MIRA INFORM REPORT

Report Date :

27.08.2011

IDENTIFICATION DETAILS

Name :	TECHNOFAB ENGINEERING LIMITED
Registered Office :	507, Eros Apartment, 56 Nehru Place, New Delhi-110019, Delhi
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	20.07.1971
Com. Reg. No.:	55-5712
Capital Investment / Paid-up Capital :	1125000 Euro
CIN No.: [Company Identification No.]	U74210DL1971PLC005712
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Company is Engaged in the Business of Providing Engineering Procurement and Construction Services, Executing a Wide Range of Balance-of-plant and Electro-mechanical Projects on a Complete Turnkey Basis.
No. of Employees :	211 [Approximately]

RATING & COMMENTS

MIRA’s Rating :

Ba (51)

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

Maximum Credit Limit :	1512186 Euro
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established company having fine track records. Trade relations are reported as fair. Business is active. Payments are reported to be regular 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

LOCATIONS

Registered Office :	507, Eros Apartment, 56 Nehru Place, New Delhi-110019, Delhi, India
Tel. No.:	91-11-26415961
Fax No.:	91-11-26221521
E-Mail :	info@technofabengineering.com ipo@technofabengineering.com
Website :	http://www.technofabengineering.com
Corporate Office :	Plot 5, Sector 27-C, Mathura Road, Faridabad-121003, Haryana, India
Tel. No.:	91-129-2270202
Fax No.:	91-129-2270201
Overseas Office :	Located at: Ghana Ethiopia Kenya

DIRECTORS

AS ON 22.05.2010

Name :	Mr. Avinash Chander Gupta
Designation :	Chairman and Managing Director
Address :	S-481, GK-II, New Delhi-110048, Delhi, India
Date of Birth/Age :	26.10.1940
Date of Appointment :	06.10.2002
DIN :	00012077
Name :	Mr. Arjun Gupta
Designation :	Whole Time Director
Address :	S-481, GK-II, New Delhi-110048, Delhi, India
Date of Birth/Age :	07.08.1970
Date of Appointment :	30.09.2004
DIN :	00012092
Name :	Mr. Nakul Gupta
Designation :	Whole Time Director
Address :	S-481, GK-II, New Delhi-110048, Delhi, India
Date of Birth/Age :	30.08.1971
Date of Appointment :	01.12.1999
DIN :	00012106
Name :	Mr. Nitish Kumar Sen Gupta
Designation :	Director
Address :	135, Pocket 40, Chittaranjan Park, New Delhi-110019, Delhi, India
Date of Birth/Age :	23.09.1934
Date of Appointment :	06.06.2008
DIN :	00094845
Name :	Mr. Ramkrishna Telang
Designation :	Director
Address :	502, Vidya Apartment, 168, Veer Savarkar Marg, Mahim, Mumbai-400016, Maharashtra, India
Date of Birth/Age :	29.11.1946
Date of Appointment :	06.06.2008
Date of Cessation :	31.08.2009
Name :	Mr. Pawan Chopra
Designation :	Director
Address :	C-1/39, Pandara Park, New Delhi-110003, Delhi, India
Date of Birth/Age :	22.05.1944
Date of Appointment :	08.06.2009
DIN :	00417967
Name :	Mr. Viresh Shankar Mathur
Designation :	Director
Address :	B-70, Sector-14, Noida-201301, Uttar Pradesh, India
Date of Birth/Age :	09.03.1946
Date of Appointment :	08.06.2009
DIN :	01382982
Name :	Mr. Arun Mitter
Designation :	Director
Address :	C-29, May Fair Garden, New Delhi-110016, Maharashtra, India
Date of Birth/Age :	27.11.1962
Date of Appointment :	08.06.2009
DIN :	00022941

KEY EXECUTIVES

Name :	Mr. Paresh Kumar Singh
Designation :	Secretary
Address :	SRA-14C, Shipra Riviera, Indirapuram, Ghaziabad-201012, Uttar Pradesh, India
Date of Birth/Age :	25.04.1972
Date of Appointment :	01.01.2008
PAN :	AYGPS8570B

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.06.2011

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of promoters and Promoter Group
1. Indian
Individuals / Hindu Undivided Family	4006976	38.20
Bodies Corporate	223500	2.13
Sub Total (A) (1)	4230476	40.33
(B) Public Shareholding
1. Institutions
Mutual Funds / UTI	181677	1.73
Insurance Companies	504823	4.81
Foreign Institutional Investors	1357026	12.94
Sub Total (B) (1)	2043526	19.48
2. Non Institutions
Bodies Corporate	1670499	15.92
Individual shareholders holding nominal share capital up to 1515 Euro	902573	8.60
Individual shareholders holding nominal share capital in excess of 1515 Euro	1540276	14.68
Any other [specify]	102650	0.98
Clearing Members	35162	0.34
NRI	66533	0.63
Trusts	955	0.01
Sub Total (B) (2)	4215998	40.19
(B) = (B) (1) + (B) (2)	6259524	59.67
Total (A) + (B)	10490000	100.00
Shares held by custodians and against which depository receipts have been issued (C)	--	--
Total (A) + (B) +(C)	10490000	100.00

BUSINESS DETAILS

Line of Business :

Company is Engaged in the Business of Providing Engineering Procurement and Construction Services, Executing a Wide Range of Balance-of-plant and Electro-mechanical Projects on a Complete Turnkey Basis.

GENERAL INFORMATION

No. of Employees :

211 [Approximately]

Bankers :

• Bank of India (Lead Bank), New Delhi Corporate Banking Branch, 37, Shaheed Bhagat Singh Marg, Connaught Place, New Delhi - 110001, Delhi, India
• Tata Capital Limited, One Forbes, Dr. V B Gandhi Marg, Fort, Mumbai -400001, Maharashtra, India
• Bank of Kenya
• ICICI Bank Limited
• State Bank of Mysore
• Axis Bank Limited
• Bank of Abbysinia
• Prudential Bank Limited

Facilities :

Secured Loan [Amount in Euro]	31.03.2010	31.03.2009
Secured Loans
From Bank Vehicles / Equipment Loans (repayable with in a year 369 Euro / previous year 1378 Euro)	369	1748
Working Capital	2125515	1551605
From Others Vehicles / Equipment Loans (repayable with in a year 109122 Euro / previous year 90345 Euro)	173137	239569
Total	2299021	1792922
Unsecured Loan [Amount in Euro]	31.03.2010	31.03.2009
From Directors	181060	225757
Inter corporate Loans	460574	437647
Total	641634	663404

Banking Relations :	--
Auditors :
Name :	Rajesh Suresh Jain and Associates Chartered Accountant
Address :	E-3/38, Sector-7, Rohini, New Delhi - 110085, Delhi, India
Tel. No.:	91-11-65819990
Mobile No.:	91-9811020899
Subsidiaries:	Rivu Infrastructural Developers Private Limited CIN No: U32109WB2005PTC101800
Related Parties :	Techfab International Private Limited Techfab Systems Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
15,000,000	Equity Share	0.15 Each Euro	2250000 Euro

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
7,500,000	Equity Share	0.15 Each Euro	1125000 Euro

AS ON 22.05.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
15,000,000	Equity Share	0.15 Each Euro	2250000 Euro

Issued, Subscribed & Paid-up Capital : 1589393 Euro

FINANCIAL DATA

[all figures are in Euro]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		1125000	1125000	1125000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		6435930	3742245	2104462
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		7560930	4867245	3229462
LOAN FUNDS
1] Secured Loans		2299021	1792922	638621
2] Unsecured Loans		641634	663404	0
TOTAL BORROWING		2940655	2456326	638621
DEFERRED TAX LIABILITIES		26532	3979	0
TOTAL		10528117	7327550	3868083
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		830482	630200	319831
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		53049	30303	106060
DEFERREX TAX ASSETS		0.000	0.000	8576
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	522762	682320	651648
	Sundry Debtors	8538746	4832354	4181633
	Cash & Bank Balances	1669734	3652377	957309
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	6246406	4885924	2323842
Total Current Assets		16977648	14052975	8114432
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	3369506	1853646	1179703
	Other Current Liabilities	2184416	4388502	2961075
	Provisions	1767775	1132415	528676
Total Current Liabilities		7321697	7374563	4669454
Net Current Assets		9655951	6678412	3444978
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
OTHERS		[11365]	[11365]	[11362]
TOTAL		10528117	7327550	3868083

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	30359123	22622070	12271919
		Other Income	16958	39552	96352
		TOTAL (A)	30376081	22661622	12368271
Less	EXPENSES
		Expenditure on Contracts	23338262	17836809	10075381
		Administrative and Other Expenses	1921565	1513553	815724
		TOTAL (B)	25259827	19350362	10891104
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		5116254	3311260	1477166
Less	FINANCIAL EXPENSES (D)		479749	427691	224189
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		4636505	2883569	1252977
Less/ Add	DEPRECIATION/ AMORTISATION (F)		204987	154348	39385
	PROFIT BEFORE TAX (E-F) (G)		4431518	2729221	1213592
Less	TAX (I)		1539069	958489	409503
	PROFIT AFTER TAX (G-I) (J)		2892449	1770732	804089
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1602466	722258	287673
Less	APPROPRIATIONS
		Proposed Dividend	170455	113637	56818
		Tax on Dividend	28310	19312	9656
		Transfer to General Reserve	2272727	757575	303030
	BALANCE CARRIED TO THE B/S		2023423	1602466	722258
	EARNINGS IN FOREIGN CURRENCY		3656765	6895293	5215890
	Earnings Per Share		0.38	0.23	0.10

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	9.52	7.81	6.50
Net Profit Margin (PBT/Sales)	(%)	14.60	12.06	9.89
Return on Total Assets (PBT/Total Assets}	(%)	24.88	18.59	14.39
Return on Investment (ROI) (PBT/Networth)		0.59	0.56	0.37
Debt Equity Ratio (Total Liability/Networth)		1.36	2.02	1.64
Current Ratio (Current Asset/Current Liability)		2.32	1.90	1.74

LOCAL AGENCY FURTHER INFORMATION

REVIEW OF OPERATIONS

Financial Highlights

The financial year 2009-10 has been a good year in terms of growth achieved by the Company. The company achieved a gross operating turnover of 30359090 Euro for the year ended 31st March. 2010 as against 22622121 Euro for the previous financial year registering an incremental turnover of 7736969 Euro and recording a growth rate of 34% over the previous year. The EBIDTA at 5116363 Euro is 16.85% of the Gross Turnover for the year as against 14.64% for the previous financial year. This rate of gross profit compares well with those of peers in the sector in which the Company operates. The profit after tax in the period increased by 62.73% to 2892424 Euro as compared to 1777424 Euro in the previous year.

Sectoral Overview

The Power Sector continued, as before, to be the most important line of their business operations, contributing around 52% of the operating revenue of the Company. What was significant was the increasing contribution of nuclear power to this sector, which at 27% is more than that of conventional thermal power. There major customers in the power sector includes LANCO and Gammon in the private sector and NTPC, BHEL, GEB, In the Public Sector apart from Nuclear Power Corporation of India.

Their turnover from the water and waste water infrastructure treatment section during the year, contributed 21% of our aggregate turnover.

The Electrical Sribstation and Distribution business for which a separate line of business was recently established contributed revenue for the first time, being 8.4% of the years turnover.

ECONOMIC AND BUSINESS OUTLOOK

The year has been one of steady grovdh and increased confidence as the effects of the international financial crisis began to wear out and global recovery commenced. The long term scenario in their country in the areas in which they operate is encouraging. The country's developmental needs in the power, urban development and related infrastructure sectors are immense. Their government’s focus on development in these areas is ensuring that our addressable market will remain robust. Political stability and steady albeit slow structural reforms should hopefully ensure the favourable climate and liquidity necessary for major investments in these areas.

Even in our overseas markets a similar perspective prevails. Focused as we are largely on developing countries, the basic demand on infrastructure and urban development remains very strong. To a large extent the projects we aim at are not profit oriented or privately financed being more likely to be the subject of developmental finance, whether governmental or from multilateral development banks bodies. Very recently the Euro zone has faced problems which has created uncertainty and lowering of business confidence. While this does not in any way directly influence the Company's operations, it does have indirect adverse impact due to uncertainty in the financial markets and lack of stability in exchange rates.

Nevertheless, the company believes that me rail business scenario continues to be encouraging and, along with the strategic initiatives undertaken, be sufficient to sustain a robust growth, in the medium term. The Company expects, barring unforeseen circumstances, to be able to sustain a 25% or better growth rate.

Contingent Liability

• Claims against the Company not acknowledged as debt (net) amount to 22602 Euro (Previous year 22602 Euro).
• The Bank guarantees/letters of credit/Bill discounted given by the Banks for and on behalf of the Company outstanding at the end of the year amounted to 18582573 Euro (Previous year 9673713 Euro).
• In respect of demand against Sales Tax amounting to 20530 Euro (Previous year 21409 Euro) raised by the authorities, appeals are pending before the authorities.

Bankers Charges Report as per Registry

Corporate identity number of the company	U74210DL1971PLC005712
Name of the company	TECHNOFAB ENGINEERING LIMITED
Address of the registered office or of the principal place of business in India of the company	507, Eros Apartment, 56 Nehru Place, New Delhi-110019, Delhi, India
This form is for	Modification of charge
Charge identification number of the modified	10165622
Type of charge	Immovable Property
Particular of charge holder	Bank of India (Lead Bank), New Delhi Corporate Banking Branch, 37, Shaheed Bhagat Singh Marg, Connaught Place, New Delhi - 110001, Delhi, India Email ID:corporatebanking.newdelhi@bankofindia.co.in
Nature of instrument creating charge	No instrument. Oral Assent for Extension of Equitable Mortgage
Date of instrument Creating the charge	19.03.2011
Amount secured by the charge	60606060 Euro
Brief of the principal terms an conditions and extent and operation of the charge	Extent and Operation of the charge - 100 Percent Others - The said charge is hypothecated to secure various fund based and non fund based credit facilities aggregating to 60606060 Euro granted by Bank of India Consortium to the Company The securities to be shared on pari passu basis by BOI consortium comprising of Bank of India as the consortium leader and State Bank of Mysore, ICICI Bank Limited, and Axis Bank Limited as the member Banks.
Short particular of the property or asset(s) charged	Equitable mortgage by way of deposit of title deeds in respect of immovable property of the company situated at Plot No. 5, Sector-27C, Faridabad-121003, Haryana together with all building
Particulars of the present modification	Fund based and non fund based credit facilities increased from 49242424 Euro to 60606060 Euro

FIXED ASSETS

• Factory
• Plant and machinery
• Furniture and Fixtures
• Office Equipment
• Vehicles
• Computers
• Generator

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] 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.46.05
UK Pound	1	Rs.75.19
Euro	1	Rs.66.47

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--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		51

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.