MIRA INFORM REPORT

Report Date :

15.11.2008

IDENTIFICATION DETAILS

Name :	PETRO ARALDITE PRIVATE LIMITED
Registered Office :	5^th Floor, Building No.10, Solitaire Corporate, Park 167, Guru Hargovindji Marg, Chakala Andheri (East), Mumbai – 400093, Maharashtra
Country :	India
Financials (as on) :	31.03.2007
Date of Incorporation :	10.12.1996
Com. Reg. No.:	104393
CIN No.: [Company Identification No.]	U24110MH1996PTC104393
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing and Marketing of basic liquid and solid resins, formulations and articles of all kinds intended for or capable of being used in or in connection with such business of the company.

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 3000000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Mr. Ram Kumar, Mr. Rajendra (91-9841015029) Assistance Finance Manager and Mr. Mitesh Doshi (Finance Manager), Mr. Krishnan (40054375) Director remained non-cooperative, so far. If they offer more details, we shall up-date the same. Subject is a well established company having strong promotes. It has wiped out substantial losses. The company has been doing well. Its payments are correct. Market reputation is favorable. The company is doing well. It can be considered good for any normal business dealings at usual trade terms and conditions.

LOCATIONS

Registered Office :	5^th Floor, Building No.10, Solitaire Corporate, Park 167, Guru Hargovindji Marg, Chakala Andheri (East), Mumbai – 400093, Maharashtra, India
Tel. No.:	91-22-4095156
E-Mail :	sapna_mangla@huntsman.com
Factory :	Manali Express Highway, Manali, Chennai – 600068, Tamilnadu, India
Tel. No.:	91-44-25940084/ 25930077
Fax No.:	91-44-25940808/ 25930079
Corporate Office :	782-882, Solitaire Corporate Park, 167, Guru Hargovindji Marg, Andheri-Ghatkopar Link Road, Chakala, Andheri [East], Mumbai – 400093, Maharashtra, India
Tel. No.:	91-22-28270160
Fax No.:	91-22-28406415/ 28270162
Email :	asit_adhikari@huntsman.com
Administrative Office :	C/o. Ciba India Private Limited, 14 Jamshedji Tata Road, Mumbai, Maharashtra, India

DIRECTORS

Name :	Dr. Annamaki C. Muthiah
Designation :	Chairman
Address :	Adyar Villa, Kottur Gardens, Kotturpuram, Chennai - 600 085, Tamil Nadu, India
Date of Appointment :	10.12.1996
Name :	Mr. Asit Baran Adhikari
Designation :	Director
Address :	Mayfair Gardens, 10^th Floor, Flat No.1005, Azad Lane, Off. S V Road, Behind Shoppers Stop, Mumbai – 400058, Maharashtra, India
Date of Birth :	21.07.1954
Date of Appointment :	13.03.2001
Name :	Mr. Prashant Kshirsagar
Designation :	Director
Address :	1304, C wing, Oberoi Gardens, Kandivali (East), Mumbai – 400101, Maharashtra, India
Date of Birth :	11.04.1957
Date of Appointment :	30.04.2003
Name :	Mr. R. Srinivasan
Designation :	Nominee Director
Address :	AP-351, First Block, 28^th Street, Anna Nagar (West), Chennai – 600040, Tamilnadu, India
Date of Birth/Age :	29.07.1950
Date of Appointment :	23.05.2002
Nominee Company:	Tamilnadu Petroproducts Limited
Email :	vasan_tpl@yahoo.com
Name :	Mr. Kandaswamy Krishnan
Designation :	Director
Address :	11, Sunshine Villa, Vikhroli Village, Vikhroli (East), Mumbai – 400079, Maharashtra, India
Date of Birth/Age :	05.01.1962
Date of Appointment :	13.03.2001
Name :	Mr. Thyagarajan Nagarajan
Designation :	Whole Time Director
Address :	4-A, Gautama, 85, 7^th Avenue Ashok Nagar, Chennai – 600083, Tamilnadu, India
Date of Birth/Age :	29.10.1961
Date of Appointment :	13.03.2001
Email :	nagarajan_t@huntsman.com
Name :	Mr. V. Ranganathan
Designation :	Director
Name :	Mr. Bentley Peter
Designation :	Director
Address :	Beukenlaan 58-1653 Dworp, Belgium, Foreign
Date of Birth/Age :	16.11.1964
Date of Appointment :	24.03.2004
Name :	Mr. B. Venkataramanan
Designation :	Nominee Director
Address :	15 Avy Nagar, II Street, Virugambakkam, Chennai – 600092, Tamilnadu, India
Date of Birth/Age :	03.05.1966
Date of Appointment :	29.06.2004
Nominee Company:	Tamilnadu Petroproducts Limited
Email :	bvramanan@yahoo.com
Name :	Mr. Sarah Wijns
Designation :	Director
Address :	Wagebak 15, Hoeilaart 1560, Belgium
Date of Birth/Age :	03.09.1965
Date of Appointment :	27.12.2005
Email:	sarah_wijns@huntsman.com
Name :	Mr. Aksel Gorm Jensen
Designation :	Director
Address :	Rue Du Printemps 71, Lasne 1380, Belgium
Date of Birth/Age :	22.10.1962
Date of Appointment :	22.06.2006
Email :	gorm_jensen@huntsman.com
Name :	Mr. Andrea Jayne Wykman
Designation :	Additional Director
Address :	Tellerweg 22, Binnigen 4102
Date of Birth/Age :	07.08.1973
Date of Appointment :	17.03.2008

KEY EXECUTIVES

Name :	Shah and Associates
Designation :	Company Secretary
Address :	208, Lalji Shopping Centre, S. V. Road, Borivali (West), Mumbai - 400 092, Maharashtra, India

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(As on 23.09.2005)

Names of Shareholders	No. of Shares
Vantico International	4332002
Tamilnadu Petroproducts Limited	1368000
Total	5700002

(As on 31.03.2007)

Category	Percentage
Foreign Holding (FIIs, FCs, FFIs, NRIs, OCB or Others)	76.00
Bodies Corporate (not mentioned above)	24.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturing and Marketing of basic liquid and solid resins, formulations and articles of all kinds intended for or capable of being used in or in connection with such business of the company.
Products :	Product Description - Epoxy Resins Item Code Number - 39073001

GENERAL INFORMATION

No. of Employees :	250
Bankers :	· BNP Paribas Bank Prince Towers- 3^rd Floor, 25-26, College Road, Chennai - 600 006, Tamilnadu · HSBC Bank 30, Rajaji Salal, Chennai – 600001, Tamilnadu, India

Banking Relations :	Satisfactory
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	2^nd Floor, Temple Tower, 672, Anna Salai Nansanvan, Chennai – 600035, Tamilnadu, India
Associates/Subsidiaries :	· Vantico Performance Polymers Private Limited, India · Vantico Ag, Switzerland · Vantico Limited, Hong Kong · Vantico Argentina · Vantico, South America · Vantico FZE, UAE · Vantico Limited, Brazil · Vantico, Taiwan · Vantico Limited, UK · Vantico, Singapore · Vantico Pty Limited, Australia · Vantico, South Africa · Vantico, Germany · Ciba Geigy Limited · Ciba India Private Limited · Vantico, Guangdong · Tamilnadu Petroproducts Limited
Holding Company :	· Vantico Group SA, Luxembourg · Vantico International SARL

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
6000000	Equity Shares	Rs.100/- each	Rs.600.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5700002	Equity Shares	Rs.100/- each	Rs.570.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2007	31.03.2006	31.03.2005
SHAREHOLDERS FUNDS
1] Share Capital		570.000	570.000	570.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(62.275)	(151.383)	(292.217)
NETWORTH		507.725	418.617	277.783
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		333.277	319.833	417.756
TOTAL BORROWING		333.277	319.833	417.756
DEFERRED TAX LIABILITIES		65.404	0.000	0.000
TOTAL		906.406	738.450	695.539
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		545.617	574.083	640.872
Capital work-in-progress		0.000	8.244	1.429
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	188.481	158.025	132.786
	Sundry Debtors	150.922	110.331	110.092
	Cash & Bank Balances	203.941	74.866	43.825
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	149.380	81.792	31.444
Total Current Assets		692.724	425.014	318.147
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	327.124	264.958	261.462
	Provisions	4.811	3.933	3.447
Total Current Liabilities		331.935	268.891	264.909
Net Current Assets		360.789	156.123	53.238
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		906.406	738.450	695.539

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2007	31.03.206
Sales Turnover		2174.613	2120.493
Other Income		0.000	0.000
Total Income		2174.613	2120.493
Profit/(Loss) Before Tax		184.698	150.392
Provision for Taxation		0.000	0.000
Profit/(Loss) After Tax		184.698	150.392
Export Value		369.239	440.392
Expenditures :
	Interests	0.720	11.904
	Depreciation	67.353	64.440
	Other Expenditure	1921.842	1893.757
Total Expenditure		1989.915	1970.101

KEY RATIOS

PARTICULARS		31.03.2007	31.03.2006	31.03.2005
PAT / Total Income	(%)	8.49	7.09	NA
Net Profit Margin (PBT/Sales)	(%)	8.49	7.09	NA
Return on Total Assets (PBT/Total Assets}	(%)	14.91	15.05	NA
Return on Investment (ROI) (PBT/Networth)		0.36	0.36	NA
Debt Equity Ratio (Total Liability/Networth)		1.31	1.41	2.46
Current Ratio (Current Asset/Current Liability)		2.09	1.58	1.20

LOCAL AGENCY FURTHER INFORMATION

HISTORY

The company was incorporated on 10^th December, 1996 at Mumbai in Maharashtra having Company Registration Number 11-104393.

Subject was incorporated primarily to carry on the business of manufacturing and dealing in basic liquid resins, solid resins and formulations thereof. It was incorporated as a joint venture between Ciba India Private Limited (CIPL), a wholly owned subsidiary of Ciba Specialty Chemicals Holdings Inc, Switzerland and Tamilnadu Petroproducts Limited (TPL). The equity participation by CIPL and TPL was 76% and 24% respectively. On 22^nd March, 2001 Vantico International SA acquired 76% of the equity shares from CIPL as a part of global arrangement through which Vantico International acquired the polymer division world-wide from CIBA. Further a capital restructuring exercise comprising of an exchange offer of private equity placement, bridge and debt financing was completed on June 30, 2003 and accordingly Huntsman Advanced Materials LLC has acquired the shares of the Vantico Group.

The manufacturing facility comprises a formulation plant, a solid resin plant and a basic liquid resin plant and is situated at Manali in his state of Tamilnadu. The company’s principal suppliers and customers are the joint venture partners and related entities.

PROFILE:

Subject achieved a turnover of Rs.8.700 Millions for the year ending 31^st March 2002. The company recorded a all time high production of 11829 tons of Epoxy representing 39% capacity utilization.

FIXED ASSETS:

· Buildings

· Factory Buildings

· Plant and machinery

· Office equipment

· Computers

· Furniture and fixtures

· Vehicles

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.49.46
UK Pound	1	Rs.73.17
Euro	1	Rs.62.96

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	6
--RESERVES	1~10	2
--CREDIT LINES	1~10	6
--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		44

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

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

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

RATING EXPLANATIONS

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

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