MIRA INFORM REPORT

Report Date :

05.01.2011

IDENTIFICATION DETAILS

Name :	PAYNE (INDIA) PRIVATE LIMITED
Formerly Known As :	BUNZL (INDIA) PRIVATE LIMITED
Registered Office :	Survey No. 46, Jala Hobli, Doddajala Village, Bangalore – 562157, Karnataka
Country :	India
Financials (as on) :	31.12.2009
Date of Incorporation :	27.10.1999
Com. Reg. No.:	08-025886
CIN No.: [Company Identification No.]	U25209KA1999PTC025886
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing and trading of adhesive tear tape.

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 440000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track records. 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. Siddhakant
Designation :	Accountant
Contact No.:	91-80-28010900
Date :	31.12.2010

LOCATIONS

Registered Office / Factory :	Survey No. 46, Jala Hobli, Doddajala Village, Bangalore – 562157, Karnataka, India
Tel. No.:	91-80-28467841 / 28467848 / 28010900
Fax No.:	91-80-28467086 / 28010930
E-Mail :	payneindia@vsnl.net Bangalore@payne-worldwide.com
Website :	http://www.payne-worldwide.com
Area :	5000 sq. ft. [Owned]

DIRECTORS

(AS ON 30.06.2010)

Name :	Mr. Suresh Thirumalai Srinivas
Designation :	Nominee Director
Address :	No. 742, 10^th Main Road, 3^rd Stage, 3^rd Block, Basaveshwarangar, Bangalore – 560079, Karnataka, India
Date of Birth/Age :	05.05.1963
Date of Appointment :	14.03.2000
DIN No.:	00138387
Name :	Mr. Alison Wendy Evans
Designation :	Nominee Director
Address :	Threshing Barn West, Gonalston Lane, Hoveringham, Nottingham – NG147JH, United Kingdom
Date of Birth/Age :	01.12.1962
Date of Appointment :	14.03.2000
DIN No.:	00316908
Name :	Mr. Andrew Malcolm Waugh
Designation :	Director
Address :	Moreton Farm, Moreton Street, Press Shropshire – 132EQ, United Kingdom
Date of Birth/Age :	28.09.1967
Date of Appointment :	02.02.2009
DIN No.:	02475023
Name :	Mr. Hamish Arthur Macrae Pitt
Designation :	Director
Address :	238, Thomson Road, No. 16-10, Novena Square – 307684m Singapore
Date of Birth/Age :	19.11.1971
Date of Appointment :	04.12.2007
DIN No.:	02064530

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.06.2010)

Names of Shareholders	No. of Equity Shares	No. of Preference Shares
Cigarette Components Limited, United Kingdom	524999	525000
Filtrona International Limited , United Kingdom	1	--
Total	525000	525000

AS ON 30.06.2010

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

BUSINESS DETAILS

Line of Business :

Manufacturing and trading of adhesive tear tape.

Products :

Product Description	ITC Code No.
Tear Tapes	3919100

Exports :

Products :

Polymer based Products

Countries :

• UK
• Singapore
• Gulf Countries

Imports :

Products :

Raw Material

Countries :

UK

Terms :

Selling :

L/C, Cash and Credit [30 Days]

Purchasing :

L/C and Cash

PRODUCTION STATUS (AS ON 31.12.2009)

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Self adhesive tear tapes	Kms	--	12,234,240	3,391,250

Installed capacity and actual production are as certified by the management and relied upon by the auditors being a technical matter.

GENERAL INFORMATION

Customers :	Wholesalers Retailers
No. of Employees :	20 [In Office : 5; In Factory : 15] (Approximately)
Bankers :	Standard Chartered Bank, No. 14, Geneva House, Cunningham Road, Bangalore – 560052
Facilities :	--

Auditors :
Name :	B S R and Company Chartered Accountants
Address :	Maruthi Info-Tech Centre, 11-12/1 Inner Ring Road, Kormangala, Bangalore – 560071, Karnataka, India
Tel. No.:	91-80-39806000
Fax No.:	91-80-29806999
Holding Company :	Cigarette Components Limited, United Kingdom
Ultimate Holding company :	Filtrona PLC, United Kingdom
Fellow Subsidiaries :	Filtrona International Limited FIL International Limited Payne, United Kingdom Payne Asia Pte Limited Payne Security PT Filtrona, Indonesia

CAPITAL STRUCTURE

AS ON 30.06.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
1,050,000	Equity Share	Rs. 10/- each	Rs. 10.500 Millions
1,050,000	Preference Share	Rs. 10/- each	Rs. 10.500 Millions
	Total		Rs. 21.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
525,000	Equity Share fully paid up *	Rs. 10/- each	Rs. 5.250 Millions
525,000	6 % non-cumulative redeemable preference shares fully paid up **	Rs. 10/- each	Rs. 5.250 Millions
	Total		Rs. 10.500 Millions

* Of the above, 524,999 equity shares of Rs. 10/- each, fully paid up, are held by Cigarette Components Limited, UK, the holding company and 1 equity shares of Rs. 10/- each, fully paid up, is held by Filtrona International Limited, UK, Filtrona PLC is the ultimate holding company.

** Are held by Cigarette Components Limited, UK, the holding company.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2009	31.12.2008	31.12.2007
SHAREHOLDERS FUNDS
1] Share Capital		10.500	10.500	10.500
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		98.273	117.016	156.412
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		108.773	127.516	166.912
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.000	0.000	0.000
DEFERRED TAX LIABILITIES		0.000	1.188	2.101
TOTAL		108.773	128.704	169.013
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		25.193	33.220	41.030
Capital work-in-progress		0.371	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.579	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	53.570	41.533	69.849
	Sundry Debtors	25.386	89.959	66.280
	Cash & Bank Balances	39.316	32.219	32.589
	Other Current Assets	0.000	0.000	0.233
	Loans & Advances	34.441	13.260	15.061
Total Current Assets		152.713	176.971	184.012
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	49.423	51.991	55.450
	Other Current Liabilities	0.338	0.355	0.000
	Provisions	20.322	29.141	0.579
Total Current Liabilities		70.083	81.487	56.029
Net Current Assets		82.630	95.484	127.983
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		108.773	128.704	169.013

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2009	31.12.2008
	SALES
		Income
		Other Income
		TOTAL	169.623	260.476
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	171.337	190.157
	PROFIT BEFORE TAX		(1.714)	70.319
Less	TAX		(0.521)	25.568
	PROFIT AFTER TAX		(1.193)	44.751
	EARNINGS IN FOREIGN CURRENCY
		Sale of manufactured goods	124.683	194.374
	TOTAL EARNINGS		124.683	194.374
	IMPORTS
		Raw Materials	109.742	121.786
		Printers	0.223	1.609
		Printer accessories	0.813	1.537
	TOTAL IMPORTS		110.778	124.932
	Earnings Per Share (Rs.)		2.98	84.54

KEY RATIOS

PARTICULARS		31.12.2009	31.12.2008	31.12.2007
PAT / Total Income	(%)	(0.70)	17.18	NA
Return on Total Assets (PBT/Total Assets}	(%)	(0.96)	33.45	NA
Return on Investment (ROI) (PBT/Networth)		(0.02)	0.55	NA
Debt Equity Ratio (Total Liability/Networth)		0.64	0.64	0.34
Current Ratio (Current Asset/Current Liability)		2.18	2.17	3.28

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

Rs in Millions

PARTICULARS	31.12.2009	31.12.2008	31.12.2007
Sundry Debtors
- Outstanding to micro enterprises and small enterprises	--	--	--
-Outstanding of creditors other than micro enterprises and small enterprises	49.423	51.991	55.450

BACKGROUND

Payne (India) Private Limited ("the Company') is a private limited company incorporated under the Companies Act, 1956 ('the Act'). The Company was incorporated on 27 October 1999 to carry on the business of manufacturing and trading of adhesive tear tape. The Company is a subsidiary of Cjgarette Components Limited, United Kingdom.

ECONOMIC ENVIRONMENT

The Indian economy in 2009-10 continued its trend of the previous years’ rates of growth and in the last quarter ended up at GDP growth of 8.6%. The year has seen growth slowing across most of the sectors such as manufacturing and agriculture. The inflation had been a source of concern in the economy and the inflationary pressures caused by the rising oil, food grains essential commodity prices remains a concern.

COMPANY PERFORMANCE

The year 2009 started with decrease in sales by 31% compared to the previous year increase sales of 16%. The decrease is relates to the Inter Company sales has comedown. However, the Company has increased its share of revenue by increasing the volume of sales Gulf and SAUDI.

FOREIGN EXCHANGE EARNING ANÔ OUTGO

During the year, foreign exchange earned by the company amounted to Rs 124.68 millions. The Company’s expenditure in foreign currency amounted to Rs. 139.76 Million comprises purchase of raw materials, spares and other expenses including the management charges and overseas travels.

QUALITY AND HYGIENE CERTIFICATION

Having successfully certified for ISO 9001 and Hygiene certifications the company is constantly updating the systems and procedures and qualifying in every surveillance audit programs. The directors congratulate the employees of the companies towards their commitment to the quality and system, by achieving and maintaining the certifications and standards.

CONTINGENT LIABILITY

Rs in Millions

PARTICULARS	AS ON 31.12.2009	AS ON 31.12.2008
Claims against the Company not acknowledged as debts
Income tax demands	2.841	3.335

Bankers Charges Report as per Registry

Name of the company	BUNZL (INDIA) PRIVATE LIMITED
Presented By	Standard Chartered Bank, No. 14, Geneva House, Cunningham Road, Bangalore – 560052
1) Date and description of instrument creating the change	18.09.2000 Hypothecation agreement of Stock / Book – Debts
2) Amount secured by the charge/amount owing on the securities of charge	Rs. 16.500 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 all the present and future stocks, book debts, outstanding, moneys receivable, claims and bills which are now dye and owing or which may at any time hereafter during the continuance of this security become due and owing to the company in the course of its business by any person, firm, company or body corporate or by the Government Department or office or any Municipal or local or local or public or semi-government body or authority or any body corporate or undertaking or project whatever in the public sector.
4) Gist of the terms and conditions and extent and operation of the charge.	Interest and Margin as applicable from time to time Repayable on demand
5) Name and Address and description of the person entitled to the charge.	Standard Chartered Bank, No. 14, Geneva House, Cunningham Road, Bangalore – 560052
6) Date and brief description of instrument modifying the charge	25.11.2002 Supplementary hypothecation agreement of stocks / book debts
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.	Limit enhanced from Rs. 16.500 Millions to Rs. 26.500 Millions All other terms and conditions including all securities to continue.

FIXED ASSETS

• Leasehold Improvements
• Plant and Machinery
• Computers
• Furniture and Fixture
• Office Equipments
• Vehicles

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.44.84
UK Pound	1	Rs.69.32
Euro	1	Rs.59.79

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	NO
--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.