MIRA INFORM REPORT

Report Date :

29.04.2011

IDENTIFICATION DETAILS

Name :	PROTOCONTROL INSTRUMENTS (INDIA) PRIVATE LIMITED
Registered Office :	EL- 31/1, Electronic Zone, J-Block, MIDC, Bhosari, Pune- 411 026, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	08.04.1994
Com. Reg. No.:	11-77628
CIN No.: [Company Identification No.]	U3190MH1994PLC077628
TAN No.: [Tax Deduction & Collection Account No.]	PNEP01563C
PAN No.: [Permanent Account No.]	AABCP1200H
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Electronic Instruments

RATING & COMMENTS

MIRA’s Rating :

Ba (45)

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

Maximum Credit Limit :	USD 55000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for business dealing 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

INFORMATION PARTED BY

Name :	Mr. Sachin
Designation :	Accounts Assistance
Date :	13.04.2010

LOCATIONS

Registered Office/ Factory :	EL- 31/1, Electronic Zone, J-Block, MIDC, Bhosari, Pune- 411 026, Maharashtra, India
Tel. No.:	91-20-27125198/27125197/ 32324545
Fax No.:	91-20-27123918
E-Mail :	protocontrol@eth.net protocontrol@vsnl.com
Website:	www.protocontrol.com
Location :	Owned

DIRECTORS

As on : 30.09.2010

Name :	Mr. Ulhas Raghunath Belhe
Designation :	Directors
Address :	R. Ho. No. 26, Kunal Icon, Saudagar Pimpale, Aundh, Pune- 411 027, Maharashtra, India
Date of Appointment :	08.04.1994
Name :	Mr. Ravindra Govind Parale
Designation :	Directors
Address :	R. Ho. No. 25, Kunal Icon, Saudagar Pimpale, Aundh, Pune- 411 027, Maharashtra, India
Date of Appointment :	08.04.1994
Name :	Mr. Milind Malhari Vechlekar
Designation :	Directors
Address :	Flat No. 5, Building No.6, Gande Park, Sharda Garden, Chinchawad, Pune- 411 033, Maharashtra, India
Date of Appointment :	08.04.1994
Name :	Mr. Pradeep Govind Parale.
Designation :	Directors
Address :	229/1, Mabisha Society, Parvati, Pune- 411 009, Maharashtra, India
Date of Appointment :	19.06.1994

KEY EXECUTIVES

Name :	Mr. Sachin
Designation :	Accounts Assistance

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2010

Names of Shareholders	No. of Shares
Ulhas Bhele	43100
Ravindra Govind Parale	43200
Milind Malhari Vechlekar	43000
Pradeep Govind Parale	24400
Raghunath Bhele	50
M.N. Mahajan	50
S.G. Parale	50
V.G. Parale	50
Swati Pote	50
N.G. Parale	50
Govind Joshi	50
Gajanan Joshi	50
Malhari Vechlekar	50
G.S. Ubale	50
Sunil Chopde	50
Manjusha M. Velchlekar	3000
Surekha M. Velchlekar	3000
Purnima P. Parale	3000
Manisha U. Belhe	3000
Total	166250

As on 30.09.2010

Equity Share Breakup	Percentage of Holding
Category
Directors or relatives of directors	94.35
Other top fifty shareholders	5.65
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Electronic Instruments
Products :	Proximity Switches Indicating And Controlling Instruments-Temperature And Humidity Measuring Safety Switches for Material Handling Plants Level Management Solutions Turnkey Automation Packages Agency Products
Exports :
Products :	Electronic Instruments
Countries :	v Bangladesh

PRODUCTION STATUS (As on 31.03.2010)

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Electronics Instruments	SSI	-	35000	25818

GENERAL INFORMATION

Customers :

v Dealer

No. of Employees :

50 (Approximately)

Bankers :

v State Bank of India, Branch : Chinchawad, Pune, Maharashtra India

v State Bank of India SMECC Account SBI Chinchwad Branch, Madhuri- Kishor Complex, Above SBI Branch, Senapati Bapat Marg, Pune- 411 016, Maharashtra, India

Facilities :

Secured Loans :	As on 31.03.2010 Rs. in Millions	As on 31.03.2009 Rs. in Millions
Cash Credit from State Bank of India (Secured by Hypothecation of Stocks, Debtors, Mortgage of Factory Land, Building and Personal Guarantee of Directors)	5.229	3.649
Term Loan From State Bank of India (Secured by mortgage of Factory Land and Building and hypothecation of Furniture and Office Equipment) Payable within 12 months Rs.0.912 millions previous year amount Rs.0.352 millions	3.262	1.116
Total	8.491	4.765

Unsecured Loans :	As on 31.03.2010 Rs. in Millions	As on 31.03.2009 Rs. in Millions
From Shareholders	0.963	1.093
Inter Corporate Deposit	0.700	0.700
Total	1.663	1.793

Note: There is no stipulation of repayment in respect of unsecured loan from shareholders and inter corporate deposits.

Banking Relations :	-
Auditors :
Name :	Parag Patwa and Associates Chartered Accountants
Address :	313, Patil Plaza Mitra Mandal Corner, Pune- 411 009, Maharashtra, India
Tel. No.:	91-20-24441420/65280376
Fax No.:	91-20-24445884
E-Mail :	Cal1234@eth.net

CAPITAL STRUCTURE

As on 30.09.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
200000	Equity Shares	Rs.10/- Each	Rs.2.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
166250	Equity Shares	Rs.10/- Each	Rs.1.662 millions

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		1.662	1.482	1.482
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		12.088	7.836	4.579
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		13.750	9.318	6.061
LOAN FUNDS
1] Secured Loans		8.491	4.765	7.232
2] Unsecured Loans		1.663	1.793	1.733
TOTAL BORROWING		10.154	6.558	8.965
DEFERRED TAX LIABILITIES		0.620	0.551	0.312
TOTAL		24.524	16.427	15.338
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		12.435	8.480	7.276
Capital work-in-progress		0.032	0.000	0.492
INVESTMENT		0.002	0.002	0.002
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	4.482	3.687	3.662
	Sundry Debtors	15.201	15.040	14.666
	Cash & Bank Balances	2.501	2.725	0.697
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	2.061	1.132	2.541
Total Current Assets		24.245	22.584	21.566
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	10.431	13.890	13.335
	Provisions	1.759	0.749	0.663
Total Current Liabilities		12.190	14.639	13.998
Net Current Assets		12.055	7.945	7.568
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		24.524	16.427	15.338

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Gross Revenue	40.152	42.962	31.122
		Other Income	0.464	0.304	0.346
		TOTAL (A)	40.616	43.266	31.468
Less	EXPENSES
		Cost of Sales	19.550	22.913	16.867
		Manufacturing Expenses	0.220	0.320	0.249
		Payment to and Provision for Employee	6.680	5.783	5.167
		Administrative and Other Expenses	8.670	8.254	5.313
		Increase / (Decrease) in Stock	(0.871)	(0.092)	(0.369)
		TOTAL (B)	34.249	37.178	27.227
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		6.367	6.088	4.241
Less	FINANCIAL EXPENSES (D)		0.482	0.561	0.676
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		5.882	5.527	3.565
Less/ Add	DEPRECIATION/ AMORTISATION (F)		0.901	0.560	0.539
	PROFIT BEFORE TAX (E-F) (G)		4.984	4.967	3.026
Less	TAX (I)		2.902	1.710	1.153
	PROFIT AFTER TAX (G-I) (J)		2.082	3.257	1.873
Less	APPROPRIATIONS
		Transfer to General Reserve	1.000	0.000	NA
	BALANCE CARRIED TO THE B/S		2.082	3.257	NA
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	1.886	4.414	0.109
	TOTAL EARNINGS		1.886	4.414	0.109
	IMPORTS
		C.I.F. Value of Import	0.174	0.643	0.371
	TOTAL IMPORTS		0.174	0.643	0.371
	Earnings Per Share (Rs.)		--	37.28	12.63

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	5.12	7.53	5.95
Net Profit Margin (PBT/Sales)	(%)	12.41	11.56	9.72
Return on Total Assets (PBT/Total Assets}	(%)	13.58	15.99	10.49
Return on Investment (ROI) (PBT/Networth)		0.36	0.53	0.50
Debt Equity Ratio (Total Liability/Networth)		1.62	2.27	3.79
Current Ratio (Current Asset/Current Liability)		1.98	1.54	1.54

LOCAL AGENCY FURTHER INFORMATION

1. FINANCIAL RESULTS:

The audited Profit and Loss Account show Profit of Rs.4.984 millions after providing for depreciation but before provision for taxation. The company has achieved a turnover of Rs.40.200 millions

2. REVIEW OF THE YEAR AND FUTURE OUTLOOK.

During the last year the working of the company has been satisfactory. The results of Project Division and Export division of the company are encouraging. This has given boost to the turnover of the company. During the year the company has achieved export turnover of Rs.1.886 millions. The company is planning to expand its export base in coming year. Company has made marked impact in the creating broad image of your company. Day by day products of the company are being recognized as quality product by big corporators such as BHEL, NTPC, L and T, Scorpio Engineering. The working of the company during the current year has improved further, However margins are under pressure. The directors hope to improve the performance of the company during the year.

Form : 8

Bankers Charges Report as per Registry

Name of the company	PROTOCONTROL INSTRUMENTS (INDIA) PRIVATE LIMITED
Presented By	Shri. Pradeep Parale, Directors
1) Date and description of instrument creating the change	Ancillary Agreement for Medium Term Loan against pledge of movable machineries, General Agreement for the Grant of Medium Term Advances to Small Scale Industries and Hypothecation of Movables, Book debts and other Assets, Agreement for the Grant of Small Industrial Advance (Working Capital Finance). Guarantee Agreement for Small Industrial Advances (Term Loan) dated 04.08.1999
2) Amount secured by the charge/amount owing on the securities of charge	Rs.2.722 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	Hypothecation of Furniture, Equitable Mortgage of Land and Building. Pledge of Machinery and other Fixed Assets, Stock of Raw Material. Stock In Process, Finished Goods, Packing Material, Consumables Etc, and Book Debts. Personal Guarantee of All Directors and Corporate Guarantee or M/s Proto Control.
4) Gist of the terms and conditions and extent and operation of the charge.	1) Medium Term Loan of Rs.0.772 millions for Acquisition of Factory, Land Building and for purchase of Machinery, Equipment, Furniture, electrical Installation etc , the Loans is repayable as under A) 59 monthly installment of Rs.0.013 million: 0.755 million B) Last Monthly Installment of Rs.0.017 million: 0.017 million 0.772 million II) Demand Cash Credit (Stock) Limit or Rs.1.550 millions repayable on demand. The facility is available for 12 months and subject to review every 6 month when it may be cancelled/ reduced depending upon the conduct and utilisation of the advance. III) (Ill) Letter of Credit Limit Rs.0.200 millions Renewal at existing level The Facility is available for 12 months and subject to review every 6 months. The terms of Bills, upto 30 days on DN DP basis IV) DDP Cheques of Rs.0.200 million
5) Name and Address and description of the person entitled to the charge.	State Bank of India, Chinchwad Branch, Pune- 411 019, Maharashtra, India
6) Date and brief description of instrument modifying the charge	1^st Modification Memorandum for deposit of Title Deeds for creating further charge dated 23.03.2004. By this modification. Bank has extended the security being Mortgaged by deposits of title Deed Relating to the property to also apply for the payment and discharge of all indebtedness and Liability in respect of enhanced Loan Facilities of Rs.0.450 millions ( Total Credit Facility is Rs.3.172 millions)
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.	1. Renewal of Cash Credit facility by raising the Demand Cash Credit Limit from 1.550 millions to Rs.2.000 millions. 2. Grant of Additional Finance of Rs.0.450 millions , Aggregating the Total Loan Facility to Rs.3.172 millions Margin : Stock : 25% Book Debts :- 40%

Corporate identity number of the company	U31901MH1994PLC077628
Name of the company	PROTOCONTROL INSTRUMENTS (INDIA) P LTD
Address of the registered office or of the principal place of business in India of the company	El / 3 / J Block Eleitronic Zone Bhosari, Pune – 411026, Maharashtra, INDIA
This form is for	Modification of charge
Type of charge	Immovable property Book debts Movable property (not being pledge) Others
Particular of charge holder	State Bank of India, SMECCC, Sharda Chambers,3rd Floor, Shankarsheth Road, Swargate, Pune – 411042, Maharashtra, INDIA
Nature of instrument creating charge	1) Agreement of Loan-cum-Hypothecation 2) Memorandum for recording Extension of Mortgage by Deposit of Title Deeds covering Enhanced Limits and/or creation of Equitable Mortgage on Additional Properties for Existing Limits and Enhanced Limits and Additional Facilities 3) Letter of Arrangement, 4) Letter of Confirmation (All the documents executed for a single modification)
Date of instrument Creating the charge	15/12/2010
Amount secured by the charge	Rs. 9.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest WC: Interest @ 6% margin above Base Rate which is presently 7.60% p.a. Present Effective Rate 13.60% p.a.at monthly rest or rate prescribed by Bank from time to time. Terms of repayment As per Agreement with the Bank Margin Raw Material 25%, Semi Finished and Finished Goods 30%, Domestic Receivables 40%,Letter of Credit / Bank Guarantee 25% Extent and operation of the charge The Details of Facilities (Rs. in millions)- DCC 60, BG/LC 30, Total Rs.9.000 millions. The Charge on hypothecated and mortgaged properties continue till full repayment of Loan. Other As per Agreement with the Bank
Short particulars of the property charged (Including location of the property)	1. Hypothecation of Stocks and Receivables, Machinery, Equipments ,Current Assets etc. Mortgage of immovable property of the Company - All that piece and parcel of property bearing Plot No.EL-31/1 adm.1500 2. Sq.mtrs.in Pimpri Industrial Area and lying at Village Bhosari, Taluka Haveli, Dist. Pune, Sub-Regn. Dist. Haveli and within local limits of PCMC along with construction thereon and to be constructed thereto
Date of instrument modifying the charge	11/02/2009
Particulars of the present modification	The Facilities enhanced upto Rs.9.000 millions. Details of Facilities stands as (Rs. in millions)- DCC 60, BG/LC 30.Also charge on hypothecated assets and mortgage on immovable property of Company located at All that piece and parcel of property bearing Plot No.EL-31/1 adm.1500 Sq.mtrs.in Pimpri Industrial Area and lying at Village Bhosari, Taluka Haveli within local limits of PCMC along with construction thereon and to be constructed thereto was extended to secure total facilities availed by the Company.

Fixed Assets :

v Lease Hold Land

v Factory Building

v Computer Machinery

v Furniture and Fixture

v Vehicle

v Plant and Machinery

v Typewriter

v Office Equipment

v Motor Car

v Portable Generator

v Computer Software

v Electrical Installation

v Air Conditioner

v UPS Inverter

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. 44.33
UK Pound	1	Rs. 74.13
Euro	1	Rs. 65.78

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--CREDIT LINES	1~10	5
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		45

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.