MIRA INFORM REPORT

Report Date :

17.01.2011

IDENTIFICATION DETAILS

Name :	MILLIPORE (INDIA) PRIVATE LIMITED
Registered Office :	Plot No. 50-A, 2^nd Phase, Ring Road, Peenya, Bangalore – 560058, Karnataka
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	03.09.1986
Com. Reg. No.:	08-007759
CIN No.: [Company Identification No.]	U33100KA1986PTC007759
TAN No.: [Tax Deduction & Collection Account No.]	BLRM05813D
PAN No.: [Permanent Account No.]	AACCM1226B
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing bio-products and also rendering services in area of bio-products and software developments.

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 2970060
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well 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

LOCATIONS

Registered Office :	Plot No. 50-A, 2^nd Phase, Ring Road, Peenya, Bangalore – 560058, Karnataka, India
Tel. No.:	91-80-39224000
Fax No.:	91-80-28396345
E-Mail :	millipore@vsnl.com
Website :	http://www.millipore.com
Regional office :	Located At: Ahmedabad Bangalore Hyderabad Kolkata Mumbai New Delhi
Bioscience Division :	520 – 522, MIDAS Sahar Plaza Complex, M V Road, Andheri (East), Mumbai – 400059, India
Tel. No.:	91-22-30886612-18
Fax No.:	91-22-30886619
E-Mail :	mumbai_ro@milliporeindia.com

DIRECTORS

AS ON 30.09.2010

Name :	Mr. TZE Fai Yau
Designation :	Director
Address :	House 10, Street 17, Hong Lok Yuen, Taipo, Hong Kong, China
Date of Birth/Age :	03.09.1958
Date of Appointment :	10.06.2008
Name :	Mr. David Winfield Remick
Designation :	Director
Address :	12, Michael Drive, York, Maine USA – 03909
Date of Birth/Age :	22.03.1968
Date of Appointment :	20.11.2009
Name :	Mr. Anthony Laurence Mattacchione
Designation :	Director
Address :	26, Haridng Road, Needham – 02492, Ma USA
Date of Birth/Age :	17.11.1962
Date of Appointment :	09.08.2010

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2010

Names of Shareholders	No. of Shares
Millipore Asia Limited, USA	600000
Millipore Mauritius Limited, Mauritius	900000
TOTAL	1500000

AS ON 30.09.2010

Equity Share Breakup		Percentage of Holding
Category
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 bio-products and also rendering services in area of bio-products and software developments.

Products :

ITEM CODE NO.	PRODUCT DESCRIPTION
8421	Filtering and Purifying Machinery and Apparatus

GENERAL INFORMATION

Bankers :

• State Bank of India, Peenya Industrial Estate Branch, B – 96, II Cross, I Stage, Peenya Industrial Estate, Bangalore – 560058, Karnataka, India

Facilities :

SECURED LAON	AS ON 31.03.2010 (Rs. In millions)	AS ON 31.03.2009 (Rs. In millions)
Working Capital Loan from Bank (Secured by a charge on Land, Building and Plant and Machinery and hypothecation of Raw Material, Stocks in process, Finished Goods, Book Debts, Other Recevables)	0.000	21.060
TOTAL	0.000	21.060

Banking Relations :	--
Auditors :
Name :	Delloitte Haskins and Sells Chartered Accountant
Address :	Deloitte Centre, Anchorage II, 100/2, Richmond Road, Bangalore – 560025, Karnataka, India
Tel No.:	91-80-66276000
Fax No.:	91-80-66276011
Holding Company :	Millipore Mauritius Limited, Mauritius
Ultimate Holding Company :	E Merck OHG, Germany

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
2250000	Equity Shares	Rs. 10 each	Rs.22.500 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1500000	Equity Shares	Rs. 10 each	Rs.15.000 millions

NOTE :

• Of the above 900000 shares (Previous Year Nil) are held by Millipore Mauritius Limited, Mauritius (The Ultimate Holding Company is E Merck OHG, Germany)

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		15.000	15.000	15.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		727.515	510.768	402.604
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		742.515	525.768	417.604
LOAN FUNDS
1] Secured Loans		0.000	21.060	138.231
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.000	21.060	138.231
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		742.515	546.828	555.835
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		110.674	126.757	130.397
Capital work-in-progress		0.000	0.872	0.871
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		29.222	20.016	15.418
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	171.016	200.203	172.515
	Sundry Debtors	363.938	424.194	458.739
	Cash & Bank Balances	235.134	31.883	19.971
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	74.810	60.848	606.458
Total Current Assets		844.898	717.128	1257.683
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	122.454	173.382	128.154
	Other Current Liabilities	37.857	53.323	50.565
	Provisions	81.968	91.240	669.815
Total Current Liabilities		242.279	317.945	848.534
Net Current Assets		602.619	399.183	409.149
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		742.515	546.828	555.835

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	1521.000	1368.000	1434.000
		Other Income
		TOTAL (A)	1521.000	1368.000	1434.000
Less	EXPENSES
		Office Expenses
		Administrative Expenses	1074.375	940.528	969.087
		Advertising Expenses
		TOTAL (B)	1074.375	940.528	969.087
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		446.625	427.472	464.913
Less	FINANCIAL EXPENSES (D)		0.679	7.479	16.088
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		445.946	419.993	448.825
Less/ Add	DEPRECIATION/ AMORTISATION (F)		18.076	19.626	22.298
	PROFIT BEFORE TAX (E-F) (G)		427.870	400.367	426.527
Less	TAX (H)		125.368	136.202	163.635
	PROFIT AFTER TAX (G-H) (I)		302.502	264.165	262.892
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		358.222	280.057	242.165
Less	APPROPRIATIONS
		Transfer to General Reserve	35.000	30.000	30.000
		Dividend	85.755	112.500	135.000
		Tax on Dividend	0.000	43.500	60.000
	BALANCE CARRIED TO THE B/S		539.969	358.222	280.057
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	356.349	254.053	NA
		Commission Earnings	65.451	100.391	NA
	TOTAL EARNINGS		421.800	354.444	NA
	IMPORTS
		Raw Materials	200.844	202.078	NA
		Stores & Spares	236.195	199.281	NA
		Capital Goods	1.190	1.891	NA
	TOTAL IMPORTS		438.229	403.25	NA
	Earnings Per Share (Rs.)		211.00	194.00	--

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	19.88	19.31	18.33
Return on Total Assets (PBT/Total Assets}	(%)	44.77	47.44	30.72
Return on Investment (ROI) (PBT/Networth)		0.57	0.76	0.30
Debt Equity Ratio (Total Liability/Networth)		0.32	0.64	2.36
Current Ratio (Current Asset/Current Liability)		3.48	2.25	1.48

LOCAL AGENCY FURTHER INFORMATION

BUSINESS OPERATION AND OUTLOOK

The operations of the company showed an increase both in terms of Sales and Profits. The Sales and Other income increased from Rs 1,368 Million to Rs.1.521 Million registering a growth of 11.1% over the previous year. The Profit before Tax also has increased from Rs.400 Million to Rs.428 Million registering a growth of 6.9%. The net cash generated from operating activities also has increased from Rs.353 Million to Rs.375 Million.

FUTURE PROSPECTS

The company is expected to sustain the growth in the coming years in line with the growth of industries like Pharma, Food and Beverage, Biotech etc. The company endeavours to maximize its strong and satisfied customer base to maintain its impeccable track record of quality and efficiency to the customers, utmost satisfactory levels and achieving greater profitability during the years to come.

FORM 8

This form is for	Modification of charge
Charge identification number of the modified	90194100
Corporate identity number of the company	U85110KA1986NIL007759
Name of the company	MILLIPORE INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot No. 50-A, 2^nd Phase, Ring Road, Peenya, Bangalore – 560058, Karnataka, India
Type of charge	Immovable Property Others
Particular of charge holder	State Bank of India, Peenya Industrial Estate Branch, B – 96, II Cross, I Stage, Peenya Industrial Estate, Bangalore – 560058, Karnataka, India
Nature of description of the instrument creating or modifying the charge	Supplemental Agreement Of Hypothecation Of Goods And Assets For Increase In The Overall Limit (C.2-A) Letter Regarding The Grant Of Individual Limits Within The Overall Limit (C-5) Memorandum Of Deposit For Created By The Way Of Mortgage By Deposit Of Title Deeds (C.10) (All The Documents Relate To The Same Modification)
Date of instrument Creating the charge	31.07.2007
Amount secured by the charge	Rs.98.800 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest EPC/FBD : Interest @ 2.90% below SBAR effective rate 9.35% p.a. upto 180 days PFC/EBR : 1.00% basis points above LIBOR upto 180 days Terms of Repayment Repayable on demand Margin Stocks, Book debts : 25% LG/BG : 10% Extent and Operation of the charge Charge extends on all the assets throughout the period of sanctioned limits by way of first charge.
Short particulars of the property charged	Hypothecation of the whole of the present and future Stocks of Raw Materials, Semi Finished Goods, Finished Goods, Receivables, Machineries, etc belonging to the company. Extn of EM on company’s immovable properties situated at No. 50 A, II Phase, Peenya Industrial Estate, Bangalore - 560 058.
Date of latest modification prior to the present modification	17.01.2006
Particulars of the present modification	Total limits enhanced from Rs. 90.800 Millions to Rs. 98.800 Millions. All other terms, conditions and existing securities to continue.

FIXED ASSETS

• Land – Freehold
• Building
• Plant and Machinery
• Office Equipments
• Furniture and Fixtures
• Vehicles
• Technical Know How

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.45.30
UK Pound	1	Rs.71.73
Euro	1	Rs.60.40

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	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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

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.