MIRA INFORM REPORT

Report Date :

26.02.2011

IDENTIFICATION DETAILS

Name :	ELECTRONICA MECHATRONIC SYSTEMS (INDIA) PRIVATE LIMITED
Registered Office :	37, Electronica Co-op Estate Limited, No 44, Parvati Pune Satara Road, Pune – 411009, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	03.09.1986
Com. Reg. No.:	11-40814
CIN No.: [Company Identification No.]	U31403MH1986PTC040814
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of DRO Systems

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 340000
Status :	Satisfactory
Payment Behaviour :	Slow but 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 slow but correct. 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. More
Designation :	Accounts Department
Date :	25.02.2011

LOCATIONS

Registered Office/ Factory :	37, Electronica Co-op Estate Limited, No 44, Parvati Pune Satara Road, Pune – 411009, Maharashtra, India
Tel. No.:	91-20-24229398/ 24222293/ 24223860/ 24224440
Fax No.:	91-20-24221881
E-Mail :	kdk_emtl@electronicagroup.com info@electronicaems.com drosales@electronicaems.com metsales@electronicaems.com export@electronicaems.com emsdro@pn2.vsnl.net.in info@uppl.co.in sureshpathak@gmail.com recruitment@electronicaems.com
Website :	http://www.electronicaems.com
Corporate Office 1 :	Electra House, 691/1A, Pune Satara Road, Pune – 411037, Maharashtra, India
Tel. No.:	91-212-2441639/ 2470297
Corporate Office 2 :	Gate No. 316, Plot No. 1A/1B, Kasar, Amboli, Industrial Zone, Taluka Mulshi, Pune – 411 004, Maharashtra, India
Head Office :	12, Kaka Halwai Industrial Estate, Parvati Pune Satara Road, Pune – 411009, Maharashtra, India
Tel. No.:	91-212-2443532/ 2447134/ 2470594
Fax No.:	91-212-2422013

DIRECTORS

As On 30.09.2010

Name :	Mr. Prakash Krishnaji Ratnaparikhi
Designation :	Chairman cum Managing Director
Address :	“Shivam” Plot No.8 Amar Housing Society, S. No.44/2 Erandawan, Pune – 411004, India
Date of Birth/Age :	12.04.1946
Date of Appointment :	03.09.1986
DIN No. :	00180568
Name :	Mr. Ravindra Krishnaji Ratnaparikhi
Designation :	Director
Address :	Manohar 11 Parijat Co-operative Housing Society, Bibwewadi, Pune – 411037, Maharashtra, India
Date of Birth/Age :	09.08.1942
Date of Appointment :	04.11.1993
DIN No. :	00180669
Name :	Mrs. Jyoti Sunil Chiyyedu
Designation :	Additional Director
Address :	C-31/32, Woodland, S. No.36, Near Gandhi Bhavan, Kothrud, Pune – 411029, Maharashtra, India
Date of Birth/Age :	21.02.1967
Date of Appointment :	06.08.2008
DIN No. :	00183201
Name :	Mr. Robert Harold Matthews
Designation :	Additional Director
Address :	11 The Haystack, NN 110 NZ, Daventry NA United Kondom
Date of Birth/Age :	08.07.1964
Date of Appointment :	14.07.2008
Date of Cessation :	26.04.2010
DIN No. :	02281386
Name :	Mr. Frederick Mark Hudman
Designation :	Director
Address :	12 Granary Close, Leicester LE 8, OHZ, Kibworth, NA United Kingdom
Date of Birth/Age :	19.05.1968
Date of Appointment :	18.08.2008
DIN No. :	02311515

KEY EXECUTIVES

Name :	Mr. More
Designation :	Accounts Department

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As On 30.09.2010

Names of Shareholders	No. of Shares
Ravindra Krishna Ratnaparikhi	2580
Electronica Machine Tools Limited – India	78400
Radhika Mohan Madgulkar	24320
Shalaka Anand Joshi	24320
Ratnaparkhi Aditya Prakash	24320
Ratnaparkhi Prakash Krishnaji (HUF)	204040
Eletra Data Systems Private Limited – India	344892
Ratnaparkhi Shantaram Suniti (Jointly with Ratnaparkhi Krishnaji Prakash)	28
Shirish Holding And Finance Private Limited – India	7100
Total	710000

As On 30.09.2010

Category	Percentage
Bodies corporate	60.61
Directors or relatives of Directors	39.39
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of DRO Systems
Products :	Manufacturing Division: · Digital Readout Systems · Machine Tool Application · Metrology Application · Linear Scale · Transducers · Special Low cost packages Trading Division: · Transducers · Height Master · CMM · Gauging Probe · Milling Machine
Exports :
Products :	DRO Systems
Countries :	UK Thailand
Imports :
Products :	Raw materials
Countries :	USA Singapore Germany Italy
Terms :
Selling :	L/C, Cash, Credit
Purchasing :	L/C, Cash, Credit

GENERAL INFORMATION

Customers :

• End Users

No. of Employees :

150 (approximately) [30 – In Office + 120 – In Factory]

Bankers :

• Bank of Baroda, Shivaji Nagar Branch, Pune – 411005, Maharashtra, India

Facilities :

Secured Loans	31.03.2010 (Rs. In Millions)	31.03.2009 (Rs. In Millions)
Cash Credit From Bank Of Baroda Including Packing Credit and Bills Purchased. (By Hypothecation Of Inventory And Book Debts) Debit Balance	30.357	17.319
Term Loan From Bank Of Baroda (Secured By Mortgage of properties And Hypothecation Of Plant & Machinery)	7.145	11.209
Term Loan From ICICI Bank (Secured By Mortgage of Properties And Hypothecation of Plant and Machinery.)	0.000	0.780
term loan from Bhagini Nivedita (secured by mortgage of properties and hypothecation of plant and machinery.)	22.287	17.653
Hire Purchase Loan From (Including Interest ) - Kotak Mahindra (Above Loans Are Personally Guaranteed By All Directors. )	0.016	0.134
Total	59.805	47.095

Unsecured Loans	31.03.2010 (Rs. In Millions)	31.03.2009 (Rs. In Millions)
Intercorporate / Other Loans (From Aditya Mouldings)	3.500	0.000
Total	3.500	0.000

Banking Relations :	--
Auditors :
Name :	S. N. Gogate and Company Chartered Accountant
Address :	Sanket 2123, Sadashiv Peth, Vijayanagar Colony, Pune – 411014, Maharashtra, India
Pan No.:	ABJPG1410E

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
350000	“A” Class Equity Shares	Rs.10/- each	Rs.3.500 Millions
650000	“B” Class Equity Shares	Rs.10/- each	Rs. 6.500 Millions
	Total		Rs. 10.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
150000	“A” Class Equity Shares	Rs.10/- each	Rs. 1.500 Millions
560000	“B” Class Equity Shares	Rs.10/- each	Rs. 5.600 Millions
	Total		Rs. 7.100 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		7.100	7.100	7.100
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		78.512	77.755	77.565
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		85.612	84.855	84.665
LOAN FUNDS
1] Secured Loans		59.805	47.094	24.406
2] Unsecured Loans		3.500	0.000	0.000
TOTAL BORROWING		63.305	47.094	24.406
DEFERRED TAX LIABILITIES		1.068	1.917	3.061
TOTAL		149.985	133.866	112.132
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		98.367	76.456	54.783
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		7.057	9.610	9.370
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	29.338	28.306	33.781
	Sundry Debtors	50.859	35.490	51.131
	Cash & Bank Balances	6.079	6.532	5.652
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	9.529	13.576	15.179
Total Current Assets		95.805	83.904	105.743
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	33.600	13.173	33.068
	Other Current Liabilities	17.456	34.906	15.386
	Provisions	0.188	1.198	9.310
Total Current Liabilities		51.244	36.104	57.764
Net Current Assets		44.561	47.800	47.979
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		149.985	133.866	112.132

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	159.007	149.306	183.947
		Other Income	15.092	15.593	10.396
		TOTAL (A)	174.099	164.899	194.343
Less	EXPENSES
		Manufacturing Expenses			0.818
		Administrative Expenses			33.954
		Raw Material Consumed			93.282
		Salaries, Wages, Bonus, etc.			30.091
		TOTAL (B)	173.808 (Including Financial and Deprecation Expenses)	164.722 (Including Financial and Deprecation Expenses)	158.145
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)				36.198
Less	FINANCIAL EXPENSES (D)				3.821
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)				32.377
Less/ Add	DEPRECIATION/ AMORTISATION (F)				5.972
	PROFIT BEFORE TAX (E-F) (G)		0.291	0.177	26.405
Less	TAX (I)		0.382	1.130	9.717
	PROFIT AFTER TAX (G-I) (J)		(0.091)	(0.953)	16.688
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings and Selling Commission	0.542	2.489
	TOTAL EARNINGS		0.542	2.489	NA
	IMPORTS
		Raw Materials	15.136	13.919
		Capital Goods	0.000	0.914
	TOTAL IMPORTS		15.136	14.833
	Earnings Per Share (Rs.)		(0.13)	(1.34)	23.50

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(0.05)	(0.58)	6.69
Net Profit Margin (PBT/Sales)	(%)	0.18	0.16	11.55
Return on Total Assets (PBT/Total Assets}	(%)	0.15	0.14	13.34
Return on Investment (ROI) (PBT/Networth)		0.00	0.00	0.24
Debt Equity Ratio (Total Liability/Networth)		1.34	0.98	0.85
Current Ratio (Current Asset/Current Liability)		1.87	2.32	2.47

LOCAL AGENCY FURTHER INFORMATION

The Details of Sundry Creditors:

Rs. In Millions

Particulars	31.03.2010	31.03.2009	31.03.2008
Sundry Creditors – others	33.600	13.173	33.068

REVIEW OF OPERATIONS:

Incomes of the Company for the year 2009-10 is increased by 5.58% and profit for the year 2009-10 up by 64.50% as compared to previous year. They have introduced new segment of product GS 212 Glass Scale and MG 232 Magnetic Scale in current year.

FUTURE SCENARIO:

The company has started a branch at UK last year and now business from Europe and other countries is growing, they are getting good quantum of business through UK Branch office.

Contingent Liabilities not provided for as follows:

Rs. In Millions

Particulars	2010	2009
Bank Guarnatees	0.875	0.793

FORM 8:

Corporate identity number (CIN) Foreign company registration number	U31403MH1986PTC040814
Name of the Company	ELECTRONICA MECHATRONIC SYSTEMS (INDIA) PRIVATE LIMITED
Address	37, Electronica Co-op Estate Limited, No 44, Parvati Pune Satara Road, Pune – 411009, Maharashtra, India
This form is for	Modification of Charge
Type of Charge	Immovable Property
Particulars of the charge holder	Bank of Baroda Shivaji Nagar Branch, Pune – 411005, Maharashtra, India shipoo@bankofbaroda.com
Nature or description of the instrument(s) creating or modifying the charge	Memorandum of Record of Deposit of Title Deeds Dated 04.11.2009
Date of the instrument creating or modifying the charge	04.11.2009
Amount secured by the charge	Rs. 52.329 Millions
Brief particulars of the principal terms and conditions and extent and operation of the charge	Rate of Interests: As per Principle Agreement Terms of Repayment: As per Principle Agreement Margin: 20% in Form of FDR Extent and operation of the charge: First charge created by way of extension of equitable mortgage over immovable property to secure additional credit facilities of Rs. 5.000 Millions
Short Particulars of the property or assets	Plot And Building No. 37, Survey No. 44, Cts No. 393, Electronic Co-Op Industrial Estate, Parvati, Pune Satara Road, Pune (Consisting Of Leasehold Factory Land - Plot No. 37 Admeasuring 3600 Sq. Mtrs First Floor Premises In The Plot And Building No. 44, S. No. 44, Electronic Co-Oprative Idustrial Estate, Parvati, Pune Satara Road, Pune. Second Floor Premises In The Plot And Building No. 44 Electronic Co-Operative Industrial Estate, Parvati, Pune Satara Road, Pune. 2742/11446, Undevided Rights And Interest, Being Offices/ Units Nos. 1 And 2, Situated On The Second Floor, Corporation No. 343, Corporation Division No. 6; Sampige Plaza, 11th Cross Road, 2nd Main, Sampiege Road, Malleswaram,Banglore.
Date of last modification prior to the present modification	15.02.2008
Particular of the present modification	The Cc Limit Increased From 25.000 Millions To 30.000 Lakkhs And Term Loan Reduced From 1) 9.400 Millions To 2.339 Millions 2) 2.814 Millions To 0.380 Millions 3) 1.800 Millions To 0.720 Millions 4) 8.000 Millions To 5.890 Millions Two Term Loan Facilities Amounting To Rs. 7.016 Millions Are Cleared.

Fixed assets:

· Land

· Factory building

· Office equipment

· Plant and machinery

· Blocks and patterns (P and M)

· R and D Equipments

· Furniture and fixtures

· Office equipments

· Vehicle

· Demokits

· Computers

WEBSITE DETAILS:

PROFILE:

Subject is a part of Electronica Group of companies mainly engaged in engineering business.

Subject is established in 1980. The company is engaged in manufacturing DRO systems and Linear Transducers like Glass Scales, Metallic Scales. For Linear Scales, we took the know-how from the European companies and then further improved the product to suit domestic and foreign market conditions.

They have complete in-house development team, manufacturing set up and the marketing set up for domestic and export market. This gives them the strength to complete in the challenging market situation.

They are an ISO 9001 – 2000 company. In daily operations, they follow different systems like Kaizen, 5 ‘S’, Kanban, etc.

There experience in linear measurement showed them the way to build Height Masters, CMMs with probe and camera attachment for the growing Automobile and Electronics market.

They now bring to you new technology, based on magnetic measurements. They offer you Linear Scales, Rotary Encoders and Limit Switches based on magnetic technology, giving you high precision. It has immunity to the troublesome oil, coolant and dust. The magnetic products can withstand higher levels of shocks and vibrations.

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.45.37
UK Pound	1	Rs.73.24
Euro	1	Rs.62.68

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	4
--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.