History of Sai Service Station Ltd.

Sai Service Station limited was incorporated on 9th August, 1985 as a Private Limited Comp. by Mr. Sridhar Kalmadi & Mr. Mukesh Kalmadi. It became a deemed Public Limited Comp. under the provisions of Section 43A of Company Act, 1956 by virtue of turnover with effect from 1st October, 1988. The Company was then converted to a Public Limited Comp. on 22nd January, 1994 by a Special Resolution & fresh certificate consequent on the conversion of Comp. as a Public Limited Company was obtained from Registrar of Companies, Maharashtra, Bombay on 8th September, 1994.

Sai Service Station limited got the dealership of Maruti in 1985 and Bajaj Auto in 1986. In 1987, the Comp. opened the Bombay dealership of Maruti & now controls 32% of Maruti market in Bombay.

Sai Service Station limited is a professionally managed, multiproduct, multilocational Comp. with a sound financial base. It has set-up service stations equipped with the modern computerised equipments comparable to international standards and manned by experienced graduate engineers specialised in automobiles. It is a well established dealer of Maruti Udyog Ltd. and Bajaj Auto limited with sales & service centres in Bombay, Pune, Kolhapur & Goa. The Comp. proposes to set-up sales/service centres at Solapur & also expand their existing activities in Pune, Bombay, Kolhapur & Goa.

The Comp. secured the Maruti vehicles dealership for Pune territory in the year 1985. In the very first year of its operation, it achieved a turnover of Rs. 320 Lacs & which increased to Rs. 5263 lacs in 1989. The Comp. has secured the dealership of Bajaj vehicles [2 and 3 wheelerss] for Pune district from October, 1986. During January 1987, the company shifted its operations to new premises at Fugewadi, Pune where fully equipped repairing & servicing facilities are available. During June, 1987, the Comp. opened its showroom for automobiles at Worli, Bombay & a showroom for Bajaj vehicles at Veer Savarkar Bhavan, Pune.

PRESENT ACTIVITIES

The Comp. is presently an authorised dealer for Maruti and Bajaj Auto Vehicles. Besides the show rooms, they have full fledged service stations at Pune, Bombay, Goa & Kolhapur. The various services offered by Comp. are as under:

[is] DEALERSHIP OF MARUTI VEHICLES:

The Comp. got the Maruti vehicles dealership for Pune territory in the year 1985, for Bombay in 1987 & for Goa in 1993. One more dealer for same area was appointed by Maruti in Pune. Inspite of same, the Comp. enjoys 83% market share in Pune, 50% in Goa & 32% in Bombay. The Comp. was awarded special Gold award by Suzuki for outstanding sale of Maruti 1000 in 1993. The company, to exploit the potential has decided to open one more showroom each in Goa & Pune. At Kolhapur Comp. plans to have its own more spacious & well equipped showroom/workshop facilities in place of existing one. The Comp. also has plans to cover South/Eastern part of Maharashtra by opening showroom/workshop facilities at Solapur.

[iis] DEALERSHIP OF BAJAJ AUTO VEHICLES:

The Comp. is the dealer of Bajaj vehicles [2 and 3 wheelerss] since October, 1986. The dealership is for Pune district including Pimpri & Chinchwad. The competitor in this line is Bajaj Auto Limited itself [having showroom at Wakdewadis] and another dealer appointed by them. The Comp. was awarded ALL INDIA BEST KAWASAKI DEALER as well as ALL INDIA BEST DEALER OF BAJAJ in the past for its excellent performance. With the encouraging sales, the Comp. expects to achieve 20% overall growth by 31.3.94.

[iiis] BUDGET RENT-A-CAR DIVISION:

The Comp. offers cars of various makes on rental basis to tourists & other clients. It can be self driven as well as chauffeur driven. The difference between this & other hiring of cars is that the car can be taken from one place & left at another place. There is no necessity for tourists to come back to the same place. This is the advantage which attracts the foreign tourists.

Sapna Tours Travels and Leasing Pvt. Limited, New Delhi holds the license for operating the car rental under the banner Budget Rent-a- Car. They in turn have appointed Sai Service Station Limited, as franchisee to render the above service to the clients in Maharashtra, Goa & Gujarat. Thus the name of the Company is recognised by BUDGET RENT A CAR INTERNATIONAL [USAs]. The Comp. has a fleet of cars of all varieties i.e. MARUTI, CONTESSA, PREMIER etc. It also offer services of smart well groomed, well trained English speaking chauffeurs. Since 1992, the Comp. has also been renting out vehicles on long term basis say upto 3 years instead of restricting it to just some day/ days/weeks/months. This has been received very well in the market by clients as the client gets an advantage of write off of complete rentals, as revenue expenditure.

[ivs] SERVICING OF VEHICLES:

The Comp. has the following service stations:

Product No of service Locations stations

2 and 3 wheelers 2 Pune 4 Wheelers 5 Pune [2s] Bombay [1s] Goa [1s], Kolhapur [1s]

Now the Comp. proposes to add 3 more service centres for 4 wheelers at Bombay, Solapur & Goa.

The Comp. has a well trained labour force guided by qualified graduate engineers for same. The workers/technicians are trained at Maruti Udyog Limited & Bajaj Auto Limited by their service engineers so as to enable them to understand the intricacies of vehicles.

The Comp. has earned a good reputation in the servicing of vehicles which supplements the efforts of Comp. in selling new vehicles.

[vs] FINANCING ACTIVITIES:

At present 40% of company sale of 2/4 wheelers are financed by finance companies. The Comp. presently has arrangement & with Bajaj Auto Finance Limited, Kotak Mahindra Finance Limited etc to provide finance to their clients. The company assists these finance companies in the scrutiny of the applications, verification of details etc. without any liability. For their outstanding performance, the Comp. got the award of All India Best Dealer from BAJAJ Auto Finance Limited as the Comp. was also declared the Western Region Winner by Citimobile Finance for January 92-March 92.

The Comp. independently handled 7000 customers of 2 wheelers by facilitating finance from Bajaj Auto Finance limited By virtue of the Company strong financial & customers base, expertise gained in the past 415 years the Comp. is confident of managing the division independently.

MAIN OBJECTS/OTHER OBJECTS OF THE COMPANY is] To operate, own, manage, erect, construct, hire, vehicle service stations, motor garages, highway repair & service stations & to carry on business as repairers of vehicles in general & as authorised agents, manufacturers representatives, dealers for all kinds of vehicles & as agents for purchase & sale of vehicles & to represent India & foreign manufacturers of vehicles & to work with the above & other allied agencies for marketing & distributing vehicles in India & abroad.

iis] To let on lease or on hire purchase system or to lend or otherwise dispose of any property belonging to the Comp. & to finance the purchase of any article or articles, whether made by Comp. or not by way of loans or by purchase of any such article or articles & the letting thereof on the hire purchase system or otherwise howsoever.

MANAGEMENT

The Management of Comp. vests with the Board of Directors comprising of professionals with rich & varied commercial, industrial, financial & administrative experience. Apart from the promoter directors, the Board comprises of:

Mr. Yogendra P. Trivedi, is an advocate, Supreme Court & a Leading Income Tax practitioner.

Mr. Suresh P. Prabhu, is a Chartered Accountant & the Chairman of Saraswat Co-op. Bank Ltd.

Subject to the supervision & control of Board of Directors, the day to day operations of Comp. are looked after by Mr. Sridhar Kalmadi, the Managing Director & Mr. Mukesh Kalmadi the Joint Managing Director of Comp. who are assisted by a team of experienced & qualified professionals, executives with expertise & experience to look after technical, commercial & financial aspects of the Company.

COMPANIES UNDER THE SAME MANAGEMENT:

There is no listed Comp. under the same management within the meaning of Section 370[1Bs] of Companies Act, 1956. Details of other companies under the same management are as follows:

1s] Sai Service Agency [Bombays] Pvt. Ltd.

Financial Highlights [Rs.in lacss]

1991-92 1992-93 Total Income 7.96 620.20 PBDT 0.35 8.09 PBT [1.99s] [7.82s] PAT [1.99s] [7.82s] Equity Capital 40.00 54.50 Net Worth 38.01 44.69

The Company main activity is Sales and Service of Bajaj 2/3 wheelers & service of Maruti 4 wheelers. The Comp. was incorporated on 23rd April, 1991. The commercial activities started in June, 1992 & full fledged operations commenced after stabilisation in January, 1993.

2s] Sai Service Leasing and Finance Pvt. Ltd.

Financial Highlights [Rs.in lacss] 1990-91 1991-92 1992-93 Total Income 0.51 2.03 2.68 PBDT 0.11 0.60 1.03 PBT 0.11 0.59 0.59 PAT 0.05 0.30 0.58 Equity Capital 8.33 8.33 10.00 Reserve and surplus NIL 0.20 0.78 Net Worth 8.34 8.53 10.78

The Company main activity is Leasing and Financing Activities, at present mainly of 2 wheelers. During the year ended March 31, 1993, the Comp. has made a profit after taxation of Rs. 58,550/-.

3s] SES Computers and Technologies Pvt. Ltd.

Financial Highlights [Rs.in lacss] 1992-93

Total Income 24.94 PBDT 3.95 PBT 3.48 PAT 2.29 Equity Capital 18.13 Reserve& surplus 2.29 Net Worth 20.4

The Company main activity is to provide Technical and Commercial stance in the field of information & technology outside India. The Comp. is dealing mainly in INTEL products.

4s] Autorola India Ltd.

Financial Highlights [Rs.in lacss] 1990-91 1991-92 1992-93

Total Income 15.77 21.34 21.47 PBDT [17.31s] [8.72s] 1.16 PBT [22.44s] [9.47s] 0.40 PAT [22.44s] [9.47s] 0.40 Equity Capital 17.81 29.27 44.14 Reserve and surplus 18.90 18.90 28.72 Net Worth [6.10s] 16.05 41.13

The Company main activity is manufacturing of Integral Buses & Body Building of Buses and Trucks. The Comp. has a tie-up with M/s. Kirloskar Cummins Ltd., with an MOU signed in August, 1987 for transfer of technical know-how for manufacturer of Integral Buses.

5s] Sai Service International Pte. Ltd.

Financial Highlights [Sing.$ in lacss] 17.6.92 to 31.12.1992

Total Income 29.76 PBDT 0.21 PBT 0.18 PAT 0.13 Equity Capital 1.00 Reserve and surplus 0.12 Net Worth 1.12

The Comp. is engaged in the business of distribution of M/s. INTEL Corporation, which is an international company manufacturing micro computer components, modules & systems.

6s] Sai Automobile Sales and Service Pvt. Ltd.

The main activity of Comp. is Sales and service of Mahindra & Mahindra vehicles. The Comp. was incorporated on 9th March, 1993, & 1st year of Accounts will be closed on 31st March, 1994.

7s] Alisha Enterprises Pvt. Ltd.

Financial Highlights [Rs.in lacss] 1992-93

Total Income 95.93 PBDT 2.13 PBT 0.90 PAT 0.90 Equity Capital 6.47 Reserve and Surplus 0.49

The Comp. was incorporated on 12th October, 1992. The Company main activity is management of hotels & caterings.

There are no outstanding litigation/disputes/defaults and proceedings initiated for economic offences against the Promoters & Companies promoted by same Promoters.