MIRA INFORM REPORT

Report Date :

15.12.2008

IDENTIFICATION DETAILS

Name :	TETRA PACK INDIA PRIVATE LIMITED
Registered Office :	Mayfair Towers, Mumbai Pune Road, Shivajinagar, Pune – 411003, Maharashtra
Country :	India
Financials (as on) :	31.12.2007
Date of Incorporation :	01.12.1987
Com. Reg. No.:	25-12926
CIN No.: [Company Identification No.]	U21014PN1987PTC012926
TAN No.: [Tax Deduction & Collection Account No.]	PNET03816B
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer, Importer and Exporter of Processing Equipment and Plants for Diary, Beverage, Carbonated Soft Drinks, Prepared Food Packaging Material, Filling MCHS, Distribution Equipment for Packaging of Liquid Food Processing and Aseptic Packaging.

RATING & COMMENTS

MIRA’s Rating :

Ba

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 4143795
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	The company is a part of Tetrapak Group, worldwide. The company is performing well in recent years and expected to wipe out losses in a short period. Trade relations are fair. Financial position can be regarded as moderate. Payments are reported as correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions. It has a strong exposure of parent company.

INFORMATION PARTED BY

Name :	Mr. Kanak
Designation :	Finance Controller
Contact No.:	91-9822622886
Date :	11.07.2008

LOCATIONS

Registered Office :	Mayfair Towers, Ground Floor, Wakdewadi, Mumbai Pune Road, Shivajinagar, Pune 411005, Maharashtra, India
Tel. No.:	91-20-25510800
Mobile :	91-9822622886
Fax No.:	91-20-25510816 / 25510820
E-mail:	sunil.tembe@tetrapak.com
Area :	800 sq. fts.
Location :	Leased
Factory 1 :	At & Post Takwe (BK), Taluka Maval, District Pune – 412106, Maharashtra, India
Tel. No.:	91-2114-244127
Fax No.:	91-2114-244123 / 244125
Area :	Owned
Location :	10665 sq. ft.
Factory 2 :	Near Railway Station, Itola, Vadodara
Area :	Owned
Location :	53547 sq. ft.
Regional Office :	Mayfair Towers [Ground Floor], Wakdewadi, Shivajinagar – 411005, Pune, India
Tel. No.:	91-20-25510800
Fax No.:	91-20-25510820
Branch Office :	Global Business Park, Tower C, 5^th Floor, Mehroli-Gurgaon Road, Haryana, India
Tel. No.:	91-124-5124600
Fax No.:	91-124-5064308
Branch Office :	967, 12^th Main, Hal 2^nd Stage, Indiranagar – 560008, Bangalore
Tel. No.:	91-80-25270681
Fax No.:	91-80-25271005

DIRECTORS

Name :	Mr. Henrik Hauggaard
Designation :	Managing Director
Address :	Bungalow No. 72, Koregaon Park
Date of Birth/Age :	01.11.2002
Name :	Mr. Wirsen Chrisler Bo Erik
Designation :	Director
Address :	Chem in du Bochar, Switzerland
Date of Birth/Age :	02.10.1944
Date of Appointment :	17.09.1997
Name :	Mr. Didier Maillard
Designation :	Director
Date of Birth/Age :	19.09.1963
Date of Appointment :	10.01.2001
Date of Ceasing:	31.08.2005
Name :	Mr. Rusty Kekuewa
Designation :	Director
Address :	1042 Soi Poonsin, (Sukhvit 66/1), Bangkok – 10260, Thailand.
Date of Birth/Age :	30.04.1954
Date of Appointment :	27.08.2004
Name :	Mrs. Kavita Rao
Designation :	Director
Address :	204, Gaurav Apartments, Sanewadi, Aundh, Pune 411007, Maharashtra, India
Date of Birth/Age :	20.09.1962
Date of Appointment :	01.09.2005
Din No:	00003643
Name :	Mr. Peter Hane Weijman
Designation :	Director
Address :	Pooja Farm.23, Sultanpur Estate, Khasra No.676, New Delhi, India.
Date of Birth/Age :	21.03.1956
Date of Appointment :	01.01.2006
Din No:	00102463

KEY EXECUTIVES

Name :	Mr. Sunil Rajaram Tembe
Designation :	Secretary
Address :	20 Suyog Heights, Rambaug Colony, Paud Road, Kothrud, Pune 411038, Maharashtra, India
Date of Birth/Age :	04.03.1961
Date of Appointment :	12.08.1996

MAJOR SHAREHOLDERS

(As on 11.06.2008)

Names of Shareholders	No. of Shares
Baldurion BV	96919995
Tetra Laval Holding and Finance	85000005
Total	181920000

(As on 31.12.2007)

Equity Share Break-up	Percentage
Bodies Corporate	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer, Importer and Exporter of Processing Equipment and Plants for Diary, Beverage, Carbonated Soft Drinks, Prepared Food Packaging Material, Filling MCHS, Distribution Equipment for Packaging of Liquid Food Processing and Aseptic Packaging.
Product :	Packaging Machines Aseptic Packaging Straws
Exports :
Countries :	South Africa Malaysia Indonesia Bangalore
Imports :
Products :	Machinery Raw Material
Countries :	Japan China Group Companies
Terms :
Selling :	Credit [30 days to 60 days]
Purchasing :	Credit [30 days to 60 days]

PRODUCTION STATUS

Particulars	Unit	Installed Capacity	Actual Production
Packaging Material	‘000 Packs ‘000 Packs	33500 (33500)	3865406 (3696539)
Processing Machinery	Nos.	NA	321 (207)

GENERAL INFORMATION

Customers :	Wholesalers Manufacturer
No. of Employees :	300
Bankers :	ANZ Grindlays Bank plc., New Delhi HSBC Bank Standard Chartered Bank State Bank of Maharashtra
Facilities :	Particular	31.12.2007 (Rs.in Millions)
	UNSECURED LOAN: (i) Short term loans and advances from banks Cash Credit Packing Credit Working capital demand loan	93.482 291.892 70.000
	Total	455.374
Banking Relations :	Satisfactory
Auditors :	S. R. Batliboi and Associates
	Chartered Accountants
Address :	6^th Floor, Express Towers, Nariman Point, Mumbai – 400021
Tel. No.:	91-22-22876485
Fax No.:	91-22-22876401
Pan No:	AALFS0506L
Parent Company :	Baldurion B.V., Netherlands.
Associates/Subsidiaries :	Tetra Pak Converting India Limited Tetra Pak Flexible Packaging India Limited Alfa Laval India Limited Alfa Laval Agri India Limited

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
270000000	Equity Shares	Rs.10/- each	Rs.2700.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
181920000	Equity Shares	Rs.10/- each	Rs.1819.200 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2007	31.12.2006	31.12.2005
SHAREHOLDERS FUNDS
1] Share Capital		1819.200	1819.200	1819.200
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(990.441)	[1506.107]	[1713.251]
NETWORTH		828.759	313.093	105.949
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		455.375	998.744	1225.195
TOTAL BORROWING		455.375	998.744	1225.195
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1284.134	1311.837	1331.144
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		736.576	665.847	769.376
Capital work-in-progress		95.513	99.377	53.944
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	838.103	532.679	478.298
	Sundry Debtors	597.049	883.515	584.596
	Cash & Bank Balances	59.255	69.708	48.600
	Other Current Assets	59.669	36.749	24.131
	Loans & Advances	227.243	140.603	125.709
Total Current Assets		1781.319	1663.254	1261.334
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	1255.112	1056.833	717.903
	Provisions	74.162	59.808	35.607
Total Current Liabilities		1329.274	1116.641	753.510
Net Current Assets		452.045	546.613	507.824
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1284.134	1311.837	1331.144

PROFIT & LOSS ACCOUNT

PARTICULARS		31.12.2007	31.12.2006	31.12.2005
Sales		4724.081	4196.470	3656.192
Other Income		97.065	96.024	97.164
Total Income		4821.146	4292.494	3753.357
Profit/(Loss) Before Tax		534.875	216.482	[97.537]
Provision for Taxation		--	--	--
Profit/(Loss) After Tax		534.875	216.482	[97.537]
Export Turnover		--	1619.322	1093.906
Total Imports		NA	NA	NA
Expenditures :
	Manufacturing Expenses	3259.085	3176.382	3028.462
	Administrative Expenses	515.923	420.941	426.667
	Personnel Expenses	326.014	237.625	186.971
	Financial Expenses	66.755	79.148	74.238
	Depreciation	118.494	161.916	134.556
Total Expenditure		4286.271	4076.012	3850.894

KEY RATIOS

PARTICULARS		31.12.2007	31.12.2006	31.12.2005
PAT / Total Income	(%)	11.09	5.04	(2.60)
Net Profit Margin (PBT/Sales)	(%)	11.32	5.04	(2.60)
Return on Total Assets (PBT/Total Assets}	(%)	30.03	9.29	(4.80)
Return on Investment (ROI) (PBT/Networth)		0.65	0.69	(0.92)
Debt Equity Ratio (Total Liability/Networth)		1.60	6.76	18.68
Current Ratio (Current Asset/Current Liability)		1.34	1.49	1.67

LOCAL AGENCY FURTHER INFORMATION

Trade References:

• Parle Agro Private Limited
• Pepsico India Holdings
• Coca Cola India Private Limited

FIXED ASSETS:

· Goodwill (on management)

· Goodwill (on acquisition)

· Technical Knowhow

· Freehold Land (including development cost)

· Buildings

· Plant and Machinery

· Equipments given on operating lease

· Office Equipments

· Computers

· Furniture and fixtures

· Vehicles

Website Details

Profile:

Tetra Pak of Sweden has sought permission from the Government for buying out 80% equity belonging to National Dairy Development Board (NDDB) in it’s Joint Venture for manufacturing packaging products in the country. The Company is awaiting government approval for the transaction as the senior management of Tetra Pak India Limited informs. The management stated that it only made sense for NDDB to focus on the core dairy business while Tetra Pak concentrates on the packaging of products. If NDDB would approach another packaging company for marketing their products, Tetra Pak is also talking with other milk co-operatives. Tetra Pak has already started collaborating with Vijaya Milk for packaging their products.

Through Alfa Laval, a Tetra Pak packaging unit has been set up at a cost of Rs. 560 millions. The company is aiming to sell 1.5 billion packages. The company also plans to launch new technology packages, promising higher shelf life to perishables like milk, fruit juices, fruit pulp and other edibles.

The net worth of the company has been fully eroded as on 31.12.2004. Based on a legal opinion obtained by the company, the provisions of Section 2(46AA) of the Companies Act, 1956, (relating to Sick Industrial Companies) do not apply to the company. Accordingly, the financial statements have been prepared on the going concern assumption. Moreover, the company has received a letter dated January 24, 2005 from Baldurion BV, “the parent company”, confirming to continue to provide and maintain financial assistance to the company for a period of 18 months commencing from June 19, 2004.

News:

Tetra Packaging takes off: The packaging material manufacturing facility of Tetra Pak at Takwe, near Pune.

PUNE: Chennai is a `strong contender' as a location for Tetra Pak's expansion of its packaging material manufacturing facility.

With the demand for Tetra Pak packages, the multi-layer polyethylene, aluminium and board sheet for packaging liquid foods, on the increase, the wholly owned subsidiary of the Swedish company is set to expand its production facilities.

According to Ashutosh Manohar, Processing Director, Tetra Pak India Private Limited, Chennai is a strong contender for its new location for expansion. The expansion is a part of its three-year business programme and is likely to happen within two years.

Tetra Pak officials told a group of journalists on a tour of its manufacturing facility at Takwe near Pune, organised by the company, that the demand for Tetra Pak packages was on the increase particularly in the last two years. Between 2004-05 and 2005-06, the demand doubled and in the coming years was set to grow by about 20 per cent.

The Pune facility would be producing to capacity by the next year and expansion would be inevitable, say officials. Tetra Pak exports its packaging material to over 30 countries, they said.

According to Mr. Gratton, Technical Director, Tetra Pak, in 2004-05 over 400-500 million packages were produced. In 2005-06, this increased to over a billion packs. The company estimates that the growth in the coming years will be about 20 per cent.

According to Mr. Gratton, the entry of large brands into fruit juice range and dairy companies launching UHT (Ultra High Temperature Treated) milk in Tetra Pak packages resulted in an increase in demand for tetra pak packaging. Companies like Parle introduced triangular packs and Maaza came out in a wedge shaped pack. Dairy companies, especially the cooperatives and some private brands, were introducing UHT milk.

Dairy products in Tetra Pak packages have a shelf life of about four months and juices and beverages six months without refrigeration.

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.48.71
UK Pound	1	Rs.72.85
Euro	1	Rs.64.70

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	--
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--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		46

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/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
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