MIRA INFORM REPORT

Report Date :

01.06.2011

IDENTIFICATION DETAILS

Name :	EATON INDUSTRIAL SYSTEMS PRIVATE LIMITED (w.e.f 25.08.2006)

Formerly Known As :	EATON TEST LABS PRIVATE LIMITED

Registered Office :	145 Off Mumbai-Pune Road, Pimpri, Pune 411 018, Maharashtra

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	10.08.2005

Com. Reg. No.:	25-021131

Paid-up Capital :	Rs. 10.000 Millions

CIN No.: [Company Identification No.]	U74210PN2005PTC021131

TAN No.: [Tax Deduction & Collection Account No.]	PNEE01759C

PAN No.: [Permanent Account No.]	AABCE4955C

Legal Form :	Private Limited Liability Company

Line of Business :	Manufacturer of automotive components and other allied services

No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ca (13)

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 :	Moderate

Payment Behaviour :	Slow

Litigation :	Clear

Comments :	Subject is an established company having moderate track. Profitability of the company is under severe pressure. There appears a huge accumulated losses being recorded by the company. However, trade relations are fair. Payments 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.

ECGC Country Risk Classification List – June 30, 2010

Country Name

Previous Rating

(01.04.2010)

Current Rating

(30.06.2010)

India

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

LOCATIONS

Registered Office :	145 Off Mumbai-Pune Road, Pimpri, Pune 411 018, Maharashtra, India
Tel. No.:	91-20-30611565/27474407/9/30611550
Fax No.:	91-20-27433131/27471395/30611949
E-Mail :	ajaypatil@eaton.com iut@eth.net neerajgoel@eaton.com
Website:	www.eaton.in

Factory 1 :	Plot No. B-33, Ranjangaon Industrial Area, Taluka – Shirur, Pune – 412210, Maharashtra, India
Tel No.:	91-2138-674500

Factory 2 :	Plot No. A-11, MIDC, Ambad, Nashik – 422010, Maharashtra, India

DIRECTORS

As On 30.09.2010

Name :	Mr. Ajay Shriram Patil
Designation :	Whole Time Director
Date of Birth/Age :	FL 39, Building 4A/2, Ajanta Avenue, Kothrud, Pune – 411029, Maharashtra, India
Date of Birth :	12.12.1964
Date of Appointment :	01.06.2010
DIN No.:	01217000

Name :	Mr. Mysore Ramchandra Raghvendra Rao
Designation :	Whole Time Director
Address :	5, Poorva Apartments, 18 Girjia Society, Off MIT College Road, Paud Road, Pune – 411038, Maharashtra, India
Date of Birth/Age :	25.08.1956
Date of Appointment :	30.06.2009
DIN No.:	02715085

Name :	Mr. David Mcdowell Bennett
Designation :	Alternate Director
Address :	Villa 422, Wllowbrook at the Greenhills, No. 418, Jinxiu Dong Road, Pudong, Shanghai – 200135, China
Date of Birth/Age :	20.02.1961
Date of Appointment :	30.06.2009
Date of Cessation :	30.03.2010
DIN No.:	02722993

Name :	Mr. Pavan Cariappa Pattada
Designation :	Director
Address :	B 1001 Forest Castle Near ABC Farm, Near Satalite Tower, Mundhawa Road, Pune – 411036, Maharashtra, India
Date of Birth/Age :	08.04.1966
Date of Appointment :	28.06.2007
Date of Cessation :	01.01.2009
DIN No.:	01711166

Name :	Mr. Shyam Ponnappa Kambeyenda
Designation :	Director
Address :	Flat No. B 1001, 10^th Floor, Water Front Condominimum, Survey No. 59/60, Kalyani Nagar, Pune – 411006, Maharashtra, India
Date of Birth/Age :	16.08.1970
Date of Appointment :	29.09.2007
Date of Cessation :	30.03.2010
DIN No.:	01905293

Name :	Mr. Krishnakumar Srinivasan
Designation :	Whole Time Director
Address :	T-9, Nandanvan, Vishal Nagar, Pimple Nilakh, Aundh Annexe, Pune – 411027, Maharashtra, India
Date of Birth/Age :	14.03.1966
Date of Appointment :	01.10.2009
DIN No.:	00692717

Name :	Mr. Raja Kochar
Designation :	Director
Address :	Apartment A 701, Waterfront Condominiums, Survey No. 59/60, Kalyani Nagar, Pune – 411006, Maharashtra, India
Date of Birth/Age :	23.08.1958
Date of Appointment :	29.03.2010
DIN No.:	02825696

Name :	Mr. David Brooke Foster
Designation :	Alternate Director
Address :	700, Bi Yun Lu, Green Villas, B – 10, Shanghai – 201206
Date of Birth/Age :	09.05.1971
Date of Appointment :	12.12.2008
DIN No.:	02506398

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As On 30.09.2010

Names of Shareholders		No. of Shares
ETN Holding 2 Limited – Mauritius		999999
Eaton Industries Manufacturing GmbH – Switzerland		1
Total		1000000

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 of automotive components and other allied services

PRODUCTION STATUS (As On 31.06.2010)

Particulars	Unit	Installed Capacity	Actual Production
Engine Valve	Nos.	18100000	7141360
Transmissions	Nos.	33000	2046
Gear Box	Nos.	470000	67453
Service Spares	Nos.	NA	11618

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Not Available

Facilities :

Unsecured Loans	31.03.2010 (Rs. In Millions)	31.03.2009 (Rs. In Millions)
Loan from Bodies Corporate [Due within one year Rs. 591.547 millions (previous year Rs. 1219.771 millions)]	2691.547	2109.771
Interest accrued and due	3.225	55.171
Total	2694.772	2164.942


Banking Relations :	--

Auditors :
Name :	S R Batliboi and Associates Chartered Accountants
Address :	C – 401, 4^th Floor, Panchshil Tech Park, Yeawada, Pune – 411006, Maharashtra, India
Tel No.:	91-20-66036000
Fax No.:	91-20-66015900
Pan No.:	AABFS3421N

Fellow Subsidiaries :	Eaton Limited, UK Eaton Automotive Systems Spolka z o.o., Poland Eaton Truck Component Spolka z o.o., Poland Eaton Filtration P.te Limited, Singapore Eaton Filtration LLC, USA Eaton Truck Components S De RL DE CV, Mexico Eaton China Investments Limited, China Trachtech Ireland Ltd, Ireland Eaton Industries Manufacturing GmbH, Switzerland Eaton Pty. Limited Australia Eaton Industry (WUXI) Co Ltd, China Eaton B.V., Netherland Eaton Industries Manufacturing GmbH, India Eaton Technologies Private Limited, India Eaton Fluid Power Limited, India Eaton Power Quality Private Limited, India Eaton Industries Private Limited, India Eaton LTDA, Valinhos, Brazil

Holding Company :	ETN Holding 2 Limited, Mauritius

Ultimate Holding Company :	Eaton Corporation, U.S.A

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount

1000000	Equity Shares	Rs. 10/- each	Rs. 10.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

1000000	Equity Shares	Rs. 10/- each	Rs. 10.000 Millions

Of the above:

999999 shares are held by ETN Holding 2 Limited, Mauritius, 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		10.000	10.000	10.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		285.213	285.212	0.000
4] (Accumulated Losses)		(1293.587)	(723.295)	(124.069])
NETWORTH		(998.374)	(428.083)	(114.069)
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		2694.772	2164.942	515.627
TOTAL BORROWING		2694.772	2164.942	515.627
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		1696.398	1736.859	401.558

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		1510.871	1510.878	31.659
Capital work-in-progress		130.978	177.982	381.712

INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	203.402	152.785	12.158
	Sundry Debtors	254.619	176.938	9.403
	Cash & Bank Balances	10.706	10.846	6.560
	Other Current Assets	2.730	1.557	0.000
	Loans & Advances	134.749	148.194	72.917
Total Current Assets		606.206	490.320	101.038
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	221.848	182.771	62.230
	Other Current Liabilities	285.244	221.403	151.416
	Provisions	44.565	38.147	6.646
Total Current Liabilities		551.657	442.321	220.292
Net Current Assets		54.549	47.999	(119.254)

MISCELLANEOUS EXPENSES		0.000	0.000	0.000
Project Development Expenditure		0.000	0.000	107.441

TOTAL		1696.398	1736.859	401.558

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income
		Other Income
		TOTAL	1033.470	435.210	8.989

Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		Financial Expenses
		Deprecation
		TOTAL	1602.820	1029.570	132.059

	PROFIT BEFORE TAX		(569.350)	(594.360)	(123.070)

Less	TAX		0.940	4.870	(1.000)

	PROFIT AFTER TAX		(570.290)	(599.230)	(124.070)

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(723.300)	(124.070)	0.000

	BALANCE CARRIED TO THE B/S		(1293.590)	(723.300)	(124.070)

	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	330.095	197.227
		Service Income	36.403	35.128
		Commission Income	1.345	0.000
		Reimbursement of Expenses	2.667	1.810
		Miscellaneous Income	5.624	0.000
	TOTAL EARNINGS		376.134	234.165	NA

	IMPORTS
		Raw Materials	299.020	63.014
		Components and Spare Parts	7.333	5.646
		Capital Goods	22.779	44.658
		Traded Goods	21.225	3.702
	TOTAL IMPORTS		350.357	117.020

	Earnings Per Share (Rs.)		(570.29)	(599.23)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	(55.18)	(1376.69)	(1380.23)

Return on Total Assets (PBT/Total Assets}	(%)	(26.89)	(29.70)	(92.74)

Return on Investment (ROI) (PBT/Networth)		0.57	1.39	1.08

Debt Equity Ratio (Total Liability/Networth)		(3.25)	(6.09)	(6.45)

Current Ratio (Current Asset/Current Liability)		1.10	1.11	0.46

LOCAL AGENCY FURTHER INFORMATION

NATURE OF OPERATIONS:

Subject is a subsidiary company of Eaton Corporation, U.S.A (Ultimate Holding Company). The Company was incorporated on 10.08.2005 and is engaged in the manufacturer of automotive components and other allied services.

Operations:

This was the first year of your Company's full operation commencement. Your Company reported a total income of 1033.470 million (137% over last year).There has been an increase in Total income over last year, however, the capacity at three different locations has not been fully utilized, and hence substantial fixed costs have remained under-recovered, In the coming year, there will be a ramp up in sales volume and your Company will focus on broadening the customer base and offering a wide range of products and solutions.

Fixed Assets:

Leasehold Land
Computers
Furniture and Fixtures
Office Equipment
Motor Vehicle
Building
Plant and Machinery
Capital Advances

Website Details:

History:

Eaton came to India in April 1999 with the global acquisition of Aeroquip Vickers. Eaton had acquired two manufacturing plants in Mumbai and Pune under the name of Vickers Systems International Limited (VSIL). The Mumbai plant was integrated into Pune operations in January 2002. Today, the facility is an Eaton Center of Excellence (COE) for gear pumps and is being expanded to commence manufacturing of steering control units and hitch valves.

When Eaton completed its global acquisition of Powerware from Invensys in June 2004, the New Delhi based facilities of Powerware were also integrated into Eaton’s India operations. Eaton Power Quality Private Limited caters a range of UPS and DC systems to many industries.

Eaton has a medium- and heavy-duty truck transmission and components plant in Ranjangaon, India. The Ranjangaon plant marks the important entry of Eaton’s Truck business into India and will be Eaton’s second manufacturing facility in the country.

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.45.03
UK Pound	1	Rs.74.43
Euro	1	Rs.64.75

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	--
--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		13

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.

MIRA INFORM REPORT

203.402

12.158

254.619

9.403

10.706

6.560

2.730

0.000

134.749

72.917

606.206

221.848

62.230

285.244

151.416

44.565

6.646

551.657

220.292

54.549

(119.254)

(55.18)

(1380.23)

(26.89)

(92.74)

0.57

1.08

(3.25)

(6.45)

1.10

0.46

Unit