MIRA INFORM REPORT

Report Date :

29.06.2011

IDENTIFICATION DETAILS

Name :	CARRARO INDIA PRIVATE LIMITED

Registered Office :	B 2/ 2 MIDC, Ranjangaon, Pune - 412220, Maharashtra

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	11.04.1997

Com. Reg. No.:	11-132629

Capital Investment / Paid-up Capital :	Rs.568.260 millions

CIN No.: [Company Identification No.]	U52609PN1997PTC132629

Legal Form :	Private Limited Liability Company.

Line of Business :	Manufacturers of Axles and Transmissions for Tractors and Construction Equipment.

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 3510000

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. The Latest P/L of the company is not available.

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

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

LOCATIONS

Registered Office / Factory:	B 2/ 2 MIDC, Ranjangaon, Pune-412220, Maharashtra, India
Tel. No.:	91-2138-662666 / 232101 / 2 / 3 / 4
Fax No.:	91-2138-232136
E-Mail :	info@carraro.com sophia_menezes@carraro.com francesco_gabola@carraro.com
Website :	http://www.carraro.com

DIRECTORS

AS ON 30.09.2010

Name :	Mr. Mario Giovanni Carraro
Designation :	Director
Address :	Via Delle Palme 8, Padova, Italy
Date of Birth/Age :	29.10.1929
Date of Appointment :	06.06.1997

Name :	Mr. Tiziana Michelangelo Votta
Designation :	Director
Address :	Via P Canal 34, Padova, Italy
Date of Birth/Age :	18.01.1954
Date of Appointment :	06.06.1997
Date of Ceasing :	06.06.1997

Name :	Mr. Enrico Elio Gomiero
Designation :	Director
Address :	Via E Degli Scrovegni 7, Padova, Italy
Date of Birth/Age :	27.10.1958
Date of Appointment :	06.06.1997

Name :	Mr. Luigino Lino Ricetto
Designation :	Director
Address :	7 Via Filanda Vecchia, Spilimbergo PN, Italy
Date of Birth/Age :	18.04.1952
Date of Appointment :	15.11.2006

Name :	Mr. Ferretti Marco Bruno
Designation :	Director
Address :	Lane No 7, Oxford Hall Mark Building, Flat No. C -502, Koregoan Park, Pune – 411001, Maharashtra, India
Date of Birth/Age :	30.08.1968
Date of Appointment :	08.10.2009

KEY EXECUTIVES

Name :	Ms. Sonia N. Das
Designation :	Company Secretary
Address :	920, Sector VIII, Pushp Vihar, New Delhi – 110017, India
Date of Appointment :	18.08.2002

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2009

Names of Shareholders	No. of Shares
Carraro Drive Tech Spa, Italy	56825998
Carraro Drive Tech Spa Enrico Carraro, Italy	2
Total	56826000

(AS ON 30.09.2009)

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 :

Manufacturers of Axles and Transmissions for Tractors and Construction Equipment.

Products :

Product Description	Item Code
Drive-axies with differential	870850
Gear Boxes	870840
Others	870839

GENERAL INFORMATION

Bankers :

Export-Import Bank of India, Centre One Building, 21^st Floor, World Trade Centre, Cuffe Parade, Mumbai – 400 005, Maharashtra, India
ABN Amro Bank N.V., 327, M.G. Road, Pune Camp, Pune-411001, Maharashtra, India
IDBI Bank Limited, IDBI Tower, WTC Complex, Cuffe Parade, Mumbai-400005, Maharashtra, India

Facilities :

(Rs. In millions)

SECURED LOAN	AS ON 31.03.2010	AS ON 31.03.2009
Term Loans from Financial Institutions
Rupee Loans	122.058	170.588
Foreign Currency Loans	63.369	147.426
Working capital facilities from banks
Rupee loans	546.574	364.402
TOTAL	732.001	682.416

UNSECURED LOAN	AS ON 31.03.2010	AS ON 31.03.2009
Foreign Currency Loan
From Carraro Limited	121.140	135.800
TOTAL	121.140	135.800


Banking Relations :	--

Auditors :
Name :	Lovelock and Lewes Chartered Accountants
Address :	5^th Floor, Mutha Towers, Suite No. 8, Airport Road, Yerawada, Pune-411006, Maharashtra, India

Holding Company :	Carraro Drive Tech SpA

Associates/Subsidiaries :	Carraro PNH Components (India) Private Limited CIN No.: U28900MH1998PTC115428

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount

75000000	Equity Shares	Rs.10/- Each	Rs.750.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

56826000	Equity Shares	Rs.10/- Each	Rs.568.260 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		568.260	568.260	400.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		316.689	310.041	162.457
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		884.949	878.301	562.457
LOAN FUNDS
1] Secured Loans		732.001	682.416	791.788
2] Unsecured Loans		121.140	135.800	250.000
TOTAL BORROWING		853.140	818.216	1041.788
DEFERRED TAX LIABILITIES		16.962	13.225	54.097

TOTAL		1755.052	1709.742	1658.342

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		1027.001	959.526	575.592
Capital work-in-progress		43.411	71.108	272.664

INVESTMENT		10.000	10.000	10.000
DEFERREX TAX ASSETS		0.171	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	533.564	446.912	518.963
	Sundry Debtors	517.937	622.383	990.174
	Cash & Bank Balances	250.670	119.061	45.424
	Other Current Assets	0.312	0.137	222.301
	Loans & Advances	316.966	407.961	124.855
Total Current Assets		1619.479	1596.454	1901.717
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	914.416	805.355	990.918
	Other Current Liabilities		72.664	62.492
	Provisions	30.594	49.327	48.221
Total Current Liabilities		945.010	927.346	1101.631
Net Current Assets		674.469	669.108	800.086

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		1755.052	1709.742	1658.342

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2009	31.03.2008
	SALES
		Income		2678.449
		Other Income		31.375
		TOTAL (A)	3289.814	2709.824

Less	EXPENSES
		Raw Material and Components Consumed		1921.405
		Personnel Expenses		10.252
		Operating and Other Expenses		79.707
		Increase/(Decrease) in Finished Goods		375.802
		TOTAL (B)	3414.406 [Including Financial Expenses and Depreciation]	2387.166

Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)			322.658

Less	FINANCIAL EXPENSES (D)			86.664

	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)			235.994

Less/ Add	DEPRECIATION/ AMORTISATION (F)			84.527

	PROFIT BEFORE TAX (E-F) (G)		(124.592)	151.467

Less	TAX (H)		(39.629)	52.432

	PROFIT AFTER TAX (G-H) (I)		(84.963)	99.035

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	63.422

	BALANCE CARRIED TO THE B/S		NA	162.457

	EARNINGS IN FOREIGN CURRENCY		NA	1507.521

	IMPORTS
		Raw Materials		411.476
		Capital Goods		64.641
	TOTAL IMPORTS		NA	476.117

	Earnings Per Share (Rs.)		(1.83)	2.48

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	NA	(2.58)	3.65

Net Profit Margin (PBT/Sales)	(%)	NA	NA	5.66

Return on Total Assets (PBT/Total Assets}	(%)	NA	(4.87)	6.11

Return on Investment (ROI) (PBT/Networth)		NA	(0.14)	0.18

Debt Equity Ratio (Total Liability/Networth)		2.03	1.99	3.81

Current Ratio (Current Asset/Current Liability)		1.71	1.72	1.73

LOCAL AGENCY FURTHER INFORMATION

Bankers Charges Report as per Registry

Name of the company	CARRARO INDIA LIMITED
Presented By	ABN AMRO Bank N.V.
1) Date and description of instrument creating the change	Facility – Cum – Hypothecation Agreement For Entire Current Assets dated – 09.05.2001
2) Amount secured by the charge/amount owing on the securities of charge	Rs.230.0000 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	The whole of the Current Assets of the Borrower namely. Stock of Raw Materials. Stocks in Process. Semi — Finished and finished Goods. Stores and Spares not relating to Plant and Machinery (Consumable Stores and Spares), Bills Receivables and Book Debts and all other movables, both present and future whether now lying lose or in cases or which ate now lying or stored in or about or shall hereinafter from Lime to time during the Continuance of the security of these presents be brought into or upon or be stored or be in or about of the borrower’s factories, premises and godowns situated at B2I2. MIDC Ranjangaon. Pune — 412 210 iii the State of Maharashtra or wherever else the same may be or held by any party to the order or disposition of the Borrower or in the Course of transit or on in high seas or an order or delivery. however and whenever in the possession of the Borrower and either by way of substitution or addition.
4) Gist of the terms and conditions and extent and operation of the charge.	a) First charge on all the borrowers Current Assets to secure all the credit facilities to the extent of granted to the company. b) Cash Credit- INR 150.000 millions c) Letters of Credit / Guarantees — INR 80.000 millions d) Together with interest, compound interest, additional interest by way of liquidated damages (in case of default). Costs (legal costs on full indemnity basis), charges. Expenses and all other monies payable by the borrower to ABN AMRO Bank under Facility cum hypothecation Agreement dated between the borrower and ABN AMRO Bank.
5) Name and Address and description of the person entitled to the charge.	ABN Amro Bank N.V., 327, M.G. Road, Pune Camp, Pune-411001, Maharashtra, India.
6) Date and brief description of instrument modifying the charge	Not Applicable
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.	Not Applicable

Corporate identity number of the company	U52609PN1997PTC132629
Name of the company	CARRARO INDIA Private LIMITED
Address of the registered office or of the principal place of business in India of the company	B2/ 2 MIDC, Ranjangaon, Pune-412220, Maharashtra, India
This form is for	Modification of charge
Charge identification number of the modified	10156984
Type of charge	Book Debts Movable Property Floating Charges
Particular of charge holder	Export-Import Bank of India, Centre One Building, 21^st Floor, World Trade Centre, Cuffe Parade, Mumbai – 400 005, Maharashtra, India
Nature of instrument creating charge	Unattested Modifying Deed of Hypothecation dated 08.09.2010 executed by Carraro India Private Limited ("The Company") in favour of Export Import Bank of India. ('Exim Bank") a copy whereof is attached hereto.
Date of instrument Creating the charge	08.09.2010
Amount secured by the charge	Rs.200.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest 9.25% p.a. for the amount drawn under Pre-cum-Post Shipment credit facility, payable at monthly rests 9.75% p.a. for the amount drawn under WCTL facility, payable at monthly rests Terms of Repayment a) Pre-shipment credit shall be repaid by the Company within 180 days from the date of each disbursement or out of export proceeds or out of post-shipment credit, whichever is earlier. b) Post-shipment Credit shall be repaid by the Company within 180 days from the date of each disbursement or out of export proceeds, whichever is earlier. c) Working Capital Facility shall repaid by the Company within a period of 90 days/180 days from the date of respective disbursement. Margin Minimum 10% of the export order value. Extent and Operation of the charge Charge constituting security under the Modifying Deed of Hypothecation dated 08/09/2010 (MDOH) shall operate as a continuing security by way of first paripassu charge in favour of Exim Bank over the Company's entire current assets, both present and future of MDOH, for due repayment of the loan of Rs.200.000 millions together with interest, and all other monies payable by the Company to Exim Bank in terms of Modifying Loan Agreement dated 08/09/2010.
Short particular of the property or asset(s) charged	The whole of the Company's current assets both present and future including of Book Debts, Stocks of raw materials and related movables.
Particulars of the present modification	The due repayment of loan of Rs.20.000 Millions with payment of interest additional interest costs, charges, expenses & all other monies payable by the Company to Exim Bank which is secured by the charge created under Deed of Hypothecation dated 25/04/2009 by the Company by way of first paripassu charge in favour of Exim Bank.

FIXED ASSETS

· Land

· Buildings

· Plant and Machinery

· Furniture and Fixture

· Office Equipments

· Computers

· Vehicles

· Dies, Pattern, Fixtures and Tools

· Computer 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.45.05
UK Pound	1	Rs.71.91
Euro	1	Rs.64.34

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.

MIRA INFORM REPORT

533.564

446.912

518.963

517.937

622.383

990.174

250.670

119.061

45.424

0.312

0.137

222.301

316.966

407.961

124.855

1619.479

914.416

805.355

72.664

62.492

30.594

49.327

48.221

945.010

927.346

674.469

669.108

800.086

NA

(2.58)

NA

NA

NA

(4.87)

NA

(0.14)

2.03

1.99

1.71

1.72

Unit