MIRA INFORM REPORT

Report Date :

27.12.2011

IDENTIFICATION DETAILS

Name :	ROXUL-ROCKWOOL INSULATION INDIA PRIVATE LIMITED
Registered Office :	Plot No. Z/4, Dahej SEZ, Dahej Bharuch – 392130, Gujarat
Country :	India
Financials (as on) :	31.12.2010
Date of Incorporation :	02.09.2008
Com. Reg. No.:	04-054942
Capital Investment / Paid-up Capital :	Rs.71.700 Millions
CIN No.: [Company Identification No.]	U26957G2008PTC054942
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Stone Wool Insulation Materials and Related Products.
No. of Employees :	Not Divulged by the Management

RATING & COMMENTS

MIRA’s Rating :

Ca (17)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Recently Commenced Business
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Though the company was incorporated in the year 2008, the company has recently commenced its commercial operation from April 2011. Trade relations are reported as fair. Business is active. Pavements are reported to be slow. The company can be considered for business dealings on a secured 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.

INFORMATION DECLINED BY

Name :	Mr. Ashish
Designation :	Accounts Executive
Contact No.:	91-9099974684
Date :	26.12.2011

LOCATIONS

Registered Office/ Factory :	Plot No. Z/4, Dahej SEZ, Dahej Bharuch – 392130, Gujarat, India
Tel. No.:	91-2641-256288
Mobile No.:	91-9099974684 (Mr. Ashish)
Fax No.:	91-2641-256292
E-Mail :	bartosz.stentoft@roxul.com ajay.taneja@kaefer.com

DIRECTORS

AS ON 19.04.2011

Name :

Mr. Volker Christmann

Designation :

Director

Address :

Braustrasse 156, Kamp Lintfort – 47475, Germany

Date of Birth/Age :

30.11.1957

Date of Appointment :

22.06.2009

DIN No.:

02582758

Name :

Mr. Bratosz Stentoft

Designation :

Alternate Director

Address :

Arnaw Bungalows A-2/17, Zadeshwar Road, Bharuch – 392011, Gujarat, India

Date of Birth/Age :

05.11.1967

Date of Appointment :

13.01.2010

DIN No.:

02935374

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U26957GJ2008PTC054942	ROXUL-ROCKWOOL INSULATION INDIA PRIVATE LIMITED	Director	18/08/2011	13/01/2010	-	Active	NO
2	U26900GJ2010FTC059332	ROXUL ROCKWOOL TECHNICAL INSULATION INDIA PRIVATE LIMITED	Alternate director	2/3/2010	2/3/2010	2/6/2010	Active	NO

Name :

Mr. Ajay Taneja

Designation :

Director

Address :

F-80, Vishnu Garden, Tilak Nagar, New Delhi – 110018, India

Date of Birth/Age :

28.05.1967

Date of Appointment :

17.11.2010

DIN No.:

03352548

KEY EXECUTIVES

Name :	Mr. Ashish
Designation :	Accounts Executive
Name :	Mr. Alpesh Mansukhlal Chaniyara
Designation :	Secretary
Date of Appointment :	01.09.2010
PAN No.:	AEHPC5783R

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 19.04.2011)

Names of Shareholders	No. of Shares
Rockwool International A/S, Denmark	5377500
Kaefer Punj Lloyd Limited, India	1792500
Total	7170000

(AS ON 12.04.2011)

Equity Shares Break – Up

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	75.00
Bodies corporate	25.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Stone Wool Insulation Materials and Related Products.

Products :

Products Description	Item Code No.
Stonewool Technical Insulation	68061000

GENERAL INFORMATION

No. of Employees :

Not Divulged by the Management

Bankers :

Not Available

Facilities :

Unsecured Loans	31.12.2010	31.12.2009
	(Rs. In Millions)
External commercial Borrowing from Holding Company	799.958	0.000
Foreign Currency Term Loan - From The Industrial Fund for Developing Countries, Denmark	401.385	0.000
Total	1201.343	0.000
NOTE: External Commercial Borrowing is in nature of credit facility from Holding Company which is repayable by February 25, 2014. Foreign Currency term Loan are payable over a period of 5 years starting from September 30,, 2013.

Banking Relations :	--
Auditors :
Name :	S. V. Ghatalia and Associates Chartered Accountant
Address :	2^nd Floor, Shivalik Ishaan, Near C. N. Vidhyalaya, Ambawadi, Ahmedabad – 380015, Gujarat, India
Tel No.:	91-79-66083800
Fax No.:	91-79-66083900
PAN No.:	AACFS6921Q
Holding Company :	· Rockwool International A/s, Denmark.
Joint Ventures :	· Rockwool International A/s, Denmark · KAEFER Punj Lloyd Limited, India
Fellow Subsidiaries of Ventures - Rockwool International A/s, Denmark :	· Deutsche Rockwool Mineralwoll Gmbh and Company OHG · Roxul Rockwool Technical Insulation India Private Limited · Rockfon A/s · RoulAsia SDN BHD

CAPITAL STRUCTURE

(AS ON 31.12.2010)

Authorised Capital :

No. of Shares	Type	Value	Amount
30000000	Equity Share	Rs.10/- each	Rs.300.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
7170000	Equity Share	Rs.10/- each	Rs.71.700 Millions

NOTE:

Of the above 5377500 Equity shares of Rs.10 each fully paid up are held by the Holding Company – Rockwool International A/s, Denmark.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2010	31.12.2009
SHAREHOLDERS FUNDS
1] Share Capital		71.700	22.575
2] Share Application Money		0.000	103.000
3] Reserves & Surplus		214.800	67.425
4] (Accumulated Losses)		(20.671)	(10.106)
NETWORTH		265.829	182.894
LOAN FUNDS
1] Secured Loans		0.000	0.000
2] Unsecured Loans		1201.343	0.000
TOTAL BORROWING		1201.343	0.000
DEFERRED TAX LIABILITIES		0.000	0.000
TOTAL		1467.172	182.894
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		92.903	81.137
Capital work-in-progress		890.922	5.395
INVESTMENT		0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000
	Sundry Debtors	0.000	0.000
	Cash & Bank Balances	562.453	79.644
	Other Current Assets	1.130	0.000
	Loans & Advances	17.267	0.619
Total Current Assets		580.850	80.263
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	182.283	10.982
	Other Current Liabilities	36.158	1.441
	Provisions	1.583	0.269
Total Current Liabilities		220.024	12.692
Net Current Assets		360.826	67.571
MISCELLANEOUS EXPENSES		0.000	0.000
EXPENDITURE DUSING CONSTRUCTION PERIOD		122.521	28.791
TOTAL		1467.172	182.894

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2010	31.12.2009
	SALES
		Income	0.000	0.000
		Other Income	0.000	0.000
		TOTAL	0.000	0.000
Less	EXPENSES
		Employee Cost	1.619	0.000
		Operating and Other Expenses	6.858	9.994
		TOTAL	8.477	9.994
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		(8.477)	(9.994)
Less/ Add	DEPRECIATION/ AMORTISATION		2.087	0.000
	PROFIT BEFORE TAX		(10.564)	(9.994)
Less	TAX		0.000	0.112
	PROFIT AFTER TAX		(10.564)	(10.106)
	IMPORT VALUE		551.717	0.000
	Earnings Per Share (Rs.)		(1.78)	(15.15)

KEY RATIOS

PARTICULARS		31.12.2010	31.12.2009
PAT / Total Income	(%)	0.00	0.000
Net Profit Margin (PBT/Sales)	(%)	0.00	0.00
Return on Total Assets (PBT/Total Assets}	(%)	(1.57)	(6.19)
Return on Investment (ROI) (PBT/Networth)		(0.04)	(0.05)
Debt Equity Ratio (Total Liability/Networth)		5.35	0.07
Current Ratio (Current Asset/Current Liability)		2.64	6.32

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	31.12.2010	31.12.2009
	(Rs. In Millions)
Sundry Creditors
- Total Outstanding dues of Micro and Small Enterprises	1.823	0.000
- Total outstanding dues of creditors other than micro and small enterprises	180.460	10.982
Total	182.283	10.982

FUTURE PROSPECTUS:

The Machinery installation works have been finalized and commercial production has started in April 2011. The relevant authorities consent has been obtained.

The necessary agreements with the sales companied have been made in order to secure sales of their production.

A learning curve for the production efficiency increase has been prepared and in accordance to this a production and sales volume of 14500 t for year 2011 is budgeted.

NATURE OF OPERATIONS:

Roxul - Rockwool Insulation India Private Limited ('RRIIPL', 'the Company', 'JVC') is 75:25 Joint Venture between Rockwool International A/s, Denmark and KAEFER Punj Lloyd Limited, India respectively. The Company was incorporated on September 2, 2008 and it is in the process of setting up manufacturing facilities for stone wool insulation materials and related products at Dahej Special Economic Zone, Gujarat. The Company has taken approval from Ministry of Commerce and Industry (SEZ Section), Government of India, New Delhi vide letter no. KASEZ/DCO/DahejlOl6/2008-09/45 dated 01 -1 2-2008 for setting up the manufacturing facilities at Dahej Special Economic Zone.

The Company has not commenced commercial operations upto December 31, 2010.

FIXED ASSETS:

· Leasehold Land

· Buildings

· Office Equipments

· Furniture, Fixtures and Fittings

· Computer Hardware

· Computer Software

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.52.82
UK Pound	1	Rs.82.47
Euro	1	Rs.68.93

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	2
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	2
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	2
--PROFITABILIRY	1~10	--
--LIQUIDITY	1~10	2
--LEVERAGE	1~10	2
--RESERVES	1~10	3
--CREDIT LINES	1~10	--
--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		17

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.