MIRA INFORM REPORT

Report Date :

03.08.2011

IDENTIFICATION DETAILS

Name :	AVDEL (INDIA) PRIVATE LIMITED
Registered Office :	6^th Floor, Ramon House, 169, Backbay Reclamation, Mumbai – 400020, Maharashtra.
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	29.03.1961
Com. Reg. No.:	11-011971
Capital Investment / Paid-up Capital :	Rs.14.400 Millions
CIN No.: [Company Identification No.]	U28990MH1961PTC011971
IEC No.:	0397075057
TAN No.: [Tax Deduction & Collection Account No.]	MUMA19986B
PAN No.: [Permanent Account No.]	AABCA3977E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturers and Dealers in all kinds of Fastners, Fastening Devices Accessories and Equipments.
No. of Employees :	102 (Approximately) (In Office 25, In Factory 42, In Branches 35)

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 270000
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 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

INFORMATION PARTED BY

Name :	Mr. Hinduja
Designation :	Financial Consultant

LOCATIONS

Registered Office :	6^th Floor, Ramon House, 169, Backbay Reclamation, Mumbai – 400020, Maharashtra, India
Tel. No.:	91-22-56345611/ 12/ 13
Fax No.:	91-22-66345622
E-Mail :	info@avdel.com
Website :	http://www.avdel.com
Area :	1000 sq. ft.
Location :	Rented
Sale Office :	· Bangalore, Karnataka · Delhi · Kolkata, West Bengal · Chennai, Tamilnadu · Pune, Maharashtra
Factory:	Road No. 27, Plot No. A-165, Wagle Industrial Estate, Thane – 400 604, Maharashtra
Tel. No.:	91-22-25821112 / 3404
Fax No.:	91-22-25825364
E-mail:	factory@avdel.com
Area :	1500 sq. ft.
Location :	Leased
Warehouse :	4 A, Evergreen Industrial Estate, Shakti Mill lane, Mahalaxmi Mumbai – 400023
Tel. No.:	91-22-24920050 / 51
Fax No.:	91-22-24934522
Area :	2500 sq. ft.
Location :	Rented
Warehouse :	Located At Bhirwandi

DIRECTORS

(AS ON 29.09.2010)

Name :	Mr. Gobind G Bulchandani
Designation :	Managing Director
Address :	A-2-13, Scindia Society, M V Road, Andheri East, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	24.07.1925
Qualification :	B. E. (Engineering) / MBA (IMD, Geneva)
Date of Appointment :	23.02.1983
Name :	Mr. Sameer Bulchandani
Designation :	Director
Address :	A/82, Darshan Apartments, Mount Pleasant Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	26.08.1968
Qualification :	B. A. – Economics and Mech. Engineering (Brown University USA)
Date of Appointment :	27.04.1992
Name :	Mr. Lachha F. Kewalramani
Designation :	Director
Address :	A-/21, Darshan Apartments, Mount Pleasant Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	08.01.1941
Qualification :	B. Sc. (Engineering)
Date of Appointment :	30.10.1992
Name :	Mr. Rohan G. Bulchandani
Designation :	Director
Address :	A-/21, Darshan Apartments, Mount Pleasant Road, Mumbai – 400 006, Maharashtra, India
Date of Birth/Age :	26.03.1972
Qualification :	B. A. – Economics (University of Pennsylvania, USA)
Date of Appointment :	01.04.1996

KEY EXECUTIVES

Name :	Mr. Hinduja
Designation :	Financial Consultant

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 29.09.2010)

Names of Shareholders	No. of Shares
Gobind G. Bulchandani	2700
Annette Bulchandani	2232
Sameer Bulchandani	2844
Rohan G. Bulchandani	2844
Ramon Publications Private Limited, India	1764
Tara Bulchandani	504
Divya Bulchandani	504
Shaan Bulchandani	504
Neil Bulchandani	504
Total	14400

(AS ON 30.09.2010)

Category	Percentage
Directors or relatives of directors	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturers and Dealers in all kinds of Fastners, Fastening Devices Accessories and Equipments.
Products :	Blind Rivets Non Threaded Fasteners v Breakstem Fasteners v Structural Fasteners v Speed Riveting Fasteners v Threaded Inserts Threaded Fasteners v Roofing Screws v Self Tapping Screws v Self Drilling Screws Tools v 734 (M) Hydro – Pneumatic v Avex Hand Tool – Lazy Tong Type v Avdel Hand Plier v 7165 (M) Hand Plier – Aerospace v Threaded Insert Pneumatic Tools

GENERAL INFORMATION

No. of Employees :

102 (Approximately) (In Office 25, In Factory 42, In Branches 35)

Bankers :

v Citibank N.A.

Nariman Point, Mumbai, Maharashtra

v State Bank of India

Fort Branch, Mumbai, Maharashtra

Cash credit : Rs. 4.000 millions

v DES Bank Limited

v HDFC Bank, Fort Branch

Facilities :

Secured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
From Citi Bank
A] Cash Credit Account (Secured by hypothecation of entire stocks, book debts, equitable mortgage of Industrial factory premises building of company at Thane and personal guarantees of two directors)		35.556
B] Term Loan (Secured by Hypothecation of Plant and Machinery of the company, installed at thane factory)	51.704	4.800
From ICICI Bank Limited4 (Deferred payments terms- secured by hypothecation of motor car)		0.166
Total	51.704	40.522
Unsecured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
From Private Limited Company		79.315
Interests Accrued and Due	135.709	6.369
From Directors		57.823
From Others		16.698
Total	135.709	160.205

Banking Relations :	--
Auditors :
Name :	S. P. Chopra and Company Chartered Accountants
Address :	15-A, 2^nd Floor, Bharat Insurance Building, Hormiman Circle, Fountain, Mumbai – 400 023
Tel. No.:	91-22-22661298/ 22663060
Fax No.:	91-22-22662956
Associates/Subsidiaries :	v Ramon Publications Private Limited Ramon House, 6^th Floor, 169, Backbay Reclamation, Mumbai – 400 020 --Finance and Investments v Annet Communications Private Limited 34, Evergreen Industrial Estate, Shakti Mill Lane, Mahalaxmi, Mumbai – 400 011 --Software Development (Export) v Aurobrite (India) Private Limited v Avdel Tools and Services 6 A, Evergreen Industrial Estate, Shakti Mill lane, Mahalaxmi Mumbai – 400023 --Manufacturing of Riveting Tools v Starlite Corporation 37 Evergreen Industrial Estate, Shakti Mill lane, Mahalaxmi Mumbai – 400023 --Manufacturing of Rivets

CAPITAL STRUCTURE

Authorised Capital :

No. of Shares	Type	Value	Amount
20000	Equity Shares	Rs.1000/- each	Rs.20.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
14400	Equity Shares	Rs.1000/- each	Rs.14.400 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		14.400	14.400	14.400
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		52.885	41.281	39.313
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		67.285	55.681	53.713
LOAN FUNDS
1] Secured Loans		51.704	40.522	18.245
2] Unsecured Loans		135.709	160.205	70.193
TOTAL BORROWING		187.413	200.727	88.438
DEFERRED TAX LIABILITIES		0.000	0.000	0.031
TOTAL		254.698	256.408	142.182
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		61.869	60.415	40.536
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	0.140
DEFERREX TAX ASSETS		3.511	0.006	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	118.884	134.525	42.610
	Sundry Debtors	102.089	77.427	52.332
	Cash & Bank Balances	4.621	4.091	4.985
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	44.373	35.704	41.116
Total Current Assets		269.967	251.747	141.043
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	52.122	30.834	14.855
	Other Current Liabilities		7.377	3.788
	Provisions	28.527	17.549	20.894
Total Current Liabilities		80.649	55.760	39.537
Net Current Assets		189.318	195.987	101.506
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		254.698	256.408	142.182

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income (Gross Turnover)	436.016	380.011	261.697
	PROFIT BEFORE TAX		18.016	4.091	14.916
Less	TAX		5.597	1.221	6.183
	PROFIT AFTER TAX		12.419	2.870	8.733
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		21.866	18.996	22.263
Less	Transferred to General Reserve		0.000	0.000	12.000
	BALANCE CARRIED TO THE B/S		34.285	21.866	18.996
	Earnings Per Share (Rs.)		862	199	--

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
Return on Total Assets (PBT/Total Assets}	(%)	5.43	1.31	8.21
Return on Investment (ROI) (PBT/Networth)		0.27	0.07	0.28
Debt Equity Ratio (Total Liability/Networth)		3.98	4.61	2.38
Current Ratio (Current Asset/Current Liability)		3.35	4.51	3.57

LOCAL AGENCY FURTHER INFORMATION

FORM 8:

Corporate identity number of the company	U28990MH1961PTC011971
Name of the company	AVDEL (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	6th Floor, Raman House, 169 Backbay Reclamation, Mumbai – 400020, Maharashtra, India info@avdel.com
This form is for	info@avdel.com
Type of charge	Book debts Movable property (not being pledge) Floating charge
Particular of charge holder	Citi Bank N. A. Trent House, 2nd Floor, G Block, Plot No.C-60, Bandra Kurla Complex, Bandra (E), Mumbai – 400051, Maharashtra, India vlaxman@vsnl.com
Nature of instrument creating charge	Deed of Modification
Date of instrument Creating the charge	17.08.2010
Amount secured by the charge	Rs.20.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interests: Interest to be charged at such rate/s as may be determined by the Bank from time to time. Terms of Repayment: On Demand Margin: As may be stipulated by the Bank from time to time. Extent and Operation of the change: The Current Assets and Movable Fixed Assets of the Company as described in Column No.15 hypothecated as and by way of first exclusive charge as security for the repayment of the loan by the Company together with all interest, liquidated damages, premia on repayment or on redemption, costs, charges and other expenses payable by the Company to the Bank
Particulars of the property charged	Hypothecation of first exclusive charge on the Current Assets and Movable fixed assets of the Company, both present and future.
Particulars of the present modification	The charge shall now stands reduced from Rs.120.000 Millions to Rs.20.000 Millions in favour of the Bank

HISTORY

Subject was incorporated on 29^th March, 1961 at Mumbai in Maharashtra having Company Registration Number 11971.

Subject was founded in 1961 and began by manufacturing special blind fasteners under license from Advel Systems Limited, UK (Currently Textron Fastening Systems). Since then they had expanded their operations and today the company can boast of being the largest Blind Fastener manufacturer in India with their Head Office in Mumbai, Maharashtra

They provide a wide range of fastener products, which are used by nearly every automotive, two wheeler, aircraft and white goods manufacturer in India. Their products are also extensively used in all other types of sheet metal industry.

The company has sales offices in Bangalore, Delhi, Kolkata, Chennai and Pune. The company talented sales and marketing team alongwith their distribution network ensure a high degree of customer satisfaction and excellent after service.

The company offers complete fastening solutions to all types of industries and boasts of an exclusive repair and service facility for fastener application tools with highly skilled technicians. They also offering servicing.

Share Capital:

During the year the authorised share capital of the company was increased from Rs. 1.000 Millions to Rs. 5.000 Millions and the preference share capital of the company was reclassified in to the equity share capital.

Issue of Bonus Share:

During the year the company had issued bonus shares in the ratio of 5 Equity shares for every 1 share held by capitalization of the sum standing to the credit of profit & loss appropriation account.

FIXED ASSETS:

· Leasehold Land

· Factory Building

· Plant & Machinery

· Electrical Installation

· Motor Cars and Scooters

· Furniture and Fixture,

· Air Conditioner and Water Cooler

· Other Equipment

· Computers

· Fax Machine

· Vending Machines

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.44.23
UK Pound	1	Rs.72.09
Euro	1	Rs.62.99

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	NO
--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.