account equivalent to the Payment Amount mentioned in the ASBA Bid cum Application Form. to our Company. ensure that your ASBA Bid cum Application Form is submitted to the members of the Syndicate at the Syndicate ASBA Centre and not to the Escrow Collection Banks (assuming that such bank is not a SCSB). and not to the Escrow Collection Banks (assuming that such bank is not a SCSB). ensure that your ASBA Bid cum Application Form is submitted at a Designated Branch of the SCSB where the ASBA Account is maintained. In case the ASBA Bid cum Application Form is submitted in joint names. has named a branch in that centre. as the case may be.

Instead submit the same a Designated Branch or a members of the Syndicate. Do not send your physical ASBA Bid cum Application Form by post. 264 . Bidders are advised to ensure that a single Bid from them should not exceed the investment limits or maximum number of Equity Shares that can be held by them under the applicable laws or regulations.000 and in multiples of [●] Equity Shares thereafter. In single name or in joint names (not more than three. in BLOCK LETTERS in ENGLISH and in accordance with the instructions contained herein. Bids through ASBA must be: (i) made only in the prescribed ASBA Bid cum Application Form or ASBA Revision Forms (if submitted in physical mode) or the electronic mode. Completed in full. Bidders should note that the Syndicate and/or the SCSBs. Incomplete Bid cum Application Forms/ASBA Bid cum Applicable Form or Revision Form or Revision Forms/ASBA Revision Form are liable to be rejected. Bids cannot be made for more than the Issue size. and Do not submit more than five ASBA Bid cum Application Forms per ASBA Account. and in the same order as their details appear with the Depository Participant). will not be liable for errors in data entry due to incomplete or illegible Bid cum Application Forms/ASBA Bid cum Applicable Form or Revision Forms/ASBA Revision Form.000. and in the same order as their Depository Participant details). as the case may be. The Bidders should ensure that the details are correct and legible. as the case may be. in accordance with the instructions provided in the ASBA Bid cum Application Form. the ASBA Bid cum Application Form should be signed by the ASBA Account holder also. in the Bid cum Application Form ASBA Bid cum Application Form or in the Revision Form or ASBA Revision Form as the case may be. in BLOCK LETTERS in ENGLISH and in accordance with the instructions contained in the Red Herring Prospectus and in the ASBA Bid cum Application Form. Bids must be for a minimum of such number of Equity Shares that the Bid Amount exceeds `200. and the electronic data will be used to make allocation/Allotment. For Retail Individual Bidders the Bid must be for a minimum of [●] Equity Shares and in multiples of [●] thereafter subject to a maximum Bid Amount of `200. (i) If the ASBA Account holder is different from the ASBA Bidder. For Non-Institutional Bidders and QIB Bidders. (b) (c) (d) (e) (f) (g) (h) (ii) made in single name or in joint names (not more than three.(c) Do not submit the ASBA Bid cum Application Form with a member of the Syndicate at a location other than the Syndicate ASBA Centres. as appropriate. Information provided by the Bidders will be uploaded in the online IPO system by the Syndicate and the SCSBs. with (d) (e) INSTRUCTIONS FOR COMPLETING THE BID CUM APPLICATION FORM AND ASBA BID CUM APPLICATION FORM Bids must be: (a) Made only in the prescribed Bid cum Application Form or Revision Form. (iii) completed in full. Thumb impressions and signatures other than in the languages specified in the Eighth Schedule to the Constitution of India must be attested by a Magistrate or a Notary Public or a Special Executive Magistrate under official seal. ASBA Bid cum Application Form or ASBA Revision Form as applicable.

Bidders should carefully fill in their Depository Account details in the Bid cum Application Form ASBA Bid cum Application Form as the case may be. ADDITIONALLY.(j) For ASBA Bidders. or ASBA Bid cum Application Form the Bidder would be deemed to have authorised the Depositories to provide. Please note that any such delay shall be at such Bidder‟s sole risk and neither our Company or the Escrow Collection Banks or the Registrar or the BRLM shall be liable to compensate the Bidder for any losses caused to the Bidder due to any such delay or liable to pay any interest for such delay. Bidder’s PAN. In such an event. 265 . Bidders bank account details. if any These Demographic Details would be used for all correspondence with the Bidders including mailing of the refund orders/CANs/allocation advice and printing of bank particulars on the refund orders or for refunds through electronic transfer of funds. upon request. Depository Account and Bank Account Details Bidders should note that on the basis of PAN of the Bidders. BAN and PAN available in the Depository database. as the case may be is liable to be rejected and the Selling Shareholders. “Issue Procedure . direct credit. BAN and PAN mentioned in the Bid cum Application Form or the ASBA Bid cum Application Form. THE PAN IN THE BID-CUM-APPLICATION FORM/ASBA BIDCUM. our Company and the members of the Syndicate shall not be liable for losses. as the case may be and entered into the electronic Bidding system of the stock exchanges by the members of the Syndicate and the SCSBs. Bidders may note that delivery of refund orders/CANs may get delayed if the same once sent to the address obtained from the Depositories are returned undelivered. to the Registrar. Please note that failure to do so could result in delays in despatch/credit of refunds to Bidders or unblocking of ASBA Account at the Bidders sole risk and neither the BRLM or the Registrar or the Escrow Collection Banks or the SCSBs nor our Company shall have any responsibility and undertake any liability for the same. IT IS MANDATORY FOR ALL THE BIDDERS TO RECEIVE THEIR EQUITY SHARES INDEMATERIALIZED FORM. please see. Hence.APPLICATION FORM SHOULD BE EXACTLYTHE SAME AS PROVIDED TO THE DEPOSITORY PARTICIPANT. IT SHOULD BE ENSURED THAT THE DEPOSITORY ACCOUNT IS ALSO HELD IN THE SAME JOINT NAMES AND SUCH JOINT NAMES ARE IN THE SAME SEQUENCE IN WHICH THEY APPEAR ON THE BID CUM APPLICATION FORM/ASBA BID CUM APPLICATION FORM. the Registrar will obtain from the Depository the demographic details including address. For details regarding mode of Bidding and manner of submission of the Bid cum Application Form. Bidders may note that in case the DP ID. as applicable.Bid cum Application Form and ASBA Bid cum Application Form” on page 264. the application Bid cum Application Form or the ASBA Bid cum Application Form. Hence. By signing the Bid cum Application Form. as the case may be. DP ID and beneficiary account number provided by them in the Bid cum Application Form. IF THE BID-CUMAPPLICATIONFORM/ASBA BID-CUMAPPLICATION FORM IS SUBMITTED IN JOINT NAMES. ALL BIDDERS SHOULD MENTION THEIR DEPOSITORY PARTICIPANT’S NAME. NEFT and RTGS) or unblocking of ASBA Account. The Demographic Details given by Bidders in the Bid cum Application Form or ASBA Bid cum Application Form would not be used for any other purpose by the Registrar. These bank account details would be used for giving refunds (including through physical refund warrants. do not match with the DP ID. the address and other details given by the Bidder (other than ASBA Bidders) in the Bid cum Application Form would be used only to ensure dispatch of refund orders. INVESTORS MUST ENSURE THAT THE NAME GIVEN ON THE BIDCUM-APPLICATIONFORM/ASBA BID-CUM-APPLICATION FORM IS EXACTLY THE SAME AS THENAME IN WHICH THE DEPOSITORY ACCOUNT IS HELD. DEPOSITORY PARTICIPANT IDENTIFICATION NUMBER. electronically enabled mechanism for Bidding and blocking funds in the ASBA Account. SCSBs may provide the electronic mode of Bidding either through an internet enabled Bidding and banking facility or such other secured. Refund orders/CANs would be mailed at the address of the Bidder as per the Demographic Details received from the Depositories. the required Demographic Details as available on its records. MICR code and occupation (hereinafter referred to as “Demographic Details”). Bidders are advised to immediately update their bank account details as appearing on the records of the Depository Participant. NECS. CLIENT IDENTIFICATION NUMBER AND PAN IN THE BID-CUM-APPLICATION FORM/ASBA BID-CUMAPPLICATION FORM.

PAN of the Bidder. Payments of refund to the Bidders shall also be made from the Refund Account as per the terms of the Escrow Agreement and the Draft Red Herring Prospectus. namely. 3. Cheques or demand drafts received for the full Bid Amount from Bidders would be deposited in the Escrow Account. the Syndicate.In case no corresponding record is available with the Depositories. The Bid Amount shall remain blocked in the ASBA Account until finalisation of the Basis of Allotment in the Issue and consequent transfer of the Bid Amount to the Public Issue Account. The Bidders should note that the escrow mechanism is not prescribed by SEBI and has been established as an arrangement between our Company. PAYMENT INSTRUCTIONS Escrow Mechanism for Bidders other than ASBA Bidders Our Company and the Syndicate shall open Escrow Account(s) with one or more Escrow Collection Bank(s) in whose favour the Bidders (other than ASBA Bidders) shall make out the cheque or demand draft in respect of his or her Bid and/or revision of the Bid. On the Designated Date. The payment instruments for payment into the Escrow Account should be drawn in favour of: (a) (b) In case of QIB Bidders: “[●]”. as the case may be. 266 . The Escrow Collection Banks for and on behalf of the Bidders shall maintain the monies in the Escrow Account until the Designated Date. In the event of withdrawal or rejection of the ASBA Bid cum Application Form or for unsuccessful ASBA Bid cum Application Forms. All Bidders would be required to pay the full Bid Amount at the time of the submission of the Bid cum Application Form. Each Bidder shall draw a cheque or demand draft or remit the funds electronically through the RTGS mechanism for the Bid Amount payable on the Bid as per the following terms: 1. as per the terms of the Escrow Agreement. In case of Resident Retail and Non-Institutional Bidders: “[●]”. the Bid of the Bidder shall be rejected. Bidding through the Bid cum Application Form. If the payment is not made favouring the Escrow Account along with the Bid cum Application Form. the DP ID and Client ID. the Escrow Collection Banks and the Registrar to facilitate collections of monies from the Bidders. draw a payment instrument for the Bid Amount in favour of the Escrow Account and submit the same to the Syndicate. The balance amount after transfer to the Public Issue Account shall be transferred to the Refund Account. with the submission of the Bid cum Application Form. or until withdrawal/failure of the Issue or until rejection of the Bids by ASBA Bidder. the Escrow Collection Banks shall transfer the funds represented by allocation of Equity Shares from the Escrow Account. into the Public Issue Account with the Bankers to the Issue. Payment into Escrow Account for Bidders other than ASBA Bidders Please Note that the payment into the Escrow Account is applicable only to Retail Individual Bidders. The Escrow Collection Banks shall not exercise any lien whatsoever over the monies deposited therein and shall hold the monies therein in trust for the Bidders. then such Bids are liable to be rejected. The SCSB shall keep the Bid Amount in the relevant bank account blocked until withdrawal/ rejection of the ASBA Bid or receipt of instructions from the Registrar to unblock the Bid Amount. Payment mechanism for ASBA Bidders The ASBA Bidders shall specify the bank account number in the ASBA Bid cum Application Form and the SCSB shall block an amount equivalent to the Bid Amount in the bank account specified in the ASBA Bid cum Application Form. The Escrow Collection Banks will act in terms of the Red Herring Prospectus and the Escrow Agreement. which matches three parameters. the Registrar shall give instructions to the SCSB to unblock the application money in the relevant bank account within one day of receipt of such instruction. The Bidders shall. 2.

7. in its absolute discretion. In the case of joint Bids. Bids by QIBs under QIB Portion will not be considered as multiple Bids. 6. OTHER INSTRUCTIONS Joint Bids in the case of Individuals Bids may be made in single or joint names (not more than three). the Escrow Collection Banks shall transfer the funds from the Escrow Account as per the terms of the Escrow Agreement into the Public Issue Account with the Bankers to the Issue. Outstation cheques/bank drafts drawn on banks not participating in the clearing process will not be accepted and applications accompanied by such cheques or bank drafts are liable to be rejected.4.Bid cum Application Form and ASBA Bid cum Application Form” on page 264. This acknowledgement slip will serve as the duplicate of the Bid cum Application Form for the records of the Bidder. In case of a Mutual Fund. all or any multiple Bids in any or all categories. and is a member of or sub-member of the bankers‟ clearing house located at the centre where the Bid cum Application Form is submitted. Please note that cheques without the nine digit Magnetic Ink Character Recognition (“MICR”) code are liable to be rejected. the Escrow Collection Bank shall also refund all amounts payable to unsuccessful Bidders (other than ASBA Bidders) and also the excess amount paid on bidding. a separate Bid may be made in respect of each scheme of the Mutual Fund and such Bids in respect of over one scheme of the Mutual Fund will not be treated as multiple Bids provided that the Bids clearly indicate the scheme concerned for which the Bid has been made. for submission of the ASBA Bid cum Application Form may be provided. please see. Submission of Bid cum Application Form and ASBA Bid cum Application Forms All Bid cum Application Forms or Revision Forms duly completed and accompanied by account payee cheques or drafts shall be submitted to the members of the Syndicate at the time of submission of the Bid. an acknowledgement from the Designated Branch or concerned member of the Syndicate. all payments will be made out in favour of the Bidder whose name appears first in the Bid cum Application Form/ASBA Bid cum Application Form or Revision Form/ASBA Revision Form. However. if any. or a demand draft drawn on any bank (including a co-operative bank). With regard to submission of ASBA Bid cum Application Forms. 8. On the Designated Date and no later than 10 Working Days from the Bid/Issue Closing Date. Our Company reserves the right to reject. which is situated at. “Issue Procedure . The monies deposited in the Escrow Account will be held for the benefit of the Bidders till the Designated Date. the collection centre of the members of the Syndicate will acknowledge the receipt of the Bid cum Application Forms or Revision Forms by stamping and returning to the Bidder the acknowledgement slip. On the Designated Date. Payments should be made by cheque. Cash/stockinvest/money orders/postal orders will not be accepted. Bidders are advised to provide the number of the Bid cum Application Form on the reverse of the cheque or bank draft to avoid misuse of instruments submitted with the Bid cum Application Form. after adjusting for allocation/Allotment to such Bidders. All communications will be addressed to the first Bidder and will be dispatched to his or her address as per the Demographic Details received from the Depository. 267 . as the case may be. No separate receipts shall be issued for the money payable on the submission of Bid cum Application Form or Revision Form. In case of ASBA Bids. Multiple Bids A Bidder should submit only one (and not more than one) Bid. Payment by cash/ stockinvest/ money order Payment through cash/ stockinvest/ money order shall not be accepted in this Issue. 5.

In this regard, the procedures which would be followed by the Registrar to detect multiple Bids are given below: a) All Bids will be checked for common PAN and will be accumulated and taken to a separate process file which would serve as a multiple master; In this master, a check will be carried out for the same PAN. In cases where the PAN is different, the same will be deleted from this master; The Registrar will obtain, from the depositories, details of the applicant‟s address based on the DP ID and Beneficiary Account Number provided in the Bid data and create an address master; The addresses of all the applications in the multiple master will be strung from the address master. This involves putting the addresses in a single line after deleting non-alpha and non-numeric characters i.e. commas, full stops, hash etc. Sometimes, the name, the first line of address and pin code will be converted into a string for each application received and a photo match will be carried out amongst all the applications processed. A print-out of the addresses will be taken to check for common names. The Bids with same name and same address will be treated as multiple Bids; The Bids will be scrutinised for DP ID and Beneficiary Account Numbers. In case applications bear the same DP ID and Beneficiary Account Numbers, these will be treated as multiple applications.

b)

c)

d)

e)

Permanent Account Number or PAN Except for Bids on behalf of the Central or State Government and the officials appointed by the courts, the Bidders, or in the case of a Bid in joint names, each of the Bidders, should mention his/her PAN allotted under the I.T. Act. In accordance with the SEBI Regulations, the PAN would be the sole identification number for participants transacting in the securities market, irrespective of the amount of transaction. Any Bid cum Application Form/ASBA Bid cum Application Form without the PAN is liable to be rejected, except for resident in the state of Sikkim, on behalf of the Central or State Governments and the officials appointed by the courts, may be exempted from specifying their PAN for transactions in the securities market. It is to be specifically noted that Bidders should not submit the GIR number instead of the PAN as the Bid is liable to be rejected on this ground. With effect from August 16, 2010, the beneficiary accounts of Bidders for whom PAN details have not been verified have been labelled “suspended for credit” by the Depositories and no credit of Equity Shares pursuant to the Issue will be made in the accounts of such Bidders. Withdrawal of ASBA Bids QIBs cannot withdraw their ASBA Bids after the applicable Issue Closing Date. ASBA Bidders can withdraw their Bids during the Issue Period by submitting a request for the same to the concerned SCSB or the concerned member of the Syndicate, as applicable, who shall do the requisite, including deletion of details of the withdrawn ASBA Bid cum Application Form from the electronic Bidding system of the Stock Exchanges. Further the SCSBs shall unblock the funds in the ASBA Account either directly or at the instruction of the member of the Syndicate which had forwarded to it the ASBA Bid Cum Application Form. In case an ASBA Bidder (other than a QIB) wishes to withdraw the Bid after the Issue Closing Date, the same can be done by submitting a withdrawal request to the Registrar to the Issue prior to the finalization of Allotment. The Registrar to the Issue shall delete the withdrawn Bid from the Bid file and give instruction to the SCSB for unblocking the ASBA Account after approval of the „Basis of Allotment‟ Rejection of Bids In case of QIB Bidders, our Company, in consultation with the BRLM may reject Bids provided that the reasons for rejecting the same shall be provided to such Bidders in writing. In case of Non-Institutional Bidders and Retail Individual Bidders, our Company has a right to reject Bids based on technical grounds. Consequent refunds shall be made by RTGS/NEFT/NES/Direct Credit/cheque or pay order or draft and will be sent to the 268

Bidder‟s address at the Bidder‟s risk. With respect to Bids by ASBA Bidders, the Designated Branches of the SCSBs shall have the right to reject Bids by ASBA Bidders if at the time of blocking the Bid Amount in the Bidder‟s bank account, the respective Designated Branch of the SCSB ascertains that sufficient funds are not available in the Bidder‟s bank account maintained with the SCSB. Subsequent to the acceptance of the Bid by ASBA Bidder by the SCSB, our Company would have a right to reject the ASBA Bids only on technical grounds.

Grounds for Technical Rejections Bidders are advised to note that Bids are liable to be rejected on technical grounds including:       Bid submitted without payment of the entire Payment Amount or if the amount paid does not tally with the Payment Amount; Bids submitted by Retail Individual Bidders through the non-ASBA process, wherein the Payment Amount exceeds ` 200,000 upon revision of Bids; Bids submitted by Retail Individual Bidders which does not contain details of the Bid Amount and the Payment Amount in the Bid cum Application Form; Application submitted on a plan paper; Bids by HUFs not mentioned correctly as given in „Who can Bid‟; In case of partnership firms, Equity Shares may be registered in the names of the individual partners and no firm as such shall be entitled to apply. However a limited liability partnership firm can apply in its own name; Bids by minors identified based on the Demographic Details provided by the Depositories; PAN not mentioned in the Bid cum Application Form or ASBA Bid cum Application Form, except forbids by or on behalf of the Central or State Government and the officials appointed by the courts and by investors residing in the State of Sikkim provided such claims have been verified by the Depository Participants, DP ID and Client ID not mentioned in the Bid cum Application Form or ASBA Bid cum Application Form; GIR number furnished instead of PAN; Bids for lower number of Equity Shares than specified for that category of investors; Bids at a price less than the Floor Price; Bids at a price more than the Cap Price; Bids at Cut-off Price by Non-Institutional Bidders and QIBs; Bids with Payment Amount for a value of more than `200,000 by Bidders falling under the category of Retail Individual Bidders; Bids by QIBs and Non-Institutional Bidders not submitted through ASBA; Bids by persons who are not eligible to acquire Equity Shares in terms of all applicable laws, rules, regulations, guidelines and approvals; Bids for number of Equity Shares which are not in multiples of [•]; Multiple bids as referred to in this Draft Red Herring Prospectus;

 

         

269

 

Bids accompanied by stockinvest/money order/postal order/cash; Bid cum Application Forms and ASBA Bid cum Application Forms not delivered by the Bidders within the time prescribed as per the Bid cum Application Forms and ASBA Bid cum Application Forms, Issue Opening Date advertisement and the Red Herring Prospectus and as per the instructions in the Red Herring Prospectus and the Bid cum Application Forms and ASBA Bid cum Application Forms; In case no corresponding record is available with the Depositories that matches three parameters namely, DP ID, Client ID and PAN; Bids for amounts greater than the maximum permissible amounts prescribed by the regulations and applicable law; Bids where clear funds are not available in Escrow Accounts as per final certificates from Escrow Collection Banks; With respect to ASBA Bids, the ASBA Account not having credit balance to meet the application money or no confirmation is received from the SCSB for blocking of funds; Bids by persons prohibited from buying, selling or dealing in shares, directly or indirectly, by SEBI or any other regulatory authority; Bids not uploaded on the terminals of the Stock Exchanges; and Bids by QIBs uploaded after 4.00 p.m. on the Issue Closing Date applicable to QIBs, Bids by NonInstitutional Bidder and Bids by Retail Individual Bidders uploaded after 5.00 p.m. on the Issue Closing Date.

      

IN CASE THE DP ID, CLIENT ID AND PAN MENTIONED IN THE BID CUM APPLICATION FORM AND ENTERED INTO THE ELECTRONIC BIDDING SYSTEM OF THE STOCK EXCHANGES BY THE SYNDICATE/THE SCSBs DO NOT MATCH WITH THE DP ID, CLIENT ID AND PAN AVAILABLE IN THE RECORDS WITH THE DEPOSITORIES, THE APPLICATION IS LIABLE TO BE REJECTED. FURTHER, BIDS BY PERSONS PROHBITED FROM BUYING, SELLING OR DEALING IN THE EQUITY SHARES DIRECTLY OR INDIRECTLY BY SEBI OR ANY OTHER REGULATORY AUTHORITY WILL BE REJECTED. EQUITY SHARES IN DEMATERIALISED FORM WITH NSDL OR CDSL As per the provisions of Section 68B of the Companies Act, the Allotment of Equity Shares in this Issue shall be only in a dematerialised form, (i.e., not in the form of physical certificates but be fungible and be represented by the statement issued through the electronic mode). In this context, two agreements have been signed among our Company, the respective Depositories and the Registrar:   Agreement dated April 15, 2011between NSDL, the Company and the Registrar to the Issue; Agreement dated January 21, 2011between CDSL, the Company and the Registrar to the Issue.

All Bidders can seek Allotment only in dematerialised mode. Bids from any Bidder without relevant details of his or her depository account are liable to be rejected. (a) A Bidder applying for Equity Shares must have at least one beneficiary account with either of the Depository Participants of either NSDL or CDSL prior to making the Bid. The Bidder must necessarily fill in the details (including the Beneficiary Account Number and Depository Participant‟s identification number) appearing in the Bid cum Application Form or Revision Form. 270

(b)

(c)

Allotment to a successful Bidder will be credited in electronic form directly to the beneficiary account (with the Depository Participant) of the Bidder. Names in the Bid cum Application Form or Revision Form should be identical to those appearing in the account details in the Depository. In case of joint holders, the names should necessarily be in the same sequence as they appear in the account details in the Depository. If incomplete or incorrect details are given under the heading, „Bidders Depository Account Details‟ in the Bid cum Application Form or Revision Form, it is liable to be rejected. The Bidder is responsible for the correctness of his or her Demographic Details given in the Bid cum Application Form vis-à-vis those with his or her Depository Participant. Equity Shares in electronic form can be traded only on the Stock Exchanges having electronic connectivity with NSDL and CDSL. All the Stock Exchanges where the Equity Shares are proposed to be listed have electronic connectivity with CDSL and NSDL. The trading of the Equity Shares of our Company would be in dematerialised form only for all Bidders in the demat segment of the respective Stock Exchanges. Non transferable advice or refund orders will be directly sent to the Bidders by the Registrar to the Issue.

(d)

(e)

(f)

(g)

(h)

(j)

COMMUNICATIONS All future communications in connection with Bids made in this Issue should be addressed to the Registrar quoting the full name of the sole or first Bidder, Bid cum Application Form/ASBA Bid cum Application Form number, Bidders Depository Account Details, number of Equity Shares applied for, date of Bid cum Application Form / ASBA Bid cum Application Form, name and address of the member of the Syndicate or the Designated Branch of the SCSBs where the Bid was submitted and cheque or draft number and issuing bank thereof or with respect to ASBA Bids, bank account number in which the amount equivalent to the Bid Amount was blocked. Bidders can contact the Compliance Officer or the Registrar in case of any pre-Issue or post-Issue related problems such as non-receipt of letters of Allotment, credit of Allotted shares in the respective beneficiary accounts, refund orders etc. In case of ASBA Bids submitted to the Designated Branches of the SCSBs, the Bidders can contact the Designated Branches of the SCSBs. PAYMENT OF REFUND Bidders other than ASBA Bidders must note that on the basis of Bidder‟s DP ID and beneficiary account number provided by them in the Bid cum Application Form, the Registrar will obtain, from the Depositories, the Bidder‟s bank account details, including the nine digit Magnetic Ink Character Recognition (“MICR”) code as appearing on a cheque leaf to make refunds. On the Designated Date and no later than 12 Working Days from the Bid/Issue Closing Date, the Escrow Collection Banks shall despatch refund orders for all amounts payable to unsuccessful Bidders (other than ASBA Bidders) and also the excess amount paid on bidding, if any, after adjusting for allocation/Allotment to such Bidders. Mode of making refunds for Bidders other than ASBA Bidders The payment of refund, if any, for Bidders other than ASBA Bidders would be done through various modes in the following order of preference: 1. NECS – Payment of refund would be done through NECS for applicants having an account at any of the centres where such facility has been made available. This mode of payment of refunds would be subject to availability of complete bank account details including the MICR code as appearing on a cheque leaf, from the Depositories. The payment of refunds is mandatory for applicants having a bank account at any of the centres where such facility is made available, except where the applicant, is eligible and opts to receive refund through direct credit or RTGS. 271

2.

Direct Credit – Applicants having bank accounts with the Refund Bank (s), as mentioned in the Bid cum Application Form, shall be eligible to receive refunds through direct credit. Charges, if any, levied by the Refund Bank(s) for the same would be borne by our Company. RTGS – Applicants having a bank account at any of the centres where such facility is available and whose refund amount exceeds ` 200,000 will be considered to receive refund through RTGS. For such eligible applicants, IFSC code will be derived based on MICR code of the Bidder as per depository records. In the event the same is not available as per depository‟s records, refund shall be made through NECS. Charges, if any, levied by the Refund Bank(s) for the same would be borne by our Company. Charges, if any, levied by the applicant‟s bank receiving the credit would be borne by the applicant. NEFT – Payment of refund shall be undertaken through NEFT wherever the applicants‟ bank has been assigned the Indian Financial System Code (IFSC), which can be linked to a MICR, if any, available to that particular bank branch. IFSC code will be obtained from the website of RBI as on a date immediately prior to the date of payment of refund, duly mapped with MICR numbers. Wherever the applicants have registered their nine digit MICR number and their bank account number while opening and operating the demat account, the same will be duly mapped with the IFSC code of that particular bank branch and the payment of refund will be made to the applicants through this method. For all other applicants, including those who have not updated their bank particulars with the MICR code, the refund orders will be despatched under certificate of posting for value up to `1,500 and through Speed Post/Registered Post for refund orders of `1,500 and above. Such refunds will be made by cheques, pay orders or demand drafts drawn on the Escrow Collection Banks and payable at par at places where Bids are received. Bank charges, if any, for cashing such cheques, pay orders or demand drafts at other centres will be payable by the Bidders.

3.

4.

5.

Mode of making refunds for ASBA Bidders In case of ASBA Bidders, the Registrar shall instruct the SCSBs to unblock the funds in the relevant ASBA Accounts to the extent of the Bid Amount specified in the ASBA Bid cum Application Forms for withdrawn, rejected or unsuccessful or partially successful ASBA Bids within 12 Working Days of the Bid/Issue Closing Date. DISPOSAL OF APPLICATIONS AND APPLICATION MONEYS AND INTEREST IN CASE OF DELAY With respect to Bidders other than ASBA Bidders, our Company shall ensure dispatch of Allotment advice, refund orders (except for Bidders who receive refunds through electronic transfer of funds) and give benefit to the beneficiary account with Depository Participants of the Bidders and submit the documents pertaining to the Allotment to the Stock Exchanges within 10 Working Days of the date of Allotment of Equity Shares. In case of applicants who receive refunds through NECS, direct credit or RTGS, the refund instructions will be given to the clearing system within 12 Working Days from the Bid/Issue Closing Date. A suitable communication shall be dispatched to the Bidders receiving refunds through this mode within 12 Working Days of Bid/Issue Closing Date, giving details of the bank where refunds shall be credited along with amount and expected date of electronic credit of refund. Our Company shall use best efforts to ensure that all steps for completion of the necessary formalities for listing and commencement of trading at all the Stock Exchanges are taken within 12 Working Days of the Bid/Issue Closing Date. In accordance with the Companies Act, the requirements of the Stock Exchanges and the SEBI Regulations, our Company further undertakes that: Allotment of Equity Shares shall be made only in dematerialised form within 12 Working Days of the Bid/Issue Closing Date; and With respect to Bidders other than ASBA Bidders, dispatch of refund orders or in a case where the refund or portion thereof is made in electronic manner, the refund instructions are given to the clearing system within 12 272

Working Days of the Bid/Issue Closing Date would be ensured. With respect to the ASBA Bidders, instructions for unblocking of the ASBA Bidder‟s Bank Account shall be dispatched within 12 Working Days from the Bid/Issue Closing Date. Our Company shall pay interest at 15% p.a. for any delay beyond 12 Working Days from the Bid/Issue Closing Date as mentioned above, if Allotment is not made and refund orders are not dispatched or if, in a case where the refund or portion thereof is made in electronic manner, the refund instructions have not been given to the clearing system in the disclosed manner and/or demat credits are not made to investors within the 12 Working Days prescribed above. If such money is not repaid within eight days from the day our Company becomes liable to repay, our Company and every Director of our Company who is an officer in default shall, on and from expiry of eight days, be jointly and severally liable to repay the money with interest as prescribed under the applicable law. IMPERSONATION Attention of the applicants is specifically drawn to the provisions of sub-section (1) of Section 68 A of the Companies Act, which is reproduced below: “Any person who: (a) makes in a fictitious name, an application to a company for acquiring or subscribing for, any shares therein, or otherwise induces a company to allot, or register any transfer of shares, therein to him, or any other person in a fictitious name, shall be punishable with imprisonment for a term which may extend to five years.”

(b)

BASIS OF ALLOTMENT A. For Retail Individual Bidders  Bids received from the Retail Individual Bidders at or above the Issue Price shall be grouped together to determine the total demand under this category. The Allotment to all the successful Retail Individual Bidders will be made at the Issue Price. The Issue size less Allotment to Non-Institutional and QIB Bidders shall be available for Allotment to Retail Individual Bidders who have Bid in the Issue at a price that is equal to or greater than the Issue Price. If the aggregate demand in this category is less than or equal to 39,55,000 Equity Shares at or above the Issue Price, full Allotment shall be made to the Retail Individual Bidders to the extent of their valid Bids. If the aggregate demand in this category is greater than 39,55,000 Equity Shares at or above the Issue Price, the Allotment shall be made on a proportionate basis up to a minimum of [●] Equity Shares. For the method of proportionate Basis of Allotment, refer below.

B.

For Non-Institutional Bidders  Bids received from Non-Institutional Bidders at or above the Issue Price shall be grouped together to determine the total demand under this category. The Allotment to all successful NonInstitutional Bidders will be made at the Issue Price. The Issue size less Allotment to QIBs and Retail shall be available for Allotment to NonInstitutional Bidders who have Bid in the Issue at a price that is equal to or greater than the Issue Price. If the aggregate demand in this category is less than or equal to 16,95,000 Equity Shares at or above the Issue Price, full Allotment shall be made to Non-Institutional Bidders to the extent of their demand. 273

Under-subscription below 5% of the QIB Portion. the Registrar to the Issue and the Designated Stock Exchange shall ensure that the „Basis of Allocation‟ is finalized in a fair and proper manner in accordance with the SEBI Regulations. are eligible to receive Equity Shares on a proportionate basis. from Mutual Funds. C. and in multiples of [●] Equity Shares thereafter. Allotment shall be undertaken in the following manner: (a) In the first instance allocation to Mutual Funds for up to 5% of the QIB Portion shall be determined as follows: (i) In the event that Bids by Mutual Fund exceeds 5% of the QIB Portion. (ii) (iii) The Book Running Lead Managers. upto a minimum of [●] Equity Shares and in multiples of [●] Equity Shares thereafter for up to 95% of the QIB Portion. The QIB Portion shall be available for Allotment to QIB Bidders who have Bid in the Issue at a price that is equal to or greater than the Issue Price.000 Equity Shares at or above the Issue Price. Equity Shares remaining unsubscribed. For the method of proportionate Basis of Allotment refer below. 274 . The drawing of lots (where required) to finalize the „Basis of Allocation‟ shall be done in the presence of a public representative on the Governing Board of the Designated Stock Exchange. if any.QIB Bidders who have Bid in the Issue at a price that is equal to or greater than the Issue Price. In case the aggregate demand in this category is greater than 16. The aggregate Allotment to QIB Bidders shall not be less than [●] Equity Shares. allocation to Mutual Funds shall be done on a proportionate basis for up to 5% of the QIB Portion. who have received allocation as per (a) above. Mutual Funds. all QIB Bidders who have submitted Bids above the Issue Price shall be allotted Equity Shares on a proportionate basis. The Issue size less Allotment to Non Institutional Bidders and Retail shall be available for Allotment to Non. upto a minimum of [●]Equity Shares and in multiples of [●] Equity Shares thereafter. along with other QIB Bidders. if any. Allotment shall be made on a proportionate basis up to a minimum of [●] Equity Shares. In the event that the aggregate demand from Mutual Funds is less than 5% of the QIB Portion then all Mutual Funds shall get full Allotment to the extent of valid Bids received above the Issue Price. For QIBs  Bids received from the QIB Bidders at or above the Issue Price shall be grouped together to determine the total demand under this portion. for less than the number of Equity Shares Bid for by them. The Allotment to all the QIB Bidders will be made at the Issue Price. would be included for allocation to the remaining QIB Bidders on a proportionate basis.95. not allocated to Mutual Funds shall be available for Allotment to all QIB Bidders as set out in (b) below. (ii) (iii) (b) In the second instance Allotment to all QIBs shall be determined as follows: (i) In the event that the oversubscription in the QIB Portion.

5 Aggregate allocation to MFs (V) 0 0 0 0 0 6. Details of QIB Bids Sr.02 12.35 20 0.29 6.66 66.01 3.A. of shares applied for Issue details 200 Crores equity Shares 100 Crores Equity Shares 30 Crores Equity Shares 70 Crores Equity Shares a.5 275 .01 30. of shares bid for (in millions) 50 20 130 50 50 40 40 80 20 20 500 # A1-A5: (QIB Bidders other than MFs).5 Crores Equity Shares 66. 10. 4.64 2. No. 2.32 10.66 2.02 6. 3. 2.5 Crores Equity Shares [●] [●] B.04 3. Illustration of Allotment to QIBs and Mutual Funds (“MF”) Sr. Type of QIB bidders A1 A2 A3 A4 A5 MF1 MF 2 MF3 MF4 MF5 Total No. 1.7 40 0. 5. 6. of QIB applicants No.66 17. 6. 8. Particulars Issue size Allocation QIB (50%) Anchor Investor Portion Portion available to QIBs other than Anchor Investors Of which Reservation for Mutual Funds (5%) Balance for all QIBs including Mutual Funds No.1 (II) (III) (Number of equity shares in million) 50 0 20 0 130 0 50 0 50 0 40 0. 9. Details of Allotment to QIB Bidders/ Applicants Type of QIB bidders (I) A1 A2 A3 A4 A5 MF1 MF 2 MF3 MF4 MF5 Total Shares bid for Allocation of 5% equity shares Allocation of 95% equity shares (IV) 6. b. 4. 3.4 20 0.35 500 3.65 5. No 1.65 6. (MF1-MF5) (QIB Bidders which are Mutual Funds) C. 3.65 2.32 5. 5.7 80 1. 7.

5 crores Equity Shares to QIBs proportionately” in the above illustration are arrived as under: 2. The illustration presumes compliance with the requirements specified in this Draft Red Herring Prospectus in the section titled “Issue Structure” on page 244. The Allotment shall be made in marketable lots.5 (available for MFs)) will be allocated on proportionate basis among 10 QIB applicants who applied for 500 equity shares (including five MF applicants who applied for 200 equity shares). 3.5.. the decimal would be rounded off to the higher whole number if that decimal is 0. In all Bids where the proportionate Allotment is less than [●] Equity Shares per Bidder.5 crores equity shares (i. Investors should note that the Equity Shares will be allocated to all successful Bidders in dematerialised form only.e. in column II of the table above) less Equity Shares allotted ( i. column III of the table above)] X 66.5 crore Equity shares to the 10 QIBs are reduced by 3.Please note: 1. 3. of shares bid for (i.e. 4. in column II) X 66. our Company shall finalise the Basis of Allotment in consultation with the Designated Stock Exchange.e. which have already been allotted to Mutual Funds in the manner specified in column III of the table above. of shares bid for (i.5 crores (i. The executive director (or any other senior official nominated by them) of the Designated Stock Exchange along with the BRLM and the Registrar shall be responsible for ensuring that the Basis of Allotment is finalised in a fair and proper manner. The total number of Equity Shares to be Allotted to each category as a whole shall be arrived at on a proportionate basis. and The successful Bidders out of the total Bidders for a category shall be determined by draw of lots in a manner such that the total number of Equity Shares Allotted in that category is equal to the number of Equity Shares calculated in accordance with (b) above. c) d) If the proportionate Allotment to a Bidder is a number that is more than [●] but is not a multiple of one (which is the marketable lot). The figures in the fourth column entitled “Allocation of balance 66. the Allotment shall be made as follows:   Each successful Bidder shall be Allotted a minimum of [●] Equity Shares. The balance 66. on a proportionate basis as explained below: a) b) Bidders will be categorised according to the number of Equity Shares applied for. 70 – 3. For QIBs other than Mutual Funds (A1 to A5) = No. which is the total number of Equity Shares applied for in that category (number of Bidders in the category multiplied by the number of Equity Shares applied for) multiplied by the inverse of the over-subscription ratio.e.5 For Mutual Funds (MF1 to MF5) = [(No. Allotment to all in such categories would be arrived at after such rounding off.5 / 496.5 or higher. Method of Proportionate Basis of Allotment in the Issue In the event of the Issue being over-subscribed.5 /496. where the Allotted Equity Shares are not sufficient for proportionate 276 e) f) . the remaining Equity Shares available for Allotment shall be first adjusted against any other category.5 crores Equity shares. The numerator and denominator for arriving at allocation of 66. If that number is lower than 0. Bidders will have the option of being allocated Equity Shares in physical form.e. 5%) will be allocated on proportionate basis among five Mutual Fund applicants who applied for 200 equity shares in QIB category. If the Equity Shares allocated on a proportionate basis to any category are more than the Equity Shares Allotted to the Bidders in that category.5 it would be rounded off to the lower whole number. Out of 70 crores equity shares allocated to QIBs.

by “Under Certificate of Posting”. pay orders or demand drafts at other centres will be payable by the Bidders. Interest in case of delay in despatch of Allotment Letters or Refund Orders/instruction to the SCSBs by the Registrar Our Company agrees that (i) Allotment of Equity Shares. That funds required for making refunds to unsuccessful applicants as per the mode(s) disclosed shall be made available to the Registrar by the Issuer. Applicants residing at the centres where clearing houses are managed by the RBI. as the case may be. if any.a. and shall dispatch refund orders above ` 1. Bank charges. giving details of the bank where refunds shall be credited along with amount and expected date of electronic credit of refund. for encashing such cheques. a suitable communication shall be dispatched to the applicant within 10 Working Days of the Bid/Issue Closing Date.500. of value up to ` 1. That where refunds are made through electronic transfer of funds. intimating them about the mode of credit of refund within 12 Working Days of the Bid/Issue Closing Date. Refunds will be made by cheques. That no further issue of Equity Shares shall be made till the Equity Shares offered through the Red Herring Prospectus are listed or until the Bid monies are refunded on account of non-listing. if the Allotment letters or refund orders have not been despatched to the applicants or if. will get refunds through NECS only except where applicant is otherwise disclosed as eligible to get refunds through direct credit and RTGS. the refund instructions have not been given in the disclosed manner within 12 Working Days from the Bid/Issue Closing Date. if any. Our Company further agrees that it shall pay interest at the rate of 15% p. UNDERTAKINGS BY OUR COMPANY Our Company undertakes the following:     That the complaints received in respect of this Issue shall be attended to by our Company expeditiously and satisfactorily. Bidders to whom refunds are made through electronic transfer of funds will be sent a letter through ordinary post.Allotment to the successful Bidders in that category. In case of ASBA Bidders. for withdrawn. Letters of Allotment or Refund Orders or instructions to the SCSBs Our Company shall credit the Allotted Equity Shares to the beneficiary account with depository participants within 12 Working Days from the Bid/Issue Closing Date. by registered post or speed post at the Bidder‟s sole risk within 10 Working Days of the Bid/Issue Closing Date. if any.500. The balance Equity Shares. rejected or unsuccessful or partially successful ASBA Bids within 10 Working Days of the Bid/Issue Closing Date.. pay-orders or demand drafts drawn on a bank appointed by our Company as a Refund Bank and payable at par at places where Bids are received. in a case where the refund or portion thereof is made in electronic manner. Our Company shall ensure dispatch of refund orders. That all steps for completion of the necessary formalities for listing and commencement of trading at all the Stock Exchanges within 12 Working Days of the Bid/Issue Closing Date. on the receipt of such instructions from the Registrar unblock the funds in the relevant ASBA Account to the extent of the Bid Amount specified in the ASBA Bid cum Application Form or the relevant part thereof. and  277 . remaining after such adjustment will be added to the category comprising Bidders applying for minimum number of Equity Shares. if any. and (ii) credit to the successful Bidders‟ depository accounts will be completed within 12 Working Days of the Bid/Issue Closing Date. Our Company will provide adequate funds required for dispatch of refund orders or Allotment advice to the Registrar. the Registrar shall instruct the relevant SCSBs to. undersubscription etc.

details of all monies utilised out of the Issue shall be disclosed. our Company shall file a fresh draft red herring prospectus with SEBI. and continue to be disclosed till the time any part of the issue proceeds remains unutilised. and Our Company shall not have recourse to the proceeds if the Issue until the approval for trading of the Equity Shares from the Stock Exchanges has been received. That adequate arrangements shall be made to collect all ASBA Bid cum Application Forms and to consider them similar to non-ASBA applications while finalising the Basis of Allotment. thereafter. determines that it will proceed with an initial public offering of its Equity Shares.    Withdrawal of the Issue Our Company and / or any of the Selling Shareholders. the Issue is also subject to obtaining (i) final listing and trading approvals of the Stock Exchanges. and (ii) the final approval of the RoC. which our Company shall apply for after Allotment. Utilisation of Issue proceeds The Board of Directors of our Company certify that:   all monies received out of the Issue shall be credited/transferred to a separate bank account other than the bank account referred to in sub-section (3) of Section 73 of the Companies Act. within two days of the Issue Closing Date. after the Prospectus is filed with the RoC. 278 . in which the pre-Issue advertisements were published. shall notify the SCSBs to unblock the accounts of the ASBA Bidders. in consultation with the Managers. Our Company shall also inform the same to the Stock Exchanges on which the Equity Shares are proposed to be listed and the Managers. reserve the right not to proceed with the Issue anytime after the Issue Opening Date but before the Allotment of Equity Shares. In such an event the Company shall issue a public notice in the newspapers (including the reasons for such withdrawal). Notwithstanding the foregoing. details of all unutilised monies out of the Issue. if any shall be disclosed under an appropriate separate head in the balance sheet indicating the form in which such unutilised monies have been invested. If our Company and / or any of the Selling Shareholders withdraw the Issue after the Issue Closing Date and our Company. under an appropriate head in our balance sheet indicating the purpose for which such monies have been utilised. through the Registrar to the Issue. Our Company shall comply with the requirement of Clause 49 of the Listing Agreement in relation to the disclosure and monitoring of the utilization of the Net Proceeds.

The Equity Shares have not been and will not be registered. 4 (2006 Series). 1999 have not been notified. listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold. In this regard. and Bids may not be made by persons in any such jurisdiction. 1991 of GoI. FDI in Indian companies carrying on business in Indian retail and trading sector is prohibited. 1991 prescribes the limits and the conditions subject to which foreign investment can be made in different sectors of the Indian economy. Therefore. FEMA regulates the precise manner in which such investment may be made. Subscription by Non Resident Indian and Foreign Institutional Investors (NRIs/FIIs) Under the extant Consolidated FDI Policy. foreign investment in the Multi Brand Retail Sector is prohibited under the automatic route and also under the approval route. which may occur after the date of this Draft Red Herring Prospectus.RESTRICTION ON FOREIGN OWNERSHIP OF INDIAN SECURITIES Foreign investment in Indian securities is regulated through the Industrial Policy. Press Note No. Further. The above information is given for the benefit of the Bidders. Our Company and the BRLM are not liable for any amendments or modification or changes in applicable laws or regulations. FVCIs as well as foreign multilateral and bilateral development financial institutions are also not eligible to invest in this Issue. While the Industrial Policy. and FEMA and circulars and notifications issued thereunder. Press Note No. it is pertinent to note that the corollary changes to the foreign exchange control regulations promulgated by the Reserve Bank of India under the Foreign Investment Management Act. 279 . except“Single Brand Product”retailing. As per the existing policy of the Government of India. prescribes a 51% cap on the same. as notified through press notes and press releases issued from time to time. OCBs cannot participate in this Issue. which aims at rationalisation of the FDI Policy. Non-residents including FIIs. states that the GoI has decided to allow FDI up to 51% with prior Government approval for retail trade of“Single Brand Products”. 3 (2006 Series) which provides guidelines for FDI in retail trade of“Single Brand Products. with prior Government approval. April 2011.

Increase in capital by the Company. the Company may: a.(Rupees Forty Crores Only) divided into 4. In particular and without prejudice to the generality of the foregoing power. 4. voting and otherwise. Extinguish or reduce the liability on any of its shares in respect of share capital and paid up share capital.1 a. 5. Pursuant to Schedule II of the Companies Act and the SEBI (ICDR) Regulations. Regulations contained in Table A in the first schedule to the Act shall not apply to the extent explicitly or impliedly provided herein. 40. 2. 4. 5. General Authority: Where in the Act or any other law for the time being in force. REDUCTION AND ALTERATION OF CAPITAL The Company may from time to time by special resolution and subject to the provisions of the Act reduce its share capital and any Capital Redemption Reserve Account or Securities Premium Account in any manner for the time being authorized by law. guaranteed. privilege or authority and to carry out such transactions as have been permitted by the Act or such other law.000 (Four crores only) Equity Shares of Rs. shall not unless otherwise expressly provided by the terms of issue of the shares of that class. these Articles hereby authorize and empower the Company to have such right. surrender. Capital same as existing capital: Except as otherwise provided by the conditions of issue or by these presents.(Rupees Ten Only) each with power to increase or reduce the share capital of the Company and to divide the shares in the capital for the time being into several classes and to attach thereto respectively preferential.1 . The Company may from time to time in a general meeting increase its share capital by the issue of new shares of such amounts.00. b.1 a. INCREASE AND REDUCTION IN CAPITAL The Authorized Share Capital of the Company is. the main provisions of the Articles of Association of the Company are detailed below: GENERAL: 1. CAPITAL. Rs. whether explicitly or implicitly. The rights or privileges conferred upon the holders of the shares of any class issued with preference or other rights. forfeiture. qualified or special rights. 4. privileges or conditions in such manner as may for the time being be provided by the Articles of Association. privileges or conditions as may be determined by or in accordance with the Articles of Association of the Company and to vary. transfer. as it thinks expedient. and how carried into effect: a. be deemed to be varied or modified or affected by the creation or issue of further shares. any capital raised by the creation or issue of new shares shall be considered as part of the existing capital and shall be subject to the provisions herein contained with reference to payment of calls.00. it has been provided. Subject to the provisions of the Act. amalgamate or abrogate such rights.10/. lien.000/. instalments. 280 4. the new shares shall be issued in accordance with the provisions contained in these Articles.00. that the Company shall have any right. cumulative convertible preference. modify. transmissions. ranking pari passu therewith.SECTION IX: MAIN PROVISIONS OF THE ARTICLES OF ASSOCIATION Capitalized terms used in this section have the meaning that has been given to such terms in the Articles of Association of the Company.00. then and in that case.2 b.3. privilege or authority or that the Company cannot carry out any transaction unless the Company is so authorised by its Articles.

7. commuted. whether or not they are redeemable. stocks or securities. affected or abrogated with the consent in writing of the holders of three-fourths in nominal value of the issued shares of that class. Convert all or any of its fully paid up shares into stock. or with the sanction of a special resolution passed at a separate general meeting of the holders of the shares of that class. modified. if any. upon such terms and conditions. The Company may at any time reconvert any stock into paid up shares of any denomination.2. and whether or not the Company is being wound up. all or any of the rights and privileges attached to any class (unless otherwise provided by the terms of issue of the shares of that class) may. unpaid on each reduced share shall be the same as it was in the case of the share from which the reduced share is derived. d. if and when deem fit.2. Either with or without extinguishing or reducing liability on any of its shares. Subject to the provisions of Section 94 of the Act and these Articles. subject to the provisions of sections 106 and 107 of the Act and subject to consents required under Article 17A hereunder. Modifications of rights: If at any time the share capital is divided into different classes of shares.b. 5. or Either with or without extinguishing or reducing liability on any of its shares. subject to such limits. and diminish the amount of its share capital by the amount of the shares so cancelled. in accordance with the provisions of Sections 77A. SUBDIVISION. Sub-divide its shares or any of them into shares of a smaller amount than originally fixed by the Memorandum. and may. Consolidate and divide all or any of its share capital into shares of a larger amount than its existing shares. Cancel shares which at the date of such general meeting have not been taken or agreed to be taken by any person. The provisions of the Act and these Articles relating to general meetings shall mutatis mutandis apply to meetings of such b.1. 77AA and 77B of the Act or any statutory modification thereto and such other regulations and guidelines as may be issued in this regard by the relevant authorities. be varied. it may: a. and re-convert that stock into fully paid up shares of any denomination. the Company in general meeting may by an ordinary resolution alter the conditions of its Memorandum as follows. alter its Memorandum. or as near thereto as circumstances will admit. the holders of any such stock may thenceforth transfer their respective interest therein or any part of such interests in the same manner and subject to the same Articles as those shares from which the stock might have been transferred. subject to the provisions of the Act. if and so far as is necessary. pay off any paid up share capital which is in excess of the wants of the Company. and subject to such approval. Conversion of share into stock and re-conversion The Company in a general meeting may convert any paid up shares into stock and when any shares shall have been converted into stock. as it may decide. 281 . 6. and so that as between the holders of the shares resulting from such sub-division one or more of such shares may. that is to say. be given any preference or advantage over the others or any other such shares. as are specified in this regard. This Article shall not derogate from any power which the Company would have if this Article were omitted. CONVERSION AND CANCELLATION OF SHARES 7. by reducing the amount of its share capital and of its shares accordingly. BUY-BACK OF SHARES The Board of Directors of the Company may. CONSOLIDATION. DIVISION. cancel paid up share capital which is lost or is unrepresented by available assets. c. buy back such of the Company‟s own shares. 7. c. if no such conversion had taken place. provided however that in the sub-division the proportion between the amount paid and the amount.

9.4 9. The Company in general meeting. in such amounts. call or otherwise. such premium to be applied in accordance with the provisions of the Act. as the Company in general meeting may determine. as the absolute owner thereof and accordingly. become a debt due to and recoverable by the Company from the allottee thereof. shall not (except as ordered by a Court of competent Jurisdiction or as by Law required) be bound to recognize any Benami Trust or Equity or Equitable contingent. in respect of any shares allotted by them. require or direct to be paid by way of deposit. Save as herein provided. and in such manner as the Board shall. and accordingly shall not (except other than as ordered by a Court of competent jurisdiction or as by law required) be bound to recognize any benami. or the Board. 9. The Company shall be entitled to keep in any State or country outside India a branch register of members. ISSUE OF SHARES AT PREMIUM OR DISCOUNT Subject to the provisions of the Act and these Articles: Any share may be issued at a discount.3 The money (if any) which the Board shall. require or fix for the payment thereof.2 Further Issue of capital: A further issue of shares by the Company shall be undertaken in the manner set forth in Article 14A of these Articles. shall immediately on the insertion of the name of the allottee in the register of members as the holder of such shares. the Company shall be entitled to treat the person whose name appears in the register of members as the holder of any share as the absolute owner thereof. BENEFICIAL OWNER OF SHARES Save as herein otherwise provided. any shares are held by members in fractions. Every member or his heirs. the Company Shall be entitled to treat the person whose name appears in the register of members as the holder of any share(s) and whose name appears as the beneficial owner of shares in the records of the Depository. the net proceeds of the sale thereof.2. and shall be paid by him accordingly. Sale of fractional shares: If as a result of an issue of new shares or on any consolidation or sub-division of shares. on the allotment of any shares being made by them. the persons who are present shall constitute the requisite quorum. executors or administrators. the Directors may authorize any person to transfer the shares sold to the purchaser thereof. 8. for the best price reasonably obtainable and shall pay and distribute to and amongst the members entitled to such shares in due proportion. 9.1. or partial or other claim or claims or right to or interest in such share on the part of any other person whether or not the Company shall have express or implied notice thereof. Lien. at such time or times. 9. may issue any shares at a premium.meeting of the shareholders.5 10. shall pay to the Company the portion of the capital represented on his share or shares which may. for the time being. resident in that State or country. For the purpose of giving effect to any such sale. from time to time in accordance with the Articles. 8. Pledge(except only as by these presents otherwise 282 . remain unpaid thereon. as the case may be.1. and the purchaser shall not be bound to see the application of the purchase money nor shall his title to such shares be affected by any irregularity or invalidity in the proceedings in reference to such sale. 8. the Directors shall sell those shares which the members hold in fractions. except that if a quorum as defined in the Act or these Articles is not present. future or partial interest. a. b. 9. REGISTER OF MEMBERS Register and index of members: The Company shall keep and maintain a register and Index of members in accordance with sections 150 and 151 of the Act.

If the Directors so approve. a new certificate may be issued in lieu of the surrendered certificate.: 12.5. Subject to the provisions of the Act and the Rules made thereunder. Every forfeited or surrendered share shall continue and no share shall bear the number by which any share earlier issued was distinguished. Notice of calls. 12. If any certificate be worn out. 11. each for one or more of such shares. The certificate of title of shares shall be issued under the Common Seal of the Company and shall be signed by such directors or officers or other authorized persons as may be prescribed by the Act or the Rules made thereunder. the Company may provide the facility to the shareholders to keep their shares in demat form by admitting/surrendering the shares into either NSDL or CDSL or both. Shares to be numbered progressively and no share to be sub-divided: The shares in the capital of the Company shall be numbered progressively according to their several denominations and except in the manner hereinabove mentioned no share shall be subdivided. in accordance with the applicable rules prescribed thereunder. Notwithstanding anything contained in these Articles. if a share/debenture certificate is lost or destroyed. extension etc. defaced. as to evidence and indemnity and as to the payment of out-of pocket expenses incurred by the Company in investigating evidence. Every member shall be entitled. Provided that in respect of a share or debenture held jointly by several persons.provided for) or other claim to or interest in such shares(s) on the part of any other person whether or not it shall have express or implied notice thereof. Notifications or Orders. if any. 11. to one certificate each for all the shares/debentures of such class or denomination registered in his name. if any. SHARE CERTIFICATES The issue of certificates of shares or of duplicate or renewal of certificates of shares shall be governed by the provisions of Section 84 and other provisions of the Act. made by any competent authority under the Act. mutilated or torn or if there be no further space on the back thereof for endorsement of transfer. 283 . b.6 (2). (upon paying such fees as the Directors may from time to time determine).” 12. 11.4. 11. as may be applicable and by the Rules. 11. 11. without payment.2. and the Company shall complete and deliver such certificates within the time provided by Section 113 of the Act.3. 1996 shall apply. the provisions of the Depositories Act. For this purpose the company may appoint a common agency for maintaining the data of the shareholders either in the electronic form or physical or both on behalf of the company.6 (1). Replacement of share/debenture certificates a. Every certificate of shares shall specify the amount paid up on the shares/debentures covered thereby and shall be in such form as the Directors shall prescribe or approve.1. 11. in the case of shares or other marketable securities where the Company has not issued any certificates and where such Shares or being held in an electronic and fungible form. the Company shall not be bound to issue more than one certificate and delivery of a certificate of shares to one of several joint holders shall be sufficient delivery to all such holders. 11. members may be issued several certificates. Notwithstanding anything contained in the Articles of Association.1 CALLS Directors to make calls: The directors/any person on behalf of the company shall not make any calls to the shareholders unless obtained the approval of the members in the general meeting. as the Board thinks fit. a new certificate in lieu thereof may be issued with prior consent of the Board or a Committee constituted by the Board on such terms. then upon production and surrender thereof.2.

284 b. Any amount paid-up in advance of calls on any shares shall not carry interest and also shall not entitle the holder of the shares to participate in respect thereof and in a dividend subsequently declared. At least one month‟s notice in writing of any call shall be given by the Company specifying the time and place of payment. and it shall not be necessary to prove the appointment of the Directors who made such call nor that a quorum of Directors was present at the Board at which any call was made nor that such meeting was duly convened or constituted nor any other matters whatsoever.7 . Calls to carry Interest: If the sum payable in respect of any call or instalment is not paid on or before the day appointed for payment thereof or any such extension thereof. a. from time to time. but the proof of the matters aforesaid shall be conclusive evidence of the debt. The Directors may waive payment of such interest wholly or in part. shall for the purposes of these Articles be deemed to be a call duly made and payable on the date on which by the terms of issue the same become payable. Explanation: For the purpose of these provisions. when due. 12. and the person or persons to whom such calls shall be paid. On the trial or hearing of any action or suit brought by the Company against any member/debenture holder or his representatives for the recovery of any money claimed to be due to the Company in respect of his shares/debentures. shall pay interest at such rate as shall be fixed by the Board. shares of the same nominal value on which different amounts have been paid up shall not be deemed to fall under the same class. all the relevant provisions of these Articles as to payment of interest and expenses. shall be the registered holder of the share/debenture or by his legal representative. to all or any of the members/debenture holders for sufficient cause as the Directors may deem fit to be fairly entitled to such extension.5. and in case of non-payment. which by the terms of issue of a share/debenture becomes payable on allotment or at any fixed date. the holder for the time being or allottee of the shares/debenture in respect of which the call shall have been made or from whom the instalment shall be due. the whole or any part of the amount of the issue price thereof shall be payable by instalments. but no member/debenture holder shall be entitled to such extension save as a matter of grace and favour. a. A call shall be deemed to have been made at the time when the resolution from the Directors authorizing such call was passed and may be made payable by the members/debenture holders on a subsequent date to be specified by the Directors. it shall be sufficient to prove that the name of the member/debenture holder in respect of whose shares/debentures the money is sought to be recovered appears on the register as the holder.6 12. whether on account of the nominal value of calls or by way of premium. 12.3. Any sum. every such instalment shall. from the day appointed for the payment thereof or any such extension thereof to the time of actual payment. forfeiture or otherwise shall apply as if such sum had become payable by virtue of a call duly made and notified. Instalments: If. b. that the resolution making the call is duly recorded in the minute book and that notice of the call was duly given to the member or his representatives and issued in pursuance of these Articles. The Directors may. c. 12. be paid to the Company by the person who. 12. at any date at which the money sought to be recovered is due on the shares/debentures. Calls in respect of shares / debentures which form part of the same class shall be made on a uniform basis. at their discretion. extend the time fixed for the payment of any call. for the time being and from time to time.4.a. b. by the condition of allotment of any shares/debentures. Liability of joint holders: The joint holders of a share/debenture shall be severally as well as jointly liable for the payment of all instalments and calls due in respect of such shares/debentures.

agree to and receive from any member willing to advance the same. liabilities or engagement for thirty (30) days after such notice. if any will be restricted to moneys called or payable at a fixed time in respect of such shares. Unless otherwise agreed. No sale shall be made until notice in writing of the intention to sell shall have been served on such member and/or debenture holder or his legal representatives and default shall have been made by him or them in payment. at any time thereafter. provided that money paid in advance of calls shall not confer a right to participate in profits or dividends. 13. LIEN The fully paid shares will be free from all lien. or so much thereof as from time to time exceed the amount of the calls then made upon the shares in respect of which such advance has been made. give notice to him requiring him to pay the 285 . 13. while in the case of partly paid shares.) 12.3. Company‟s right to have first lien on shares: The Company shall have a first and paramount lien upon all the shares and/or debentures (other than fully paid up shares and/or debentures) registered in the name of each member and/or debenture holder (whether held singly or jointly with others) in respect of all moneys whether presently payable or not which shall extend to all dividends. shall (subject to a like lien for sums not presently payable as existed upon the shares before the sale) be paid to the persons entitled to the shares and/or debentures at the date of the sale. fulfilment or discharge of such debts. No member shall however be entitled to any voting rights in respect of the moneys so paid by him until the same would but for such payment become presently payable.1. FORFIETURE OF SHARES/DIVIDENDS 14. and for that purpose may cause to be issued a duplicate certificate in respect of such shares and/or debentures. in such share. Enforcement of lien by sale of shares: For the purpose of enforcing such a lien. b. the Company may pay interest at such rate.12. and upon the amount being so paid or satisfied in advance. the registration of transfer of shares and/or debentures shall operate as waiver of Company‟s lien. if any. to the member paying such sum in advance as the Directors may be resolution determine. during such time as the call or instalment remains unpaid.9 13. The Company‟s lien in relation to any share shall prevail notwithstanding that it has received notice of any claim that some person other than the registered holder thereof has any interest. 13. the Board may sell the shares and/or debentures subject thereto in such manner as it shall think fit. provided such amount has not been called up. on such shares and/or debentures. the Board may. Application of proceeds of sale: a. The Directors may at any time declare any shares and/or debentures wholly or in part exempt from the provision of this Article. if they think fit. Notice to shareholders on non payment: If any member fails to pay any call or instalment of a call on or before the day appointed for the payment of the same or any such extension thereof as aforesaid.8 The Directors may. on behalf of and in the name of such member/debenture holder.2. rights and bonuses from time to time declared in respect of such shares and/or debentures. The Company may at any time repay the amount so advanced. the whole or any part of the money due by him beyond the sums actually called for. interest. the company‟s lien. The net proceeds of any such sale shall be received by the Company and applied in or towards payment of such part of the amount in respect of which the lien exists as is presently payable and the residue. equitable or otherwise. if any. and may authorize one of the members or appoint any officer or agent to execute a transfer thereof. subject to the provisions of Section 92 of the Act. 14.1.

interest and expenses. or deduct from the same. be forfeited by a resolution of the Board to that effect. 14. re-allotted or otherwise disposed of either to the original holder thereof or to any other person upon such terms and in such manner as the Board shall think fit. shall preclude the Company from thereafter proceeding to enforce forfeiture of such shares or cancel the allotment of debentures as herein provided. Form of notice: The notice shall name a day not being less than thirty (14) days from the date of the notice and a place or places.3. at or before the time and at the place appointed. Neither the receipt by the Company of a portion of any money which shall from time to time be due from any member of the Company in respect of his shares. except only such of those rights as by these Articles are expressly saved. upon such terms and in such manner as the Board shall think fit. Such forfeiture shall include all dividends declared or interest paid or any other moneys payable in respect of the forfeited shares or debentures and not actually paid before the forfeiture/cancellation. 14. Default of Payment: If the requirements of any such notice as aforesaid shall not be complied with any share/debenture in respect of which such notice has been given. nor any indulgence granted by the Company. either by way of principal or interest. 14. on and at which such call. Upon cancellation of the allotment. The forfeiture of a share shall involve extinction at the time of the forfeiture. notwithstanding forfeiture. before payment of all calls or instalments. Any member whose shares have been forfeited shall cease to be a member in respect of such shares but shall. incidental to the share. the share or debentures in respect of which the call was made or instalment or such part or other moneys is or are payable will be liable to be forfeited and/or cancelled as the case may be. and may be sold.2. in respect of the payment of any such money. at such rate as the Board may determine. expenses incurred in calling the money due on a debenture while cancelling the allotment thereof. 14. interest and expenses owing upon or in respect of such shares at the time of the forfeiture together with interest thereof from time of the forfeiture until payment. and the Board may enforce the payment thereof. be liable to pay and shall forthwith pay to the Company on demand all calls. may at any time thereafter. notice of the forfeiture/ cancellation. that in the event of the non-payment of call amount with interest. Notice of forfeiture/cancellation: When any shares shall have been so forfeited and/or allotment of debenture shall have been so cancelled. of all interest in and all claims and demands against the Company in respect of the share and all other rights.8. 14. if it thinks fit. Forfeiture and cancellation of allotment: Any share so forfeited shall be deemed to be the property of the Company. shall forthwith be made in the register of members/debenture holder.6. shall be given to the member/debenture holder in the name it stood immediately prior to the forfeiture/cancellation and an entry of the forfeiture/cancellation with the date thereof. the debenture issued shall be deemed to be the property of the Company and may be reissued or allotted to any person. The notice shall also state.same together with any interest that may have accrued and all expenses that may have been incurred by the Company by reason of such non-payment.5. 14. A declaration in writing by one Director or by the Secretary or any other officer authorized by the Directors for the purpose. that the call in respect of a share or debenture was made and notice thereof given and that default in payment of the call was made that the forfeiture/ cancellation of the share or debenture was made by a resolution of Directors to that effect shall be conclusive evidence of the facts stated therein as against all persons entitled to such share or debenture. 286 . or instalment or such part or other moneys as aforesaid are to be paid.4. instalments. But no forfeiture/cancellation shall be in any manner invalidated by any omission or neglect to give such notice or to make any such entry as aforesaid. 14.7. or other moneys due in respect thereof.

The instrument of transfer shall be accompanied by such evidence as the Board/Transfer Agents may require to prove the title of the transferor and his rights to transfer the shares and every registered instrument of transfer shall remain in the custody of the Company/Transfer Agents until destroyed by order of the Board.11. 15. but in such cases it shall. Register of transfer of shares or debentures: The Board shall keep a book to be called the “Register of transfers” and therein fairly and distinctly enter the particulars of every transfer or transmission of any share. The instrument of transfer duly stamped and executed by the transferor and the transferee shall be delivered to the Company or Transfer Agents in accordance with the provisions of the Act along with the certificates relating to the shares or if no such certificate is in existence along with the letter of allotment of the shares.3(a). 15. 15.10.1. Upon any sale. decline to register or acknowledge any transfer of shares whether fully paid or not.9. or by a committee of the Board or by officer(s) of the Company to whom the foregoing authority may be specifically delegated by the majority of the Board. re-allotment or other disposal under the provision of the preceding articles. the Board of Directors may appoint an agency which is registered with the SEBI as Share Transfer Agents on behalf of the company. subject to the provisions of the Act. Upon any sale after forfeiture or upon enforcing a lien in purported exercise of the power or reissue of debenture upon cancellation of allotment herein before given. and after his name has been entered in the register in respect of such shares/debentures the validity of the sale shall not be impeached by any person. The Board may at any time.12. and the remedy of any person aggrieved by the sale shall exclusively be in damages against the Company. TRANSFER AND TRANSMISSION OF SHARES/DEBENTURES The company shall use a common form of transfer. Instrument of transfer: The instrument of transfer of shares/debentures shall be in writing and shall be in such form as may be prescribed by the Act. notwithstanding that the proposed transferee be already a member. the Board or the committee of the Board or the officer(s) authorized to approve the transfer of shares as provided in Article 14.14. the Board may appoint any person to execute an instrument of transfer of the shares sold and cause the purchaser‟s name to be entered in the register in respect of the shares/debentures sold/reissued and the purchaser shall not be bound to see to the regularity of the proceedings or to the application of the purchase money.3 (a) Registration of Transfer of Shares A transfer of shares shall not be registered unless approved by the majority of the Board. accept a surrender of any share or debenture from or by any member or debenture holder desirous of surrendering them on such terms as they may think fit.2. 14. 14. may at its discretion. within 287 (b) . The transferor shall be deemed to be the holder of such shares until the name of the transferee has been entered in the Register of Members in respect thereof.13 15. 14. Not withstanding anything contained in the Articles. annul the forfeiture thereof upon such conditions as it thinks fit. Subject to the provisions of Section 111 A of the Act. The Directors may. before any share so forfeited/allotment of debenture so cancelled have been then sold /re-allotted or otherwise disposed of. 14. There shall not be any forfeiture of unclaimed dividends before the claim becomes barred by the law. the certificate or certificates originally issued in respect of the relative shares shall (unless the same shall on demand by the Company have been previously surrendered to it by the defaulting member) stand cancelled and become null and void and of no effect and the Directors shall be entitled to issue a duplicate certificate or certificates in respect of the said shares to the person or persons entitled thereto.

send to the transferee and the transferor notice of the refusal to register such transfer.3 Register of Mortgages etc. debenture stocks or other securities issued or to be issued by the Company shall be under the control of the Directors who may. BORROWINGS BY COMPANY Board‟s powers to borrow and conditions thereto: Subject to the provisions of Sections 58A. issue them upon such terms and conditions and in such manner for such consideration as they shall consider to be for the benefit of the Company. The Company shall have the power to keep in any state or country outside India a branch Register of Debenture-holders resident in that Sate or country. the general meeting (including an annual general meeting) cannot be held on the appointed day. subject to Article 17A and 18. as may be prescribed. 292 and 293 of the Act. Every member of the Company shall be entitled to attend. and shall cause the requirements of Sections 118. All general meetings other than annual general meetings shall be called extraordinary general meetings.two months from the date on which the instrument of transfer was lodged with the Company.4 Register and Index of Debentures holders The Company shall. to be subject to the control the Directors: Any bonds. provided that registration of a transfer shall not be refused on the ground only of the transferor being either alone or jointly with any other person or persons indebted to the Company on any account whatsoever except a lien on shares. if any time it issues debentures. debentures. 17. any general meeting which he attends on any part of the business which concerns him as Auditor. 125 and 127 to 144 (both inclusive) of the Act in that behalf to be duly complied with. if any. 17. If for any reason beyond the control of the Board. 18. Bonds. debentures etc. fit. and to the provisions of Articles 17A and 18. 17. to be kept The Board shall cause a proper Register to be kept in accordance with the provisions of Section 143 of the Act. keep a Register and Index of Debenture-holders in accordance with Section 152 of the Act.1 a. d. MEETINGS OF MEMBERS General Meetings: The Company shall in each year hold a general meeting as its Annual General Meeting in addition to any other meeting in that year. b. of all mortgages. 17. and in particular by the issue of bonds. either in person or by proxy and the Auditor of the Company shall have the right to attend. the Board shall have power to postpone the general meeting of which a notice shall be given to the members through advertisement in at least two newspapers. shall apply with respect to meetings of any class of members or debenture holders of the Company in like manner as with respect to general meetings of the Company. and to be heard at. c. of which one shall be in the language of the region in which the Registered office of the company is situated. 17.2.4. Sections 171 to 186 of the Act with such adaptation and modifications. the Directors may borrow or raise and secure the payment of such sum(s) in such manner and upon such terms and conditions in all respects as they think. 18.4. debentures and charges specifically affecting the property of the Company. 288 .1. debentures or debenture stocks or other securities or any mortgage or pledge charge or other security on the undertaking of the whole or any part of the property of the company (both present and future) including its uncalled capital for the time being.

Quorum: The quorum for a general meeting of the Company shall be as prescribed under the Companies Act. a quorum is not present within half an hour from the time appointed for holding the meeting. The Chairman of the Board of Directors. a.7.4. be treated as having been passed on the date on which it was in fact passed and shall not be deemed to have been passed on any earlier date. Absence of quorum and its consequences: If within half an hour from the time appointed for holding a meeting of the Company. No business shall be transacted at any general meeting unless the requisite quorum be present at the commencement of the business. e.2. Extra-ordinary General Meetings: The Board may. b. the members present shall choose one of themselves to be the Chairman for the meeting. the members present shall form the quorum.5. If there be no Chairman or Vice-Chairman or if at any meeting he shall not be present within fifteen (15) minutes after the time appointed for holding such meeting or is unwilling to act. a quorum is not present. c. the resolution shall. the Directors present may choose one of themselves to be the Chairman and in default of their doing so. if any. if called upon by requisition of members. Transaction at adjourned general meeting and notice of adjourned meeting in special cases: No business shall be transacted at any adjourned meeting other than the business which might have been transacted at the meeting from which the adjournment took place. at the same time and place or to such other day and at such other time and place. as the Board may determine. Where a resolution is passed at an adjourned meeting of the Company. the Chairman may adjourn the meeting provided that such an adjournment shall not be for a longer period than the Chairman considers necessary to bring order at the meeting and the Chairman communicates his decision to those present in so far as it is possible.3. Chairman of general Meetings No business shall be discussed or transacted at any general meeting except the election of Chairman whilst the Chair is vacant.18. call an extraordinary general meeting and it shall do so including upon a requisition in writing by any member or members holding in the aggregate not less than the amount prescribed under the Act out of the paid-up capital as at that date carries the right of voting in regard to the matter in respect of which the requisition has been made. with the consent of a meeting at which a quorum is present and if so directed by the meeting. a. 1956 or any other law for the time being in force. in the event of disorder at a validly convened meeting. the members present shall choose one of the Directors to be the Chairman and if no Directors be present or be willing to take the chair.6. for all purposes. c. a. shall be entitled to take the Chair at every general meeting. and in his absence the Vice-Chairman. 18. If at the adjourned general meeting. Chairman‟s power to adjourn meetings in the event of disorders in meetings: Notwithstanding the provision as above. The Chairman may. whenever it thinks fit. d. if any. 289 . 18. the meeting shall stand adjourned to the same day in the next week. adjourn any meeting from time to time and from place to place. the meeting. 18. In any other case. shall stand dissolved. b. 18. 18. d.

provided that no intimation in writing of the death or insanity. any right of lien. Proxy : An instrument of proxy shall be delivered/deposited at the registered office of the company not less than 48 hours prior to commencement of the general meeting or such lesser time as may be decided by the Board of directors. 19. 19. VOTES OF MEMBERS Members in arrears not entitled to vote: No member shall be entitled to vote either personally or by proxy at any general meeting or meetings of a class of shareholders either upon a show of hands or upon a poll in respect of any shares registered in his name in which any calls or other sums presently payable by him. 19. Right of a member to use his vote differently: On a poll taken at a meeting of the Company a member or other person entitled to vote for him as the case may be. 19.3. need not. 19. Appointment of proxy: A member of the Company is entitled to attend and vote at the meeting also entitled to appoint any other persons (whether a member or not) as his proxy to vote and attend instead of himself in accordance with the provisions of the Act and upon filing of a proxy in the usual common form provided in the Act or the Rules made thereunder. use all his votes or cast in the same way. Special notice: Where by any provision contained in the Act or in these Articles special notice is required for any resolution. 19. Reckoning of votes: The voting rights attached to each Equity Share shall be the same. have not been paid or in regard to which the Company has.8.5. speak and vote: Subject to the provisions for exercise of any voting right when there are calls in arrears. 19. Validity of votes given by proxy notwithstanding death or insanity of members: A vote given in accordance with the terms of an instrument of proxy shall be valid notwithstanding the previous death or insanity of the principal. revocation or transfer shall have been received at the Office before the meeting/adjourned meeting as the case may be. and without prejudice to any special privileges or restrictions as to voting for the time being attached to any class of shares forming part of the capital of the Company.2.b. if he votes. every member not disqualified shall be entitled to be present and to speak and vote at such meeting.6. Proxy to vote only on a poll: A Proxy shall be entitled to vote only on a poll. Every member is entitled to be present. When a meeting is adjourned for thirty days or more. 19. notice of the intention to move the resolution shall be given to the Company not less than 290 .4. The executed date of proxy form shall not be older than the notice of the meeting of that General Meeting. 19.7. or has exercised.1. notice of the adjourned meeting shall be given as in the case of the original meeting.9. all the votes he uses. 19. or the revocation of the proxy or of the authority under which the proxy was executed or the transfer of the share in respect of which the proxy is given.

2. appoint additional directors who shall hold office until the next annual general meeting of the Company. 20. Minutes of the proceedings of meeting: Minutes of the proceedings of the all General Meetings. if requested by any Director (other than an Alternate Director) appoint any individual to act as his alternate during the absence of such Director from the state in which meetings of the Board are ordinarily held for the period prescribed under the Act. provided that the Directors receive written notice of the time and place of such meeting.1. Meetings: The Board of Directors shall meet once every quarter and at such other times as may be necessary for the conduct of the business of the Company. waive in writing. Mr B. Subject to any restrictions imposed by law. 20. the requirements for notice before. no written resolution shall be deemed to have been duly adopted by the Board. except matters which by Applicable Law may only be acted upon at a meeting. unless such written resolution shall have been approved in accordance with the provisions of these Articles. 2. whichever is higher. DIRECTORS AND BOARD OF DIRECTORS First directors: The first directors of the Company shall be: 1.3. Ravichandran 20. Quorum: The quorum for a Board meeting shall be 1/3rd of the board strength or 2 (Two) Directors. and attendance by a Director at a meeting without objection by a Director shall be deemed a waiver of such notice requirement.4. 20. at or after a meeting.5. Baljit Kaur. shall give them notice thereof either by advertisement in a newspaper having an appropriate circulation or in any other mode allowed by these presents not less than seven days before the meeting. Any meeting to be held on less than ten (7) Days advance notice shall require the unanimous consent or waiver of the Board. or in any other legally permissible manner.fourteen days before the meeting at which it is to be moved exclusive of the day on which the notice is served or deemed to be served and the day of the meeting. Board Meetings including all committee Meetings shall be recorded and maintained at the registered office of the company or at such place as may be determined by the Board of Directors. Additional Director: The Board of Directors may in accordance with the provisions of the Act and these Articles.6.10. Alternate Director: The Board may. 20. or if that is not practicable. The original Director in whose place such alternate Director is to be appointed shall recommend the alternate Director to the Board and the Board shall act upon the recommendation of such original Director. give its members notice of the resolution in the same manner as it gives notice of the meeting. Circular Resolutions: The Board may act by written resolution. and 3. 291 . acting unanimously. Directors may. Mrs. on any matter. 19. The Company shall immediately after the notice of the intention to move any such resolution has been received by it. Mr Balvinder Singh. 20. at least 7(seven) Days prior to such meeting. 20.

the Board may appoint and. c. engineers. b. Remuneration of directors: a.7. workmen. Subject to the provisions of sections 198. including an Audit Committee and a Remuneration/Compensation Committee. or for services of professional or other nature rendered by him as may be determined by the Board. The fee payable to a director (including a managing or whole time director. remove or suspend such officers. 310. in the Company‟s business or for any of the provisions of the Act. clerks. to the Company. If at any meeting of the Board. fix either salaries or 20. Subject to the above. the Directors present may. The Chairman and the Vice Chairman of the Board of Directors of the Company shall be appointed from among the directors and such Chairman/Vice Chairman of the Board shall hold office until the period of office is determined by the Board. 309. for permanent. When the number of directors in office falls below the minimum fixed by the Act. by whatever designation called. from time to time. the Directors shall not act except in emergencies or for the purpose of filling up vacancies or for summoning a general meeting of the Company or for complying with any provision of law and so long as the number is below the minimum they may so act notwithstanding the absence of the necessary quorum. experts. 20. elect one from amongst their numbers to act as the Chairman for that meeting. If any director. 292 . notwithstanding that it shall afterwards be discovered that there was some defect in the appointment of such director or persons acting as aforesaid or that they or any of them were disqualified or that the appointment of any of them had been terminated by virtue of any provisions contained in the Act or these Articles. for filling vacancies or for summoning a general meeting of the Company or for complying with any provision of law and so long as the number is below the minimum they may so act notwithstanding the absence of the necessary quorum.13. 20. in accordance with the provisions of the Act.11. at their discretion. salesmen. be as valid as if every such person had been duly appointed and was qualified to be a director and had not vacated his office or his appointment had not been terminated. or otherwise. being willing. whole time or part time. The Chairman of a meeting shall have a second or casting vote.10. the Chairman is not present within fifteen minutes from the time appointed for holding the meeting. temporary or special services. Subject to the provisions contained in the Act and these Articles. if any) for attending a meeting of the Board or Committee thereof shall be such sum as the Board may from time to time determine within the limit prescribed by the Central Government pursuant to the provisions of the Act from time to time.12. managers. or by any person acting. Subject to the provisions of the Act. as a Director shall. agents. 20. as the Board may from time to time think fit and determine their duties. the Board shall have power to pay to such director such remuneration as may be determined by the Board. and in the case of the managing director. the Vice Chairman shall be the chairman of the meeting and if both of them are not present within fifteen minutes of the time appointed for the meeting the remaining directors may elect anyone of the other directors as the case may be. the Board shall have power to pay remuneration to a director for his service. solicitors. A director is not required to hold any qualification shares.20.8. Committees: The Board may constitute such committees of the Board. who shall preside as Chairman of the meeting. shall be called upon to perform extra services or make any special exertion. 20. 20. including a secretary to perform the duties under the Act. provided that nothing in this Article shall be deemed to give validity to acts done by a Director after his appointment has been shown to the Company to be invalid or to have terminated.9. 311 and 314 of the Act. legal advisers. a managing director or a director who is in the whole time employment of the Company may be paid remuneration either by way of a monthly payment or at a specified percentage of the net profits of the Company or partly by one way and partly by the other. with such composition and functions as may be determined by a majority of the Directors. and other servants or professionals. All acts done by the Board or by a Committee of the Board. subject to the provisions of these Articles.

which they may incur for or in connection with the business of the Company. including at least a majority of the Investor Directors. Directors and Officers Insurance: The Company shall obtain appropriate directors and officers insurance as may be determined by the Board. 20. including the power to sub delegate as the Board may think fit. purposes and upon such terms and conditions and with such restrictions as they may think expedient and from time to time revoke. alter. Managing Director or Wholetime Director shall subject to supervision.emoluments and delegate to or confer upon them such powers.4 21.8 21. The Managing Director or whole time Director shall subject to the supervision. vary all or any of such powers. 293 21.9 . They shall be entitled to appoint part time employees in connection with the management of the affairs of the Company and pay remuneration to such part time employees. if any. The Directors may from time to time resolve that there shall be either one or more Managing Directors or whole time Directors. In the event of any vacancy arising in the office of Managing Directors of whole time Director and the Directors resolve to increase the number of Managing Directors or Whole-time Directors the vacancy shall be filled up by the Board of Directors and the Managing Director or whole time Director so appointed shall hold the office for such period as the Board of Directors may fix subject to the approval of the Central Government. The Company shall also obtain suitable key man insurance policies for senior management as determined by the Board in consultation with the Investors. commission or participation in profits or partly in one way and partly in another) as the Company in General Meeting may from time to time determine. MANAGING DIRECTORS/WHOLE TIME DIRECTORS 21. The Managing Director or whole time Director shall be entitled to charge and be paid for all actual expenses. Any Equity Shares issued to the Founder under the Stock Option Plan shall be subject to the terms and conditions of these Articles.3 21. The Managing Directors or whole time Directors may exercise all the powers entrusted to them by the Board of Directors in accordance with the Board‟s Direction.15. control and directions of the Board have the management of the whole of the business of the Company and all of its affairs and shall exercise all powers and perform all duties in relation to the Management of the affairs and transactions of the Company except such powers and such duties as are required by law or by these presents to be exercised or done by the company in General Meeting or by the Board of Directors and also subject to such conditions or restrictions. Stock Option Plan Any modification to the Stock Option Plan and/or the ESPS as well as any new grant of options or shares (as the case may be) there under shall require the approval of the Board of Directors. 21. Subject to the provisions of the Act and subject such sanction of the Central Government as may be required for the purpose. 20. or by these presents. the Managing Director or whole time Directors shall receive such remuneration (whether by way of salary. The Managing Director shall not be liable to retirement by rotation as long as he holds office as Managing Director. If a Managing Director or whole time Director ceases to hold office as Director he shall IPSO FACTO and immediately cease to be a Managing Director or whole time Director.5 21. imposed by the Companies Act. withdraw.14.2 21. exercise such powers as are exercisable under these presents by the Board of Directors as they may think fit and confer such powers for such time and to be exercised for such object.7 21.1 The Board may from time to time with such sanction of the Central Government as may be required by law appoint one or more of their body to the office of Managing Director or Whole-time Directors. control and direction of the Board and subject to the provisions of the Act.6 21.

Provided that in exercising any power or doing any such act or thing.1 Without prejudice to the generality of the foregoing. debentures or other securities of the Company. c) At their discretion. who may exercise all such powers of the Company. d) To engage and in their discretion to remove. by mortgage on all or any of the Company or in such other manner as they think fit. bonds. improvements Trusts or other Corporate bodies and to execute transfer deeds for transferring stocks shares or stock certificates of the Govt. 294 . on such terms and conditions as shall agreed. The Board may from time to time revoke. f) To secure the fulfillment of any contracts or agreements entered into by the Company. as are authorised by the Act or any statutory modifications thereof for the time being in force except those by these presents are required to be exercised by the Company in General Meeting. POWERS & DUTIES OF DIRECTORS The business of the Company shall be managed by the Board of Directors. any prior. a surrender of his shares of stock or any part thereof. subject to the provisions of law in that behalf. it is hereby expressly declared that the Directors shall have the following powers. remuneration or otherwise as may be required and security in such instances and to such amounts as the Directors think fit. discount negotiate and discharge on behalf of the Company all bills of exchange.10 Without prejudice to the generality of the foregoing and subject to supervision and control of the Board of Directors the business of the company shall be carried on by the Managing Director or whole time Director and he shall have and exercise all the powers set out in Article 116 except those which are by law or by these presents or by any resolution of the Board required to be done by the Company in General Meeting or by the Board. e) Subject to the provisions of Sections 100 to 105 to accept from any member. 22. rights or privileges acquired by or services rendered to the Company. that is to say: a) To carry on and transact the several kinds of business specified in Clause III of the Memorandum of Association of the Company. the Board shall be subjected to the provisions contained in that behalf in the Act or any other provision of Law or the Memorandum of Association of the Company or these Articles or in any regulation not inconsistent therewith and duly made thereunder including regulations made in General Meeting but no regulation made by the Company in General Meeting shall invalidate any prior act of the Board which would have been valid if that regulation had not been made. Local bodies. debentures. cashier. and other local or corporate bodies in connection with any subject of the Company. drafts. accountants.21. and such shares may be issued either as fully paid up or with such amount credited as paid up thereon as may be agreed upon. b) To draw. railway receipts. promissory notes. dismiss and remunerate banker. debentures or debenture stocks of Corporation. other Government instruments. or other securities may be either specifically charged upon all or any of the property of the Company or not so charged. suspend. either wholly or partially in cash or in shares bonds. withdraw. 21. alter or vary all or any of the powers conferred on the Managing Director or whole time director by the Board or by these presents. dock warrants. agents dealer‟s brokers. legal advisers. endorse. and any such bonds. The Board may from time to time delegate to the Managing Director or whole time directors such of their powers and subject such limitations and conditions as they may deem fit. delivery order Government promissory notes. men servants. employees of every description and to employ such professional or technical or skilled assistants as from time to time may in their option be necessary or advisable in the interest of the Company and upon such terms as to durations of employment.11 22. hundies. Port trusts. to pay for any property. accept.

authorities and discretion not exceeding those vested in or exercisable by the Board under these Articles and for such period and subject to such conditions as the board may from time to time think fit. bonus. deeds and documents. or otherwise in favour of any body or persons. defend. authorities and discretions for the time being vested in it. releases. suits and legal proceeding by or against the Company or its officers or otherwise concerning the affairs of the Company and also to compound or compromise or submit to arbitration the same actions. m) To give to any person employed by the Company commission on the profits. Subject to the provisions of Section 292 of the Act. suits and legal proceedings.4 22. vary and repeal bye-laws for the regulation of the business of the Company. i) To determine who shall be entitled to sign on the Company‟s behalf bills of exchange promissory notes. deeds and things in the name and on behalf of the Company as they may consider expedient for or in relation to any of the matters aforesaid or otherwise for the purpose of the Company. presents and gifts to employees or dependants of any deceased employees to charitable institutions or purposes. authorities and descriptions for the time being vested in the Board and any such delegations may be made on such terms and subject to such conditions as the Board may think fit.g) To institute. h) To make and give receipts. be made in favour of the members or any of the members of any firm or Company.\ The Board may appoint at any time and from time to time a power of attorney under the Company‟s seal for any person to be attorney of the Company to such purposes and with such powers. or a share in the general profits of the Company. and any such appointment may if the Board thinks fit. k) To invest and deal with any money of the Company not immediately required for the purpose of the business of the Company upon such securities as they think fit. its officers and servants.3. and such commission. p) To pay gratuities. and execute and do all such acts. contracts. compound or abandon any actions. dividend warrants. The Board may authorize any such delegatee or attorney as aforesaid to sub-delegate all or any of the powers. l) To execute in the name and on behalf of the Company in favour of any Director or other person who may incur or be about to incur any personal liability for the Company‟s property (present and future) as they think fit. 22. rewards.2. conduct. receipt. acceptance endorsements. j) From time to time to regulate the affairs of the company in such manner as they think fit and in particular to appoint any person to be the attorneys or agents for the Company either abroad or in India with such terms as may be thought fit. to subscribe for provident funds and other associations for the benefit of the employees. to make. or share of profits shall be treated as part of the working expenses of the Company. the Board may delegate from time to time and at any time to a committee formed out of the directors all or any of the powers. and other provisions of the Act. o) To enter into all such negotiations and contracts and to rescind and vary all such contracts.5 295 . 22. nominated directly by the Board and any such power of attorney may contain such provision for the protection convenience of persons dealing with such attorney as the Board may think fit. n) From time to time. releases and other discharges or money payable to the Company and for the claims and demands of the Company. cheques and other negotiable instruments. The Board shall duly comply with the provisions of the Act and in particular with the provisions in regard to the registration of the particulars of the mortgages and charges effecting the Company or created by it and to keeping a Register of the Directors and or sending to the Registrar an annual list of members and a summary of particulars of shares and stock and copies of special resolutions and other 22. or any particular business or transactions.

the Board may delegate all or any of their powers to any Directors jointly or severally or to any one Director at their discretion. The Board may appoint such person as the Secretary possessing the prescribed qualifications under the company law and fit in their opinion for the said office for such period and on such terms and conditions as regards remuneration and otherwise as they may determine. 22. assets or revenue of the Company present or future including its uncalled capital by special assignment or otherwise or to transfer or convey the same absolutely or in trust and to give the lenders powers of sale and other powers as may be expedient and to purchase.13. the Directors may from time to time. Subject to provisions of Section 292.12. The Secretary shall have such powers and duties as may. The Chairman of the meeting may exclude at his absolute discretion such of the matters as are or could reasonably be regarded as defamatory of any person. irrelevant or immaterial to the proceeding or detrimental to the interests of the Company. bonds or other securities may be made assignable free from any equities between the Company and the person to whom the same may be issued. within the limits prescribed. Subject to the provisions of the above clause. The Board of Directors may from time to time but with such consent of the Company in General Meeting as may be required under Section 293 raise any moneys or sums of money for the purpose of the Company provided that the moneys to be borrowed by the Company apart from temporary loans obtained from the Company‟s bankers in the ordinary course of business shall not. 22. redeem or pay off any such securities. pledge or charge.14 296 . 22. 22. or by such other means as to them may seem expedient. and in particular. The Board may delegate by passing a resolution. perpetual or redeemable debentures or debenture stock of the Company (both present and future) including its uncalled capital for the time being. Such debentures. 22. at their discretion. by promissory notes or by opening current account or by receiving deposits and advances with or without security or by the issue of bonds. buildings goods or other properties and securities of the Company.7 22. the above power to borrow money otherwise than on debentures to a Committee of Directors or the Managing Director. mortgage. perpetual or otherwise including debentures convertible into shares of this or any other company or perpetual annuities and in security of any money so borrowed. raised or received.6 The Board of Directors shall comply with the requirement of Sections 193 of the Act. and a copy of the Register of Directors and notification of any changes therein. 22. Provided that every resolution passed by the Company in general meeting in relation to the exercise of the power to borrow as stated above shall specify the total amount upto which moneys may be borrowed by the Board of Directors.9. debenture stock. in respect of keeping of the minutes of all proceedings of every general meeting and of every meeting of the Board or any Committee of the Board. raise or borrow or secure the payment of any sum of money for the purpose of the Company at such time and in such manner and upon such terms and conditions in all respects as they think fit. be delegated to or entrusted to him by the Directors. from time to time. without the consent of the Company at a General Meeting. but subject to the provisions of Section 292 of the Act the Board may from time to time at their discretion raise or borrow or secure the payment of any such sum of money for the purpose of the Company by the issue of debentures.resolutions of the Board as are required to be filed with the Registrar under Section 192 of the Act.10. the whole or any part of the property. that is to say reserves not set apart for any specific purpose and in particular. exceed the aggregate of the paid-up capital of the Company and its free reserves.8 22. Any branch or kind of business which by the Memorandum of Association of the Company or these presents is expressly or by implication authorized to be undertaken by the Company may be undertaken by the Board at such time or times as they shall think fit and further may be suffered by them to be in abeyance whether such branch or kind of business may have been actually commenced or not so long as the Board may deem it expedient not to commence or proceed with such branch or kind of business. or by mortgaging or charging or pledging any lands. 22.11.

Loan/Loan stocks. 22. Any such debentures. . the powers specified in sub-clauses(c). by way of indemnity to secure the Directors or other persons so becoming liable as aforesaid from any loss in respect of such liability. for use in any territory.15.(d) and (e) above. Every resolution delegating the power referred to in sub-clause (d) above shall specify the total amount upto which the funds may be invested and the nature of the investment which may be made by the delegate. bonds or other securities conferring the right to allotment or conversion into shares or the option or right to call for allotment of shares shall not be issued except with the sanction of the Company in General Meeting.18. with a right of conversion into or allotment of shares shall be issued only with the sanction of the Company in General Meeting.2. The Common Seal of the Company shall be used by or under the authority of the Directors or a Committee of the Board of Directors authorized by it in that behalf in the presence of at least one director or a constituted attorney of the Company or the secretary or any other person or persons 297 22.16. The Directors shall cause a proper register to be kept in accordance with the Act. drawings. c) Power to borrow moneys otherwise than on debentures.21 22. the Board may execute or cause to be executed any mortgage charge or security over or affecting the whole or any part of the assets of the Company. 23. outside India.19. Every resolution delegating the power set out in sub-clause(e) above shall specify the total amount up to which money may be borrowed by the said delegate. debenture stocks. debenture stock. in regard to the registration of mortgage and charges therein specified. 22. Every resolution delegating the power referred to in sub-clause(e) above shall specify the total amount upon which the loans may be made by the delegate. the purpose for which the loans may be made by the delegate. 23. e) Power to make Loans. SEAL The Board shall provide a Common Seal for the purposes of the Company. subject to such prior charge and shall not be entitled by notice to the shareholders or otherwise to obtain priority over such prior charge. premium or otherwise and with any special privileges as to redemption. 22. b) Power to issue debentures.22.17. bonds or other securities may be issued at a discount. and shall have power from time to time to destroy the same and substitute a new Seal in lieu thereof. a) Power to make calls on share holders in respect of moneys unpaid on their shares. 23. The Company shall also be at liberty to have an Official Seal in accordance with Section 50 of the Act. d) Power to invest the funds of the Company. 22. Debenture/Debenture Stocks.20 The Board of Directors may by a meeting resolve to delegate to any Committee of the Directors or Managing Director. If the Director or any other persons shall become personally liable for the payment of any sum primarily due from the Company.3. The Board of Directors shall exercise the following powers on behalf of the Company and said powers shall be exercised only by resolution passed at the meeting of the Board. and the maximum amount of loans which may be made for each such purpose in individual cases.1. and the Board shall provide for the safe custody of the Seal for the time being and the Seal shall never be used except by the authority of the Board or a Committee of the Board previously given. allotments of shares of the Company appointment of Director or otherwise. of all mortgages and charges specially affecting the property of the Company and shall duly comply with the requirements of the Act. district or place. Where any uncalled capital of the Company is charged.23 23. bonds or other securities. Debentures. surrender. all persons taking any subsequent charge thereon shall take the same. 22.22 22.

24. 24. Where capital is paid on any share in advance of calls.3 24. if any. without setting them aside as reserve. 24. Any one or two or more joint holders of a share may give effectual receipt for any dividends. before recommending any dividends set aside out of the profits of the Company such sums as its thinks proper as a reserve or reserves which shall at the discretion of the Board. in respect of unclaimed dividends. No unclaimed dividend shall be forfeited by the Board unless the claim thereto becomes barred by law and the Company shall comply with all the provisions of Section 205-A of the Act.2 24. 24.1 The profits of the Company to any special rights relating thereto created or authorized to be created by these presents and subject to the provisions of the presents.5 24.13 24. No dividend shall bear interest against the Company. Notice of any dividend that may have been declared shall be given to the persons entitled to share thereto in the manner mentioned in the Act. The Board may from time to time pay to the members such interim dividends as appear to them to be justified by the profits of the Company. 24. such capital shall not whilst carrying interest. The Board may.14. confer a right to participate in profits. No dividend shall be payable except out of the profits except as provided by Section 205 of the Act. DISTRIBUTION OF PROFITS 24. 24.9 24. The Company in General Meeting may declare dividend but no dividend shall exceed the amount recommended by the Board. be applicable for any purpose to which the profits of the Company may be properly applied.7 24. Every such cheque or warrant shall be made payable to the order of the person to whom it is sent. upon the footing that the same shall carry interest.8.6 24.authorized by the Board or a Committee thereof who shall sign every instrument to which the seal is affixed. including provisions for meeting contingencies or for equalising dividends and pending such application may at the like discretion either be employed in the business of the Company or as the Board may from time to time think fit. shall be divisible among the members in proportion to the amount of capital paid up on the shares held by them respectively.10 24. Any General Meeting declaring a dividend or bonus may make a call on the members of such amounts as the meeting fixes but so that the call on each member shall not exceed the dividend payable to him and so that the call be made payable at the same time as the dividend and the dividend may. if so arranged between the Company and the members be set off against the call. presently payable by him to the Company on account of calls and otherwise in relation to the shares of the Company. The Board may deduct from any dividend payable to any members all sums of money. bonuses or other moneys payable in respect of such shares.11.15 298 . as to the reserve fund.12. Every such cheque or warrant shall be posted within thirty days from the date of declaration of dividend. The Board may also carry forward any profits when it may think prudent not to divide. Any dividend interest or other moneys payable in cash in respect of shares may be paid by cheque or warrant sent through post direct to registered address of the holder or in the case of joint holders to the registered address of that one of the joint holders who is first named on the register of members or to such person and to such address as the holder or joint holders may in writing direct.4 24.

and b) generally do all acts and things required to give effect thereto.16 Where dividend has been declared by the Company but has not been paid or the warrant in respect thereof has not been posted within thirty days from the date of declaration to any share holder entitled for the payment of dividend the Company shall within 7 days from the date of expiry of the said period of 30 days. 25.1 The members of the Company in General Meeting by passing ordinary resolution may on the recommendation of the Board: a) capitalize any part of the amounts for the time being standing to the credit of the Company‟s reserve accounts or to the credit of the profit and loss accounts or dividend otherwise available for distribution: and b) That such some be accordingly set free for distribution in the manner specified in clause(2) amongst the members who would have been entitled thereto if distributed by way of such dividend and in the same proportion. transfer the total amount of dividend which remains unpaid or in relation to which no dividend warrant has been posted within the said period of thirty days to a special account to be opened by the Company in that behalf in any scheduled bank to be called Unpaid dividend Account. for the payment of by the Company on their behalf. 25.2 The sum aforesaid shall not be paid in cash but shall be applied subject to the provisions contained in clause(3) either in or towards: I) Paying up any amount for the time being unpaid on shares held by such members respectively. The Company shall when making any transfer under clause(2) to the Investor Education and Protection Fund Account of the Central Government any unpaid or unclaimed dividend furnish to such officer as the Central Government may appoint in this behalf.19. credit as fully paid up of any further shares or debentures of which they may be entitled upon such capitalization. or as the case may require. by the application thereto of their 25.3 299 .17 24. Any money transferred to the unpaid dividend account that remains unpaid or unclaimed for a period of 7 years from the date of such transfer shall be transferred by the Company to the Investor Education and Protection Fund Account of the Central Government but a claim to any money so transferred to the Investor Education and Protection Fund account may be preferred to the Central Government by the person to whom the money is due and shall be dealt with as if such transfer to the General Revenue Account had not been made the order if any for payment of the claim being treated as an order for refund or revenue.18 24. or III) Partly in the way specified in sub-clause (I) and partly in that specified in sub-clause (II) 1) Whenever such a resolution as aforesaid shall have been passed the Board shall: a) make all appropriations and applications of the undistributed profits to be capitalised thereby and issue of fully paid shares or debentures. CAPITALISATION OF PROFITS 25. if any. in the case of shares becoming distributable in fraction. Any transfer of shares shall pass the right to any dividend declared thereon before the registration of the transfer.24. on behalf of all the members entitled thereto. 24. 2) The Board shall have full powers: a) to make such provisions by the issue of fractional certificates or by payment in cash or otherwise as it thinks fit.issued shares of be Company to the allotted and distributed credited as fully paid up to and amongst such members in the proportion aforesaid. a statement in the prescribed form setting forth in respect of all sums included in such transfer the nature of the sums the names and the last known addresses of the persons entitled to receive the sum the amount to which such person is entitled and the nature of his claim thereto of and such other particulars as may be prescribed. and also b) to authorise any person to enter. II) Paying up in full un. into an agreement with the Company providing for the allotment to them respectively.

300 26.6 26. The books and records of the Company shall be maintained in accordance with generally accepted accounting principles in India. every balance sheet and Profit and Loss Account of the Company shall be in the forms set out in Para I and 11 respectively of Schedule VI of the Act.8 26.3 26. proper books of account relating to the transactions effected at that office shall be kept at the office and proper summarized returns made upto date at intervals of not more than three months. NOTICES Books and Records. All the aforesaid books shall give a fair and true view of the affairs of the Company or of its Branch Office as the case may be with respect to the matters aforesaid and explain its transaction. The books and records shall be maintained at the Company‟s principal office and all such books and records shall be available to any Investor for inspection at such location. Every Balance Sheet and every Profits & Loss Account of the Company shall be signed by the Secretary.respective proportions of the profits resolved to be capitalized of the amounts or any part of the amounts remaining unpaid on their existing shares. REPORTS.10 .9 26. the Company shall conform to Section 212 and other applicable provisions of the Act. Provided that when only one Director is for the time being in India the Balance Sheet and Profit & Loss Account shall be signed by such Director and in such a case there shall be attached to the Balance Sheet and the Profit & Loss Account a statement signed by him explaining the reason of noncompliance with the provisions of sub-clause. 26. and by not less than two Directors of the Company one of whom shall be the Managing Director.1 BOOKS OF ACCOUNTS AND DOCUMENTS. So long as the Company is a holding Company having a subsidiary. or as near thereto as circumstances admit.5 26. RECORDS. 26. if any. 2 The Board of Directors shall cause true accounts to be kept of all sums of money received and expended by the Company and the matters in respect of which such receipts and expenditure takes place of all sales and purchases of goods by the Company and of the assets credits and liabilities of the Company. The Books of account shall be kept at the Registered Office or at such other place in India as the Directors think fit. Subject to the provisions of Section 211 of the Act. 3) Any agreement made under such authority shall be effective and binding on all such members.7 26.4 26. The method of accounting and the accounting policies of the Company shall be consistently applied. 26. shall be sent by Branch office to the Company at its registered office or to such other place in India as the Board thinks fit where the main books of the Company are kept. The Board of Directors shall keep before each annual general meeting a profit and loss account for the financial year of the Company and a balance sheet made up as at the end of the financial year which shall not precede the day of the meeting by more than six months or such extended period as shall have been granted by the Registrar under the provisions of the Act. The Board of Directors shall from time to time determine whether and to what extent and at what time and place and under what conditions or regulation the Accounts and books and documents of the Company or any of them shall be open to the inspection of the members and no member (not being a Director) shall have any right of inspecting any Account or books of account or documents of the Company except as conferred by statute or authorized by the Directors or by a resolution of the Company in General Meeting. at such Investor‟s sole cost and expense during normal business hours on at least twenty-four (24) hours prior notice. In connection therewith. each Investor (and its agents and representatives) shall have the unfettered right to meet and consult with any and all employees of the Company. If the Company establishes any branch office whether in or outside the country.

The Board shall also give the fullest information and explanation in its report in cases falling under the provision to Section 222 in an addendum to that report on every reservation.2 29. 29. 26.13 Every Balance Sheet laid before the Company in Annual General Meeting shall have attached to it a report by the Board of Directors with a report to the state of Company‟s affairs. The report shall. The statement shall also indicate whether any such employee is a relative of any Director or Manager of the company and if so. SERVICE OF DOCUMENTS AND NOTICES Service of document or notice to a member: 301 28. The Board‟s report shall also include a statement showing the name of every employee of the Company who if employed throughout the financial year was in receipt of remuneration for that year which in the aggregate was not less of remuneration for any part of that year at a rate which in the aggregate was not less than such amount as may be prescribed under section 217-2A of the Companies Act. The Board shall have the right to charge any person being a Director with the duty of seeing that the provisions of sub-clause) to (3) of this article are complied with. 1956 from time to time. The Company shall comply with the requirement of Section 219 of the Act.15 26.1 The Company shall make the requisite Annual Return in accordance with the Sections 159 and 162 of the Act.16 26. qualification or adverse remark contained in the Auditor‟s Report. so for as it is material for the appreciation or the state of the Company‟s affairs by its members deal with any changes which have occurred during financial year in the nature to the Company‟s business or in the Company‟s subsidiaries or in the nature of business in which the company has an interest. affecting the financial position of the Company which have occurred between the end of financial year of the Company to which the Balance Sheet relates and the date of the report. The Boards‟ Report and addendum (if any) thereto shall be signed by its Chairman.17 26. rights remuneration and duties of the Auditors shall be regulated by Sections 224 to 233 of the Act. which if recommends to be paid by way of dividend.12 26. if he is authorised in that behalf by the Board and where he is not so authorised shall be signed by such number of Directors as are required to sign the Balance Sheet and the Profit & Loss Account of the Company by virtue of sub-clause (1) and (2) of the Article 100.1 28. material charges and commitment if any. the names of such Director and such other particulars prescribed. The Profit & Loss Account and the auditors report shall be attached there to every balance sheet of the Company and shall be laid before the members of the Company. All matters of Appointment. 26. ANNUAL RETURNS 27.14 26.1 . powers. which it proposes to carry to any reserves in such Balance Sheet and the amount if any.18 26.26.19 27. 28. AUDIT Once at least in every year the books of account of the Company shall be examined by one or more Auditor or Auditors.11 The Balance Sheet and every Profits & Loss Account shall be approved by the Board of Directors before they are signed on behalf of the Board in accordance with the provisions of this Article and before they are submitted to the Auditors for their report thereon. the amounts if any.

6 Service on personal representatives etc.: A document or notice may be served or given by the Company to the persons entitled to a share in consequence of the death or insolvency of a member by sending it though the post as a prepaid letter addressed to them by name or by the title or representatives of the deceased. (b) every person entitled to a share in consequence of the death or insolvency of member (c) every director and (d) the or Auditor or Auditors for the time being of the Company. if any. or (until such an address has been so supplied) by serving the document of notice in any manner in which the same might have been given if the death or insolvency had not occurred. shall be bound by every document or notice in respect of such share. pre-paying and posting a letter containing the document or notice. at the expiration of forty eight (48) hours after the letter containing the document or notice is posted and in any other case. 29. 29. particularly the weekly or monthly meeting of its borrowers wherein the members could participate. of the insolvent or by any like description. if any.2 Service by post or personal meeting: Where a document or notice is sent by post. 29. at the time at which the letter would be delivered in the course of post. service of the document or notice shall be deemed to be effected by properly addressing.3 The members of the company may also be served in its meeting relating to the business. in India supplied for the purpose by the persons claiming to be entitled. 29. by operation of law. which previously to his name address being entered on the register of members shall have duly served on or given to the person from whom he derives his title to such shares. In addition notices shall also be served on members by issuing a notice thereof to the address provided by the member outside India. 29. transfer or other means whatsoever. affixation in the meeting place and making it known by the company officials would be treated as proper service through these articles. service of the document or notice shall not be deemed to be effected unless it is sent in the manner intimated by the member and. shall become entitled to any share. in India supplied by him to the Company for serving documents or notices on him or by email if provided and agreed by the member. Reading the notice. such service shall be deemed to have been effected in the case of a notice of a meeting. .8 Members bound by document of notices served on or given to previous holders: Every person who.9 Service of documents or notices on members: 302 . 29. 29.A document or notice may be served or given by the Company on any member either personally or by sending it by post to his registered address or (if he has no registered address in India) to the address. at the address.5 Service on joint holders: A document or notice may be served or given by the Company on or to the joint holders of a share by serving or giving the document or notice on or to the joint holder named first in the Register of Members in respect of the share.4 Specific mode of service if required by the members.7 Who are entitled to receive notices in the case of general meetings: Documents or notices of every general meeting shall be served or given in same manner hereinafter authorized on or to (a) every member. and when it is deemed to have been served: Where a member has intimated to the Company in advance that documents or notices should be sent to him under a certificate of posting or by registered post with the acknowledgement due and has deposited with the Company a sum sufficient to defray the expenses of doing so. or assignee. 29.

whole-time director. managing director. to pay all costs. Managing Director.1 INDEMNITY FOR DIRECTORS.Any document or notice to be served or given by the Company may be signed by a director or secretary or by some person duly authorized by the Board for such purpose and the signature thereto may be written. vest the whole or any part of such assets in trustees upon such trusts for the benefit of the contributories as the liquidator. manager. AUTHENTICATION OF DOCUMENTS Save as otherwise expressly provided in the Act or these Articles a document or proceeding requiring authentication by the Company may be signed by a Director. 29. manager. every director. the whole or any part of the assets of the company. with the sanction of a special resolution divide among the contributories in specie any part of the assets of the Company and may with the like sanction. officer or servant or in any way in the discharge of his duties. losses and expenses including travelling expenses which such director. 31. out of the funds of the Company. under supervision or compulsory) may. with the like sanction. shall think fit. manager. 31.1 WINDING UP If the Company is wound up. and the amount for which such indemnity is provided. in specie or kind. AND EMPLOYEES Directors and other officers not responsible for the acts of others: Subject to the provisions of section 201 of the Act.11 Accidental omission not to invalidate the meeting: Any accidental omission to give notice to. secretary and other officer or employee of the company shall be indemnified by the Company against. but so that no member shall be compelled to accept any share or other securities whereon there is any liability. with the sanction of a special resolution of the Company and any other sanction required by the Act. or the non-receipt of notice by any member or other persons to whom it should be given shall not invalidate the proceedings at the meeting. divide amongst the members. secretary. The liquidator on any winding up (whether voluntary. Subject as aforesaid. 303 . with the like sanction.10 Service on the company: All documents or notices to be served or given by members on or to the Company or any officer thereof shall be served or given by sending it to the Company or officer at the office by post under a certificate of posting or by registered post.3 33. secretary. the liquidator may. secretary and officer or employee may incur-or become liable to by reason of any contract entered into or act or deed done by him as such director. or other officer and employee of the Company shall be indemnified against any liability incurred by him in defending any proceedings. whether civil or criminal in which judgment is given in his favour or in which he is acquitted or discharged or in connection with any application under section 633 of the Act in which relief is given to him by the Court and the amount for which such indemnity is provided shall immediately attach as a lien or the property if the Company. The liquidator may. 33. printed or lithographed. 30. Managing director. shall immediately attach as a lien on the property of the Company and have priority between the members over all other calms.2 31. or by leaving it at the office 29. 31. vest any part of the assets of the Company in trustees upon such trust for the benefits of the contributories as the liquidators with the like sanction shall think fit. and it shall be the duty of the Directors. every director. INVESTORS. whether they shall consist of property of the same kind or not. manager. Manager or Secretary or an authorized officer of the Company and need not be under its seal.

whole-time director or other officer of the Company shall be liable for the acts. including any Group A Investor‟s Nominee Directors and Sandstone Nominee Directors or their respective Alternate Directors and each of their respective officers. expense. and (iii) in the case of the Investors only. cost. and each of their respective officers. or for joining in any receipt or other act for conformity. hold harmless and defend each Investor and the Founder. unless the same happens through his own dishonesty 33. receipt. liability or injury (including. or for any loss occasioned by any error of judgment or oversight on his part. any obligation to be performed by the Investors pursuant to any provision of Applicable Law. 304 .3 Exculpation: To the maximum extent permitted by Applicable Law. (iv) breach of any of the representations and warranties given by the Company in any Agreement executed between the Company and the Investors. officers or directors. award. with whom any moneys. Independent or Nominee Directors. “Losses”) suffered or sustained by them by reason of or arising out of (i) their activities on behalf of the Company or otherwise in furtherance of the interests of the Company. and reasonable attorneys‟ fees and other costs related thereto) (collectively. no director. shareholders and employees (each an “Indemnified Party”) from and against any and all loss.2 Indemnification by the Company: To the maximum extent permitted under Applicable Law. members. in connection with the offer and sale of the Equity Shares and / or CCPS and/or compliance with statutory or other requirements of stipulated by bodies. insolvency or tortuous act of any person. including SEBI and any applicable stock exchanges. company or corporation. directors. damage. (ii) their status as managers. no Founder. the Company shall indemnify. securities. bad faith or willful misconduct or an action or omission that was outside of the scope of the authority granted to such Person. or effects shall be entrusted or deposited. or for the insufficiency or deficiency of any security in or upon which any of the moneys of the Company shall be invested. directors. neglects or defaults of any other director or officer. settlement. or for any loss or expense happening to the Company through insufficiency or deficiency of title to any property acquired by order of the Directors for or on behalf of the Company.Subject to the provisions of section 201 of the Act. any judgment. claim. provided that the actions or omissions forming the basis of the Losses were not performed or omitted to be performed fraudulently or as a result of the willful misconduct by the Indemnified Party or as a result of the willful breach of this Agreement or the organizational agreements of the Company. or for any other loss or damage or misfortune whatever which shall happen in the execution of the duties of his office or in relation thereto. members. including Group A Investor‟s Nominee Directors and Sandstone Nominee Director or their respective Alternate Directors. unless such Losses arise out of such Person‟s fraud. the Directors. or for any loss or damage arising from the bankruptcy. managing director. shareholders and employees shall be liable to the Company for Losses arising out of or in connection with the operation of the business of the Company. 33.

Hyderabad. DOCUMENTS FOR INSPECTION 1. Underwriting Agreement dated [●] between the Company and the Syndicate. may be inspected at the Registered Office of our Company from 11:00 am to 5:00 pm on all Working days from the date of this Draft Red Herring Prospectus until the Bid/Issue Closing date. 8. for registration and also the documents for inspection referred to hereunder. as amended from time to time including Certificate of Incorporation dated January 03. 2011 on the Tax Benefits available to the Company and its shareholders. 2011 entered into between the Company and the Book Running Lead Manager. 6. 2010 entered into between Bigshare Services Private Limited and the Company to act as the Registrar to the Issue. BRLM and the Syndicate Members. Auditor. to include their names in the Draft Red Herring Prospectus to act in their respective capacities. Legal Advisor to the Issue. 4. Escrow Agreement dated [●] between the Company. Issue Agreement dated June 11. Andhra Pradesh. 2008. Memorandum of Understanding dated November 09. Annual Reports of the Company for the FY 2010. Andhra Pradesh. Karumanchi & Associates. 2011 regarding Restated Financial Statements of the Company for Fiscals 2007. Company Secretary and Compliance Officer. 4. BRLM to the Issue. M/s. 2010 and for the nine months period ended December 31.SECTION X: OTHER INFORMATION MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION The following contracts (not being contracts entered into in the ordinary course of business carried on by our Company or contracts entered into more than two years before the date of this Draft Red Herring Prospectus) which are or may be deemed material have been entered or to be entered into by our Company. Report of the Auditors M/s Karumanchi & Associates. Registrar to the Issue and Escrow Bankers. copies of which have been attached to the copy of the Draft Red Herring Prospectus have been delivered to the Registrar of Companies. Report of our Statutory Auditor dated May 25. Chartered Accountants for inclusion of their report on accounts and tax benefits in the form and context in which they appear in the Draft Red Herring Prospectus. 3. Certified true copy of the Resolution passed at the meeting of the Board of Directors held on April 01. 2011 to SEBI from BOB Capital Markets Limited. 7. Chartered Accountants dated May 25. 10. 1956 at the Extraordinary General Meeting dated April 30. 2011 approving the Issue. 2007 and Certificate of Commencement of Business dated January 10. MATERIAL CONTRACTS 1. 2. Certified true copy of the Resolution passed u/s. 2009. Statutory Auditors Certificate dated June 07. 5. 3. 2009. 5. Syndicate Agreement dated [●] amongst the Company. 81(1A) of the Companies Act. 2011 approving the Issue. Certified true copy of Due Diligence Certificate dated June 22. 2. 2010. 2007 issued by the Registrar of Companies. 2008 and 2007. BRLM. Hyderabad. Consent of the Auditors. Bankers to the Company. Syndicate Members. Certified true copy of Memorandum and Articles of Association. Consents of all Directors. Bankers to the Issue. 2011 regarding Sources and Deployment of Funds. Registrar to the Issue. 9. 305 . These contracts.

Tripartite agreement dated January 21. In-principle listing approvals from BSE and NSE dated [●] and [●] respectively. Certified copy of resolution of Board of Directors dated June 23. 2010 re-appointing Managing Director. 16. 14. 18. 15. Shareholders Resolution dated September 30. disclosed in the DRHP. 2010 re-appointing Whole-time Director. 2011 amongst the Company.11. 12. 2011 approving the Draft Red Herring Prospectus. Bigshare Services Pvt. Limited and CDSL. 17. Tripartite agreement dated April 15. Consent from [●] for inclusion of their name in the Draft Red Herring Prospectus as IPO Grading Agency and for inclusion of their report in the form and context in which they appear in the Red Herring Prospectus and the Prospectus. 13. Shareholders Resolution dated September 30. Bigshare Services Pvt. Limited and NSDL. 2011 amongst the Company. Report of the IPO grading agency. for offering depository services. [●] dated [●] furnishing the rationale for its grading. for offering depository services. 306 .

2011 Place: Hyderabad 307 . 1992. the Securities and Exchange Board of India Act. as the case may be. Iyer Rangarajan Independent Director Mr. SIGNED BY THE DIRECTORS OF THE COMPANY Sardar Balvinder Singh Chairman and Managing Director Mrs. 1956 and the regulations or guidelines issued by the Government of India and/ or the Securities and Exchange Board of India established under section 3 of the Securities and Exchange Board of India Act. have been complied with and no statement made in the Draft Red Herring Prospectus is contrary to the provisions of the Companies Act. 1992 or the Rules. Satyanarayanamurty Mukkamala Independent Director Date: June 23. Bijay Kumar Mohanty Whole Time Director Mr. We further certify that all statements in the Draft Red Herring Prospectus are true and correct. Sirish Bommakanti Narasimha Independent Director Mr. Regulations or Guidelines issued or made there under. 1956. Baljit Kaur Whole Time Director Mr. hereby declare that all relevant provisions of the Companies Act. as the case may be.DECLARATION We.