MIRA INFORM REPORT

Report Date :

25.01.2008

IDENTIFICATION DETAILS

Name :	VALVOLINE CUMMINS LIMITED
Registered Office :	52 Okhla Industrial Estate, Phase III, New Delhi – 110 020
Country :	India
Financials (as on) :	30.09.2007
Date of Incorporation :	28.10.1994
Com. Reg. No.:	55-62425
CIN No.: [Company Identification No.]	U74899DL1994PLC062425
TAN No.: [Tax Deduction & Collection Account No.]	DELV05376A
PAN No.: [Permanent Account No.]	AAACW0287A
Legal Form :	A Closely Held Public Limited Liability Company.
Line of Business :	Manufacturers of Engine Oil, Grease, Rust Preventive, Car Care and Filter

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 1380000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having satisfactory track. Directors are reported as experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are usually correct and as per commitments. The company can be considered good for normal business dealings at usual trade terms and conditions.

LOCATIONS

Registered Office / Factory :	52, Okhla Industrial Estate Phase III, New Delhi 110 020, India
Tel. No.:	91-11-51613444-48 / 41613444 -48
Fax No.:	91-11-51613453 / 41613453
E-Mail :	sales&service@valvolinecummins.com nagendara@valvolinecummins.com nagendra@valvolinecummins.com marketing@valvolinecummins.com
Website :	http://www.valvolinecummins.com
Branches :	· 801 A, Eureka Towers, 8th Floor Mind Space,Goregaon, Malad Link Road , Malad (West) Mumbai 400 064 Tel No : 91-22-56772901 / 56772902 / 66772901 - 03 Fax No 91-22-56772903 · MWH VALVOLINE CUMMINS LIMITED Panvel 202, 209, Jawahar cooerative. Industrial Estate Kamothe (Kalamboli) Panvel -410 209 Tel No 91-22-27423638 / 27420880 2 · No. I-G, First Floor, "CENTURY PLAZA" No.560/562, Anna Salai Chennai - 600 018 Tel No : 91-44-2435 5201/5208 Fax No : 91-44-2435 5201 · CK-46, Sector - II ,Salt Lake City, Kolkata - 700 091 Tel No : 91-33-39578010 / 23591971 / 23595484 Mobile No: 91- 9331023006 Tele Fax No.: 91-33- 23591971 / 23595484

DIRECTORS

Name :	Mr. Dempsey Frederick William
Designation :	Director
Address :	542, Ginger Mill Lane, Lexington, Kentucky – 40509, USA
Date of Birth/Age :	08.08.1950
Date of Appointment :	Appointed as a Director on 25.02.1998 and regularized in the General Meeting on 29.09.1998
Date of Ceasing :	10.12.2002
Name :	Mr. Porter Brek Michael
Designation :	Director
Address :	27 St. Lawrence Street, Greenwich 2164 NSW, Australia
Date of Birth/Age :	04.05.1945
Date of Appointment :	Appointed as a Director on 25.02.1998 and regularized in the General Meeting on 29.09.1998
Name :	Mr. Luxton Jeffrey Andrew
Designation :	Director
Address :	46, Dilion St. Paddington, NSW, 2021, Australia
Date of Birth/Age :	19.10.1965
Date of Appointment :	Appointed as a Director on 02.06.1998 and regularized in the General Meeting on 29.09.1998
Date of Ceasing :	19.04.2002
Name :	Mr. Joshi Shridhar Yashwant
Designation :	Director
Address :	106, Lokhnath Society, Mayur Colony, Karve Road, Kothrud, Pune – 411029
Date of Birth/Age :	05.02.1949
Date of Appointment :	Appointed as a Director on 03.12.1997 and regularized in the General Meeting on 29.09.1998
Date of Ceasing :	07.11.2000
Name :	Mr. Venkateshan Ravi
Designation :	Director
Address :	No. 1, Nidhi Road, Jamshedpur – 831003, Bihar
Date of Birth/Age :	12.01.1963
Date of Appointment :	Appointed as a Director on 29.09.1999 and regularized in the General Meeting on 13.09.2000
Date of Ceasing :	01.03.2004
Name :	Mr. Gurav Yashwant Prakash
Designation :	Director
Address :	Mrutunjaya Apartments, 54 ideal Colony, Kothrud, Pune - 411029
Date of Birth/Age :	28.12.1953
Date of Appointment :	Appointed as a Director on 08.01.1998 and regularized in the General Meeting on 29.09.1998
Date of Ceasing :	24.08.2000
Name :	Mr. Chaubal Malhar Chandrashekhar
Designation :	Director
Address :	C-23, Anand Bunglow, Swanand Society, Sahkarnagar, Pune – 411009
Date of Birth/Age :	21.01.1984
Date of Appointment :	Appointed as a Director on 23.01.2001 and regularized in the General Meeting on 29.06.2002
Date of Ceasing :	16.09.2002
Name :	Mr. Newson D. Geoffrey
Designation :	Director
Address :	140, Kings Road, Castle Hill, NSW, Australia – 2154
Date of Birth/Age :	28.03.1961
Date of Appointment :	Appointed as a Director on 23.01.2001 and regularized in the General Meeting on 29.06.2002
Name :	Mr. Rugg Michael James
Designation :	Director
Address :	422, Sindh Co-operative Housing Society Li9mited, Ganeshkhind Road Aundh, Pune – 411004
Date of Birth/Age :	27.11.1952
Date of Appointment :	Appointed as a Director on 24.08.2000 and regularized in the General Meeting on 13.09.2000
Date of Ceasing :	09.09.2003
Name :	Mr. Gupta Naveen
Designation :	Managing Director
Address :	145, RPS Flats, Sheikh Saraj, Phase I, New Delhi – 110017
Date of Birth/Age :	24.11.1957
Qualification :	B. Com. [H], CA
Date of Appointment :	01.06.1996
Experience:	26 years
Date of Ceasing :	24.05.2004
Last Employment :	Western India Petroleum Limited
Name :	Mr. Kymar Ajoy
Designation :	Director
Address :	Flat No. E-602, Building E, Blue Hills Enclave, Nagar Road, Pune – 411006
Date of Birth/Age :	10.08.1962
Date of Appointment :	Appointed as a Director on 22.05.2001 and regularized in the General Meeting on 29.06.2001
Date of Ceasing :	03.06.2003
Name :	Mr. Beecher Davis Jackson
Designation :	Director
Address :	25/F, 3 Lockhart Road, Wanchai, Hongkong
Date of Birth/Age :	13.05.1970
Date of Appointment :	Appointed as a Director on 19.04.2002 and regularized in the General Meeting on 30.09.2002
Date of Ceasing :	22.05.2004
Name :	Mr. Moughler Craig
Designation :	Director
Address :	3499, Blazer parkway, Lexington, KY 40509, USA
Date of Birth/Age :	09.09.1957
Date of Appointment :	Appointed as a Director on 10.12.2002 and regularized in the General Meeting on 07.07.2003
Name :	Mr. Shridhar Phadke Satish
Designation :	Director
Address :	6, Soordas Society, 44/425, TMV Colony, Gultekadi, Pune – 411037
Date of Birth/Age :	06.11.1951
Date of Appointment :	Appointed as a Director on 16.09.2002 and regularized in the General Meeting on 30.09.2002
Name :	Mr. Talaulicat J Anant
Designation :	Director
Address :	202, Silver Arch, Nepean Sea Road, Mumbai – 400006
Date of Birth/Age :	11.07.1961
Date of Appointment :	Appointed as a Director on 03.06.2003 and regularized in the General Meeting on 07.07.2003
Name :	Mr. Goel Nagendra Pal
Designation :	Director
Address :	125, Block 21, Lodhi Colony, New Delhi – 110003
Date of Birth/Age :	10.09.1973
Date of Appointment :	14.04.2000
Name :	Mr. Moore Lee Ronald
Designation :	Director
Address :	77, National Co-operative Housing Society Limited, Baner Road, Aundh, Pune – 411007
Date of Birth/Age :	01.08.1945
Date of Appointment :	Appointed as a Director on 03.12.1997 and regularized in the General Meeting on 29.09.1998
Date of Ceasing :	31.08.1999
Name :	Mr. Gupta Naveen
Designation :	Director
Address :	145, RPS Flats, Sheikh Sarai, Phase I, New Delhi – 110017
Date of Birth/Age :	24.11.1957
Date of Appointment :	Appointed as alternate to W.F. Dempsey on 23.01.2001 [Ccased on 10.12.2002] appointed as alternate to Craig Moughler on 10.12.2002 reappointed as alternate to Craig Moughler on 09.09.2003, appointed as a director on 22.05.2004 and regularized in the General Meeting on 24.05.2004
Name :	Mr. Parthasarathy Sundar
Designation :	Director
Address :	M-13, Sacred Heart Township, Wanowrie, Pune – 411040, India
Date of Birth/Age :	22.05.2004
Date of Appointment :	Appointed as a Additional Director on 22.05.2004 and regularized in the General Meeting on 17.06.2005
Name :	Mr. Rajiv Batra
Designation :	Director
Address :	Flat No. 5, ‘The Iris’, 3^rd Floor, S. No. 28/29A, Koregaon Park Road, Lane E, Pune – 411001, India
Date of Birth/Age :	30.09.1955
Date of Appointment :	Appointed as a Additional Director on 20.09.2004 and regularized in the General Meeting on 17.06.2005
Name :	Ms. Lira Goswami
Designation :	Director
Address :	B-6/23, Safdarjung Enclave, New Delhi – 110029, India
Date of Birth/Age :	03.12.1958
Date of Appointment :	Alternate to W.F. Dempsey [Ceased on 29.09.199] appointed as alternate to A.J. Luxton on 29.09.1999 [cased on 02.12.1999]; appointed as alternate to A.J. Luxton on 02.12.1999 [cased on 12.01.2000]; appointed as alternate to A.J. Luxton on 12.01.2000 [cased on 14.04.2000]; appointed as alternate to A.J. Luxton on 14.04.200 [cased on 24.08.2000]; appointed as alternate to A.J. Luxton on 24.08.2000 [cased on 07.11.2000]; appointed as alternate to A.J. Luxton on 07.11.2000 [cased on 22.05.2001]; appointed as alternate to A.J. Luxton on 22.05.2001 [cased on 19.04.2002];Appointed as alternate to Jackson Davis Beecher on 19.04.2002 [cased on 16.09.2002]; Appointed as alternate to Jackson Davis Beecher on 16.09.2002 [cased on 19.04.2002]; Appointed as alternate to Jackson Davis Beecher on 19.04.2002 [cased on 10.12.2002]; reappointed as alternate to Jackson Davis Beecher on 10.12.2002 appointed as alternate to Craig Moughler on 20.09.2005
Name :	Mr. Bhardwaj P. O.
Designation :	Director
Address :	47, Pushpanjali, Vikas Marg Extension, New Delhi – 110092
Date of Birth/Age :	29.06.1932
Date of Appointment :	Alternate to M B Porter [Ceased on 29.09.1999] appointed as alternate to W.F. Dempsey on 29.09.1999 [ceased on 12.01.2000] appointed as alternate to W.F. Dempsey on 12.01.2000 [ceased on 24.08.2000] appointed as alternate to W.F. Dempsey on 24.08.2000
Date of Ceasing :	23.01.2001
Name :	Ms. Verma Amita
Designation :	Director
Address :	141, Vaishali, Pitam Pura, New Delhi
Date of Birth/Age :	18.06.1968
Date of Appointment :	Appointed as alternate M B Porter on 29.09.1999 [ceased on 12.01.2000] Appointed as alternate M B Porter on 12.01.2000 [ceased on 22.05.2001] Appointed as alternate M B Porter on 22.05.2001 [ceased on 28.08.2001] Appointed as alternate M B Porter on 28.08.2001 [ceased on 16.09.2002] Appointed as alternate M B Porter on 16.09.2002 ; Appointed as alternate M B Porter on 09.09.2003 ; Appointed as alternate M B Porter on 22.05.2004 ; Appointed as alternate M B Porter on 29.09.2004
Name :	Mr. J. L. Deshmukh
Designation :	Director
Address :	Plot No. 185, Survey No. 62+65, Mahatma Co-operative Housing Society Limited, Kothrud, Pune – 411029
Date of Birth/Age :	03.05.1949
Date of Appointment :	Appointed as alternate to Ravi Venkateshan on 29.09.1999 [ceased on 02.12.1999] appointed as alternate to ravi Venkateshan on 02.12.1999 [ceased on 14.04.2000] appointed as alternate to ravi Venkateshan on 14.04.2000 [ceased on 07.11.2000] appointed as alternate to ravi Venkateshan on 07.11.2000
Date of Ceasing :	23.01.2001
Name :	Mr. Swaminathan Rampraveen
Designation :	Director
Address :	5, Vedang Society, ITI Road, Aundh, Pune
Date of Birth/Age :	30.06.1974
Date of Appointment :	Appointed as alternate to Ravi Venkateshan on 23.01.2001 [ceased on 28.08.2001]; Appointed as alternate to Ravi Venkateshan on 28.08.2001[ceased on 16.09.2002]; Appointed as alternate to Ravi Venkateshan on 16.09.2002 [ceased on 03.06.2003]; Appointed as alternate to Ravi Venkateshan on 09.09.2003
Date of Ceasing :	01.03.2004
Name :	Mr. Ravindra Kulkarni
Designation :	Additional Director
Address :	Shrimangal, Plot No. , Surekh Housing Society, 44/3, Erandwana, Pune – 411004, Maharashtra, India
Name :	Mr. Gregory A Stephens
Designation :	Alternate Director
Address :	717, Clayvis Court, Lexington, Kentucky – 40515, US
Date of Birth/Age :	31.10.1963
Date of Appointment :	10.03.2006
Name :	Mr. Steven Francis Elder
Designation :	Alternate Director
Address :	2188 Taborlake Circle, Lexington, Kentucky – 40505, US
Date of Birth/Age :	12.10.1962
Date of Appointment :	10.03.2006
Name :	Mr. Vikram Jaisinghani
Designation :	Director
Address :	F 10, Kapil Malhar, Baner Road, Pune – 411045, Maharashtra, India
Date of Birth/Age :	14.08.1962
Date of Appointment :	19.05.2006
Name :	Mr. Rajiv Batra
Designation :	Director
Address :	Flat No 5 / 6, the Iris, Sangamwadi, North Main Road, Koregaon park, Pune – 411001, Maharashtra, India
Date of Birth/Age :	30.09.1955
Date of Appointment :	20.09.2004
Name :	Mr. James Michel Peffer
Designation :	Alternate Director
Address :	3724, Wembley Lane, Lexington, Kentucky – 40515, USA
Date of Birth/Age :	31.07.1961
Date of Appointment :	10.03.2006
Name :	Mr. Nagendra Pal
Designation :	Company Secretary
Name :	Mr. Craig A Moughler
Designation :	Director
Name :	Mr. Edward Paul Kopinski
Designation :	Director
Name :	Mr. Anant J Talaulicar
Designation :	Director
Name :	Mr. Vivek Singh
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

Names of Shareholders		No. of Shares
Valvoline International INC		9689996
Cummins Diesel Sales and Services India Limited		9309504
Mr. T S Rithal		100
Mr. M V K Das		100
Mr. C. V. Varghese		100
Mr. G. Sundaresan		100
Mr. A. N. Limaye		100
Total	Total	19000000

Equity Shares Breakup (Percentage of Total Equity):

Sr No.	Category	Percentage
1	Foreign holdings Foreign Institutional Investors (s), Foreign Companies (s), Foreign Financial Institutions (s), Non Resident Indians (s) or Overseas Corporate Bodies or Others.	50.00
2	Bodies Corporate	50.00

BUSINESS DETAILS

Line of Business :

Manufacturers of Engine Oil, Grease, Rust Preventive, Car Care and Filter

Products :

· Lubricants · Car Care · Filters
ITC Code No	Production Description
2710.19.80	Engine Oil
2710.99.00	Grease
3403.99.00	Rust Preventive
3403.90.99	Car Care
8421.23.00	Filter

PRODUCTION STATUS

As on 31.03.2005

Particulars	Unit	Actual Production
Engine Oils	Ltr.	32232606
Grease	Kg.	2132598

GENERAL INFORMATION

Suppliers :

• Coats and Packs
• Manark Paper Industries
• R. G. Desai Industries
• Balaji Plastic
• Harlem Polycontainers Private limited
• Innovative Packaging
• Kusa Chemicals Private limited
• Monark Paper Industries
• Noble Plastic Industries
• Pack Master
• Solar Colourant (I) Private Limited
• Shrink Pack Labels (Private) Limited

Customers :

• Cummins Diesel Sales and Services India Limited
• Cummins India Limited
• Cummins Auto Solutions Limited
• MRC Auto Solutions Limited
• Four Stroke Automotive Private Limited
• The Valvoline Company
• Valvoline Australia Pty. Limited

Bankers :

· Calyon Bank

Mercantile House, 6^th Floor, 15, Kasturba Gandhi Marg, New Delhi – 110001

· HDFC Bank Limited

1^st Floor, Kailash Building, 26, K G Marg, New Delhi – 110001

· The Bank of Nova Scotia

Dr. Gopal Das Bhawan, 28, Barakhamba Road, New Delhi – 110001

Tel No.: 91-11-23351522-29

Fax No.: 91-11-23312847 / 23310010

Email : bns.newdelhi@scotiabank.com

· Union Bank of India

Industrial Finance Branch, G-39, Cannaught Place, New Delhi – 110016

· Citi Bank NA

Address Jeevan Vihar , 3 Sansad Marg, New Delhi – 110 001, India

· HDFC Bank Limited

H T House

15 K. G. Marg, New Delhi – 110001

Facilities :

SECURED LOANS	31.03.2006
Loans And Advances From Banks
Cash Credit Facilities	66.469
Short Terms Loans	42.500
Total	108.969

A) Cash credit facilities and short terms loans are secured by way of hypothecation of stocks of raw materials, finished goods, traded goods and book debts. These are further secured by a pari passu charge on the charge on the fixed assets of the company.

B) Term loans repayable within one years Rs. 42.500 millions.

Banking Relations :

Good

Auditors :

Name:

S. R. Batliboi and Company

Chartered Accountants

Address 1:

B-26, Qutub Institutional Area, New Delhi – 110016, India

Address 2:

Golf View Corporate Tower B, Sector -42, Sector Road, Gurgaon, Haryana, India

Subsidiaries :

• Valvoline (Australia) Pty. Limited
• The Valvoline Company, USA

Associates :

• Cummins India limited
• Cummins Diesel Sales and Services India Limited
• Cummins Auto Services India Limited
• MRC Auto Solution Limited
• Four Stroke Automotive Private Limited
• Valvoline International Inc
• Ashland Inc
• Valvoline Australia Pty Limited
• Ashland UK Limited
• Ashland Nederland BV

Holding Company :

• Valvoline International Inc. USA – Immediate Holding Company
• Ashland Inc. – Ultimate Holding Company

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
20000000	Equity Shares	Rs. 10/- Each	Rs.200.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
19000000	Equity shares	Rs. 10/- Each	Rs.190.000 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		30.09.2007	31.03.2006	31.03.2005
SHAREHOLDERS FUNDS
1] Share Capital		190.000	190.000	190.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		153.449	85.512	59.545
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		343.449	275.512	249.545
LOAN FUNDS
1] Secured Loans		240.766	108.969	90.784
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		240.766	108.969	90.784
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		584.215	384.481	340.329
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		41.388	25.954	22.470
Capital work-in-progress		0.790	8.085	0.460
INVESTMENT		0.500	0.500	0.555
DEFERREX TAX ASSETS		7.481	7.065	4.807
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	645.844	463.704	401.328
	Sundry Debtors	224.169	147.956	113.215
	Cash & Bank Balances	89.661	39.091	38.851
	Other Current Assets	5.985	1.374	0.080
	Loans & Advances	84.872	78.288	75.537
Total Current Assets		1050.531	730.413	629.011
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	421.364	341.391	282.500
	Provisions	95.111	46.145	34.474
Total Current Liabilities		516.475	387.536	316.974
Net Current Assets		534.056	342.877	312.037
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		584.215	384.481	340.329

PROFIT & LOSS ACCOUNT

PARTICULARS		30.09.2007	31.03.2006	31.03.2005
Sales Turnover		5694.308	2854.651	1811.332
Other Income		58.703	7.494	0.000
Total Income		5753.011	2862.145	1811.332
Profit/(Loss) Before Tax		221.788	87.853	68.622
Provision for Taxation		87.163	34.805	24.500
Profit/(Loss) After Tax		134.625	53.048	44.122
Export Value		97.019	40.734	7.569
Import Value		NA	783.159	573.361
Expenditures :
	Raw Material Consumed	3181.749	1553.948
	Purchases made for re-sale	76.349	43.314
	Increase/(Decrease) in Finished Goods	[131.421]	[19.044]	1742.710
	Salaries, Wages, Bonus, etc.	154.773	78.998
	Payment to Auditors	3.508	1.849
	Interest	33.075	10.829
	Insurance Expenses	3.911	1.704
	Depreciation & Amortization	22.377	7.656
	Other Expenditure	2186.902	1095.038
Total Expenditure		5531.223	2774.292	1742.710

KEY RATIOS

PARTICULARS		30.09.2007	31.03.2006	31.03.2005
PAT / Total Income	(%)	2.34	1.85	2.44
Net Profit Margin (PBT/Sales)	(%)	3.89	3.07	3.79
Return on Total Assets (PBT/Total Assets}	(%)	20.29	11.49	10.53
Return on Investment (ROI) (PBT/Networth)		0.64	0.31	0.27
Debt Equity Ratio (Total Liability/Networth)		2.20	1.80	1.63
Current Ratio (Current Asset/Current Liability)		2.03	1.88	1.98

LOCAL AGENCY FURTHER INFORMATION

Fixed Assets

• Leasehold Improvements
• Plant and Machinery
• Office Equipments
• Computers
• Furniture and Fittings
• Vehicles
• Software

OTHER INFORMATION:

The following are the significant arrangements with related parties

The company pays royalty to Valvoline International Inc @ 3 % of net contribution based on method and principles, as approved by Government of India. The royalty is paid for using the brand name.

The company pays services charges @ 0.7 % to Cummins Diesel Sales and Services India Limited of net sales for having access to their market network and technical expertise of their personnel. The company also pays fixed quarterly service charges to Cummins Auto Services Limited for use of their retail network trained and competent staff and infrastructure facilities.

Apart from the above, the company enters transaction of purchase and sale of goods etc. the details of the transactions company had with related parties have been mentioned hereunder.

Nature of operations:

Valvoline Cummins Limited is a company whose 50% of equity capital is held by Valvoline Inc. USA and Cummins Diesel Sales and Service (India) Limited (along with its nominees) each. The company is engaged in manufacturing and marketing of lubricant oil, greases, car care products, rust preventive oils and filters. The company has outsourced its manufacturing activities to certain contract manufacturers.

FORM 8:-

Corporation identity number or foreign company registrations number of the company	U74899DL1994PLC062425
Name of the company	VALVOLINE CUMMINS LIMITED
Address	52, Okhla Industrial Estate Phase III, New Delhi 110 020, India
This Form is for	Modification of Charge
Type of Charges	· Immovable Property · Book debts · Movable Property · Others
Particular of the charge holder	Citi Bank NA Address Jeevan Vihar , 3 Sansad Marg, New Delhi – 110 001, India Email Id: vlaxman@vsnl.com
Nature or description of the instrument creating charge	Deed of modification of Goods Security Agreement.
Date of the instrument creating charge	13.08.2007
Amount Secure by the charge	Rs. 140.000 millions
Brief of the principal terms and conditions and extent and operation of the charge	Rate of interest: As per terms and Conditions of agreement referred in clause 8 above. Terms of repayments: Renewable Annually Margin: As governed by the agreement referred above. Extent and Operation of the charge: First Pari passu charge on all present and future stocks and book debts of the company First pari passu charge on all present and future Fixed asset of the Company.
Short particulars of the Property charged	First Pari passu charge on all present and future stocks and book debts of the company. First pari passu charge on all present and future Fixed asset of the Company.
Particulars of the present modification	Increase in facilities from Rs. 80.000 millions to Rs. 140.000 millions.

Name of the company	VALVOLINE CUMMINS LIMITED
Presented By	Mr. Nagendra Pal - Company Secretary
1) Date and description of instrument creating the change	Deed of hypothecation of goods to secure indebtness to the bank dated 24.03.2000
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 15.000 millions
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 Charges on Goods of the following description 800 MT – SN -500 and 150MT – BS -150 acquired under L/C from M/s Oracle Petroleum Company limited, Singapore First Pari passu charge over inventory, receivables of the company.
4) Gist of the terms and conditions and extent and operation of the charge.	Interest PLR + Interest Tax
5) Name and Address and description of the person entitled to the charge.	The Bank of Nova Scotia, 28 Barakhamba Road, Gopaldas Bhawan, New Delhi, India
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

Corporate identity number of the company	U74899DL1994PLC062425
Name of the company	VALVOLINE CUMMINS LIMITED
Address of the registered office or of the principal place of business in India of the company	52, Okhla Industrial Estate Phase III, New Delhi 110 020
This form is for	Modification of Charge
Charge identification number of the charge to be modified	90047742
Type of charge	Book Debts, Movable Property and Others
Particular of charge holder	The Bank of Nova Scotia Dr. Gopal Das Bhawan, 28, Barakhamba Road, New Delhi – 110001 meenakshi.munshi@scotiabank.com
Nature of instrument creating charge	Deed of hypothecation, letter of counter guarantee indemnity and letter of continuity dated 05.10.2006.
Date of instrument Creating the charge	05.10.2006
Amount secured by the charge	Rs. 90.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest PLR + Interest Tax Terms of repayment On Demand Margin Margin for Stock 25 % Margin for Debts 25 % All terms and conditions as per The Bank of Nova Scotia commitment letter dated 15.09.2006.
Short particulars of the property charged	All present and future stock in trade, raw materials, finished goods, store and spares, packing materials and other merchandise, book dents and other receivables and fixed assets to rank passu with Union Bank of India. Calyon Bank, HDFC Bank and Citi Bank
Particulars of present modification	Facility now enhanced to Rs. 90.000 Millions fully interchangble between fund based and non fund based from time to time.

Name of the company	VALVOLINE CUMMINS LIMITED
Presented By	NAGENDRA PAL – COMPANY SECRETARY
1) Date and description of instrument creating the change	Hypothecation agreement of goods / debts to secure indebtness to the bank dated 01.12.2003
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 20.000 Millions
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	All the stock in trade an other merchandise, book debs and other receivables to rank pari passu with Union Bank of India, The Bank of Nova Scotia, Credit Lyonnals, HDFC Bank Limited
4) Gist of the terms and conditions and extent and operation of the charge.	Interest : Mutually agreed
5) Name and Address and description of the person entitled to the charge.	HDFC Bank Limited H T House 15 K. G. Marg, New Delhi – 110001
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

Name of the company	VALVOLINE CUMMINS LIMITED
Presented By	NAGENDRA PAL – COMPANY SECRETARY
1) Date and description of instrument creating the change	Letter of hypothecation of goods / debts / fixed assets to secured indebtness to the Bank dated 06.11.1995 and 02.05.2000 Regd Date 03.04.1996 and 23.05.2000
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 35.000 Millions
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	All present and future stocks of raw material, stock in process, finished goods, consumables, store, spares, packing materials, book debts and fixed assets
4) Gist of the terms and conditions and extent and operation of the charge.	Interest PLR + 4.5 % i.e. 16.50 % p.a. Margin for Stock 25 % Margin for debts 40 %
5) Name and Address and description of the person entitled to the charge.	Union Bank of India Industrial Finance Branch, G-39, Cannaught Place, New Delhi – 110016
6) Date and brief description of instrument modifying the charge	Deed of hypothecation of goods to secure indebtness to the bank dated 04.07.2000

WEBSITE DETAILS:

Valvoline Inc. founder Dr. John Ellis created the first motor oil and was awarded a design patent for petroleum, distilling and refining equipment in 1866 at USA.

In India, subject, a JV between Ashland Inc., USA and Cummins Sales and Services (India) Limited ,a wholly owned subsidiary of Cummins India Limited is one of the India’s fastest growing lubricant marketer and producer of quality branded automotive/industrial products. Products include automotive lubricants, transmission fluids, gear oils, hydraulic lubricants, automotive filters, specialty products, greases and cooling system products. Valvoline also offers Car Brite car care products for automotive cleaning and maintenance. They have come a long way since they started out operations in India in 1998. They're a growing, dynamic company having base of 54 stock points delivering products and services to 500 distributors for bazaar trade and 2945 institutional customers. In bazaar trade they approximate that their products are available in more 15,000 retail counters across India.

Their vision is the guiding principal that they follow to deliver their quality commitment to their customer by producing and delivering quality products / services consistently through their state of the art blending and filling process and thereby making their lives simpler.

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.39.40
UK Pound	1	Rs.78.28
Euro	1	Rs.58.23

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	9
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	9
--LEVERAGE	1~10	9
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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	YES
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		68

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