MIRA INFORM REPORT

Report Date :

07.06.2011

IDENTIFICATION DETAILS

Name :	CONNECTWELL INDUSTRIES PRIVATE LIMITED
Registered Office :	Plot No. D – 7, MIDC, Phase – II, Dombivli (East), Thane – 421 204, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	28.01.1997
Com. Reg. No.:	11-105433
Capital Investment / Paid-up Capital :	Rs.105.433 Millions
CIN No.: [Company Identification No.]	U30000MH1997PTC105433
TAN No.: [Tax Deduction & Collection Account No.]	MUMC06117G
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturers of Terminal Blocks.
No. of Employees :	Not Available

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 929628
Status :	Satisfactory
Payment Behaviour :	Usually 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 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/ Head Office :

D – 7, MIDC, Phase – II, Dombivli (East), Thane – 421 204, Maharashtra, India

Tel. No.:

91-251-2870636/ 2870766

Fax No.:

91-251-2870889

E-Mail :

connect@connectwell.com / accounts@connectwell.com

Website :

http://www.connectwell.com

Dealers :

Located at:

• Americas
• Middle East
• Asia
• African Countries
• European Countries
• Oceania

Distributor Network :

Located at:

Ahmedabad	Hyderabad	Sangli
Anand	Indore	Secunderabad
Aurangabad	Jalgaon	Surat
Bangalore	Jamshedpur	Surendra Nagar
Bhavnagar	Kanpur	Thane
Bhillai	Kochi	Uttrakhand
Bhiwadi	Kolhapur	Vadodara
Chennai	Kolkata	Vapi
Coimbatore	Korba	Vishakhapatnam
Delhi	Kutch	Noida
Faridabad	Lucknow	Pune
GOA	Ludhiana	Raibarelley
Gurgaon	Madurai	Raipur
Haryana	Mehsana	Rajkot
Hospet	Mumbai	Rewari
Hubli	Nagpur	Nasik

DIRECTORS

AS ON 20.09.2010

Name :	Mr. Vijay Girdharilal Saheta
Designation :	Director
Address :	604, Cairo Skyline Oasis, Kurla Kirol Road, Ghatkopar (West), Mumbai – 400 086, Maharashtra, India
Date of Birth/Age :	15/09/1949
Date of Appointment :	28/01/1997
Name :	Mr. Mohan Thakurdas Gurnani
Designation :	Director
Address :	501, Corsica, Sector 29, Plot No.44, Vashi, Navi Mumbai – 400 705, Maharashtra, India
Date of Birth/Age :	18/05/1946
Date of Appointment :	01/04/2004
Name :	Mr. Sandeep V. Saheta
Designation :	Director
Address :	604, Cairo Skyline Oasis, Kurla Kirol Road, Ghatkopar (West), Mumbai – 400 086, Maharashtra, India
Date of Birth/Age :	25/03/1978
Date of Appointment :	01/10/2009
Name :	Mr. Jiten V. Saheta
Designation :	Director
Address :	606, Skyline Oasis, Ghatkopar (West), Mumbai – 400 086, Maharashtra, India
Date of Birth/Age :	04/08/1982
Date of Appointment :	01/10/2009
Name :	Ms. Preeti M. Gurnani
Designation :	Director
Address :	501, Corsica, Sector 29, Plot No.44, Vashi, Navi Mumbai – 400 705, Maharashtra, India
Date of Birth/Age :	28/12/1980
Date of Appointment :	01/10/2009

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 20.09.2010

Names of Shareholders	No. of Shares
Vijay G. Saheta	23500
Raju M. Gurnani	16500
Mohan T. Gurnani	23500
Vijay G. Saheta (HUF)	23000
Mohan T. Gurnani (HUF)	11500
Neelu V. Saheta	24500
Sandeep V. Saheta	24500
Jiten V. Saheta	24500
Connectwell India Private Limited, Thane	50000
Raja Food Products Limited, Navi Mumbai	10000
Preeti M. Gurnani	18500
Total	250000

AS ON 20.09.2010

Names of Allottees	No. of Shares
Vijay G. Saheta	9000
Vijay G. Saheta (HUF) Represented by Vijay G. Saheta	10500
Neelu V. Saheta	18300
Sandeep V. Saheta	9000
Jiten V. Saheta	9000
Raju M. Gurnani	10500
Mohan T. Gurnani	3500
Mohan T. Gurnani (HUF) Represented by Mohan T. Gurnani	10000
Preeti M. Gurnani	13200
Total	93000

AS ON 20.09.2010

Equity Share Breakup	Percentage of Holding
Category
Bodies corporate	24.00
Directors or relatives of directors	76.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturers of Terminal Blocks.

Products :

Item Code No. (ITC Code)	85389000
Product Description	Connectors/ Terminal Blocks and its parts

PRODUCTION STATUS (As on 31.03.2010)

(In Millions)

Particulars	Unit	Installed Capacity	Actual Production
Terminal Blocks/ Connectors and its parts there of	Nos.	150.000	107.622

GENERAL INFORMATION

Bankers :

Union Bank of India, Kaprubavadi Branch, Dhan Laxmi Industrial Estate, Gokul Nagar, Old Agra Road, Thane (West), Thane – 400 601, Maharashtra, India

Facilities :

Secured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
Term Loans from Banks	87.533	55.174
Cash Credit from Banks	107.996	86.255
Packing Credit	15.442	10.674
Vehicle Loans from Banks	1.451	2.306
Total	212.422	154.409

Term loan, working capital and vehicle loans are secured by mortgage of specific immovable properties, plant and machineries and other assets of the company and by hypothecation of movable current assets of the company and by personal guarantee of the directors.

Unsecured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
Inter Corporate Deposits	16.241	14.479
Loans from Directors and Share Holders	60.486	40.201
Loans from Others	0.573	0.185
Total	77.300	54.865

Banking Relations :	--
Auditors :
Name :	Bimal R. Mehta and Associates Chartered Accountants
Address :	314, Vidyavihar (West), Mumbai – 400 086, Maharashtra, India
Tel. No.:	91-22-25101530/ 25103640
Fax No.:	91-22-25146772
E-Mail :	bimal@bimalmehta.org
Associates :	Universal Enterprises Teejay Finance Corporation Teejay Gurnani and Company Raja Food Products Private Limited Controlwell India Private Limited
Subsidiaries :	Connectwell Europe S.R.L.

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
1000000	Equity Shares	Rs.100/- each	Rs.100.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
250000	Equity Shares	Rs.100/- each	Rs.25.000 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		25.000	25.000	15.700
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		207.407	179.342	111.971
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		232.407	204.342	127.671
LOAN FUNDS
1] Secured Loans		212.422	154.409	124.672
2] Unsecured Loans		77.300	54.865	92.288
TOTAL BORROWING		289.722	209.274	216.960
DEFERRED TAX LIABILITIES		13.626	11.892	9.990
TOTAL		535.755	425.508	354.621
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		281.865	219.018	183.999
Capital work-in-progress		0.711	35.137	12.141
INVESTMENT		0.020	0.435	0.020
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	96.964	57.361	55.035
	Sundry Debtors	181.830	150.515	149.029
	Cash & Bank Balances	40.753	32.363	18.621
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	61.269	69.593	41.598
Total Current Assets		380.816	309.832	264.283
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	59.408	42.691	63.887
	Other Current Liabilities	8.094	54.416	11.840
	Provisions	60.549	42.260	30.607
Total Current Liabilities		128.051	139.367	106.334
Net Current Assets		252.765	170.465	157.949
MISCELLANEOUS EXPENSES		0.394	0.453	0.512
TOTAL		535.755	425.508	354.621

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	532.191	514.432	452.574
		Other Income	NA	12.536	8.447
		TOTAL (A)	NA	526.968	461.021
Less	EXPENSES
		Increase/ Decrease in Stock	NA	(4.031)	(18.277)
		Cost of Raw Material and Products	NA	242.523	232.820
		Manufacturing Expenses	NA	95.460	80.473
		Employee Expenses	NA	18.219	14.479
		Administrative Expenses	NA	32.196	28.564
		Selling Expenses	NA	33.810	24.093
		TOTAL (B)	NA	418.177	362.152
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		NA	108.791	98.869
Less	FINANCIAL EXPENSES (D)		NA	24.894	22.310
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		NA	83.897	76.559
Less/ Add	DEPRECIATION/ AMORTISATION (F)		NA	28.589	24.981
	PROFIT BEFORE TAX (E-F) (G)		56.322	55.308	51.578
Less	TAX (H)		19.325	19.502	18.058
	PROFIT AFTER TAX (G-H) (I)		36.997	35.806	33.520
	Tax adjustment of earlier year		(0.158)	(0.115)	0.000
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		108.242	78.070	48.131
Less	APPROPRIATIONS
		General Reserve	17.657	0.000	0.000
		Proposed Dividend	7.500	4.717	3.061
		Corporate Dividend Tax thereon	1.274	0.802	0.520
	BALANCE CARRIED TO THE B/S		118.650	108.242	78.070
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	111.641	138.049	73.967
	TOTAL EARNINGS		111.641	138.049	73.967
	IMPORTS
		Raw Materials	17.589	9.976	4.904
		Capital Goods	13.785	29.453	13.010
	TOTAL IMPORTS		31.374	39.429	17.914
	Earnings Per Share (Rs.)
	- Basic		375.00	228.00	214.00

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	NA	6.79	7.27
Net Profit Margin (PBT/Sales)	(%)	10.58	10.75	11.40
Return on Total Assets (PBT/Total Assets}	(%)	8.50	10.46	11.51
Return on Investment (ROI) (PBT/Networth)		0.24	0.27	0.40
Debt Equity Ratio (Total Liability/Networth)		1.80	1.71	2.53
Current Ratio (Current Asset/Current Liability)		2.97	2.22	2.49

LOCAL AGENCY FURTHER INFORMATION

Note:

The registered office of the company has been shifted from D-14, MIDC, Phase – II, Dombivali (East), Thane – 421 204, Maharashtra to the present address w.e.f. 01.10.2009.

FINANCIAL HIGHLIGHTS:

The turnover from operations recorded a modest increase from Rs.514.432 millions in the previous year to Rs. 532.191 millions this year, an increase of about 3%. The year was marked by one of the worst financial crisis in the recent memory, where they have nonetheless excelled with strong growth and expansion, both domestically and internationally. In spite of the world’s worst financial crisis and global recession they have tried their efforts in delivering modest returns to the share holders for the year.

FORM 8:

Name of the company	CONNECTWELL INDUSTRIES PRIVATE LIMITED
Presented By	Mr. Vijay Sahita, Director
1) Date and description of instrument creating the change	Memorandum of Extension dated 1^st February, 2001
2) Amount secured by the charge/amount owing on the securities of charge	Rs.13.569 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	Equitable Mortgage of Plot No.D-14, admeasuring about 1000 square meters situated at MIDC Dombivli Industrial Area, Taluka Kalyan, District Thane.
4) Gist of the terms and conditions and extent and operation of the charge.	No instrument was executed. However on 1^st February, 2001. Title Deeds related to the company’s immovable properties as referred to under Memorandum of Extension. Charge to cover all outstanding sums, interests, costs and charges payable by the company to the Bank.
5) Name and Address and description of the person entitled to the charge.	Union Bank of India, S.S.I. Finance Branch, Thane (West), Maharashtra, India
6) Date and brief description of instrument modifying the charge	N.A.
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.	N.A.

This form is for	Modification of charge
Charge identification number of the modified	90159995
Corporate identity number of the company	U30000MH1997PTC105433
Name of the company	CONNECTWELL INDUSTRIES PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	D – 7, MIDC, Phase – II, Dombivli (East), Thane – 421 204, Maharashtra, India
Type of charge	Immovable Property
Particular of charge holder	Union Bank of India, Kaprubavadi Branch, Dhan Laxmi Industrial Estate, Gokul Nagar, Old Agra Road, Thane (West), Thane – 400 601, Maharashtra, India E-Mail: CBSKAPURBAVDI@unionbankofindia.com
Nature of description of the instrument creating or modifying the charge	Extension of equitable mortgage memorandum of deposit of title deeds
Date of instrument Creating the charge	13/05/2009
Amount secured by the charge	Rs.298.300 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: Since this security of immovable properties is offered as collateral securities no rate of interest is applicable Extent and Operation of the charge: Extension of equitable mortgage memorandum of deposit of title deeds subject to maximum limit of Rs.29,83,00,000/- with following Breakup: Working Capital C.C. (Hypothecation) Stock and Book Debts Rs.124.000 millions w/w Packing Credit and/or FDBP/FUDBP/AFDBC (Rs.32.500 millions), Term Loans T/L-VII Rs.1.600 millions, T/L- VIII Rs.1.700 millions, T/L- IX Rs.13.400 millions, T/L X Rs.50.000 millions, New T/L Rs.55.000 millions, Imp L/C/(DP) Rs.23.600 millions, Imp L/c for Cap. Goods Rs.6.500 millions, L/G Rs.7.500 millions and Imp. L/C (DP) Rs.15.000 millions Total Rs.298.300 millions.
Short particulars of the property charged	Equitable Mortgage by way of Deposits of Title deeds of (1) Plot No.D-14, Dombivli Industrial Area admeasuring 1000 Sq.Mtrs. (2) Plot No.D-7, Dombivli Industrial Area admeasuring 1020 Sq. Mtrs. (3) Plot No.D-13, Dombivli Industrial (4) Plot No.D-8, Dombivli Industrial Area admeasuring 800 Sq. Mtrs. (5) Plot No.W-6, Dombivli Industrial area admeasuring 1000 Sq. Mtrs.
Date of latest modification prior to the present modification	05/12/2007
Particulars of the present modification	The original charge was created for Rs.13.569 millions on 01/02/2001 By the first modification the charge has been enhanced from Rs.13.569 millions to Rs.57.280 millions on 28/10/2005 By the second modification the charge has been enhanced from Rs.57.280 millions to Rs.123.200 millions By the third modification the charge has been enhanced from Rs.123.200 millions to Rs.213.000 millions By this forth and present modification the charge has been enhanced from Rs.213.000 millions to Rs.298.300 millions.

FIXED ASSETS:

· Land

· Flat

· Factory Building

· Plant and Machinery

· Moulds and Dies

· Testing Equipment

· Furniture and Fixtures

· Office Equipments

· Vehicles

· Computers

· Software

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.44.72
UK Pound	1	Rs.73.46
Euro	1	Rs.65.47

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	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		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.