MIRA INFORM REPORT

Report Date :

08.01.2008

IDENTIFICATION DETAILS

Name :	SAINT GOBAIN GLASS INDIA LIMITED
Registered Office :	Plot No. A-1, Sipcot Industrial Park, Sriperumbudur – 602 105, Kanchipuram District, Tamilnadu
Country :	India
Financials (as on) :	31.12.2005
Date of Incorporation :	02.04.1997
Com. Reg. No.:	18-37875
CIN No.: [Company Identification No.]	U26109TN1997PLC037875
TAN No.: [Tax Deduction & Collection Account No.]	CHES05530A
Legal Form :	A Closely Held Public Limited Liability Company.
Line of Business :	Manufacturers, Exporters and Importers of Glass and Glass Products such as Float Glass, Sheet Glass, Laminated & Toughened Wire Glass, Heat Treated Glass, Glass Wares and Mirrors.

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 23000000
Status :	Satisfactory
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is a well-established Company of the Saint Gobain group, engaged in manufacturing and marketing of a wide range of float glass products. The Company had been incurring losses continuously during the financial year 1999-2000 and 2000-2001, but it performed better and generated some surplus during the financial year 2001-2002. In the year 2002-03, the company was successful in wiping off all its previous accumulated losses. The Company’s trade relations are fair. Payments are slightly delayed at present, but correct. The Company can be considered normal for business dealings at usual trade terms and conditions.

LOCATIONS

Registered Office :	Plot No. A-1, Sipcot Industrial Park, Sriperumbudur – 602 105, Kanchipuram District, Tamilnadu, India
Tel. No.:	91-4111-262832 / 3 / 4 / 5 / 6 / 7 / 8 / 9
Fax No.:	91-4111-262841 / 262848 / 27162834
E-Mail :	sgg1@saint.gobain.co.in infobcci.gnoho@saint-gobain.com geeta.b@saint-gobain.com venkateswaran@saint-gobain.co.in
Website :	http://www.saintgobain.com, http://www.saint-gobain-glass.com/in
Location :	Owned
Corporate Office :	Plot No. A1, Sipcot Industrial Park, Sriperumbudur – 602 160, Tamilnadu, India
Tel. No.:	91-4111-32832/6/9
Fax No.:	91-4111-32841
E-Mail :	sggi@md4.vsnl.net.in , sgg1@saint.gobain.co.in
Location :	Owned
Plants :	v T-94-95 Bhosari Industrial Estate, Pune – 411 026, Maharashtra Tel. 91-20-27120047/1441/0623 Fax. 91-20-27120777 v Survey No. 616/619, Pune – Nashik Highway Alandi Phata, Kurli Village, Chakan Taluka, Khed, Pune, Maharashtra Tel. 91-952135-252809/255937 Fax. 91-952135-252247 E-mail. http://www.saint-gobain-sekurit.com v Plot No. A1, Sipcot Industrial Part, Sriperumbudur – 602 160, Tamilnadu, India Tel. No. : 91-4111-32832/6/9 Fax No. : 91-4111-32841 E-Mail : sggi@md4.vsnl.net.in sgg1@saint.gobain.co.in
Branches :	v 102 A, L Block, Anna Nagar, Chennai – 600040, Tamilnadu, India Tel. No : 91-44-26630040 v 19 Avenue Road, Nungambakkam, Chennai – 600034, Tamilnadu, India Tel. No : 91-44-28212069/28215246/28227450 v AL 221, 14^th Main Road, Anna Nagar, Chennai – 600040, Tamilnadu, India Tel. No : 91-44-26286734 v Plot No. 2209/2 Anna Nagar, Chennai – 600040 Tel. No : 91-442-6222384 v AK 44, 11^th Main Road, Anna Nagar, Chennai – 600040, Tamilnadu, India Tel. No : 91-44-26212206 v 3A Wallace Garden, Second Street, Nungambakkam, Chennai – 600006, Tamilnadu, India Tel. No : 91-44-28211366 v 29 Barnaby Road, Kilpauk, Chennai – 600010, Tamilnadu, India Tel. No : 91-44-26433195 v 318 Village Road, Nungambakkam, Chennai – 600034, Tamilnadu, India Tel. No : 91-44-28212021

DIRECTORS

Name :	Mr. B. Santhanam
Designation :	Managing Director
Address :	29 Ranjit Road, Kotturpurm, Chennai – 600085, Tamilnadu, India
Date of Birth/Age :	02.03.1957
Date of Appointment :	21.01.2004
Date of Ceasing :	20.01.2008
Name :	Mr. Anand Mahajan Yashwant
Designation :	Director
Address :	Fiona, 3^rd Street, 176, Juhu Road,Mumbai – 400049, Maharashtra, India
Date of Birth/Age :	03.01.1953
Date of Appointment :	30.06.2004
Name :	Mr. Jean Micheal Magot
Designation :	Director
Address :	30 Rue, Vangelas, Paris – 75015, France
Date of Birth/Age :	17.10.1955
Date of Appointment :	30.06.2004
Name :	Mr. Aschen Broich Jalques
Designation :	Director
Address :	7 Rue Franklin, 78100 Saint Germainla Defense Cedex, France
Date of Birth/Age :	03.06.1954
Date of Appointment :	15.06.1998
Name :	Mr. Biarnex Daniel
Designation :	Director
Address :	Les Miroiors 18 Avene, Dalsace 92096, France
Date of Birth/Age :	07.07.1963
Date of Appointment :	09.07.2002
Name :	Mr. Fernandez Javier
Designation :	Director
Address :	50 Bis Boulevard General Leclerc 92200, Neuilly Sur Sene, France
Date of Birth/Age :	20.05.1965
Date of Appointment :	06.12.2004
Name :	Mr. Joseph Andrew Jude Peripp
Designation :	Director
Address :	8 Coral Reef, 55 Chimbi Road, Bandra – 400050, Maharashtra, India
Date of Birth/Age :	24.01.1948
Date of Appointment :	08.03.2000

KEY EXECUTIVES

Name :	Mr. L. Venkateswaran
Designation :	Company Secretary
Address :	Flat S8, Subiksha Apartments, No. 21, Puliyur 1^st Lane, Trustpuram, Kodambakkam – 600024, Tamilnadu, India
Date of Birth/Age :	10.02.1958
Date of Appointment :	29.09.1999

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

Names of Shareholders	No. of Shares
Saint Gobain Glass Deutschland, Germany	37753813
Saint Gobain Promotions Et Participation	16715780
Grindwell Norton India Limited	2500000
Total	56,969,593

Category	Percentage of Holding
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	96.00
Bodies corporate	4.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturers, Exporters and Importers of Glass and Glass Products such as Float Glass, Sheet Glass, Laminated & Toughened Wire Glass, Heat Treated Glass, Glass Wares and Mirrors.

Products :

Generic Name of the Principal Product of the company is :

ITC Code No	Product Description
7005.10	Float Glass

Their products can be classified into three categories :

v Glass

v Housing Products – like Building materials, pipes, Building materials distribution

v High Performance Materials – Abrasives, Ceramics and Plastics.

Agencies Held :

Agencies held by the concern are as under:

v Wholly owned subsidiary of Saint Gobain Vitrase Les Miroirs

18 Avenue Ds Alsace 920961,

La Defensecedex

France

Tel. No: 33(1) 47 6230 00

PRODUCTION STATUS

Particulars	Unit	Installed Capacity
Glasses of various types	Tonnes	650 tonnes of float glass everyday

GENERAL INFORMATION

No. of Employees :	About 1800
Bankers :	Indian Overseas Bank Irungattukottai Branch, Chennai, Tamilnadu, India Calyon Bank 27the Floor, Two Pacific Place, 88, Queensway, Hong Kong Hong Kong and Shanghai Banking Corporation Standard Chartered Bank New London Bridge House, 25 New London Bridge Street, London SE19TB State Bank of India Corporate accounts group branch, 149, greams road, Chennai 600006.
Facilities :	--

Banking Relations :	Satisfactory
Auditors :
Name :	N. Ramesh Rajan Chartered Accountants
Address :	32, Khader Nawaz Road, Nungambakkam, Chennai - 600034, Tamilnadu, India
Associates/Subsidiaries :	v Saint Gobain NorPro India Limited 208, B Wing, Floral Deck Plaza, MIDC Central Road, Andheri (East), Mumbai – 400093, Maharashtra, India Tel. No. 91-22-28239944 - Acts as Manufacturers of Glass and Abrasives v Grindwell Norton Limited Army and Navy Building, First Floor, 148, M.G. Road, Mumbai – 400001, Maharashtra, India Tel. No. 91-22-28447477 Fax No. 91-22-22023711 - Acts as Manufacturers of Glass and Abrasives v Saint Gobain Sekurit India Limited Bhosari Industrial Estate, Pune – 411029, Maharashtra, India Tel. No. 91-20-7120047 Fax. 020-7120777 - Acts as Manufacturers of Glass and Abrasives v Saint Gobain Vetrotex India Limited Hyderabad-Bangalore Highway Thimmapur, Shadnagar Taluka, Mahaboob Nagar District, Palmakul Post 509 325, Andhra Pradesh Tel. 91-8548-256072 to 46 Fax. 91-8548-257713/26/257155 - Acts as Manufacturers of Glass and Abrasives v Saint Gobain Diamant Winter India Limited 4, IDC Mehrauli Road, Gurgaon – 122001, Haryana, India Tel. No. 91-124-6331254 - Acts as Manufacturers of Glass and Abrasives v Saint Gobain Crystals and Detector India Private Limited 171/2, Maruthi Industrial Estate, Hoodi Rajapalaya, Whitefield Main Road, Bangalore – 560048, Karnataka, India Tel. No. 91-80-8410387 - Acts as Manufacturers of Glass and Abrasives v SEPR Refractories India Limited Post Box No.1, Kanjikode West, Palakkad 678 623, Kerala Tel: 91-491-2566041/ 566234 / 567972 Fax. 91-491-2566174 Web : http://www.sefpro.saint-gobain.com v Saint-Gobain Promotions at participations v Internationals France v Saint-Gobain Deutschland, Germany v Grindwell Norton Limited v Saint-Gobain Seva , France v Hankuk Glass Industries, Kerala v Saint-Gobain Cristllaria Spain v Saint-Gobain Recherche, Spain v Saint-Gobain Glass, France v Saint-Gobain Vetrotex India Limited v Saint-Gobain Glass Portugal v Saint-Gobain Icover France v Saint-Gobain Glass Limited UK v Saint-Gobain Oberland, Germany v Saint-Gobain Exprover
Holding Company :	v Compagnie-De-Saint-Gobain Vintage Less Miroirs, 18 Alsace, 92096 LA, Cedex, France Tel. No. 33 (1) 476 230 00

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
5,70,00,000	Equity shares	Rs. 10.00 each	Rs. 570.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5,69,69,593	Equity shares	Rs. 10.00 each	Rs. 569.695 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.12.2005	31.12.2004	31.12.2003
SHAREHOLDERS FUNDS
1] Share Capital	569.696	569.696	569.695
2] Reserves & Surplus	5385.526	5381.998	5275.088
3] Profit & Loss Account	0.000	0.000	0.000
NETWORTH	5955.222	5951.694	5844.783
LOAN FUNDS
1] Secured Loans	5137.853	1166.457	323.338
2] Unsecured Loans	154.687	250.000	126.725
TOTAL BORROWING	5292.540	1416.457	450.063
DEFERRED TAX LIABILITIES	229.300	0.000	104.985
TOTAL	11477.062	7368.151	6399.831
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]	9821.956	4287.063	4973.300
Capital work in progress	1295.745	2564.663	0.000
INVESTMENTS	537.503	843.723	346.730
CURRENT ASSETS, LOANS & ADVANCES
Inventories	1280.005	924.788	853.849
Sundry Debtors	559.881	470.489	478.018
Cash & Bank Balances	142.087	148.483	131.626
Other Current Assets	1.834	1.624	5.108
Loans & Advances	352.080	149.981	284.874
Total Current Assets	2335.887	1695.365	1753.475
Less: CURRENT LIABILITIES & PROVISIONS
Current Liabilities	2397.298	1829.059	663.098
Provisions	116.731	193.604	10.576
Total Current Liabilities	2514.029	2022.663	673.674
Net Current Assets	[178.142]	[327.298]	1079.801
MISCELLANEOUS EXPENSES	0.000	0.000	0.000
TOTAL	11477.062	7368.151	6399.831

PROFIT & LOSS ACCOUNT

PARTICULARS		31.12.2005	31.12.2004	31.12.2003
Sales Turnover		4333.056	3641.149	3422.039
Other Income		127.296	61.076	67.475
Total Income		4460.352	3702.225	3489.514
Profit/(Loss) Before Tax		155.729	202.710	767.536
Provision for Taxation		80.746	105.800	139.776
Profit/(Loss) After Tax		74.983	96.910	627.760
Earnings in Foreign Currency :		238.454	417.783	425.898
Imports :
	Raw Materials	NA	430.448	308.494
	Stores & Spares	NA	101.211	51.062
	Packing Materials	NA	3.161	9.457
	Capital Goods	NA	396.493	90.450
	Others	NA	191.077	66.284
Total Imports		NA	1122.390	525.747
Expenditures :
	Raw Material Consumed	744.277	598.822	545.839
	Purchases made for re-sale	656.106	191.077	41.993
	Consumption of stores and spares parts	156.310	123.316	0.000
	Increase/(Decrease) in Finished Goods	[18.820]	44.380	0.000
	Salaries, Wages, Bonus, etc.	220.450	162.022	99.244
	Managerial Remuneration	8.071	6.687	5.350
	Payment to Auditors	1.108	1.119	0.705
	Interest	228.090	55.822	36.653
	Insurance Expenses	39.052	26.432	21.837
	Power & Fuel	634.459	478.440	484.343
	Depreciation & Amortization	579.647	548.769	1486.015
	Other Expenditure	1055.873	1262.629	0.000
Total Expenditure		4304.623	3499.515	2721.979

KEY RATIOS

PARTICULARS		31.12.2005	31.12.2004	31.12.2003
PAT / Total Income	(%)	1.68	2.61	17.99
Net Profit Margin (PBT/Sales)	(%)	3.59	5.56	22.43
Return on Total Assets (PBT/Total Assets}	(%)	1.28	3.38	11.41
Return on Investment (ROI) (PBT/Networth)		0.03	0.03	0.13
Debt Equity Ratio (Total Liability/Networth)		1.31	0.57	0.19
Current Ratio (Current Asset/Current Liability)		0.93	0.83	2.60

LOCAL AGENCY FURTHER INFORMATION

Consolidated Financials of SAINT GOBAIN are as follows:

Consolidated Statements of Balance Sheet

(Figures are in Euro Millions)

Assets	2004	2003	2002
Goodwill	5170	4902	5521
Other Intangible Assets, Net	1883	1836	1914
Property, Plant and Equipment	22083	21199	22069
Less: Accumulated Depreciation	(13144)	(12513)	(12687)
	8939	8686	9382
Investment in Equity Investees	61	75	114
Investment at cost	83	139	144
Non- Current marketable securities	4	78	175
Other non-current assets	1375	1521	1590
	1523	1813	2023
Non Current Assets	17515	17237	18840
Inventories	4838	4509	4664
Trade Accounts receivable	4467	4240	4264
Other Accounts receivable	1099	1035	1010
Short terms loans	69	160	162
Marketable Securities	1412	1387	469
Cash and cash equivalents	1487	1527	739
Current Assets	13372	12858	11308
TOTAL ASSETS	30887	30095	30148
Liabilities and Shareholders Equity
Capital Stock	1364	1391	1364
Additional Paid in Capital and Legal Reserve	2123	2381	2264
Retained Earnings and Net Income for the year	10571	9869	9204
Cumulative translation adjustments	(2350)	(2241)	(1438)
Treasury stock	(152)	(313)	(79)
Shareholders Equity	11556	11087	11315
Minority interest	250	223	227
Net Equity of Consolidated Entities	11806	11310	11542
Non-voting participating securities	170	170	391
Pensions and other post-retirement benefits	2249	2305	2353
Deferred Tax Liability	548	599	696
Other liabilities	954	1032	1084
Long- term Debt	5396	6518	9238
Shareholders Equity and Non Current Liabilities	21123	21934	22304
Trade accounts payable	3967	3592	3352
Other payables and accrued expenses	2659	2356	2348
Current portion of long-term debt	1335	550	487
Short – term debt and bank overdrafts	1803	1663	1657
Current Liabilities	9764	8161	7844
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY	30887	30095	30148

Consolidated Statements of Income

(Figures are in Euro Millions)

	2004	2003	2002
Net Sales	32025	29590	30274
Cost of Sales	(23929)	(22263)	(22670)
Gross Margin	8096	7327	7604
Selling, General and Administrative Expenses, including research	(5124)	(4626)	(4712)
Other operating expenses and income	(340)	(259)	(310)
Operating Income	2632	2442	2582
Dividend Income	3	12	22
Interest and other financial charges, net	(441)	(457)	(504)
Non- operating costs	(280)	(275)	(252)
Income Before Profit/ Loss on sales of non-current assets and taxes	1914	1722	1848
Profit / Loss on sales of non-current assets, net	(44)	86	3
Provision for income taxes	(603)	(595)	(612)
Net Operating Income from consolidated companies before amortization of goodwill	1267	1213	1239
Amortization of goodwill	(155)	(154)	(169)
Net Operating Income from consolidated companies	1112	1059	1070
Share in net income of equity investees	8	6	4
Net Income before minority interest	1120	1065	1074
Minority Interest of consolidated companies	(37)	(26)	(34)
NET INCOME	1083	1039	1040

Consolidated Statements of Cash Flows

(Figures are in Euro Millions)

	2004	2003	2002
Net Income	1083	1039	1040
Minority interest	37	26	34
Excess of income of equity investees over dividends	(6)	1	(1)
Depreciation and amortization	1454	1491	1603
Profit / Loss on sales of non-current assets	44	(86)	(3)
Cash flows from operations	2612	2471	2673
Increase / decrease in inventories	(136)	(4)	97
Increase / decrease in trade accounts and other accounts receivables	123	(24)	329
Increase / decrease in trade accounts payable, other payables and accrued expenses	270	292	(63)
Changes in income taxes payables and deferred taxes	(33)	47	(120)
Other	(123)	(80)	(50)
Net changes in working capital	101	231	193
CASH FLOWS FROM OPERATING ACTIVITIES	2713	2702	2866
Purchases of property, plant and equipment	(1537)	(1351)	(1431)
Acquisitions of businesses	(551)	(461)	(575)
Disposals of consolidated investments, net of cash		523	104
Disposals of investments at cost	133	125	19
Acquisitions of investments at cost	(34)	(32)	(31)
Disposals of property, plant and equipment and intangible assets	162	162	201
(Increase) decrease in marketable securities	(23)	(1156)	(100)
Other	86	16	(236)
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES/DIVESTMENTS	(1764)	(2174)	(2049)
Issues of capital stock	136	144	164
Minority interests' share in capital stock increases of subsidiaries	10	5	15
(Increase) decrease in treasury stock	(241)	(229)	(159)
Dividends paid	(387)	(379)	(378)
Dividends paid to minority shareholders of consolidated subsidiaries	(19)	(24)	(19)
(Increase) decrease in short-term loans	93	71	222
Increase (decrease) in long-term debt	(577)	648	777
Increase (decrease) in bank overdrafts and other short-term debt	(3)	57	(1597)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES	(988)	293	(975)
Net effect of exchange rate changes on cash and cash equivalents	(1)	(33)	(61)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	(40)	788	(219)
Cash and cash equivalents at beginning of year	1527	739	958
Cash and cash equivalents at end of year	1487	1527	739

HISTORY

Subject was incorporated on at Chennai in Tamilnadu having Company Registration Number.

Subject, as a part of their global strategy, is expanding their presence in Asia, in general and in Indian subcontinent in particular. Saint Gobain’s entry into and growth in any market is through investments into manufacturing activities, wherein they bring in their advanced technological competence to provide state of the art products to the customers in those markets.

The activities in the subcontinent gained focus in 1996 with the formation of “the Indian Delegation” and has now established its presence, in India, in two of the three core sectors (Glass and High Performance Materials) of Saint-Gobain’s operations encompassing four business areas (Abrasives, Ceramics, Glass and Reinforcements) through seven business houses. The formation for “General delegation for India, Sri Lanka and Bangladesh” was in continuation of Saint-Gobain’s strategy to expand its presence while continuing to consolidate and grow in India.

Subject is the largest green field investment in India. Set up at a cost of Rs. 5250 million it has India’s largest and most modern Floatglass. Plant designed to produce International Standard advanced float glass for the automotive, mirroring and architectural segments. The Plant, located at Sreeperumbudur near Chennai and spread over a sprawling 120 acres area, has the capacity to produce 650 Tons of International Quality Floatglass everyday.

The company is a subsidiary of Saint Gobain, manufacturing and marketing float glass and allied products in India. From its world class manufacturing facilities in India Saint Gobain Glass India produces wide range of float glass products – clear glass, tinted glass, reflective glass, and mirrors.

The company’s state of the art float glass plant is located at Sri perambudur, 46 km from Chennai, on the Chennai – Bangalore highway. Spread over a picturesque 120 acres, it is India’s most modern and largest glass plant with a capacity to produce 650 tons of float glass everyday, or 47 million square meters of 2mm thick glass per annum.

Its range of products includes:

v Clear glass under the brand name SGG PLANILUX.

v Tinted glass under the brand name SGG PARSOL.

v Pyrolitic reflective glass SGG REFLECTASOL in light gold, green, bronze, dark grey.

v Lead free mirror, copper free mirror SGG MIRALITE EVOLUTION.

It exports glass products.

It imports raw materials and capital goods.

It is focussing on Abrasives, Ceramics, Fibre, Reinforcements and Flat Glass. The formation for ‘General delegation for India, Sri Lanka and Bangladesh’ was in continuation of the company’s strategy to expand its presence while continuing to consolidate and grow in India.

The company’s largest green field investment in India set up at a cost of 5250.000 millions, it has India’s largest and most modern Float glass Plant designed to produce International Standard advanced float glass for the automotive, mirroring and architectural segments.

Today the Saint Gobain Group in India Consists of:

v Grind Well Norton Limited

v Vetortex Industries Limited

v Bicron Products

v Sekurit Saint Gobain Limited

v Orien Cerwool

v Winter Misra

v Norton Chemical Processed Products Limited

The products manufactured by Saint Gobain Glass India would find application in the following areas :

v Architectural Segment

v Automotive Segment

v Mirroring Segment

v Miscellaneous Areas (e.g. Photoframing, solar panels, visi-coolers)

Subject is Saint-Gobain's largest greenfield investment in India. Set up at a cost of Rs 5,250 million, it has India's largest and most technologically advanced float glass plant.

The plant produces a range of quality float glass for the mirroring and architectural segments as well as miscellaneous areas such as photo framing and solar panels.

Located at Sriperumbudur near Chennai and spread over a sprawling 120 acres, the plant has a capacity to produce 650 tonnes of international quality float glass everyday.

The company produces the widest range of products, many of them being manufactured for the first time in India:

• Glass panes ranging in size from a small 4 sq ft pane weighing a mere 1.5 kg to a gigantic 240 sq ft pane weighing in at 1000 kg.

• Glass with thickness ranging from 2 mm all the way to 19 mm.

• A wide range of tinted glass - green, bronze, gray and for the first time in India, blue.

• Online, Pyrolitic coated reflective glass for the first time in India.

Saint Gobain Glass India is committed to manufacturing Floatglass that adheres to the strictest Quality Norms in the World. Within 55 days of commencement of production at the Sreeperumbudur, the first exports started and by December 2000, almost half the production was being exported to markets across the world.

In the domestic market the company’s clear float glass is valued for the following unique characteristics:

v Exceptional clarity which make it ideal for the Mirroring and Automotive Segment as well as Architectural Applications where there should be no Optical Distortion.

v Tight tolerances in its thickness whereby for the same thickness of glass, the consumer gets more glass from the company in comparison to others.

v Superior ease in cutting whereby the company lends itself to better processing.

The company is a part of one of the largest industrial group in the world with:

v An annual turnover of 29 Billion Euros.

v Ranked 165 in Fortune’s Global 500 list of the largest companies in the world

v Comprises of over 1000 consolidated companies

v Spread over 48 countries

v Employing 165,000 people

Fixed Assets

Ø Land

Ø Building

Ø Plant and Machinery

Ø Data Processing Equipments

Ø Furniture, Fixture and office equipments

Ø Vehicles

Contingent Liabilities

Claims against the Company not acknowledged as dents in respect of Sales-tax and Excise Duty: Rs. 24.002 Millions

As per website

Enriched by a long history beginning in France in 1665 with the formation of Manufacture Royale des Glaces de Miriors, Saint-Gobain has diversified and evolved over the years.

The Group today has over 1200 companies in 50 countries with sales of around 35 billion Euros and profits of 1.3 billion Euros in 2005. It ranks 106 in the Global Fortune 500 (2005) list of companies.

Saint-Gobain has interests in five distinct Business Sectors:
   1) Building Distribution
   2) Construction Products
   3) Flat Glass
   4) High Performance Materials
   5) Packaging In each of their businesses they are a global market leader.

The Group focuses on profitable growth, powered by technological excellence and innovation. They have a strong cash flow, a substantial growth potential in emerging markets and a globally diverse team of over 2,00,000 employees.

In 1996, the Saint-Gobain Group acquired a majority holding in Grindwell Norton, the Group's first company in India. Since then the Group has made substantial investments in India and has steadily consolidated and strengthened its position.

The Group today has nine companies in India offering a variety of engineered materials.

The Saint-Gobain Glass product range in India is offered through two companies:

• Saint Gobain Glass India Limited manufactures and markets float glass from its plant at Sriperumbudur, near Chennai.
• Saint Gobain Sekurit India Limited offers a range of automotive glass products.

The Saint-Gobain High Performance Materials product range in India is offered through four companies:

• Grindwell Norton Limited manufactures and markets abrasives and ceramics and plastics from its 4 manufacturing locations.
• Saint Gobain Vetrotex India Limited manufactures and markets a range of reinforcement products from its plant situated near Hyderabad.
• Saint Gobain Crystals And Detectors India Limited offers radiation detection and measurement products.
• SEPR India Limited offers electrofused refractories.

The Saint-Gobain Construction Products range in India is offered through three companies

• Saint Gobain Weber India Limited manufactures & markets a range of industrial mortars.
• Saint Gobain Seva Engineering India Limited manufactures special purpose machinery & toolings.
• India Gypsum Limited manufactures & markets gypsum board, ceiling panels, plaster & other accessories.

The Saint Gobain Group has got exciting plans for rapid growth in India.

Managing Human Resources is an area of utmost strategic importance to us. Attracting top talent, building and enhancing people capability, creating an environment conducive for leveraging human potential are the key thrust areas of their human resource practices.

Globally, Saint Gobain employs over 2, 00,000 employees across 50 countries and spread across various business areas. The workforce is predominantly split across manufacturing, processing and retailing.

In India also, they are striving towards rapid growth. And to accelerate the growth rate they are continuously seeking talented and focused individuals who can significantly contribute and be an integral part of this process.

They are committed to building people capability through their continuous efforts to upgrade skill and enhance knowledge. Their training and development initiatives range from organizing Management Development Programmes to cross-functional career development opportunities, from outbound training programmes to individualized executive coaching.

Mobility of employees between regions and functions is also one of the essential building blocks that they offer to their employees. They believe that building international teams and a multicultural outlook are an integral part of fostering learning and a performance enabling culture.

While striving for business growth and attaining process excellence, they derive exemplary strength from the Principles of Conduct and Principles of Action which are laid out for the entire Group.

Principles of Conduct include:

1. Professional Commitment
2. Respect for Others
3. Integrity
4. Loyalty (Fairness)
5. Solidarity (Team Work)

Principles of Action include:

1. Respect for the law
2. Caring for the environment
3. Worker health and safety and
4. Employee rights

Current Profile

Saint-Gobain established its presence in India by acquiring a majority stake in Grindwell Norton in 1996, and thereafter went on to consolidate and strengthen its presence within the country. The Group has adopted a systematic focus in launching its individual businesses in India and currently operates in three business sectors: Flat Glass, High Performance Materials and Construction Products.

Within these sectors, a variety of products are manufactured by nine different companies:

FLAT GLASS

Saint-Gobain Glass India Limited (SGGI), which manufactures and markets float glass and mirrors from its plant near Chennai, and

Saint-Gobain Sekurit India Limited (SGSI), which offers a range of automotive glass products.

HIGH PERFORMANCE MATERIALS

Grindwell Norton Limited (GNO), which manufactures and markets abrasives, silicon carbide, high performance refractories and performance plastics from its four manufacturing locations.

Saint-Gobain Vetrotex India Limited (SGVI), which manufactures and markets a variety of glass fibre reinforcements products from its plant situated near Hyderabad

Saint-Gobain Crystals & Detectors India Limited (SGCD), which manufactures and markets radiation detection and measurement products, and

SEPR Refractories India Limited (SEPR), which manufactures and markets electrofused refractories.

CONSTRUCTION PRODUCTS

Saint-Gobain Weber India Limited (SGWI), which offers facade and tiling solutions and technical mortars

Saint-Gobain SEVA Engineering India Limited (SGSEIL), which manufactures top rolls, tempering furnaces and Toolings for the automotive sector, moulds for containers and some building hardware products, and

India Gypsum, which manufactures an extensive range of Gypsum boards and plasters systems and solutions for partitions, wall panels, ceilings and internal wall linings.

In order to further its business growth in the Indian sub-continent, Saint-Gobain also established the General Delegation for India, Sri Lanka and Bangladesh in 1996. The Delegation facilitates the establishment of new businesses in India, ensures synergy and co-ordination between the businesses and companies in India and functions as a link between the Companies and the businesses in India.

Saint-Gobain places great emphasis on developing its businesses and strengthening its presence in the Indian market. This combined with its investment in manufacturing activities to fuel growth, makes it possible to bring in advanced technological competency in providing state–of–the-art products to their customers.

Glass

Saint-Gobain is a dominant global player in the Glass sector. The flat glass business provides a variety of solutions across architectural and automotive segments. They have established two companies in India to manufacture and market their federated glass. These are Saint-Gobain Glass India Limited and Saint-Gobain Sekurit India Limited

Saint-Gobain Glass India Limited (SGGI), manufactures and markets flat glass at its plant near Chennai. In the short span of six years, SGGI has become the largest player in the Indian glass market. The Company has India’s largest and most modern float glass plant, producing clear glass, tinted glass, pyrolytic reflective glass and mirrors for the architectural and mirroring segment

Saint-Gobain Sekurit India Limited (SGSI), offers a wide range of products addressing the requirements of all segments of the automobile market – passenger cars, commercial vehicles, multi-utility vehicles, three wheelers and coach/bus body builders.

FORM 8

Bankers Charges Report as per Registry

Name of the company	SAINT GOBAIN GLASS INDIA LIMITED
Presented By	SAINT GOBAIN GLASS INDIA LIMITED AND STANDARD CHARTERED BANK, NEW LONDON BRIDGE HOUSE, 25 NEW LONDON BRIDGE STREET, LONDON
1) Date and description of instrument creating the change	09.06.2005 Agreement of hypothecation of machinery dated 09.06.2005
2) Amount secured by the charge/amount owing on the securities of charge	Japanese Yen One Thousand Forty Million Only
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given	Hypothecation by way of exclusive first charge to Standard Chartered Bank, Chennai in its capacity as th agent and security trustee for the lender on identified plant and machinery as specified in schedule to the agreement of hypothecation of machinery being movable properties now stored at or being stored or which may hereafter be brought into or stored at or at present installed at Plot A 1 SIPCOT Industrial Park, Kancheepuram belonging to or which may at any time hereafter belong to the borrower or be at its disposal or be in course of transit or awaiting transit by any mode of transport or awaiting transit by way of assets cover of 1.25 times.
4) Gist of the terms and conditions and extent and operation of the charge.	Repayment as bullet repayment on completion of 48 months after the loan disbursement.
5) Name and Address and description of the person entitled to the charge.	Standard Chartered Bank, New London Bridge House, 25 New London Bridge Street, London SE19TB
6) Date and brief description of instrument modifying the charge	NA
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.	NA

This form is for	Modification of charge
Charge identification number of the charge to be modified	90285660
Corporate identity number of the company	U26109TN1997PLC037875
Name of the company	SAINT GOBAIN GLASS INDIA LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot No. A-1, Sipcot Industrial Park, Sriperumbudur – 602 105, Kanchipuram District, Tamilnadu, India
Type of charge	Movable property
Particular of charge holder	Calyon Bank [Formerly known as Credit Lyonnais] 27the Floor, Two Pacific Place 88, Queensway, Hong Kong Sathya.narayana@in.calyon.com
Nature of description of the instrument creating or modifying the charge	23.02.2004 – Being the date of original charge Charge and Hypothecation agreement dated 23.02.2004 01.09.2006 – Being the date of modification of charge Supplementary hypothecation agreement dated 01.09.2006 Security trustee agreement dated 01.09.2006
Date of instrument Creating the charge	01.09.2006
Amount secured by the charge	Rs. 663.500 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	[a] Rate of interest Other term and conditions relating to rate of interest, repayment schedule etc will be adhered to by the borrower as stipulated by the bank [b] Terms of repayment Other term and conditions relating to rate of interest, repayment schedule etc will be adhered to by the borrower as stipulated by the bank [c] Margin Other term and conditions relating to rate of interest, repayment schedule etc will be adhered to by the borrower as stipulated by the bank [d] Extent and operation of the charge Charge on all and singular, present and future the movable fixed assets of the company i.e. Furnace, annealing lehr, cutting line, float bath whether installed or not and whether now lying loose or in cases or otherwise or being or upon or about the premises and godowns at Plot A 1 SIPCOT Industrial Park, Sriperumpudur, Kanchipuram – 602 106 on Pari Passu basis to operate as security till the complete closure of the loan aggregating to Rs. 663.500 Millions
Short particulars of the property charged	All and singular, present and future the movable fixed assets i.e. Furnace, annealing lehr, cutting line, float bath whether installed or not and whether now lying loose or in cases or otherwise or being on or upon or about the premises and godowns at Plot A 1 SIPCOT Industrial Park, Sriperumpudur, Kanchipuram – 602 106, being free of any other Lien, Pledge, Mortgage or in any other security interest in favour of the third party on Pari Passu basis.
Particulars of the present modification	The present enhanced overall credit limit of Rs. 663.500 Millions is secured by the all and singular, present and future the movable fixed assets i.e. Furnace, annealing lehr, cutting line, float bath whether installed or not and whether now lying loose or in cases or otherwise or being or upon or about the premises and godowns at Plot A 1 SIPCOT Industrial Park, Sriperumbudur, Kanchipuram 602 106, on Pari Passu

Name of the company	SAINT GOBAIN GLASS INDIA LIMITED
Presented By	SAINT GOBAIN GLASS INDIA LIMITED AND STATE BANK OF INDIA, CORPORATE ACCOUNTS GROUP BRANCH, 149, GREAMS ROAD, CHENNAI 600006.
1) Date and description of instrument creating the change	27.01.1999 a. Agreement of loan for overall limit in Form C- 1 b. Agreement of hypothecation of goods and assets in Form C-2 c. Letter regarding the grant of individual limits within the overall limit in Form C-5 All dated 27.01.1999 and relate to a single charge.
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 600.000 Millions Together with interest, costs, charges, expenses and other monies due and payable by the Company to the Bank. Facility : Term Loan
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given	Exclusive first charge over the entire plant and machinery of the Company at its plant at Anna District purchased to be purchased out of the said Term Loan as Primary Security.
4) Gist of the terms and conditions and extent and operation of the charge.	Interest at the rate of 1% above SBMTLR at present 13.75% p.a. [effective rate including interest tax 14.02% p.a.] Margin : 45.88% The Term Loan to be repaid in 10 half yearly installments, commencing from June 2002 as stated hereunder : First 4 installments of Rs. 42.000 Millions each Next 2 installments of Rs. 84.000 Millions each Last 4 installments of Rs. 66.000 Millions each
5) Name and Address and description of the person entitled to the charge.	STATE BANK OF INDIA CORPORATE ACCOUNTS GROUP BRANCH, 149, GREAMS ROAD, CHENNAI 600006.
6) Date and brief description of instrument modifying the charge	10.12.2004 No instruments Extension of Equitable mortgage by way of deposit of title deeds of the Company’s immovable properties dated 10.12.2004
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.	Extension of Equitable mortgage by way of deposit of Title Deeds of the Company’s immovable properties i.e. All that piece and parcel of land known as A-1 in the SIPCOT’s Industrial Park at Sriperumbudur, within the Village limits of Pondur ‘A’ and Mambakkam, Taluk of Sriperumbudur, Sub Registration District of Chengelput in Kancheepuram Revenue District containing by admeasuring 120.46 acres of thereabouts comprised in S Nos. 162 pt, 163 pt, 164 pt, 165 pt, 166, 167, 168, 169, 170, 171, 172, 77 pt, 174 pt, of Mambakkam Village and SF Nos. 1pt, 5pt, 6pt, 7pt, 8, 9, 10pt, 11, 12, 13pt, 14pt, 15pt, 17pt, 39pt, 472pt and 470pt, of Pondur ‘A’ Village bounded on the : North by : SIPCOT service Road South by : 40 meter wide Road East by : 40 meter wide Road and West by : SIPCOT land And situated within the Registration and Sub Registration District of Kancheepuram and the factory buildings, fixtures and fittings constructed erected or installed or to be installed and all plant and machinery attached to earth or permanently fastened, anything attached to the on the earth on Second charge Basis shall continue to secure the overall limit of Rs. 1200 Millions together with interest, costs, charges and other expenses which may be debited to the account from time to time.

Name of the company	SAINT GOBAIN GLASS INDIA LIMITED
Presented By	SAINT GOBAIN GLASS INDIA LIMITED AND INDIAN OVERSEAS BANK. IRUNGATTUKOTTAI 602 105
1) Date and description of instrument creating the change	11.08.1999 a. Term Loan Agreement b. Letter of hypothecation Both dated 11.08.1999 and relate to the one and the same charge.
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 250.000 Millions [Together with interest, costs, charges and other expenses which may be debited to the account from time to time] Facility : Term Loan
3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given	First charge on all the movable and immovable properties of the Company both present and future, including to be maintained at Plot No. 1, SIPCOT Industrial Park, Sriperumbudure – 602 106 or any other place belonging /pertaining to the Company’s factory/site wherever shifted and situated to be shared on a pari passu basis with : 1. State Bank of India for its loan of Rs. 600.000 Millions 2. Exim Bank for its loan of Rs. 400.000 Millions 3. Canara Bank for its loan of Rs. 250.000 Millions 4. Corporation Bank for its loan of Rs. 250.000 Millions 5. Central Bank of India for its loan of Rs. 250.000 Millions [Letter ceding pari passu charge from State Bank of India is enclosed]
4) Gist of the terms and conditions and extent and operation of the charge.	Interest at the rate of 0.75% over the Bank’s PLR [12.5%] with a minimum of 13.52% p.a. Margin : 50% The Term Loan of Rs. 250.000 Millions to be repaid in 20 quarterly installments of Rs. 12.500 Millions each. The first of such installments to commence from June, 2002
5) Name and Address and description of the person entitled to the charge.	INDIAN OVERSEAS BANK IRUNGATTUKOTTAI 602 105
6) Date and brief description of instrument modifying the charge	08.10.1999 No instruments Extension of Equitable mortgage by deposit of title deeds
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.	Extension of Equitable mortgage by deposit of Title Deeds of the Company’s immovable properties i.e. All that piece and parcel of land known as A-1 in the SIPCOT’s Industrial Park at Sriperumbudur, within the Village limits of Pondur ‘A’ and Mambakkam, Taluk of Sriperumbudur, Sub Registration District of Chengelput in Kancheepuram Revenue District containing by admeasuring 120.46 acres of thereabouts comprised in Survey Nos. 162 pt, 163 pt, 164 pt, 165 pt, 166, 167, 168, 169, 170, 171, 172, 77 pt, 174 pt, of Mambakkam Village and SF Nos. 1pt, 5pt, 6pt, 7pt, 8, 9, 10pt, 11, 12, 13pt, 14pt, 15pt, 17pt, 39pt, 472pt and 470pt, of Pondur ‘A’ Village bounded on the : North by : SIPCOT service Road South by : 40 meter wide Road East by : 40 meter wide Road and West by : SIPCOT land And situated within the Registration and Sub Registration District of Kancheepuram together with factory buildings, plant and machinery thereon : As Collateral security to secure the existing limit of Rs. 250.000 Millions together with interest, costs, charges and other expenses which may be debited to the account from time to time. This Collateral security shall rank pari passu with : a. State Bank of India , Corporate Accounts Group for its Term Loan of Rs. 600 Millions b. Export Import Bank of India for its Term Loan of Rs. 400 Millions and c. Canara Bank for its Term Loan of Rs. 250 Millions d. Corporation Bank for its Term Loan of Rs. 250 Millions

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. 39.27
UK Pound	1	Rs. 77.44
Euro	1	Rs. 57.73

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	8
--RESERVES	1~10	8
--CREDIT LINES	1~10	8
--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		72

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