MIRA INFORM REPORT

Report Date :

05.02.2007

IDENTIFICATION DETAILS

Name :	DORF KETAL CHEMICALS (INDIA) PRIVATE LIMITED
Registered Office :	# 1, Dorf Ketal Tower, D'Monte Street, Orlem, Malad (West), Mumbai - 400 064, Maharashtra, India
Country :	India
Financials (as on) :	31.03.2005
Date of Incorporation :	12^th May, 1992
Com. Reg. No.:	11-66726
CIN No.: [Company Identification No.]	U24100MH1992PTC066726
TAN No.: (Tax Deduction & Collection Account No.)	MUMD04225E
Legal Form :	Private limited liability company
Line of Business :	Manufacturing of Process Chemicals and Specialty Chemicals.

RATING & COMMENTS

MIRA’s Rating :

A

RATING		STATUS	PROPOSED CREDIT LINE
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large

Maximum Credit Limit :	USD 1000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established and reputed company having fine track. The company is controlled, financed and managed by Menon family. Their trade relations are reported as fair. Financial position of the company is good. Payments are usually correct and as per commitments. The company can be considered good for any normal business dealings at usual trade terms and conditions

LOCATIONS

Registered Office :	# 1, Dorf Ketal Tower, D'Monte Street, Orlem, Malad (West), Mumbai - 400 064, Maharashtra, India
Tel. No.:	91-22-28880420 / 21 / 22 / 23/ 28813654
Fax No.:	91-22-28813655
E-Mail :	dorfops@vsnl.com , vijaymlpani@dorfketal.com , daulatjain@dorfketal.com
Website :	http://www.dorfketal.com
Area :	Owned -- 1,07,500 sq.ft.
Marketing and Sales Department:	# 1, Dorf Ketal Tower, D'Monte Street, Orlem, Malad (West), Mumbai - 400 064, Maharashtra, India
Tel. No.:	91-22-28813654 /91-22-288288374/ 91-22-2883-3900 / 2882-8374
Fax No.:	91-22-28813655/ 91-22-2888-2366
E-Mail :	marketing@dorfketal.com/ queries@dorfketal.com
Corporate Office :	11104 West Airport Suite 125, Stafford, TX 77477, USA
Tel. No.:	832-351-3492/351-3497
Fax No.:	832-351-3498
E-Mail :	ramaswamy@dorfketalusa.com
Factory 1 :	W-165, MIDC, Taloja Chemical Zone, Taluka Panvel, District Raigad, Maharashtra
Area :	13,500 sq.ft. – Owned
USA Office:	Dorf Ketal LLC 3727, Greenbriar, Suite 114, Stafford, TX 77477.
Tel. No.:	281 491 3700
Fax No.:	281 491 3733
Brasil Office:	Dorf Ketal Brasil Ltda Avenida das Indústrias 1345, Porto Alegre – RS, CEP: 90.200-290
Tel. No.:	55-51-3061-2211
Fax No.:	55-51-3019-0890
China Office:	Dorf Ketal Chemicals (I) Pvt Ltd Shanghai Representative Office, A/603, Thomson center, 188, Zhangyang Road, Pudong District, Shanghai-200122, China.
Tel. No.:	86-13916219542
Singapore Office:	Dorf Ketal Chemicals (I) Pvt Ltd 25 International Business Park, #03-72 German Centre Singapore 609916
H/P:	65-8268 1435
Tel. No.:	65-6562 8255
Fax No.:	65-6562 8253
E-Mail :	jaychoksi@dorfketal.com

DIRECTORS

Name :	Mr. Menon Aniparamrji Vijayraghavan
Designation :	Director
Address:	101, Golden Roae Apartments, Dhanukarwadi (West), Mumbai – 400 067, Maharashtra, India.
Date of Birth/Age :	23.07.1932
Date of Appointment :	26.02.1996
Name :	Mrs. Menon Vijayaraghavan Padmaja
Designation :	Director
Address:	101, Golden Rose Apartment, Dhanukarwadi, Kandivali (West), Mumbai – 400 067, Maharashtra, India.
Date of Birth/Age :	01.06.1940
Date of Appointment :	12.05.1992
Name :	Mr. Menon Vijayaraghavan Sudhir
Designation :	Managing Director
Address:	102, Golden Rose Apartment, Dhanukarwadi, Kandivali (West), Mumbai – 400 067, Maharashtra, India.
Date of Birth/Age :	27.06.1963
Qualification :	Chemical Engg., LLB, MBA
Experience :	16 years
Date of Appointment :	09.07.1995
Name :	Mr. Menon Vijayaraghavan Subodh
Designation :	Director
Address:	101, Golden Rose Apartment, Dhanukarwadi, Kandivali (West), Mumbai – 400 067, Maharashtra, India.
Date of Birth :	08.08.1971
Qualification :	B. Sc.
Experience :	11 years
Date of Appointment :	12.05.1992
Name :	Mr. Ramaswamy Neelakanthan Permangoda
Designation :	Director
Address:	A/12 Shivsagar, S. V. Road, Amdoli, Andheri (West), Mumbai – 400 062, Maharashtra, India.
Date of Birth/Age :	22.12.1970
Date of Appointment :	12.05.1992
Name :	Mr. Parambil Phadran Shaju
Designation :	Director
Address:	301-B, Akshadeep, Sai Baba Park, Evershine Nagar, Malad (West), Mumbai – 400 062, Maharashtra, India.
Date of Birth/Age :	15.07.1971
Date of Appointment :	18.06.1994
Name :	Dr. Subramaniam E.S. Mahesh
Designation :	Director
Address:	A-3, 104 Raunat Park, Pohhram Road No. 2, Kokani Pada, Thane (West), Mumbai, Maharashtra, India.
Date of Birth/Age :	16.09.1968
Date of Appointment :	31.03.2003

MAJOR SHAREHOLDERS

Names of Shareholders	No. of Shares
Mr. Menon Aniparamrji Vijayraghavan	4000
Mrs. Menon Vijayaraghavan Padmaja	2040
Mr. Ramaswamy Neelakanthan Permangoda	6235
Mr. Menon Vijayaraghavan Sudhir	71762
Mr. Menon Vijayaraghavan Subodh	49779
Dr. Subramaniam Mahesh	2500
Mr. Menon Vijayaraghavan Sudhir	15000

BUSINESS DETAILS

Line of Business :	Manufacturing of Process Chemicals and Speciality Chemicals.
Exports to :	North America, South America, Europe, Middle East and Japan
Imports from :	USA, Europe, Germany and Japan
Terms :
Selling :	Credit (30-60 days)
Purchasing :	Credit or L/C (60-90 days)

PRODUCTION STATUS

Particulars	Installed Capacity	Actual Production
Process Chemicals and Speciality Chemicals.	13000 MT	6000 MT

GENERAL INFORMATION

Suppliers :	Ø BASF, USA Ø KMCO, USA Ø Associated Octel, UK Ø Reliance Industries, India Ø Godrej Industries Limited, India Ø Akshay Chemicals Ø A K Bhayani & Sons Ø Ambika Trading Company Ø Ankit Enterprises Ø Balaji Enterprises Ø Basf Limited Ø Chemo India Ø Chemtreat International Inc. Ø DKC LLC Ø D. K. Pharma Chem Private Limited Ø Equate Packers Ø Esbee Chem Products Ø Excel Industries Private Limited Ø Flora Chemicals Ø Ganesh Impex Limited Ø Hindustan Organic Chemical Limited Ø Indo Amines Limited Ø Omkar Corporation Ø R R Enterprises Ø R Nandlal & Sons Ø RKG Petroleum Private Limited Ø Rushabh Enterprises Ø S R Enterprises Ø SNF India Private Limited
Customers :	Ø Water Bird, United Arab Emirates Ø Kyrgyz Petroleum Company, Kyrgyztan, (Ex-USSR) Ø Manufacturers, Trading Firms, Government Bodies, End Users Ø Apolo Lubes Private Limited Ø Ashish Construction Ø C & G India CP Ø Castrol India Ltd., Silvassa Ø Chennai Petroleum Ø Eau Chemicals (Manufacturing) Private Limited Ø Gurara Agencies Ø Hindustan Petroleum Corporation Limited, Vizag Ø Indian Oil Corporation Limited, Assam Ø Indian Oil Corporation Limited, Taloja Ø Indian Trading Ø Ispat Metallics India Limited Ø NOCIL Ø Oil & Natural Gas Corporation Limited Ø Reliance Industries Limited Ø Siddhichemico Ø Tata Iron & Stell Company Ø The Ahmedabad Electricity Co. Ltd. (Sabarmati) Ø Tide Water Oil Co. (India) Limited Ø Water Bird Water Treatment Chemicals
No. of Employees :	150
Bankers :	Ø Central Bank of India A/92, Sahayog, S. V. Road, Kandivali, Mumbai, Maharashtra Tel. 91-22-28071710 Ø State Bank of India Kandivali Industrial Estate, Near Hindustan Naka, Kandivali (West), Mumbai, Maharashtra Tel. 91-22-28682570 Facilities Granted: Fund Based: Rs. 185.000 millions Non-Fund Based: Rs. 162.500 millions
Banking Relations :	Good
Auditors :	S. S. Gajja & Company Chartered Accountants
Address:	Taj Mahal Maturadas Vassanti Road, Andheri (East), Mumbai – 400 069, Maharashtra, India.
Associates :	v Dorf Ketal Chemicals LLC, 11104 West Airport Suite 125, Stafford, TX 77477, USA Tel. No. 832-351-3492/351-3497 Fax. No. 832-351-3498 E-mail. ramaswamy@dorfketalusa.com Contact Person - Mr. P. N. Ramaswamy n Wholly owned subsidiary in USA n Trading and Marketing of Process Chemicals and Additives to Refineries and Petrochemicals Unit Turnover: USD 15.000 millions v Dorf Ketal Brasil Limited A Turnover: USD 9.000 millions v Matrix Agencies Line of Business: Distributors of FMCG Products Turnover: Rs. 2000.000 millions v Matrix Marketing Line of Business: C & F Agents for FMCG Products and White Goods Turnover: Rs. 2000.000 millions

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
350,000	Equity shares	Rs. 100/- each	Rs. 35.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
151,316	Equity shares	Rs. 100/- each	Rs. 15.131 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2005	31.03.2004	31.03.2003
SHAREHOLDERS FUNDS
1] Share Capital	15.132	15.132	15.132
2] Reserves & Surplus	271.633	240.349	188.147
NETWORTH	286.765	255.481	203.279
LOAN FUNDS
1] Secured Loans	111.750	138.477	181.298
2] Unsecured Loans	74.984	31.725	3.246
TOTAL BORROWING	186.734	170.202	184.544
Deferred Tax Liability	37.132	33.081	--
GRAND TOTAL	510.631	458.764	387.823
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]	233.503	212.775	185.463
Capital work-in-progress	0.000	0.000	0.000
INVESTMENTS	97.215	180.647	160.795
CURRENT ASSETS, LOANS & ADVANCES
Inventories	54.642	62.729	39.082
Sundry Debtors	306.092	162.826	104.873
Cash & Bank Balances	26.946	58.113	76.366
Other Current Assets	0.000	6.320	6.416
Loans & Advances	62.675	53.307	41.043
Total Current Assets	450.355	343.295	267.780
Less :
Current Liabilities	235.653	258.647	203.477
Provisions	35.083	19.583	23.015
Total Current Liabilities	270.736	278.230	226.492
Net Current Assets	179.619	65.065	41.288
MISCELLANEOUS EXPENSES	0.294	0.277	0.277
GRAND TOTAL	510.631	458.764	387.822

PROFIT & LOSS ACCOUNT

PARTICULARS	31.03.2005	31.03.2004	31.03.2003
Sales Turnover [including other income]	677.306	631.638	538.149
Profit/(Loss) Before Tax	50.833	79.709	55.095
Provision for Taxation	19.550	27.507	--
Profit/(Loss) After Tax	31.283	52.202	55.095
Total Expenditure	626.473	551.929	483.054

KEY RATIOS

PARTICULARS		31.03.2005	31.03.2004	31.03.2003
PAT / Total Income	(%)	4.61	8.26	10.237
Net Profit Margin (PBT/Sales)	(%)	7.50	12.61	10.237
Return on Total Assets (PBT/Total Assets}	(%)	7.43	14.33	8.548
Return on Investment (ROI) (PBT/Networth)		0.17	0.31	0.271
Debt Equity Ratio (Total Liability/Networth)		1.59	1.75	2.022
Current Ratio (Current Asset/Current Liability)		1.66	1.23	1.182

LOCAL AGENCY FURTHER INFORMATION

Collaborations:

• Wholly Owned Subsidiary in USA (Dorf Ketal Chemicals LLC)
• Wholly Owned Subsidiary in Brazil (Dorf Ketal Brasil LtdA)

Dorf Ketal group consists of the following concerns:

• Dorf Ketal Chemicals LLC, USA Turnover: USD 15 million
• Dorf Ketal LtdA, Brazil Turnover: USD 9 million
• Matrix gencies, India Turnover: Rs. 20.000 millions
• Matrix Marketing Turnover: Rs. 20.000 millions

Certificates Awarded to the Company:

• ISO 9001:2000
• ISO 14001:1996
• Ohsas 18001

Product Certification:

• NSF for SRWT 1611

Profile

The company is high technology speciality chemical company that understands the needs of the customer and uses a team-based aproach to serve the needs of the customer in the areas of refineries, petrochemicals and lubricant industries. This philosophy has given rise to a unique concept, which is termed as 'Heads in Technology'.

Every customer is unique with their process design, operating practices and needs. Hence, when approached by a customer to troubleshoot and fix a problem the company do not offer a ready-made solution. Offering a tailor made chemical program means involving process specialist, product scientist and product application engineer.

Committed To Service

The company understands that when service is poor, every one loses. when company's customers loses eventually the company also lose. Poor and mediocre service has no redeeming virtue. Achieving service excellence is more profitable and more conducive to a better future. Delivering the best possible service, time after time, day after day and month after month is immensely rewarding not just fanatically but spiritually too.

Committed to environment

After all its commitment to various projects like setting up a State –of- the –Art Speciality Chemicals Manufacturing Plant, R and D Centre achieving ISO 9001 Certificate, etc. it is now focused and committed to its Environment issues.

Subject’s aim to avoid pollution is not just to comply with the environmental legislation, but it is subject commitment to make planet earth a safe and beautiful place to live on

Through the years humans have struggled with all of the waste subject creat. During the Industrial Revolution, many solutions were discovered, yet the same time subjects were producing more waste than ever. It has become essential to find an affordable and effective way to dispose of its overbearing waste. For years and years mankind has dumped their waste either in a landfill or in the ocean. Dumping waste in the ocean is now banned because of the water pollution, it adds to the natural ecosystem. Landfills are still used at all over the world, but lately subject have been running out of space.

The effect of waste is both disgusting and dangerous to the fragile balance of our environment. This project is with a vision to be the pioneers in adopting and implementing new methods to control hazardous waste. Its mission revolves around the idea of achieving results with more practical and less tedious procedures.

Committed to quality

Some typical reactions handled at a subject plants are:-

Ø Condensation

Ø Quarternisation

Ø Phosphonomethylation

Ø Vinyl Polymerisation

Ø Hydrogenation

Ø Ethoxylation

Ø Reliance Industries Limited

Near Old ICI Godown, Opposite FCO Canieen, Fossbury Road, Mumbai – 400 033, Maharashtra

Ø Godrej Industries Limited

Pirozsha Nagar, Eastern Express Highway, Vikhroli, Mumbai – 400 079, Maharashtra

Tel. 91-22-2518 8010

Ø Indian Additives Limited

Ø Ciba Speciality Chemicals

Ø Alkyl Amines Private Limited

Ø Uniroyal Chemical Asia Pte. Limited, United States of America

Ø BASF Alctiengeselschatt, Germany

Ø Koa & Company Limited, Japan

Name of the Company

DORF KETAL CHEMICALS (INDIA) PRIVATE LIMITED

Presented by

State Bank of India, Kandivali Industrial Estate Branch, Kandivali (West), Mumbai – 400 067, Maharashtra, India.

1. Date and description of the instrument

creating or evidencing the charge

Agreement of Hypothecation of Goods & Assets

Letter regarding the grant of individual limits with in the overall limit.

Both the above agreements are dated 22.12.2004 and executed for the creation of a single charge.

2. Amount secured by the charge /amount

owing on security of the charge

Rs. 347.500 Millions

Amount in Millions

Demand Cash Credit (Stocks & Bookdebts)	110.000
EPC (Within CC)	(50.000)
Book Debts Sub Limit (With in CC)	(60.000)
Stand by line of Credit	25.000
Corporate Loan	50.000
Letter of Credit	60.000
Bank Guarantee	35.000
Letter of Comfort	67.500
TOTAL:	347.500

3. Short Particular of the property charged. If

the property acquired is subject to change

date of acquisition of property should be

given

Hypothecation of all present & future goods bookdebts and all other movable assets of the borrower including documents of title to the goods. Outstanding moneys, receivables including receivables by way of cash assistance and/or cash incentives under the Cash Incentives Scheme or any other scheme claims including claims by way of refund of customs/excise duties under the Duty Draw back Credit Scheme or any other scheme. Bills, Invoices Documents, Contracts, Insurance Policies, Guarantees, Engagements, Securities, Investments and rights and the present machinery listed in the schedule hereunto and all future machinery belonging to or in the possession of under the control of the Borrower wherever lying stored and kept and whether in the possession of the borrower or of the Bank or of any third party whether in India or elsewhere throught the world (including such goods, other movable assets as may be in course of shipment transit or delivery). Raw Material, Stock in Process, Finished Goods, Export Packing Credit, Book Debts/ Receivables (90 days cover), Letter of Crdit, Bank Guarantee.

4. Gist of the terms and conditions and extent

and operation of the charge.

R.O.I:

Demand Cash Crdit (Stocks & Bookdebts): 11.00% p.a.

Exprot Packing Credit (Within CC): 7.10% p.a.

Stand by Line of Credit: 12.00% p.a.

Corporate Loan: 10.50% p.a.

Margin:

Raw Materials: 25%

Stock In Process: 33%

Finished Goods: 25%

Export Packing Credit: 10%

Book Debts/Receivables: 40%

(90 days cover)

Letter of Credit: 15%

Bank Guarantee: 20%

Repayment:

Corporate Loan of Rs. 50.000 Millions

First 24 monthly installments of Rs. 1.420 Millions each and

Last 12 monthly installments of Rs. 1.330 Millions each starting from April 205

5. Names, address and description of the

persons entitled to charge

State Bank of India

Kandivali Industrial Estate Branch, Kandivali (West), Mumbai – 400 067, Maharashtra, India.

6. Date and brief description of instrument

modifying the charge

Not Applicable

7. Particular of modification specifying the

terms and conditions or the extent or

operation of the charge in which

modification is made and the details of

modification

Not Applicable

CMT REPORT [Corruption, Money laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 44.11
UK Pound	1	Rs. 86.58
Euro	1	Rs. 57.04

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	7
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		57

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions