COMPANY PROFILE

SSIPL RETAIL LTD. is the largest retailer for brand Nike in India. Our Company also designs and manufactures footwear of international brands namely Nike, Reebok, PUMA, Lotto, Skechers and own brand Sierra. It is the largest Indian manufacturer for Nike and Reebok contributing to the largest share of Nikes and 45% of Reeboks domestic production of sports footwear for the period ended March 31, 2011. Company has also launched its in-house brand Sierra and is also the master franchise for brand Levis franchising lifestyle apparels, footwear and accessories of the brand. Companys subsidiary, SSIPL Lifestyle Private Limited (SSIPL Lifestyle) is a retailer for brands Lotto and Beverly Hills Polo Club. Our Companys step-down subsidiary, Sports Station (India) Private Limited (Sports Station) is a retailer for brands Levis and United Colours of Benetton. Sports Station also operates concept stores and multi brand outlets under the name of ShoeTree and Value Station. SSIPL are thus a specialty retailer of premium international sports and lifestyle brands in India with a presence across retailing, designing, manufacturing, and franchising of sports and lifestyle products. SSIPL have a pan-India network of 238 exclusive branded outlets (EBOs) of leading international brands viz. Nike, Lotto, Levis, United Colours of Benetton and Beverly Hills Polo Club and 12 Concept stores / multi branded outlets (MBOs). As on August 31, 2011, we have 141 EBOs of Nike across 51 cities in 18 states in India. We also retail products of Lotto and BHPC through the EBOs under SSIPL Lifestyle operating 54 & 1 EBOs respectively as on the same date. SSIPL step down subsidiary Sports Station retails products of Levis through 31 EBOs and of UCB through 11 EBOs. The breadth of company product selections in each category of sports & lifestyle products offers our customers an extensive offerings across multiple price points and enables us to address their diverse needs. The Company aim is to meet the requirements of our customers by offering original and quality products from our brand portfolio at competitive prices through a satisfying shopping experience. Our EBOs create a pleasant shopping atmosphere by fusing convenience shopping, varied product selection, competitive pricing and customer service. We believe this blend positions us as a destination store for a wide range of sports and lifestyle products that appeal to a broad customer segment across age groups. SSIPL operate five footwear manufacturing facilities viz. one each at Kundli (Haryana) and Sela Qui (Uttarakhand) and three facilities at Paonta Sahib (Himachal Pradesh). All three facilities at Paonta Sahib and the facility at Sela Qui are in the tax-holiday zone and enjoy certain income tax and excise duty exemption for the initial 10 years of operation. For the year ended March 31, 2010 and March 31, 2011, we manufactured 2.04 million & 2.36 million pairs of footwear respectively. While our manufacturing product mix comprises of sport footwear, floaters & thongs, we retail sports & lifestyle footwear, apparels and accessories, thongs, floaters and sports equipment. For the year ended March 31, 2010 and March 31, 2011, as per our Companys restated financials on stand alone basis, our Company earned revenues of ` 2,039.03 million and ` 2,340.67 million respectively from our retail and franchise operations and ` 1,307.24 million and ` 1,408.36 million from our manufacturing operations respectively. SSIPL Companys total restated revenues on standalone basis, for the year ended March 31, 2010 and March 31, 2011 were ` 3,381.37 million and ` 3,774.84 million respectively. Our Companys restated Profit after Tax for the year ended March 31, 2010 and March 31, 2011 were ` 35.79 million and ` 61.09 million respectively. Background SSIPL set up our first footwear manufacturing facility at Kundli, Haryana in 1995 and became the first authorised footwear manufacturer for Nike in India in 1996. Our retail relationship with Nike dates back to the year 1998 through our step down subsidiary Sports Station (India) Private Limited. Over the last one and a half decades, we have grown into one of the leading specialty retailer having a substantial presence across retailing, designing, manufacturing, and franchising of sports and lifestyle products.

Corporate Structure

Note: In addition to the above brands, we also undertake manufacturing and distribution of footwear of our own label Sierra * The retailer agreements for BHPC and Lotto are entered into with Spencers Retail Limited and Sports Lifestyle Pvt Ltd which are master franchisee and licensee for the aforesaid brands respectively. * *In manufacturing, while all products related to all other brands are manufactured and directly supplied to the principals, the products of Lotto and Skechers are manufactured and supplied to the Licensees of the said brands. **SSIPL Retail entered into an agreement with Puma on August 19, 2011 for manufacturing and supply of sports and lifestyle footwear. The Company has recently commenced production process and the first batch of footwear would be delivered to the principal by November, 2011 # The board of directors of SSIPL Lifestyle and its subsidiary Sports Station have granted in-principle approval to the proposal for merger of Sports Station into SSIPL Lifestyle pursuant to a scheme of arrangement to be finalised.

portfolio of brands SSIPL are associated with leading international sports and lifestyle brands through their respective principals / licensees. Nike Inc. is one of the leading global innovators in athletic footwear, apparel, equipment and accessories. With a history spanning across four decades, Nike has grown into one of the largest athletic footwear and apparel company globally with a presence in 160 countries and caters to millions of consumers. (Source: www.nikebiz.com). Our Companys current supply agreement with Nike India Private Limtied is dated February 1, 2011 for supply of manufactured products to Nike and the current customer agreement with Nike India Private Limtied for sale of Nike products through our EBOs is effective from June 1, 2011. As on August 31, 2011, we manage 141 Nike EBOs across India. We are the largest retailer for Nike sports and lifestyle goods in India. Further, we are the largest Indian manufacturer of Nike products contributing towards the largest share of Nikes Indian production of footwear for the period March 31, 2011. For the year ended March 31, 2010 and March 31, 2011, we earned revenues of ` 371.98 million and ` 350.27 million from our manufacturing facilities respectively and ` 1,451.15 million and ` 1,798.06 million our retail operations of Nike products respectively. Levi Strauss & Co. (Levis) is known worldwide for its Levi's brand of denim jeans. Levis has been in the business of apparels since 1853 and is today one of the leading global business and marketing apparel player with a presence across 110 countries. Levis is considered as one of the leading apparel brands

worldwide. (Source: www.levistrauss.com). Our Company is the master franchise for complete product range of brand Levis, while Sports Station is the retailer for Levis with a retail network of over 31 EBOs across India as on August 31, 2011. Our Companys current master franchise agreement with Levis Strauss (India) Private Limited is dated March 10, 2008. For the year ended March 31, 2010 and March 31, 2011, we earned gross revenues of ` 537.61 million and ` 540.99 million respectively from our operations related to Levis. Reebok is a global brand that creates and markets sport and lifestyle products. (Source: www.reebok.com). We manufacture footwear for Reebok and have entered into a manufacturing agreement with Reebok India Company. Further, we were the largest manufacturer in India of Reebok footwear and our products accounted for 45% of Reeboks Indian production of sports footwear for the period March 31, 2011 with a total of 1.643 million finished pairs manufactured by us. Our Companys current manufacturing agreement with Reebok is dated January 11, 2011. We have a dedicated design and development centre for Reebok footwear at Manesar, District Gurgaon, Haryana. For the year ended March 31, 2010 and March 31, 2011, we earned gross revenues of ` 834.09 million and ` 982.05 million respectively from our manufacturing operations related to Reebok. Lotto is synonymous in the sports world with technological research and design innovation. (Source: www.lottosport.com) We manufacture footwear for Lotto brand under an agreement dated April 1, 2011 with Sports Lifestyle Private Limited (Sports Lifestyle) who is Licensee of Lotto Sport Italia. We started manufacturing for Lotto in FY2010 and in FY2011, we produced 0.036 million pairs of footwear for Lotto. For the year ended March 31, 2011, we earned gross revenues of ` 11.92 million from our manufacturing operations related to Lotto. SSIPL Lifestyle Private Limited has recently been appointed as the retailer for the retail & shop-in-shop (SIS) business of Lotto. As on August 31, 2011, we manage 54 EBOs of Lotto. Skechers is a global leader in lifestyle footwear industry and is present in over 120 countries and territories. (Source: www.skx.com). We have entered into a memorandum of understanding with Pairs Retail India Limited - the licensee of brand Skechers in India, pursuant to which we are manufacturing Skechers footwear in India. Our Companys current manufacturing agreement with the licensee of Skechers, is dated May 1, 2011. We manufactured 0.024 million pairs of Skechers footwear for the period ended on March 31, 2010 and 0.022 million pairs for the year ended March 31, 2011. For the year ended March 31, 2010 and March 31, 2011, we earned gross revenues of ` 14.94 million and ` 29.76 million respectively from our manufacturing operations related to Skechers footwear. Beverly Hills Polo Club (BHPC) is a lifestyle brand, originally developed in Los Angeles, California in 1982 evoking a casual, relaxed yet affluent and elegant Southern Californian lifestyle. Today, the Beverly Hills Polo Club is present in over 60 countries around the globe (Source- www.bhpcinternational.com). SSIPL Lifestyle has been appointed as sub-franchisee for the retail business of BHPC by Spencers Retail Limited (Spencers), the Master Franchisee for BHPC for a period of 9 years effective from March 1, 2011. Pursuant to a letter of intent with Spencers, SSIPL Lifestyle Ltd has the right to appoint subfranchisees within the territory agreed with the Master Franchisee. As on August 31, 2011, we have opened one retail outlet of BHPC. PUMA is one of the worlds leading sports lifestyle companies that designs and develops footwear, apparel and accessories. The PUMA Group owns the brands PUMA, Cobra Golf and Tretorn. PUMA distributes its products in more than 120 countries.(Source : www.puma.com). Our Company entered into an agreement with PUMA Sports India Private Limited on August 19, 2011 for manufacturing and supply of sports and lifestyle footwear. United Colors of Benetton (UCB) is a global apparel brand belonging to the Benetton Group. The Benetton Group is currently present in 120 countries around the world. Its core business is fashion apparel; a Group with strong Italian character. (Source: www.benetton.com, www.benettongroup.com). Sports Station has a retail agreement with Benetton India Private Limited dated October 30, 2009. We manage 11 EBOs of UCB as on August 31, 2011. SIERRA is our own label of footwear brand catering across all sports categories. It is the result of two decades of expertise gained by working with leading international sports footwear brands. We also have a product pipeline in our school shoes range consisting of affordable child friendly, high quality footwear. Currently, Sierra branded footwear are sold through multiple channels including e-commerce, tele-shopping network as well as traditional distribution through multi brand outlets.

The concept store portfolio consists of the following:

ShoeTree ventured into the retail arena on the March 1, 2005 with the opening of its store at Khan market, New Delhi. ShoeTree has positioned itself as a Mens Premium Footwear Store providing a boutique experience with international brands. In November 2006, ShoeTree decided to change its portfolio adding international styling for ladies with colors, designs & comfort being the prime focus. The idea behind this was to get the Indian women, best options first at ShoeTree. The range changes every 20 days providing the women of today, both variety & freshness, for across all occasions. This was done keeping the requirements of Indian women in mind. Shoetrees Motto is Customers Delight. As on August 31, 2011, we manage 9 stores of ShoeTree. Value Station is an MBO concept store to provide merchandise on discount across the brands that we deal with through the year, thereby providing value for money to every costumer. The concept of Value Station was initiated in 2006. We operate 3 Value Station stores around Delhi NCR. These stores are designed for liquidation of leftover stock and hence add value to our overall business.

COMPETITIVE STRENGTHS Company believe that the following are our key competitive strengths which distinguish us from other players in the industry and are decisive to our continuing success: Trusted Partner for globally successful brands Company relationship with some of our principal brands dates back to our initial establishment days. SSIPL manufactured and introduced the range of Nike footwear to the Indian consumer in 1996 and today, we are the largest manufacturer & retailer for the brand in India. Our association with Reebok dates back to 1998 and currently, we are the largest manufacturer for Reebok footwear in India. We believe our business requires considerable expertise and experience to meet the requirements and standards prescribed by international brands. Our brand portfolio reflects our emphasis on selecting brands which are recognized around the globe and which consumers associate with. The brands in our portfolio enjoy strong and universal brand recognition. Well defined franchising business model with presence across retailing, designing, manufacturing and

We are a specialty retailer of premium international sports and lifestyle products in India. We have a presence across retailing, designing, manufacturing, and franchising of sports and lifestyle products. With our integrated operations, we are able to utilize and share the knowledge and market information across our businesses which results in efficient operations and effective customer servicing. We are involved from the design stage upto the sale to customer which assists us in improving our (a) understanding of the market, (b) execution capabilities, and (c) productivity and efficiency. Our business model has a distinct competitive advantage as it combines strong branding, quality training and entrepreneurial freedom. As our retail operations are through the EBO format, we get adequate flexibility with merchandising of products at various price points. Strategic selection of location for our retail operations We believe that we possess the ability to identify locations with potential for growth for expanding our retail business particularly in Tier I and Tier II cities in India. One of the important factors of our continued growth has been the ability to establish and operate business at such locations through our retail network. Our management ensures that proper financial and operational analysis of any proposed location is conducted prior to finalising the location of the EBO or the location of the retail outlet of the subfranchisee. Our Company has an efficient location selection process that takes into consideration various factors such as location visibility, presence of competition, target customer population, etc. Value Proposition Meeting customer requirements Our product strategy is aimed at offering the correct and adequate mix of product elements to the target

customer which assists us in connecting with the customer and brings out the elements of style, quality and convenience shopping. By offering branded products through a convenient shopping experience, we have been able to connect better with the customer. Adaptability and Innovation Our principal brands like Nike, Levis, Lotto and BHPC constantly innovate their products offerings to dominate their target markets. In the dynamic world of ever changing customer preferences and tastes, it is important to create products that appeal to customer at attractive price points. One of the key factors of our success, growth and survival has been our ability to constantly innovate and adapt to an ever changing market place by constantly offering a wide range of products backed by modern manufacturing technology We believe we are adaptable to changing market trends by being able to reasonably predict the same and advise our principals accordingly. One of the largest athletic footwear manufacturing infrastructure in India We believe we have set up one of the first modern athletic footwear manufacturing facilities in India in 1995 at Kundli, Haryana. Subsequently, we set up three separate assembling facilities in tax-holiday area of Paonta Sahib in 2003. We currently have three assembly facilities at Paonta Sahib, Himachal Pradesh and one each at Kundli, Haryana and Sela Qui, Uttranchal. The Kundli, Poanta Sahib and Sela Qui facilities span across a total area of approximately 42,000 Sqm. As on August 31, 2011, we have over 3,407 skilled, semi-skilled and unskilled workers in all locations. We are compliant with all the state laws and international standards for manufacturing facilities as set by the international brands like Nike and Reebok. Our manufacturing facilities are regularly subjected to checks and audits by agencies appointed by our customers. We believe our manufacturing infrastructure will enable us to increase our manufacturing capacities. Strong In-house Footwear Design and Development centres Being a design and brand driven company, we believe that expertise in footwear designing is a critical factor for us. We have dedicated in-house design and development centres at our facilities in Kundli and Manesar which consist of experienced team of professionals. Each design and development center is associated and dedicated to an international footwear brand. At present, we have three such centres at Kundli for Nike, Skechers and Lotto footwear. The facility at Manesar is exclusively for Reebok. The team at each centre works in close collaboration with the respective brand team to design a new product or reengineer a product that has been successful in other countries. Our design and development team comprising of 163 personnel including qualified designers and pattern engineers, this assists us in designing products to suit the requirement of Indian markets. These centres are critical to our manufacturing business. We believe we have successfully worked with Nike and Reebok design teams in India to commercialize concepts and designs which have been developed completely in-house as per the guidelines prescribed by the brands. Quality Assurance System We follow stringent norms of quality assurance at various levels of the manufacturing process through 100% in-line quality checks after every process. This is followed by a 100% in-line quality check on all products prior to packing and transfer to the finished goods warehouse. Additionally, a final quality check is conducted at the time of labelling and packaging. Our in-house quality assurance team of 139 personnel reports directly to the senior management and function as external quality auditors. There are stringent procedures and checks in place at all stages of the manufacturing process, with an emphasis on preventing defects in the manufactured product. Experienced Management Team We are managed by a team of young professionals, experienced in varied aspects of design, manufacturing, merchandising, marketing and quality control in the footwear and apparel industry. Our Managing Director and one of our Promoters, Mr. Rishab Soni is a professional in footwear designing. He holds a diploma in footwear designing from Ars Sutoria Institute of Design and Development, Milan, Italy and has over a decade of experience in retailing of branded merchandise, manufacturing, licensing, distribution and