MIRA INFORM REPORT

Report Date :

06.07.2011

IDENTIFICATION DETAILS

Name :	SHERWIN WILLIAMS PAINTS INDIA PRIVATE LIMITED (w.e.f 14.07.2007)
Formerly Known As :	SMOOTH WORK PAINTS PRIVATE LIMITED
Registered Office :	Paville House, Ground Floor, Twin Tower Lane, Off Veer Savarkar Marg, Prabhadevi, Mumbai-400025, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	15.11.2006
Com. Reg. No.:	11-165555
Capital Investment / Paid-up Capital :	Rs.1390.606 Millions
CIN No.: [Company Identification No.]	U24222MH2006PTC165555
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Importer of Paints, Industrial Coatings, Marine Coatings
No. of Employees :	380 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (27)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 3000000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track. Profitability of the company appears to be under pressure. There appears to be huge accumulated losses recorded by the company. However trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings with some caution.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

INFORMATION DENIED BY

Name :	Mr. Tushar
Designation :	Sales Assistant
Date :	04.07.2011

LOCATIONS

Registered Office :	Paville House, Ground Floor, Twin Tower Lane, Off Veer Savarkar Marg, Prabhadevi, Mumbai-400025, Maharashtra, India
Tel. No.:	91-22-66113366 / 27464835
Mobile No. :	91-9867550115 (Mr. Tushar)
Fax No.:	91-22-66113355
E-Mail :	sachin.karwa@sherwinindia.com karam.daultsingh@daultsinghassociates.com
Website :	www.sherwinindia.com
Area:	5000 sq. ft.
Location :	Rented
Factory:	J-90, MIDC Taluja MIDC, Raigad – 410208, Maharashtra, India
Tel. No.:	91-22-27402979
Area:	Owned

DIRECTORS

As on 30.09.2010

Name :

Mr. Sanjiv Bashesharnath Batra

Designation :

Director

Address :

105-106, B wing, 1^st Floor, K D Street, Prabhadevi, Mumbai-400025, Maharashtra, India

Date of Birth/Age :

12.09.1954

Qualification :

B.Sc.

Date of Appointment :

31.07.2007

DIN No.:

00452397

Name :

Mr. Louis Eugene Stellato

Designation :

Director

Address :

3365, Arboy Way, Westlake Ohio-44145, USA

Date of Birth/Age :

05.11.1950

Date of Appointment :

20.11.2008

DIN No.:

02430381

Name :

Mr. Sean Patrick Hennessy

Designation :

Director

Address :

1280, Rue Saint Georges, West Lake Ohio-44145, USA

Date of Birth/Age :

16.09.1957

Date of Appointment :

20.11.2008

DIN No.:

02462025

Name :

Mr. Alexander Goerge Zalesky

Designation :

Director

Address :

13361, Gar Hwy, Chardon, Ohio-440024, USA

Date of Birth/Age :

01.04.1959

DIN No.:

01224052

Name :

Mr. Dilip Ramakant Tamhane

Designation :

Director

Address :

388, Beale St., 1501, San Fransico, CA-94105, USA

Date of Birth/Age :

14.10.1942

DIN No.:

01305978

Name :

Mr. Karam Surendra Daulat Singh

Designation :

Director

Address :

Flat No. 5, 11, Aurangzeb Road, New Delhi-110011, Delhi, India

Date of Birth/Age :

04.10.1973

DIN No.:

00110827

Other Directorship :

CIN No.:	U74140DL2003PTC119064
Name of company :	Daulet-Singh and Associates Services Private Limited
Designation :	Director
CIN No.:	U00000HR2005PTC035630
Name of company :	ING BPO Services India Private Limited
Designation :	Director
CIN No.:	U74999DL2005PTC141313
Name of company :	K F Sourcing India Private Limited
Designation :	Director

Name :

Mr. Sabyasachi Biswanath Bhattacharya

Designation :

Director

Address :

384, Lake Gardens, Kolkata – 700045, West Bengal, India

Date of Birth/Age :

06.12.1996

DIN No.:

01223918

KEY EXECUTIVES

Name :	Mr. Bhavesh
Designation :	Accountant
Name :	Mr. Raje
Designation :	Office Executive

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2010

Names of Shareholders	No. of Shares
Sherwin-Williams Automotive Finishes Corporation -	10
Sherwin-Williams Company, USA	9990
Sherwin-Williams Company, USA	1305228
Sherwin-Williams Company, USA	59204880
Sherwin-Williams Company, USA	78540468
Total	139060576

As on 30.09.2010

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Importer of Paints, Industrial Coatings, Marine Coatings

Products :

Item Code No.	Product Description
320910.10	Nitcotex, Outshine, Outsmart, Outlook
321000.11	Nitcocern
321410.10	Plastiker

Import :

Products :

• Paints

Countries :

• Saudi Arabia
• Australia
• UK

Terms :

Selling :

Depend

Purchasing :

Depend

PRODUCTION STATUS (AS ON 31.03.2010)

Particulars	Unit	Installed Capacity
Cement Paint	Kgs	9000000
Texture and putty	Kgs	13860000
Emulsion paints	Kgs	12900000

GENERAL INFORMATION

Customers :

• End Users and OEM’s
• Developers

No. of Employees :

380 (approximately)

Bankers :

• Citi Bank, Branch Fort, Mumbai, Maharashtra, India

Facilities :

Secured Loans :	31.03.2010 (Rs. In Millions)	31.03.2009 (Rs. in Millions)
Vehicle Loans
From Banks (the above loan are secured by hypothecation of vehicles purchased from said loan)	--	0.320
Total	--	0.320

Unsecured Loans :	31.03.2010 (Rs. In Millions)	31.03.2009 Rs. in Millions
From Bank
Working Capital / general corporate purchase loan (Secured by letter of credit of the Sherwin Williams Company, USA, the holding company)	70.500	57.000
Credit balance in current accounts (Secured by letter of credit of the Sherwin Williams Company, USA, the holding company)	24.346	--
Total	94.846	57.000

Banking Relations :	---
Auditors :
Name :	Suresh Surana and Associates Chartered Accountants
Address :	13^th Floor, Bakhtawar, 229, Nariman Point, Mumbai-400021, Maharashtra, India
Tel. No.:	91-22-22875770 / 66515570
Fax No.:	91-22-22875771
E-Mail :	emails@ssassociates.com
Website :	www.ssassocites.com
Pan No. :	AAQFS7647M
Holding Company :	The Sherwin-Williams Company, USA
Fellow Subsidiary :	Ronseal Inc, UK

CAPITAL STRUCTURE

As On 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
150000000	Equity Shares	Rs.10/- each	Rs.1500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
139060576	Equity Shares	Rs.10/- each	Rs.1390.606 Millions

Note:

Of the above 139060566 Equity shares held by The Sherwin-Williams Company, USA the Holding Company.

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		1390.606	1390.606	605.201
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(866.769)	(653.666)	(329.553)
NETWORTH		523.837	736.940	275.648
LOAN FUNDS
1] Secured Loans		0.000	0.320	1.579
2] Unsecured Loans		94.846	57.000	660.272
TOTAL BORROWING		94.846	57.320	661.851
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		618.683	794.260	937.499
APPLICATION OF FUNDS
GOODWILL		121.234	181.851	242.467
FIXED ASSETS [Net Block]		306.330	443.984	573.992
Capital work-in-progress		20.175	0.366	0.293
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	128.661	98.779	63.648
	Sundry Debtors	257.369	209.791	192.759
	Cash & Bank Balances	19.171	14.204	26.373
	Other Current Assets	25.530	18.339	20.226
	Loans & Advances	42.591	48.246	40.717
Total Current Assets		473.322	389.359	343.723
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	256.390	172.733	188.050
	Other Current Liabilities	30.730	34.909	26.338
	Provisions	15.258	13.658	8.588
Total Current Liabilities		302.378	221.300	222.976
Net Current Assets		170.944	168.059	120.747
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		618.683	794.260	937.499

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	759.245	577.586	546.200
		Other Income	10.473	7.578	5.323
		TOTAL (A)	769.718	585.164	551.523
Less	EXPENSES
		Manufacturing and Other Expenses	228.655	198.414	171.092
		Raw Material Consumed	412.695	328.080	299.836
		Finished Goods Purchases	4.654	16.590	34.151
		Increase/(Decrease) in Finished Goods	(14.374)	(25.503)	(41.887)
		Employees Remuneration and Benefit	135.294	123.842	102.661
		TOTAL (B)	766.924	641.423	565.853
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2.794	(56.259)	(14.330)
Less	FINANCIAL EXPENSES (D)		8.903	60.752	108.927
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(6.109)	(117.011)	(123.257)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		206.994	204.702	202.565
	PROFIT BEFORE TAX (E-F) (G)		(213.103)	(321.713)	(325.822)
Less	TAX (I)		0.000	2.400	1.960
	PROFIT AFTER TAX (G-I) (J)		(213.103)	(324.113)	(327.782)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(653.666)	(329.553)	(1.771)
	BALANCE CARRIED TO THE B/S		(866.769)	(653.666)	(329.553)
	EARNINGS IN FOREIGN CURRENCY
		Sales	1.497	1.900
	TOTAL EARNINGS		1.497	1.900
	IMPORTS
		Raw Materials	81.378	52.027	NA
		Finished Goods	2.951	11.990
		Capital Goods	0.183	0.649
	TOTAL IMPORTS		84.512	64.666
	Earnings Per Share (Rs.)		(1.53)	(4.30)	(26.27)

Particulars	31.03.2011
Sales Turnover (Approximately)	900.000

The above information has been parted by Mr. Tushar

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(27.68)	55.39	59.43
Net Profit Margin (PBT/Sales)	(%)	(28.07)	55.70	59.65
Return on Total Assets (PBT/Total Assets}	(%)	(35.84)	38.54	35.50
Return on Investment (ROI) (PBT/Networth)		(0.41)	0.44	1.18
Debt Equity Ratio (Total Liability/Networth)		0.76	0.38	3.21
Current Ratio (Current Asset/Current Liability)		1.57	1.75	1.54

LOCAL AGENCY FURTHER INFORMATION

Sundry Creditors Details :

(Rs. in Millions)

Particulars	31.03.2010	31.03.2009	31.03.2008
Due to Micro and Small Enterprises	8.504	5.981
Others	247.886	166.752
Total	256.390	172.733	188.050

Note:

The registered office of the company has been shifted from C-Wing, 1^st Floor, Paragon Condominium, Opposite Century Mills, P.B. Marg, Mumbai-400013, Maharashtra, India to the present address w.e.f. 31.07.2007

FIXED ASSETS:

Tangible Assets:

· Land

· Factory Building

· Plant and Machinery

· Office Equipments

· Furniture and Fittings (Leasehold premises and others)

· Computers

· Vehicles

Intangible Assets :

• Distribution Network
• Non Compete Fees
• Co-operation Agreement
• Software Licence
• Brands / Trademarks
• Corporate name licence fees

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.44.50
UK Pound	1	Rs.71.25
Euro	1	Rs.64.40

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	--
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	--
--CREDIT LINES	1~10	4
--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		27

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.