MIRA INFORM REPORT

Report Date :

02.05.2011

IDENTIFICATION DETAILS

Name :	GALA PRECISION TECHNOLOGY PRIVATE LIMITED (w.e.f. 30.09.2004)
Formerly Known As :	GALA PRECISION TECHNOLOGY LIMITED GALA EQUIPMENT LIMITED
Registered Office :	116, Narayan Dhuru Street, Ground Floor, Transfer to Balapur, Mumbai – 400 003, Maharashtra
Country :	India
Financials (as on) :	31.12.2009
Date of Incorporation :	09.06.1989
Com. Reg. No.:	11-52116
CIN No.: [Company Identification No.]	U99999MH1989PLC052116
TAN No.: [Tax Deduction and Collection Account No.]	MUMG08261B
PAN No.: [Permanent Account No.]	AAACG1777F
Legal Form :	A Private Limited Liability Company.
Line of Business :	Manufacturers of Precision Auto Components

RATING & COMMENTS

MIRA’s Rating :

B (31)

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

Maximum Credit Limit :	USD 1000000
Status :	Moderate
Payment Behaviour :	Slow but Correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appear accumulated losses recorded by the company. Profitability position of the company is under pressure. However, trade relations are reported as fair. Business is active. Payments are reported to be slow but correct. 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.

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 PARTED BY

Name :	Mr. Sanjay
Designation :	Director
Date :	02.05.2011

LOCATIONS

Registered Office :	116, Narayan Dhuru Street, Ground Floor, Transfer to Balapur, Mumbai – 400 003, Maharashtra, India
Tel. No.:	91-22-25821232
E-Mail :	kirit.gala@galaprecision.com s.girithar@galaprecision.com sanjai.kulkarni@hoerbiger.com
Website :	www.galaprecision.com www.noerbiger.com
Corporate Office :	A-59, Road No. 10, Wagle Industrial Estate, Thane - 400 604, India.
Tel. No.:	91-22-25821232 / 25820252
Fax No.:	91-22-25820771
E-Mail :	pmc@galaprecision.com
Factory 1 :	Wada Plant Plot No. 295, Village Vadavali at Post Met, Masurne Road, Bhiwandi – Wada Highway, Taluka Wada, Thane – 421 312, India.
Tel. No.:	91-2526-220154 / 220155/
Fax No.:	91-2526-220577
E-Mail :	mfs@galaprecision.com arvind.sonio@galaprecision.com florian.neumann@hoerbiger.com
Factory 2 :	Export Oriented Unit Plot No. 302/1, Village Musarne, Bhiwandi-Wada Highway, At Post Met, Taluka Wada, District Thane-421312, Maharashtra, India
Tel. No.:	91-2526-220154/ 221233
Fax No.:	91-2526-220292
E-Mail :	valves@galaprecision.com
Factory :	· China Plant No.4 Workshop,  1669 Hu Hang Road,  Fengxian District, Shanghai, China Email: china@galaprecision.com

DIRECTORS

As on 30.06.2010

Name :	Mr. Sanjai Prabhakar Kulkarni
Designation :	Managing Director
Address :	E-702 Riturang Society, Aranyneshwar Road, Parvati, Pune-411009, Maharashtra, India
Date of Birth/Age :	27.03.1958
Date of Appointment :	01.06.2009
DIN No.:	00008134
Name :	Mr. Thomas Georg Englamann
Designation :	Director
Address :	Spilhofstr 4A, Munich-81927, Germany
Date of Birth/Age :	06.05.1968
Date of Appointment :	30.09.2009
DIN No.:	02608924
Name :	Mr. Eckhard Gatawis
Designation :	Director
Address :	Westen 927, Mallersdore, Pfaffenberg-84066, Germany
Date of Birth/Age :	21.06.1963
Date of Appointment :	30.09.2009
DIN No.:	02735032

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.06.2010

Names of Shareholders	No. of Shares
Vishanji Gala	3000
Kirit Gala	16000
Rumie Kirit Gala	8000
Taramati Gala	13000
India Value Fund Trustee Company Private Limited	8520
IVF (Mauritius) PLC	4827
Indium (Mauritius) Limited	9653
Hoerbiger Deulschland Holding GmbH	623991
National Securities Depository Limited	2190121
Total	2877112

Equity Shares Breakup (Percentage of Total Equity)

(as on 30.06.2010)

Category	Percentage
Foreign holdings (Foreign institutional investors ) foreign companies foreign financial institutions, non residents or Overseas corporate bodies or others	98.31
Bodies Corporate (not mentioned above)	0.30
Other top fifty (50) shareholders	1.39
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturers of Precision Auto Components
Products:	Standard Finishing Machine · Vibro Benz Vibratory Finishing Systems · Centrifugal Finishing system – Technology Series. · Trough Vibrators · Spiral Vibrators Compressors Valves · Valve Plates and Asemblies · Reeds and Retainers · Plate Valve Assembly
Terms :
Purchasing :	Depends

GENERAL INFORMATION

Customers :

· OEM’s

· Others

· Industrial And Manufacturer

No. of Employees :

350 (Approximately)

Bankers :

• State Bank of India, Wagle Industrial Estate Branch, Thane (West)l, Thane-400601, Maharashtra, India
• Citi Bank NA, Citigroup Centre, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051, Maharashtra, India

 Facilities :

Secured Loans	31.12.2009 (Rs. in Millions	31.03.2009 (Rs. in Millions)
From Banks
Term Loans
From State Bank of India (Residual charge at Plot No. 295 and 302 at Wada) (due within a year of Rs.38.000 millions)	0.000	132.633
Working Capital Facilities
From State Bank of India (Pari Passu charge on current assets of all units and residual charge on fixed assets at Plot no. 295 and 302 at Wada and Pari Passu charge on land and building at Thane)	0.000	148.908
From Citi Bank NA (Pari Passu charge on all current assets of all units and pari passu charge on land and building at Thane)	0.000	39.029
Vehicle finance loans (Secured against hypothecation of related vehicles taken under the loan) (Repayable within a year of Rs.0.177 million)	0.213	0.355
Total	0.213	320.925
Unsecured Loans	31.12.2009 (Rs. in Millions	31.03.2009 (Rs. in Millions)
Short Term Loans and Advances:
(From Other than banks)
Loan from Directors/ Shareholders	0.000	3.518
Inter-Corporate Deposit	0.000	1.310
Other Loan form shareholders	0.000	20.423
Other Loans and Advances
(From other than banks)
Deferred Sales Tax Liability (Repayable within one year Rs. 1.102 Million 31^st March 2009: Rs. 0.306 Millions)	40.376	40.686
Total	40.376	65.937

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountant
Address :	706, ‘B’ Wing, 7^th Floor, ICC Trade Tower, Senapati Bapat Road, Pune-400016, Maharashtra, India
Holding Company:	Hoerbiger Deutschland Holding GmbH

CAPITAL STRUCTURE

As on 31.03.2009

Authorised Capital :

No. of Shares	Type	Value	Amount
3000000	Equity Shares	Rs.10/- each	Rs.30.000 millions

Issued, Subscribed and Paid-up Capital :

No. of Shares	Type	Value	Amount
2877112	Equity Shares	Rs.10/- each	Rs.28.771 millions

Notes

a) 1527400 Equity Shares are held by Holding Company – Hoerbiger Deutschland Holding GmbH.

b) 781900 Equity Shares are issued as fully paid bonus shares by capitalizing Securities premium Rs. 1.558 Millions, General Reserve Rs. 1.259 Millions and accumulated profits Rs. 5.002 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2009 (9 Months)	31.03.2009 (12 Months)	31.03.2008 (12 Months)
SHAREHOLDERS FUNDS
1] Share Capital		28.771	28.771	28.771
2] Share Application Money		0.000	0.000	0.000
3] Reserves and Surplus		244.586	270.568	352.337
4] (Accumulated Losses)		[10.989]	0.000	0.000
NETWORTH		262.369	299.339	381.108
LOAN FUNDS
1] Secured Loans		0.213	320.925	294.891
2] Unsecured Loans		40.376	65.937	76.595
TOTAL BORROWING		40.589	386.862	371.486
DEFERRED TAX LIABILITIES		14.900	51.834	48.484
Employee Stock Option		0.000	0.000	2.503
TOTAL		317.858	738.035	803.581
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		156.681	451.534	448.452
Capital work-in-progress		0.941	1.704	15.730
Capital Advance		2.022	0.000	0.000
INVESTMENT		0.087	19.567	19.567
DEFERREX TAX ASSETS		14.900	7.092	0.000
CURRENT ASSETS, LOANS and ADVANCES
	Inventories	68.799	217.548	192.705
	Sundry Debtors	99.612	225.780	220.546
	Cash and Bank Balances	34.240	1.668	10.515
	Other Current Assets	0.186	0.280	0.000
	Loans and Advances	38.632	53.943	45.861
Total Current Assets		241.469	499.219	469.627
Less : CURRENT LIABILITIES and PROVISIONS
	Sundry Creditors	79.916	109.355	102.631
	Other Current Liabilities	5.126	14.418	32.822
	Provisions	13.200	117.308	14.342
Total Current Liabilities		98.242	241.081	149.795
Net Current Assets		143.227	258.138	319.832
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		317.858	738.035	803.581

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2009 (9 Months)	31.03.2009 (12 Months)	31.03.2008 (12 Months)
	SALES
		Income	377.315	812.445	715.413
		Other Income	NA	NA	1.684
		TOTAL (A)	NA	NA	717.097
Less	EXPENSES
		Cost of Goods Sold			278.981
		Manufacturing Expenses			124.388
		Employee Cost			94.660
		Administrative and Selling Expenses			92.056
		TOTAL (B)	NA	NA	590.085
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)				127.012
Less	FINANCIAL EXPENSES (D)				49.705
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)				77.307
Less/ Add	DEPRECIATION/ AMORTISATION (F)				38.709
	PROFIT BEFORE TAX (E-F) (G)		[83.553]	[80.981]	38.598
Less	TAX (H)		[9.741]	0.787	14.913
	PROFIT AFTER TAX (G-H) (I)		[73.812]	[81.768]	23.685
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		16.982	98.750	75.065
	BALANCE CARRIED TO THE B/S		[56.830]	16.982	98.750
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	NA	325.503
	TOTAL EARNINGS		NA	NA	325.503
	IMPORTS
		Raw Materials	NA	NA	168.964
		Capital Goods	NA	NA	4.612
	TOTAL IMPORTS		NA	NA	173.576
	Earnings Per Share (Rs.)		[25.65]	--	--

Particulars	31.03.2010	31.03.2009
Sales Turnover (Approximately)	900.000	810.000

KEY RATIOS

PARTICULARS		31.12.2009 (9 Months)	31.03.2009 (12 Months)	31.03.2008 (12 Months)
PAT / Total Income	(%)	NA	NA	3.30
Net Profit Margin (PBT/Sales)	(%)	NA	NA	5.40
Return on Total Assets (PBT/Total Assets}	(%)	[20.99]	[8.52]	4.20
Return on Investment (ROI) (PBT/Networth)		[0.32]	[0.27]	0.10
Debt Equity Ratio (Total Liability/Networth)		0.53	2.10	1.37
Current Ratio (Current Asset/Current Liability)		2.46	2.07	3.14

LOCAL AGENCY FURTHER INFORMATION

Sundry Creditors Details :

(Rs. In Millions)

Particulars	31.12.2009 (9 Months)	31.03.2009 (12 Months)	31.03.2008 (12 Months)
Total Outstanding dues of Creditors other than Micro Enterprises and Small Enterprises	79.915	109.355	102.631

Outlook of Current Year and Future Plans:

The company is expecting 25% growth in Sales coming year and thereafter of about 15% growth per year. The growth expected is by maximum utilization of the capacity and matching with the customer orders. The company would be generating a good income of about 10-12% on Sale though being an independent legal entity about 5-7% of the same may be paid by way of expenses to group companies fro their support and help.

Form : 8

Bankers Charges Report as per Registry

This form is for	Modification of charge
Charge identification number of the modified	90156645
Corporate identity number of the company	U99999MH1989PTC052116
Name of the company	GALA EQUIPMENTS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	116 Naryan Dhuru Street Ground Floor , Transfer to Balapur , Mumbai – 400 003, Maharashtra, India
Type of charge	Immovable Property
Particular of charge holder	State Bank of India, Wagle Industrial Estate Branch, Thane (West), Thane – 400 601, Maharashtra, India
Nature of description of the instrument creating or modifying the charge	No Instrument, Memorandum of Deposit for Creation of further charge for term loan/ overall limit where the initial charges is created by way of mortgagee by deposit of title deeds
Date of instrument Creating the charge	12.04.2008
Amount secured by the charge	Rs. 442.800 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest As per sanction terms. Terms of Repayment As per sanction terms. Margin As per sanction terms. Extent and Operation of the charge As per sanction terms.
Short particulars of the property charged	All Present and future including of title to the goods and other assets such as book debts, outstanding moneys, receivables, including receivables by way of cash assistance and / or cash incentives under the cash incentives.
Date of latest modification prior to the present modification	12.04.2008
Particulars of the present modification	Now by the present modification dated 12.04.2008 the company created an extension of charge by way of an equitable mortgage by deposit of title deeds over the immovable properties created earlier on 14.08.1997 to secure the credit facilities now extended to Rs. 442.800 Millions.

Name of the company	GALA PRECISION TECHNOLOGY LIMITED
Presented By	Mr. Vishanji H Gala
1) Date and description of instrument creating the change	Term Loan agreement dated 30.12.2005 executed by M/s Gala Precision Technology Limited (hereinafter referred to ass “the company”) in favour of Citibank NA (Hereinafter referred to as the “Lender”)
2) Amount secured by the charge/amount owing on the securities of charge	Term Loan facilities of Rs. 7.000 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 movable assets including plant and machinery , office equipments, Furnitures and fixtures , computer air conditioner, etc both present and future belonging to or pertaining to the company located at A – 59 Wagle Estate Thane together with all benefits , advantages and legal incidence thereof. Property including land and building located at A – 59 , Wagle Estate, Thane
4) Gist of the terms and conditions and extent and operation of the charge.	In consideration of the lender having agreed to lend advance to the company, credit facilities under agreement and declaration by the company interalia as follows: Covenant by the company to repay the facility at (2) above and pay Interest and all other monies in the manner set out in the agreement between the company and the lender and to comply with the terms and conditions of said agreement. The said movable assets (including plant and machinery) by way of first charge and equitable mortgage in favour of the lender will rank first pari passu with the existing charges created / to be charged with the repayment of the term loan along with all Interest , liquidated , damages, premia on prepayment or on redemption, costs, charges, and other expenses payable by the company to the lender in respect thereof. The company to keep the said goods and property in marketable and good condition and also insured as provided therein. Power of entry power to take charge and / or possession of seize, recover, receive, appoint and sell contract, dispatch for realisation or otherwise dispose of or deal with all or any part of the said goods and property , etc as provided therein.
5) Name and Address and description of the person entitled to the charge.	Citi Bank NA Citigroup Centre, Bandra Kurla Complex Bandra (East), Mumbai – 400 015, Maharashtra, India
6) Date and brief description of instrument modifying the charge	NA
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.	NA

Fixed Assets

· Borewell

· Freehold Land

· Factory Building

· R and D Building

· Plant and Machinery

· Effluent System

· Electrical Installation

· Computers

· Vehicles

· Furniture and Fixtures

· Office Equipment

· Spares, tools and Equipment

· Dies and Moulds

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. 44.38
UK Pound	1	Rs. 73.87
Euro	1	Rs. 65.83

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	4
--CREDIT LINES	1~10	3
--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		31

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.