Sai Service Stations. Ltd.

 Sai Service Station Ltd. was incorporated on 9th August, 1985
 as a Private Limited Company by Mr. Sridhar Kalmadi and Mr.
 Mukesh Kalmadi.  It became a deemed Public Limited Company under
 the provisions of Section 43A of the Company's Act, 1956 by
 virtue of turnover with effect from 1st October, 1988.  The
 Company was then converted to a Public Limited Company on 22nd
 January, 1994 by a Special Resolution and fresh certificate
 consequent on the conversion of the Company as a Public Limited
 Company was obtained from Registrar of Companies, Maharashtra,
 Bombay on 8th September, 1994.
 
 Sai Service Station Ltd. got the dealership of Maruti in 1985
 and Bajaj Auto in 1986.  In 1987, the Company opened the Bombay
 dealership of Maruti and now controls 32% of the Maruti market
 in Bombay.
 
 Sai Service Station Ltd. is a professionally managed,
 multiproduct, multilocational Company 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 Ltd. with sales and service centres in Bombay,
 Pune, Kolhapur and Goa.  The Company proposes to set-up
 sales/service centres at Solapur and also expand their existing
 activities in Pune, Bombay, Kolhapur and Goa.
 
 The Company 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 and which
 increased to Rs. 5263 lacs in 1989.  The Company has secured
 the dealership of Bajaj vehicles (2 & 3 wheelers) for Pune
 district from October, 1986.  During January 1987, the company
 shifted its operations to new premises at Fugewadi, Pune where
 fully equipped repairing and servicing facilities are available.
 During June, 1987, the company opened its showroom for
 automobiles at Worli, Bombay and a showroom for Bajaj vehicles
 at Veer Savarkar Bhavan, Pune.
 
 PRESENT ACTIVITIES
 
 The Company 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 and Kolhapur.  The
 various services offered by the company are as under: 
 
 (i) DEALERSHIP OF MARUTI VEHICLES:
 
 The company got the Maruti vehicles dealership for the Pune
 territory in the year 1985, for Bombay in 1987 and for Goa in
 1993.  One more dealer for the same area was appointed by Maruti
 in Pune.  Inspite of the same, the company enjoys 83% market
 share in Pune, 50% in Goa and 32% in Bombay.  The company 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 and Pune.  At
 Kolhapur company plans to have its own more spacious and well
 equipped showroom/workshop facilities in place of the existing
 one.  The company also has plans to cover South/Eastern part of
 Maharashtra by opening showroom/workshop facilities at Solapur.
 
 (ii) DEALERSHIP OF BAJAJ AUTO VEHICLES:
 
 The company is the dealer of Bajaj vehicles (2 & 3 wheelers)
 since October, 1986.  The dealership is for Pune district
 including Pimpri and Chinchwad.  The competitor in this line is
 Bajaj Auto Limited itself (having showroom at Wakdewadi) and
 another dealer appointed by them.  The company 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 company expects to achieve 20% overall
 growth by 31.3.94.
 
 (iii) BUDGET RENT-A-CAR DIVISION:
 
 The company offers cars of various makes on rental basis to
 tourists and other clients.  It can be self driven as well as
 chauffeur driven.  The difference between this and other hiring
 of cars is that the car can be taken from one place and left at
 another place.  There is no necessity for the tourists to come
 back to the same place.  This is the advantage which attracts
 the foreign tourists.
 
 Sapna Tours Travels & 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 and Gujarat.  Thus the name of the
 Company is recognised by BUDGET RENT A CAR INTERNATIONAL (USA).
 The company 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 company 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 the clients as the client gets an advantage of a write
 off of the complete rentals, as revenue expenditure.
 
 (iv) SERVICING OF VEHICLES:
 
 The company has the following service stations:
 
 Product             No of service      Locations
                       stations
 
 2 & 3 wheelers          2                 Pune
 4 Wheelers              5                 Pune (2)
                                           Bombay (1)
                                           Goa (1), Kolhapur (1)
 
 Now the company proposes to add 3 more service centres for 4
 wheelers at Bombay, Solapur and Goa.
 
 The company has a well trained labour force guided by qualified
 graduate engineers for the same.  The workers/technicians are
 trained at Maruti Udyog Limited and Bajaj Auto Limited by their
 service engineers so as to enable them to understand the
 intricacies of the vehicles.
 
 The company has earned a good reputation in the servicing of
 vehicles which supplements the efforts of the company in selling
 new vehicles.
 
 (v) FINANCING ACTIVITIES:
 
 At present 40% of the company's sale of 2/4 wheelers are
 financed by finance companies.  The company presently has
 arrangement and 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 company got
 the award of All India Best Dealer from BAJAJ Auto Finance
 Limited as the company was also declared the Western Region
 Winner by Citimobile Finance for January 92-March 92.
 
 The Company independently handled 7000 customers of 2 wheelers
 by facilitating finance from Bajaj Auto Finance Ltd.  By virtue
 of the Company's strong financial and customers base, expertise
 gained in the past 415 years the Company is confident of
 managing the division independently.
 
 
 MAIN OBJECTS/OTHER OBJECTS OF THE COMPANY
 i)  To operate, own, manage, erect, construct, hire, vehicle service
 stations, motor garages, highway repair and service stations and to
 carry on business as repairers of vehicles in general and as
 authorised agents, manufacturers representatives, dealers for all
 kinds of vehicles and as agents for purchase and sale of vehicles and
 to represent India and foreign manufacturers of vehicles and to work
 with the above and other allied agencies for marketing and
 distributing vehicles in India and abroad.
 
 ii)  To let on lease or on hire purchase system or to lend or
 otherwise dispose of any property belonging to the Company and to
 finance the purchase of any article or articles, whether made by the
 Company or not by way of loans or by the purchase of any such article
 or articles and the letting thereof on the hire purchase system or
 otherwise howsoever.
 
 MANAGEMENT
 
 The Management of the company vests with the Board of Directors
 comprising of professionals with rich and varied commercial,
 industrial, financial and administrative experience.  Apart from
 the promoter directors, the Board comprises of: 
 
 Mr. Yogendra P. Trivedi, is an advocate, Supreme Court and a
 Leading Income Tax practitioner.
 
 Mr. Suresh P. Prabhu, is a Chartered Accountant and the
 Chairman of Saraswat Co-op.  Bank Ltd.
 
 Subject to the supervision and control of the Board of
 Directors, the day to day operations of the Company are looked
 after by Mr. Sridhar Kalmadi, the Managing Director and Mr.
 Mukesh Kalmadi the Joint Managing Director of the Company who
 are assisted by a team of experienced and qualified
 professionals, executives with expertise and experience to look
 after technical, commercial and financial aspects of the
 Company.
 
 
 COMPANIES UNDER THE SAME MANAGEMENT:
 
 There is no listed company under the same management within the
 meaning of Section 370(1B) of the Companies Act, 1956.  Details
 of other companies under the same management are as follows:
 
 1) Sai Service Agency (Bombay) Pvt. Ltd.
 
 Financial Highlights                           (Rs.in lacs)
 
                                       1991-92       1992-93
 Total Income                            7.96         620.20
 PBDT                                    0.35           8.09
 PBT                                    (1.99)         (7.82)
 PAT                                    (1.99)         (7.82)
 Equity Capital                         40.00          54.50
 Net Worth                              38.01          44.69
 
 The Company's main activity is Sales & Service of Bajaj 2/3
 wheelers and service of Maruti 4 wheelers.  The Company was
 incorporated on 23rd April, 1991.  The commercial activities
 started in June, 1992 and full fledged operations commenced after
 stabilisation in January, 1993.
 
 2)   Sai Service Leasing & Finance Pvt. Ltd.
 
 Financial Highlights                          (Rs.in lacs)
                           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 & surplus           NIL         0.20        0.78
 Net Worth                   8.34        8.53       10.78
 
 The Company's main activity is Leasing & Financing Activities, at
 present mainly of 2 wheelers.  During the year ended March 31,
 1993, the Company has made a profit after taxation of Rs.
 58,550/-.
 
 3) SES Computers & Technologies Pvt. Ltd.
 
 Financial Highlights                           (Rs.in lacs)
                                                   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's main activity is to provide Technical and
 Commercial stance in the field of information and technology
 outside India.  The Company is dealing mainly in INTEL products.
 
 4) Autorola India Ltd.
 
 Financial Highlights                           (Rs.in lacs)
                          1990-91       1991-92      1992-93
 
 Total Income              15.77         21.34         21.47
 PBDT                     (17.31)        (8.72)         1.16
 PBT                      (22.44)        (9.47)         0.40
 PAT                      (22.44)        (9.47)         0.40
 Equity Capital            17.81         29.27         44.14
 Reserve & surplus         18.90         18.90         28.72
 Net Worth                (6.10)         16.05         41.13
 
 The Company's main activity is manufacturing of Integral Buses &
 Body Building of Buses & Trucks.  The Company 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.
 
 5) Sai Service International Pte. Ltd.
 
 Financial Highlights                        (Sing.$ in lacs)
                                                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 & surplus                                 0.12
 Net Worth                                         1.12
 
 The Company is engaged in the business of distribution of M/s.
 INTEL Corporation, which is an international company
 manufacturing micro computer components, modules and systems.
 
 6) Sai Automobile Sales & Service Pvt. Ltd.
 
 The main activity of the Company is Sales & service of Mahindra
 & Mahindra vehicles.  The Company was incorporated on 9th March,
 1993, and 1st year of Accounts will be closed on 31st March,
 1994.
 
 7) Alisha Enterprises Pvt.  Ltd.
 
 Financial Highlights                           (Rs.in lacs)
                                                  1992-93
 
 Total Income                                      95.93
 PBDT                                               2.13
 PBT                                                0.90
 PAT                                                0.90
 Equity Capital                                     6.47
 Reserve & Surplus                                  0.49
 
 The Company was incorporated on 12th October, 1992.  The
 Company's main activity is management of hotels and caterings.
 
 There are no outstanding litigation/disputes/defaults and
 proceedings initiated for economic offences against the
 Promoters and Companies promoted by the same Promoters.