MIRA INFORM REPORT

Report Date :

05.04.2011

IDENTIFICATION DETAILS

Name :	AGILE ELECTRIC SUB ASSEMBLY PRIVATE LIMITED
Formerly Known As:	IGARASHI BRUSH CARDS PRIVATE LIMITED
Registered Office :	Plot Nos. A-33 and A-36, Phase I, MEPZ, Tambaram, Chennai-600045, Tamilnadu
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	10.08.2005
Com. Reg. No.:	18-57151
CIN No.: [Company Identification No.]	U34300TN2005PTC057151
TAN No.: [Tax Deduction & Collection Account No.]	CHEI05319G
PAN No.: [Permanent Account No.]	AABCI3929C
Legal Form :	Private Limited Liability Company.
Line of Business :	Manufacturer of Sub Assemblies for Automotive Sector.

RATING & COMMENTS

MIRA’s Rating :

B (28)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 1200000
Status :	Moderate
Payment Behaviour :	Slow but Correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track. Financial position of the company is improving. Trade relations are fair. Business is active. Payment are reported to be slow but correct. The company can be considered for business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – April 1, 2010

Country Name	Previous Rating (31.12.2009)	Current Rating (01.04.2010)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

LOCATIONS

Registered Office :	Plot Nos. A-33 and A-36, Phase I, MEPZ, Tambaram, Chennai-600045, Tamilnadu, India
Tel. No.:	91-44-22628196
E-Mail :	investorservices@igarashimotors.co.in shrinivasan@igarashimotors.co.in chandra@igarashimotors.co.in

DIRECTORS

As on 16.09.2010

Name :	Mr. Santhanam Uppili
Designation :	Managing director
Address :	Plot No. B-12 to B-15, Phase I, Mepz-Sez, Tambaram, Chennai-600045, Tamilnadu, India
Date of Birth/Age :	01.04.1963
Date of Appointment :	27.07.2006
Name :	Mr. Padmanaban Mukund
Designation :	Director
Address :	No. 207/2, Old No. 93/2, TTK Road, Alwarpet, Chennai-600018, Tamilnadu, India
Date of Birth/Age :	14.05.1959
Date of Appointment :	26.09.2008

KEY EXECUTIVES

Name :	Mr. Jagdeeshwar Roa P.
Designation :	Secretary
Address :	No. 153, Velachery Road, East Tambaram, Chennai-600059, Tamilnadu, India
Date of Birth/Age :	23.08.1977
Date of Appointment :	01.11.2006

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 16.09.2010

Names of Shareholders	No. of Shares
Agile Electric Drives technologies and Holdings Private Limited, India	22999900
P Mukund ( Nominee of Agile Electric Drives technologies and Holdings Private Limited, India)	100
Total	23000000

As on 16.09.2010

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Sub Assemblies for Automotive Sector.

Products :

Item Code No. (ITC Code)	850300 03
Product Description	Carrier Assembly
Item Code No. (ITC Code)	850300 03
Product Description	Rotor Assembly

PRODUCTION STATUS (As on 31.03.2009)

Particulars	Unit	Installed Capacity	Actual Production
Carrier Assembly	Nos.	9600000	7806466
Armature Assembly	Nos.	18000000	5680819
Stator Can	Nos.	12000000	7150804

GENERAL INFORMATION

Bankers :

· Axis Bank Limited, Chennai Main Branch, No. 82, Dr. Radhakrishnan Salai, Mylapore, Chennai-600004, Tamilnadu, India

· Indian Bank, Mepz Branch, Tmanaram-600 045, Tamilnadu, India

Facilities :

Particulars	As on 31.03.2010 (Rs. In Millions)	As on 31.03.2009 (Rs. In Millions)
Secured Loans
From Bank
Term Loan (Term loan from hanks are secured by charge on specific machinery acquired out of the loan and by equitable mortgage of superstructures)	59.580	71.191
From Financial Institution Term Loan	150.000	0.000
From Banks
Working Capital Loan (Packing credit from banks are secured by hypothecation of stocks and book debts both present and future and by first charge over residual value of movable fixed assets of the company after excluding for term loan The charge also extends to hills discounted amounting to Rs.197.221 Millions (Previous Year Rs. 14.930 Millions)	82.018	161.838
Total	291.598	233.029

Banking Relations :	-
Auditors :
Name :	Sharp and Tannan Chartered Accountant
Address :	Parsn Manere, A-Wing, 602 Anna Salai, Chennai-600006, Tamilnadu, India
Tel. No.:	91-44-28274368 / 28229534 / 28228386
Fax No.:	91-44-28266858
E-Mail :	sharp@vsnl.com Chennai@sharpndtannam.com
Holding Company :	Agile Electric Drives technologies and Holdings Private Limited
Associates/Subsidiaries :	Agile Electric Drives technologies Private Limited Lgarashi Motors Private Limited

CAPITAL STRUCTURE

As on 16.09.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
25000000	Equity Share	Rs.10/- Each	Rs. 250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
23000000	Equity Share	Rs.10/- Each	Rs. 230.000 Millions

Note:

100% held by holding company Agile Electric Drives Technologies and Holdings Private Limited

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		230.000	230.000	230.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		72.604	24.049	0.000
4] (Accumulated Losses)		0.000	0.000	(9.133)
NETWORTH		302.604	254.049	220.867
LOAN FUNDS
1] Secured Loans		291.598	233.029	52.282
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		291.598	233.029	52.282
DEFERRED TAX LIABILITIES		20.854	15.824	10.393
TOTAL		615.056	502.902	283.542
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		322.342	272.172	138.518
Capital work-in-progress		16.302	84.092	112.021
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	107.459	79.196	51.357
	Sundry Debtors	206.199	224.554	24.593
	Cash & Bank Balances	42.387	10.129	19.710
	Other Current Assets	0.925	0.000	0.000
	Loans & Advances	394.504	5.743	1.836
Total Current Assets		751.474	319.622	97.496
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	458.652	171.357	64.162
	Other Current Liabilities	0.348	0.021	0.072
	Provisions	16.062	1.606	0.259
Total Current Liabilities		475.062	172.984	64.493
Net Current Assets		276.412	146.638	33.003
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		615.056	502.902	283.542

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	1141.745	975.932	253.199
		Other Income	2.789	1.667	3.154
		TOTAL (A)	1144.534	977.599	256.353
Less	EXPENSES
		Material and Manufacturing Expenses	898.896	830.646	217.867
		Staff Expenses	61.298	43.112	18.671
		Selling and Administration Expenses	63.019	27.488	11.121
		TOTAL (B)	1023.213	901.246	247.659
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		121.321	76.353	8.694
Less	FINANCIAL EXPENSES (D)		28.604	20.662	5.304
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		92.717	55.691	3.390
Less/ Add	DEPRECIATION/ AMORTISATION (F)		23.951	16.913	9.544
	PROFIT BEFORE TAX (E-F) (G)		68.766	38.778	(6.154)
Less	TAX (H)		20.212	5.595	3.661
	PROFIT AFTER TAX (G-H) (I)		48.554	33.183	(9.815)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		24.050	(9.133)	0.683
	BALANCE CARRIED TO THE B/S		72.604	24.050	(9.133)
	EARNINGS IN FOREIGN CURRENCY		NA	975.932	1229.493
	TOTAL EARNINGS
	IMPORTS
		Raw Materials	NA	59.029	0.019
		Component	NA	684.985	196.385
		Stores & Spares	NA	138.274	9.242
		Capital Goods	NA	160.207	6.615
		Development Expenses	NA	0.063	1.381
	TOTAL IMPORTS		NA	1042.558	213.642
	Earnings Per Share (Rs.)		2.11	1.44	(0.43)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	4.24	3.39	3.83
Net Profit Margin (PBT/Sales)	(%)	6.02	3.97	2.43
Return on Total Assets (PBT/Total Assets}	(%)	6.40	6.55	2.61
Return on Investment (ROI) (PBT/Networth)		0.23	0.15	0.03
Debt Equity Ratio (Total Liability/Networth)		2.53	1.60	0.53
Current Ratio (Current Asset/Current Liability)		1.58	1.85	1.51

LOCAL AGENCY FURTHER INFORMATION

BUSINESS REVIEW

During the year, the Company entered into following two new areas of sub assembly manufacture in addition to the current focus of products which goes mainly to Arvin meritor.

1. Armatures and Stator Can Sub Assembly for AC power tool motors

2. Armatures and Brush carriers for Fuel pump

Further the Company is progressing with sample making for Black and Decker and Visteon products. Detailed business plan is under progress and it is planned to launch these products by 2010-11

Bankers Charges Report as per Registry

Corporate identity number of the company	U34300TN2005PTC057151
Name of the company	AGILE ELECTRIC SUB ASSEMBLY PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot Nos. A-33 and A-36, Phase I, MEPZ, Tambaram, Chennai-600045, Tamilnadu, India Email ID: investorservices@igarashimotors.co.in
This form is for	Modification of charge
Charge identification number of the modified	10016099
Type of charge	Book Debts Movable Property Immovable Property
Particular of charge holder	Indian Bank, Mepz Branch, Tmanaram-600 045, Tamilnadu, India
Nature of description of the instrument creating or modifying the charge	Letter form Company to bank confirming extension of equitable mortgage dated 24th February 2010
Date of instrument Creating the charge	24.02.2010
Amount secured by the charge	Rs.149.400 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest Term Loan - BPLR +TP+0.50 Packing List, Foreign bills purchased and foreign bill nogotiation - BPLR-2.50 Terms of Repayment Repayable in 12 quarterly installment of Rs.2.020 millions after holiday period of one year. Margin Term Loan - 50% civil works/Interior/second hand machinery and 25% for the equipment and erection. Packing List - 25% Foreign bills purchased/foreign bills negotiation - 10% Letter of credit - 25% Extent and Operation of the charge Primary Charge on hypothecation of Raw Materials, work in progress, consumable store, spares etc; book debts pari passu charge with Axis Bank Equitable mortgage of the superstructure on factory land at A33 and A36, Phase I, and B3 and B4, Phase II, MEPZ, Tambaram, Chennai 600045 pari passu charge with Axis Bank Collateral Security of Corporate Guarantee from M/s. Igarashi Motors India Limited and M/s. Agile Electric Drives Technologies and Holdings Private Limited. Others Hypothecation of existing and proposed plant and machinery and equipments at premises of the Company pari passu charge with Axis Bank.
Short particulars of the property charged	Primary Charge on hypothecation of raw materials, work in progress/stock in process, finished goods, consumable, stores, spares etc; book debts Primary charge on Equitable mortgage on the superstructure on the factory land at A33 and A36, Phase I, MEPZ, Tambaram, Chennai 600045 Collateral Security: Corporate guarantee from Igarashi Motors India Limited and Agile Electric Drives Technologies and Holdings Private Limited
Date of latest modification prior to the present modification	01.10.2009
Particulars of the present modification	Letter from Company to bank confirming extension of equitable mortgage dated 24th February 2010

Fixed Assets

• Buildings
• Plant and Equipments
• Furniture and Fixture
• 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 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.45.65
UK Pound	1	Rs.71.92
Euro	1	Rs.63.24

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	2
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		28

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	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
-	NB	New Business	-

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.