MIRA INFORM REPORT

Report Date :

31.07.2008

IDENTIFICATION DETAILS

Name :	LEIGHTON CONTRACTORS (INDIA) PRIVATE LIMITED
Formerly Known As:	LEIGHTON ASIA LIMITED
Registered Office :	302 - 303, Windsor Building 3rd Floor, CST Road, Vidyanagari Marg, Kalina, Santacruz East, Mumbai 400 098
Country :	India
Financials (as on) :	31.03.2007
Date of Incorporation :	20.11.1998
Com. Reg. No.:	11-117187
CIN No.: [Company Identification No.]	U99999MH1998PTC117187
TAN No.: [Tax Deduction & Collection Account No.]	MUML03930D
PAN No.: [Permanent Account No.]	AAACL3338D
Legal Form :	A Private Limited Liability Company.
Line of Business :	Construction service on a contractual basis

RATING & COMMENTS

MIRA’s Rating :

Ca

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 320000
Status :	Moderate
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a subsidiary of Leighton Asia (Southern) Limited, Caymen Islands. The company is not doing well in India. It has substantial accumulated losses. Financial position is moderate. Payments are regular. The company can be considered for any business dealings on safe and secured trade terms and conditions, initially

LOCATIONS

Registered Office/ Head Office :	302 - 303, Windsor Building 3rd Floor, CST Road, Vidyanagari Marg, Kalina, Santacruz East, Mumbai 400 098, India
Tel. No.:	91 22 6719 0000
Fax No.:	91 22 6719 0199
Corporate Office :	3^RD Floor, Quadrant A, IL & FS Building, Bandra Kurla Complex, Mumbai – 400051, Maharashtra, India
Tel. No.:	91-22-26533589 / 26533599
Fax No.:	91-22-26523979 / 27570324
E-Mail :	Richard.hemingway@leighton.co.in Andrew.holborn@leighton.co.in
Branch Office :	Radisson Commercial Plaza, Wing B 2/F, A.B. Hotels Private Limited, National Highway # 8 Mahipalpur, New Delhi 1100 037, India
Tel. No.:	91 11 4608 8200
Fax No.:	91 11 2677 9427
E-Mail :	info@leightonint.com
Branch Office :	Block No. 1 Unit A & B, G/F Temple Steps, 184-185, Anna Salai, Saidapet Chennai 600 015, India
Tel. No.:	91 44 4311 4101 – 07
Fax No.:	91 44 4311 4108
E-Mail :	info@leightonint.com

DIRECTORS

Name :	Mr. Devesh Shah
Designation :	Director
Address :	D-404 Anandnagar, 4^th Floor, Fortjett street, Mumbai-400036, Maharashtra
Date of Birth/Age :	03.12.1965
Date of Appointment :	20.11.1998
Date of Ceasing :	21.02.2000
Name :	Mr. Nikesh Shah
Designation :	Director
Address :	Trivedi C-5, 2^nd Floor, 66 Walkeshwar Road, mumbai-400006, Maharashtra
Date of Birth/Age :	01.09.1968
Date of Appointment :	20.11.1998
Date of Ceasing :	21.02.2000
Name :	Mr. Paul Edward Gibney
Designation :	Director
Address :	6^th Floor, SPC Building, 1 Soi Chaemchan, Sukhumvit 55 Road, Bangkok 10110, Thailand
Date of Birth/Age :	03.11.1956
Date of Appointment :	20.11.1998
Date of Ceasing :	12.12.2000
Name :	Mr. Thomas David Davidson
Designation :	Director
Address :	NA
Date of Birth/Age :	30.12.1942
Date of Appointment :	21.12.1998
Date of Ceasing :	13.07.2000
Name :	Mr. William Kernot Hamilton
Designation :	Director
Address :	6^th Floor, SPC Building, 1 Soi Chaemchan, Sukhumvit 55 Road, Bangkok 10110, Thailand
Date of Birth/Age :	03.11.1954
Date of Appointment :	20.11.1998
Date of Ceasing :	06.02.2003
Name :	Mr. Stephen Le Cornu
Designation :	Director
Address :	6^th Floor, SPC Building, 1 Soi Chaemchan, Sukhumvit 55 Road, Bangkok 10110, Thailand
Date of Birth/Age :	04.06.1954
Date of Appointment :	01.12.2000
Date of Ceasing :	06.03.2003
Name :	Mr. Eric Owen Wardle
Designation :	Director
Address :	4, Shenton Way, #14-05/06 SGX Centre 2, Singapore 068807
Date of Birth/Age :	20.08.1963
Date of Appointment :	06.03.2003
Date of Ceasing :	27.06.2005
Name :	Mr. Suresh Seshadri
Designation :	Manager
Address :	Flat no. 202, Pushpam, Plot 6, Sector 21, Nerul, Navin mumbai-400706
Date of Birth/Age :	12.07.1972
Date of Appointment :	03.07.2000
Name :	Mr. David George Savage
Designation :	Director
Address :	C/o Leighton Asia (Southern) Limited 13^th Floor, Menara Multipurpose, no. 8, Jalan Munshi Abdullah 50100, Kuala Lumpur, Malaysia
Date of Birth/Age :	28.04.1960
Date of Appointment :	06.03.2003
Name :	Mr. Rusell John Waugh
Designation :	Director
Address :	601/602, Simran, Plot no. 9, 15^th Road, Khar (W), Mumbai-400052
Date of Birth/Age :	25.04.1966
Date of Appointment :	27.06.2005
Name :	Mr. Alan John Hill
Designation :	Director
Address :	202, Palm beach Building, 2^nd floor, Riviera CHS, Gandhi Gram Road, Juhu, Mumbai-400049
Date of Birth/Age :	22.12.1949
Date of Appointment :	27.06.2005
Name :	Mr. Michael James Connolly
Designation :	Dircetor
Address :	C/o Leighton Asia (Southern) Limited 13^th Floor, Menara Multipurpose, no. 8, Jalan Munshi Abdullah 50100, Kuala Lumpur, Malaysia
Date of Birth/Age :	15.07.1967
Date of Appointment :	27.06.2005
Name :	Mr. Richard John Hemingway
Designation :	Director
Address :	302 - 303, 3/F Windsor Building, CST Road, Vidyanagari Marg, Kalina, Santacruz East, Mumbai 400 098, India jjkandco@gmail.com
Date of Birth/Age :	19.11.1963
Date of Appointment :	17.01.2007
Name :	Mr. Andrew John Holborn
Designation :	Additional Director
Address :	3^rd Floor, Quadrant, ‘A’ IL & FS, Bandra Kurla Complex, Bandra [East], Mumbai – 400051, Maharashtra, India
Date of Birth/Age :	13.06.1963
Date of Appointment :	07.04.2006

KEY EXECUTIVES

Name :	Mr. Vineet Mohan
Designation :	President
Name :	Mr. Cris Dedigama
Designation :	Chief Executive Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2005

Names of Shareholders	No. of Equity Shares	No. of Preference Shares
Leighton Asia (Southern) Limited	999999	53,41,311
Leighton Contractors (Singapore)Private Limited	1	--
TOTAL	1000000	53,41,311

AS ON 30.09.2007

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00

BUSINESS DETAILS

Line of Business :

Construction service on a contractual basis

GENERAL INFORMATION

Bankers :

Not Available

Auditors :
Name :	BSR and Associates Chartered Accountant
Address :	KPMG House, Kamala Mills Compaound, 448, Senapati Bapat Marg, Lower Parel, Mumbai-400013
Tel. No.:	91-22-24913033/ 24913131
Fax No.:	91-22-24913132
Holding Company :	Leighton International Limited [Formerly Leighton Asia (Southern) Limited] Address : P. O. Box No. 1034, One Capital Place, George Town, Grand Cayman, Cayman Islands
Associates/Subsidiaries :	Leighton Contractors (Singapore) Private Limited

CAPITAL STRUCTURE

AS ON 30.09.2007

Authorised Capital :

No. of Shares	Type	Value	Amount
1500000	Equity Shares	Rs. 10/- each	Rs. 15.000 millions
8500000	Preference Shares	Rs. 10/- each	Rs. 85.000 millions
	Total		Rs. 100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1000000	Equity Shares	Rs. 10/- each	Rs. 10.000 millions
5341311	Preference Shares	Rs. 10/- each	Rs. 53.413 millions
	Total		Rs. 63.413 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2007	31.03.2006	31.03.2005
SHAREHOLDERS FUNDS
1] Share Capital		63.413	63.413	63.413
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		63.413	63.413	63.413
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		921.813	2.677	2.053
TOTAL BORROWING		921.813	2.677	2.053
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		985.226	66.090	65.466
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		228.342	33.414	11.391
Capital work-in-progress		646.038	0.211	0.000
INVESTMENT		58.950	0.000	0.000
DEFERREX TAX ASSETS		55.945	87.493	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	63.285	0.000
	Sundry Debtors	2139.584	282.859	0.000
	Cash & Bank Balances	1238.464	219.195	27.052
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	459.151	53.974	9.488
Total Current Assets		3837.199	619.313	36.540
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	3833.408	675.852	19.448
	Provisions	167.330	68.482	0.786
Total Current Liabilities		4000.738	744.334	20.234
Net Current Assets		[163.539]	[125.021]	16.306
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
Profit and Loss A/c		159.490	69.993	37.769
TOTAL		985.226	66.090	65.466

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2007	31.03.2006
Sales Turnover [including other income]		6517.978	1956.048
Profit/(Loss) Before Tax		[28.734]	[116.685]
Provision for Taxation		--	--
Profit/(Loss) After Tax		[28.734]	[116.685]
Expenditure:
	Interest	31.426	0.000
	Depreciation	25.055	5.682
	Other Expenses	6490.231	2067.051
Total Expenditure		6546.712	2072.733

KEY RATIOS

PARTICULARS		31.03.2007	31.03.2006	31.03.2005
PAT / Total Income	(%)	[0.44]	[8.52]	NA
Net Profit Margin (PBT/Sales)	(%)	[0.44]	[8.52]	NA
Return on Total Assets (PBT/Total Assets}	(%)	[0.70]	[17.88]	NA
Return on Investment (ROI) (PBT/Networth)		0.45	1.84	NA
Debt Equity Ratio (Total Liability/Networth)		77.63	11.78	0.35
Current Ratio (Current Asset/Current Liability)		0.96	0.83	1.81

LOCAL AGENCY FURTHER INFORMATION

Registered Office of the company has been shifted from Block No. 210, 2^nd Floor, Raheja Arcade, Sector-2, C.B.D. Belapur, Navi Mumbai, Thane 400614, Maharashtra to the present address w.e.f. 01.01.2005

India

Leighton India commenced operations in 1998 when it began work on the NH4 Expressway Redevelopment near Mumbai. However, it was not until 2005 that the company gained a strong foothold in the local market.

Between 2005 and 2007 the company secured a number of large-scale projects worth over US$600 million, including projects for Nokia, Motorola, Flextronics and Reliance Industries.

Leighton has undertaken a range of civil engineering, building, oil & gas, marine and telecommunications projects right across the country, and has firmly established itself as one of the leading international contractors in India.

Background:

Leighton Contractors (India) Private Limited was incorporated on 20.11.31998. The company is a subsidiary of Leighton Asia (Southern) Limited (formerly Leighton Asia Limited)a company incorporated in the Cayman island

The company offers a broad range of construction service on a contractual basis. Activities include engineering and building construction, contract mining, marine pipelines besides a host of other infrastructure activities. However, during the current year, the company has not entered into any accounts.

Leighton is one of Asia's leading contractors and project developers operating in civil engineering and infrastructure, building, rail, marine mining and resources, petrochemical and the process sector. 
The company operates through separate entities: Leighton Asia (Northern) which incorporates operations in Hong Kong, Macau, China, Taiwan, the Philippines, Thailand, Vietnam, Laos and Cambodia; and Leighton Asia (Southern) which incorporates operations in Malaysia, Indonesia, Singapore, Brunei, Sri Lanka and India. 

In India, Leighton Contractors (India) Private Limited is a division of Leighton Group as a whole. Presently, the company is executing an EPC project for Nokia at Sriperembudur in Chennai, which is a green field project heading for completion.

As a leading contractor operating in Asia, the company's oil and gas sector represents a key area of focus for the development of its business in the region. S.V. Rajadhyaksha, Director (BD), says, "In India they are going in a big way in the oil and gas sector with various operators including ONGC. They are looking for an opportunity from ONGC but so far they have not succeeded in getting an award for the work, but I believe the situation will change radically within the next few months." 

The Group's capabilities in oil and gas include terminal, hydrocarbon, storage facilities as well as marine loading and export facilities. The company even builds offshore concrete gravity structures, pipelines (offshore and onshore) and hydrocarbon receiving and process facilities.

On the issue of cost escalation, Rajadhyaksha commented, "The issue should be tackled in both ways. During the last three years, some of the major contractors in India have suffered because of an abrupt spurt in steel prices. There was no adequate protection by the then escalation agreement, which was prevalent in the contracts. So whatever escalation, the contractors never got enough."

The basic idea is that contractors and end-users should not suffer. Thus, under this situation there should not be any escalation formula. If an escalation formula exists, it won't harm contractors, and if it does not exist, one should make sure there is adequate compensation for suffering contractors. 

Rajadhyaksha believes that infrastructure development in India will continue not only for the next four to five years, but for 15 to 20 years. He stressed that if India wants the infrastructure boom to continue, there should be immense increase in its coal, iron and ore production. If this scenario remains for at least 10 years, then automatically there will be boom in the infrastructure sector.

Directors:

Mr. David Savage, Mr. Rusell Waugh, Mr. Alan Hill, Mr. Michael Connolly are liable to retire and being eligible offer themselves for reappointment

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 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.
UK Pound	1	Rs.
Euro	1	Rs.

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	-
--PROFITABILIRY	1~10	-
--LIQUIDITY	1~10	-
--LEVERAGE	1~10	4
--RESERVES	1~10	5
--CREDIT LINES	1~10	5
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		24

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 EXPLANATIONS

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.	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
NR		In view of the lack of information, we have no basis upon which to recommend credit dealings	No Rating

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