MIRA INFORM REPORT

Report Date :

10.03.2011

IDENTIFICATION DETAILS

Name :	ITL INDUSTRIES LIMITED
Registered Office :	111, Sector – B, Sanwar Road, Industries Area, Indore – 450015, Madhya Pradesh
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	25.01.1989
Com. Reg. No.:	10-005037
CIN No.: [Company Identification No.]	L28939MP1989PLC005037
TAN No.: [Tax Deduction & Collection Account No.]	BPLI00127B
PAN No.: [Permanent Account No.]	AAACI3932N
Legal Form :	A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.
Line of Business :	Manufacturer of Metal Sawing and Bandsaw Machines

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	USD 586600
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 concern can be considered normal for business dealings at usual trade term 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

INFORMATION DECLINED BY

Management Non Cooperative

LOCATIONS

Registered Office / Works :	111, Sector – B, Sanwer Road, Industries Area, Indore – 452015, Madhya Pradesh, India
Tel. No.:	91-731-2721767 / 2722802 / 2722020 / 2723316 / 3044400 / 3044409
Fax No.:	91-731-2722372 / 2721110
E-Mail :	itlindia@sancharnet.in info@itlindidustries.com
Website :	http://www.itlind.com

DIRECTORS

AS ON 31.03.2010

Name :	Shri Manohar Singh Jain
Designation :	Independent Director (Non Executive)
Date of Birth/Age :	23.11.1929
Qualification :	Visharad
Expertise in Specific Functional Areas :	Promoter of the company and wide experience in business
Date of Appointment :	25.01.1989
Name :	Shri N Chkraborty
Designation :	Independent Director (Non Executive)
Date of Birth/Age :	24.10.1943
Qualification :	B. Com. L.L.B.
Experience :	Wide experience in the field of Engineering Business and Marketing
Date of Appointment :	01.05.1999
Name :	Shri Rajendra Singh Jain
Designation :	Executive Director
Date of Birth/Age :	20.04.1954
Qualification :	B.E. (Mech.), Hon. Ph.D.
Experience :	Mr. Rajendra Singh Jain is B.E. (Mech.), Hon. Ph.D., and is having 30 years of rich experience in the Engineering Industry. He has thorough practical knowledge in this Industry and his contribution in the development of this sector especially in the segment of indigenous manufacture of Metal Cutting Machines viz. Bandsaw, Circular Saw Machines is significant. ITL Industries is growing at a good pace under is rich experience and able leadership. Mr. Jain is very innovative and is always keen to adopt latest technologies and has contributed a lot in the growth of the company.
Date of Appointment :	01.02.1993
Name :	Shri Mahendra Singh Jain
Designation :	Executive Director
Date of Birth/Age :	19.10.1957
Qualification :	M.Com. PGDBM
Experience :	Mr. Mahendra Singh Jain is a post graduate in Commerce and has done PGDBM. He is ex-banker also and has rich experience of about 27 years in this Industry. He has thorough knowledge in the field of Finance and administration.
Date of Appointment :	01.02.1993
Name :	Mr. Dinesh Jain
Designation :	Director
Name :	Dr. S. K. Kapoor
Designation :	Director

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.12.2010

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of promoters and Promoter Group
1. Indian
Individuals / Hindu Undivided Family	199053	40.82
Bodies Corporate	0	3.98
Sub Total (A) (1)	199053	44.80
(B) Public Shareholding
1. Institutions
2. Non Institutions
Bodies Corporate	405568	12.36
Individual shareholders holding nominal share capital up to Rs. 0.100 million	662507	32.29
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	275237	8.35
	1343312	53.00
Non Residents
NRIs / OCBs	11691	2.17
Clearing Members	1018	0.03
Sub Total (B) (2)	12709	2.20
(B) = (B) (1) + (B) (2)	1356021	55.20
Shares held by custodians and against which depository receipts have been issued (C)	0	0
Total (A) + (B) +(C)	1555074	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Metal Sawing and Bandsaw Machines

Products :

Product Description	Item Code
Horizontal Bandsaw M/C	846150.01
Vertical Bandsaw M/C	846150.02
Power Hacksaw M/C	846150.05
Blades Bandsaw Circular Sawing Machine Tube/Pipe Manufacturing Machine Power Hacksaw Machines

GENERAL INFORMATION

No. of Employees :

300 (Approximately)

Bankers :

• State Bank of India, S.M.E. Branch, Pologround, Indore, Madhya Pradesh, India

• State Bank of Indore, Industrial Finance Nranch, Khel Prashal, Race Course Road, Indore, Madhya Pradesh

Facilities :

Secured Loan	31.03.2010 (Rs. in million)	31.03.2009 (Rs. in million)
Term Loan
Madhya Pradesh Financial Corporation, Indore (Secured by first legal mortgage of Company's fixed assets both present and future and personal guarantee of some of the Directors)	19.090	48.651
Working Capital Loan
State Bank of Indore	38.531	28.617
State Bank of India (Secured by Hypothecation by way of charge on inventories both in hand and in transift, book debts, bills & other receivable both present and future, second charges on fixed assets of the Company & personal guarantee of some of the Directors and mortgage of immovable properties.	60.468	31.434
From Others - (Against hypothecation of Vehicles of the Company and Suppliers Bill discounting)	0.233	4.172
Total	118.322	112.874
Unsecured Loan – From Directors	1.259	0.858

Banking Relations :	Satisfactory
Auditors :
Name :	Mahaveer M Jain and Company Chartered Accountant
Address :	105, Silver Sanchora Castle, 7-8, R.N.T. Marg, Indore – 452001, Madhya Pradesh, India
Name :	Mahendra Badjatya and Company Chartered Accountant
Address :	208, Mourya Centre, Race Course Road, Indore, Madhya Pradesh, India
Subsidiaries :	Dimart Engineering Private Limited Luhadia Sons Shahpura Private Limited ITL International LLC, USA

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
4,000,000	Equity Shares	Rs.10/-each	Rs.40.000 million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
3,297,300	Equity Shares	Rs.10/-each	Rs.32.973 millions
	Less : Amount due on a/c of Allotment money		Rs. 0.429 Million
	Total		Rs. 32.544 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		32.544	32.544	32.540
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		114.114	67.801	59.710
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		146.658	100.345	92.250
LOAN FUNDS
1] Secured Loans		118.322	112.875	68.670
2] Unsecured Loans		1.259	0.858	1.500
TOTAL BORROWING		119.581	113.733	70.170
DEFERRED TAX LIABILITIES		13.672	12.495	9.740
TOTAL		279.911	226.573	172.160
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		84.919	79.255	82.140
Capital work-in-progress		6.487	1.560	0.080
INVESTMENT		18.199	23.847	20.570
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	54.428	71.465	57.830
	Sundry Debtors	161.459	107.220	91.100
	Cash & Bank Balances	26.496	17.347	8.030
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	95.783	75.820	36.770
Total Current Assets		338.166	271.852	193.730
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	79.812	73.206	101.520
	Other Current Liabilities	52.151	57.631	0.000
	Provisions	35.897	19.104	22.840
Total Current Liabilities		167.860	149.941	124.360
Net Current Assets		170.306	121.911	69.370
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		279.911	226.573	172.160

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	667.654	339.371	371.770
		Other Income	8.715	6.813	4.510
		TOTAL (A)	676.369	346.184	376.280
Less	EXPENSES
		Decrease increase in stock of work in progress and finished goods Expenses	1.506	(1.631)
		Cost of material consumed / sold	391.950	207.919
		Manufacturing, Administration and Selling Expenses	185.127	104.212
		TOTAL (B)	578.583	310.500	340.460
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		97.786	35.684	35.820
Less	FINANCIAL EXPENSES (D)		12.127	10.698	6.580
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		85.659	24.986	29.240
Less/ Add	DEPRECIATION/ AMORTISATION (F)		7.040	5.918	4.570
	PROFIT BEFORE TAX (E-F) (G)		78.619	19.068	24.670
Less	TAX (I)		28.571	7.224	7.920
	PROFIT AFTER TAX (G-I) (J)		50.048	11.844	16.750
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		0.301	2.204	1.700
Less	APPROPRIATIONS
		Transfer to General Reserve	42.500	10.000	NA
		Dividend	3.203	3.203	NA
		Tax on Dividend	0.532	0.544	NA
	BALANCE CARRIED TO THE B/S		4.114	0.301	NA
	EARNINGS IN FOREIGN CURRENCY
		Export of goods on CIF / FOB basis and advance from customers	12.719	14.737	NA
	TOTAL EARNINGS		12.719	14.737	NA
	IMPORTS
		Raw Materials	47.612	21.323	NA
		Others	0.776	3.978	NA
	TOTAL IMPORTS		48.388	25.301	NA
	Earnings Per Share (Rs.)		15.38	3.64	5.08

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	7.40	3.42	4.45
Net Profit Margin (PBT/Sales)	(%)	11.78	5.62	6.64
Return on Total Assets (PBT/Total Assets}	(%)	18.58	5.43	8.94
Return on Investment (ROI) (PBT/Networth)		0.54	0.19	0.27
Debt Equity Ratio (Total Liability/Networth)		1.96	2.63	2.11
Current Ratio (Current Asset/Current Liability)		2.01	1.81	1.56

LOCAL AGENCY FURTHER INFORMATION

OPERATIONS :

During the year the sales and other income of company increased from Rs.346.185 million to Rs. 676.370 million showing a growth of 95% and profit after tax of the company for the year has also increased from Rs. 11.844 million to 50.048 million also showing a growth of 322055%

FUTURE OUTLOOK :

The growth outlook for the Indian economy in the near term remains positive on account of inter-alia, the following factors: (a) expectations that the industrial sector would remain buoyant; (b) increase in corporate sales and profitability; (c) pick-up in order books and capacity utilization as per different survey results; (d) turnaround in exports with improving global conditions; (e) pick-up in lead services indicators for transportation, telecommunication and construction and;(f) revival in credit demand from the private sector.

MANAGEMENT'S DISCUSSION AND ANALYSIS

INTRODUCTION :

The objective of this discussion is to share the Management's view on the various developments in the business environment, challenges and opportunities, as well as to provide an analysis of the Company's performance. This discussion also summarizes the Company's internal control measures and significant development in Human Resources. This discussion should be read in conjunction with the Letter to Shareholders, Director's Report, Financial Statements and Notes to Financial Statements included in this Annual Report.

i) INDUSTRYSTRUCTURE AND DEVELOPMENTS :

The Industry structure has remained the same in the domestic market. In some new products for Tube and Pipe Manufacturing Company, High Speed Circular Sawing Machines, ITL has captured a reasonable market size. More and more technological advancement and updation of latest technology creates an opportunity to penetrate into new products line and global market in near future.

ii) OPPORTUNITIES AND THREATS :

There is significant change in the outlook compared to last year. The Company continues to enhance opportunities for growth by focusing on introduction of new products and putting high emphasis on after sales and services of the products along with up gradation of technology. The Company faces the normal threats, risks and concerns which are associated with competition form local and overseas manufacturers.

iii) SEGMENT-WISEOR PRODUCT-WISEPERFORMANCE:

a) MANUFACTURING DIVISION :- Manufacturing Division has achieved Sales / Income of Rs. 606.518 millions in the year 2009-10 as against Rs. 280.842 millions in the year 2008-09, and apart from Bandsaw Machines, designing and manufacturing of equipments for production of Pipes and Tubes as well as Special Purpose Equipment based on customers needs is on up-beat. Good orders have been received for these product line during the previous year and current financial year.

b) TRADING DIVISION :- Trading Division of Hydraulics has achieved Sales / Income of Rs. 69.852 millions in the year 2009-10 as against Rs. 63.812 millions in the year 2008-09 During the current financial year the above division is also receiving good orders from the customers.

iv) OUTLOOK:

In current year the Company is confident of growing much faster in comparison to economy and capital goods industry looking to the present level of Orders and Enquires for Manufacturing Division i.e. Bandsaw and Tube and Pipe Manufacturing equipment are showing good sign for recovery. ITL's outlook on over-seas markets and domestic market are positive on account of its strength on cutting edge technology, cost and effective after sales services.

FIXED ASSETS :

• Land
• Site Development
• Factory Building
• Plant and Machinery
• Electrical Equipment
• Office Equipment
• Furniture and Fixture
• Computer and Software
• Motor Car
• Cycle and Handcraft
• Technical Know-how

CONTINGENT LIABILITIES :

Rs in Millions

PARTICULARS	AS ON 31.03.2010
Guarantees issued by Banks Tax demand for MPCT and CST for the years 2000-01 to 2005-06 appealed against but not provided for in accounts Tax demands for Entry Tax for 2001-02, 2003-04 and 2004-05 appealed against but not provided for in accounts.	Rs.33.862 million Rs.2.474 million Rs.0.106 million

AS PER WEBSITE :

COMPANY

Subject was established in 1986, as a commercial Tool Room to cater to the needs of local industries. Engineering industry in India then, was still in nascent stage and demand for Metal Sawing Machines was growing rapidly. ITL emerged as the sole manufacturer of India's first cent percent indigenously designed and developed High Speed Double Column Band Saw Machine to meet the growing demand. Today ITL offers 60 different models of Bandsaw machine ranging from 100 mm to 1500 mm cutting capacity with manual, semi automatic, automatic and fourth generation CNC machine. In1996, ITL joined hands with KASTO Maschinenfabrik GmbH Germany to manufacture state-of-the-art High Speed Power Hacksawing Machines in India, with a buy back arrangement. Today ITL manufacture's three models of Kasto Sawing Machines with cutting capacities 250 mm, 280 mm. and 400 mm. dia. in India as per Kasto Technology.

With the outlet in USA, ITL is entering into global market rapidly and established as a reliable qualified vendor to world leaders in the engineering fields

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.45.02
UK Pound	1	Rs.72.70
Euro	1	Rs.62.54

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		50

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.