MIRA INFORM REPORT

Report Date :

25.05.2011

IDENTIFICATION DETAILS

Name :	VISTEON AUTOMOTIVE SYSTEMS INDIA PRIVATE LIMITED

Registered Office :	Keelakaranai Village, Malrospuram Post, Chengalpattu-603204, Tamilnadu

Country :	India

Financials (as on) :	31.03.2009

Date of Incorporation :	21.03.1997

Com. Reg. No.:	18-37782

Capital Investment / Paid-up Capital :	Rs.1322.216 Millions

CIN No.: [Company Identification No.]	U35911TN1997PTC037782

IEC No.:	0497005964

TAN No.: [Tax Deduction & Collection Account No.]	CHEM02304B

PAN No.: [Permanent Account No.]	AAACM6890R

Legal Form :	Private Limited Liability Company

Line of Business :	Manufacturer and Importer of Climate Control Systems, Interior and Exterior Systems.

No. of Employees :	1800 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (53)

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

Maximum Credit Limit :	USD 9800000

Status :	Good

Payment Behaviour :	Regular

Litigation :	Clear

Comments :	Subject is a well established and a reputed company having good track. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. Company can be considered good for normal 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.

INFORMATION PARTED BY

Name :	Mr. Sharath
Designation :	Finance Head
Date :	24.05.2011

LOCATIONS

Registered/Corporate Office/ Factory :	Keelakaranai Village, Malrospuram Post, Maraimalai Nagar, Chengalpattu-603204, Tamilnadu, India
Tel. No.:	91-4114-254280 / 44-27416500
Fax No.:	91-4114-253858 / 254398 / 44-27453857 / 58
E-Mail :	info@visteon.com rsrivath@visteon.com bswamina@visteon.com smeenak1@visteon.com
Website :	http://www.visteon.com
Area :	1256720 sq. ft.
Location :	Leased by company

Branch :	Sr. No. 283/2, Plot III, Raisoni Industrial Park, Village Mann, Taluk Manshi, Pune-411057, Maharashtra, India
Area :	89237 sq. ft.
Location :	Leased

DIRECTORS

As on 01.09.2009

Name :	Shin Ju Young
Designation :	Director
Address :	Hyeonde Apt 37-601, 44 (11/7) Ogeum-Dong Song Pagu, Seoul Metropolitan, Republic of Korea
Date of Birth/Age :	10.01.1945
Date of Appointment :	27.03.2008

Name :	Greenway Montgomery Joy
Designation :	Director
Address :	23360 Clarkshire, Dr South Lyon 48178, United States of America
Date of Birth/Age :	22.06.1960
Date of Appointment :	27.03.2008

Name :	Mr. Swaminathan Balasubramanian
Designation :	Director
Address :	Flat No. 7, Kaveri Apartment, Z-185 Anna Nagar, Chennai-6000040, Tamilnadu, India
Date of Birth/Age :	03.03.1963
Date of Appointment :	01.09.2009

Name :	Nam Byeong Soo
Designation :	Director
Address :	C-1, Sai Krupa No. 5, Sundarm Salai, Ra Puram, Chennai-600028, Tamilnadu, India
Date of Birth/Age :	30.08.1964
Date of Appointment :	01.09.2009

Name :	Mr. Linder Alen Daniel
Designation :	Director
Address :	1-30 Foresst Manor, No. 588, Jin Feng Road, Hua Cao Town, Shanghai, China
Date of Birth/Age :	18.06.1964
Date of Appointment :	01.09.2009

Name :	Choi Tae Kwon
Designation :	Director
Address :	Flat No. 504, Block B, New No. 81, Old No. 59 and 60, Laurels Chaitanya, CP Ramaswamy Road, Chennai-600018, Tamilnadu, India
Date of Birth/Age :	23.02.1960
Date of Appointment :	27.09.2004

Name :	Mr. Viswanathan Ananthakrishnan
Designation :	Managing Director
Address :	Flat 10, Block II, Ananya Ashok No. 5, Waren Road, Mylapore, Chennai-600004, Tamilnadu, India
Date of Birth/Age :	01.40.1962
Date of Appointment :	15.04.2006

Name :	Park Hwan Yong
Designation :	Director
Address :	Yeolmaeul 5, Danji Apartment, No. 510-2001, 877 16/6 Jijok Dong, Yuseonggu, Daejeon 306230, Republic of Korea
Date of Birth/Age :	26.10.1956
Date of Appointment :	27.09.2004

Name :	Mr. Pallash Robert
Designation :	Director
Address :	66 LA, Chateau 2000, Jian He Road, Changning, Shanghai 20036
Date of Birth/Age :	14.04.1951
Date of Appointment :	24.11.2001

Name :	Chong Gweon
Designation :	Director
Address :	C-7, Shanti Gulmohar, 153 RK Mutt Road, Chennai-600028, Tamilnadu, India
Date of Birth/Age :	12.01.1967
Date of Appointment :	01.09.2009

Name :	Mr. Vaidyanathan Murali
Designation :	Director
Address :	A-207, Manosarovar, 19 III, Seaward Road, Valmiki Nagar, Chennai-600041, Tamilnadu, India
Date of Birth/Age :	26.10.1963
Date of Appointment :	27.03.2008
Date of Ceasing:	01.09.2009

Name :	Choi Seop Yeong
Designation :	Director
Address :	Flat no. 1B, First Floor, No. 182, St. Marys Road, Chennai-600018, Tamilnadu, India
Date of Birth/Age :	07.05.1963
Date of Appointment :	27.03.2008
Date of Ceasing:	24.11.2008

Name :	Mr. Gopalakrishnan Sriram
Designation :	Director
Address :	Flat No. 2, First Floor, New No. 47, Old No. 26, PS Sivasami Salai, Mylapore Chennai-600004, Tamilnadu, India
Date of Birth/Age :	10.01.1964
Date of Appointment :	27.03.2008
Date of Ceasing:	17.04.2009

KEY EXECUTIVES

Name :	Mr. Sundaram Meenakshi
Designation :	Secretary
Address :	No. 4, 2^nd Main Road, Nggo Nagar, Thirunivravur RS, Chennai-600024, Tamilnadu, India
Date of Birth/Age :	20.06.1971
Date of Appointment :	23.06.2008
Date of Ceasing:	12.06.2009

Name :	Mr. Sharath
Designation :	Finance Head

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 01.09.2009

Names of Shareholders		No. of Shares
Climate Control Systems LLC, Korea		124133300
Halla Climate Control Corporation, Korea		8088300

Total		132221600

As on 01.09.2009

Equity Share Breakup		Percentage of Holding
Category
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 :

Manufacturer and Importer of Climate Control Systems, Interior and Exterior Systems.

Products :

Climate
Engine Induction
Interiors
Lighting
Electronics
Power train Controls

ITC Code	Product Description
8708.00 and 8415	MV Parts and Accessories, Plastic A/c and Electronic

Exports :

Products :

Climate Control Systems

Countries :

Korea
Thailand
Japan

Imports :

Products :

Raw Material

Countries :

Germany
Korea
USA
France
Japan
Singapore

Terms :

Selling :

Cash / Credit (30 days / 60 days / 90 days)

Purchasing :

Cash / Credit (30 days / 60 days / 90 days)

GENERAL INFORMATION

Customers :

End Users and OEM’s

No. of Employees :

1800 (Approximately)

Bankers :

ABN Amro Bank, N.V.,191, Haddows Road, Chennai – 600 006, Tamilnadu, India
The Hongkong and Shanghai Banking Corporation Limited, 30, Rajaji Salai, Chennai – 600 001, Tamilnadu, India
Bank of America, 748, Anna Salai, Chennai – 600 002, Tamilnadu, India
Deutsche Bank AG, Kothari Building, GF, 114 MG Road, Chennai – 600 034, Tamilnadu, India
HDFC Bank, 751 B Mariam Centre, III Floor, Anna Salai, Chennai – 600002, Tamilnadu, India
ICICI Bank, Presidium Topwers, Nungambakkam High Road, Chennai – 600004, Tamilnadu, India
HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel West, Mumbai-400013, Maharashtra, India

Facilities :

Unsecured Loan

As on 31.03.2009

(Rs. in Millions)

As on 31.03.2008

(Rs. in Millions)

Deferred Sales Tax Loan

774.012

496.061

Total

774.012

496.061


Banking Relations :	--

Auditors :
Name :	Lovelock and Lewis Chartered Accountants
Address :	22, Khadar Nawaz Khan Road, Nungambakkam, Chennai – 600034, Tamilnadu, India, India
Tel. No.:	91-44-42285000
Fax No.:	91-44-42285100
E-Mail :	Pwctls.maa@in.pwc.com

Holding Company:	Climate Control Global LLC, South Korea

Parent Company :	Halla Climate Control Corporation, Korea Visteon Corporation, USA

Associates/Subsidiaries :	All companies of Visteon Group Visteon Sistemas Interiores Espana S L Visteon Portuguesa Limited Visteon Ardennes Industries, SAS Viseton United Kingdom Limited Viseton Global Technologies Inc. Viseton Sistemas Automotives Limited, Brazil Halla Climate Control Thailand Limited Climate Systems Maxicana Duckyang Korea Viseton Interior System- Italy Fuchang Climate Systems, china Visteon Aftermarket, Netherlands Viseton Power Control Systems India Private Limited (CIN No. : U35911TN1997PTC037783) Visteon Technical and Services Centre Private Limited Software Services, IT Enabled Services and Back Office Operations Climate Systems India Limited SP – 812 A, Industrial Area, Phase II, Bhiwadi – 301019 Manufacturer of Radiators Fellow Subsidiaries : Viseton Power Control Systems India Private Limited Climate Systems India Limited

CAPITAL STRUCTURE

As on 01.09.2009

Authorised Capital :

No. of Shares	Type	Value	Amount
160000000	Equity Shares	Rs.10/- each	Rs.1600.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
132221600	Equity Shares	Rs.10/- each	Rs.1322.216 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2009	31.03.2008	31.03.2007
SHAREHOLDERS FUNDS
1] Share Capital		1322.216	1322.216	1322.216
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1151.535	2254.808	1313.218
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		2473.751	3577.024	2635.434
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		774.012	496.061	220.200
TOTAL BORROWING		774.012	496.061	220.200
DEFERRED TAX LIABILITIES		9.420	103.896	111.476

TOTAL		3257.183	4176.981	2967.110

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		1928.210	1983.637	1653.713
Capital work-in-progress		203.499	138.567	281.086

INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	753.147	880.204	810.562
	Sundry Debtors	1384.656	1633.654	1009.698
	Cash & Bank Balances	1416.255	1205.863	837.475
	Other Current Assets	1.394	11.424	7.015
	Loans & Advances	418.174	297.506	291.334
Total Current Assets		3973.626	4028.651	2956.084
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1766.750	1547.870	1666.420
	Other Current Liabilities	324.934	329.383	205.789
	Provisions	756.468	96.621	51.564
Total Current Liabilities		2848.152	1973.874	1923.773
Net Current Assets		1125.474	2054.777	1032.311

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		3257.183	4176.981	2967.110

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2009	31.03.2008	31.03.2007
	SALES
		Income	8685.000	8262.000	7137.000
		Other Income	156.000	124.000	114.000
		TOTAL	8841.000	8386.000	7251.000

Less	EXPENSES
		Office Expenses
		Administrative Expenses	7887.000	6946.000	5890.000
		Advertising Expenses
		TOTAL	7887.000	6946.000	5890.000

	PROFIT BEFORE TAX		954.000	1440.000	1361.000

Less	TAX		355.000	498.000	467.000

	PROFIT AFTER TAX		599.000	942.000	894.000

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1550.000	608.000	256.000

Less	APPROPRIATIONS
		Interim Dividend – 65%	859.000	0.000	397.000
		Distribution Tax on Interim Dividend	146.000	0.000	56.000
		Final Dividend – 45%	595.000	0.000	0.000
		Distribution Tax on Final Dividend	101.000	0.000	0.000
		Transfer to General Reserve	215.000	0.000	89.000
	BALANCE CARRIED TO THE B/S		233.000	1550.000	608.000

	EARNINGS IN FOREIGN CURRENCY		103.000	52.000	NA

	Earnings Per Share (Rs.)		4.53	7.12	6.76

Particulars

31.03.2011

31.03.2010

Sales Turnover (Approximately)

9300.000

9000.000

Expected Sales (2011-12) : Rs.9500.000 Millions

The above information has been parted by Mr. Sharath.

KEY RATIOS

PARTICULARS		31.03.2009	31.03.2008	31.03.2007
PAT / Total Income	(%)	6.77	11.23	12.32

Net Profit Margin (PBT/Sales)	(%)	10.98	17.43	19.09

Return on Total Assets (PBT/Total Assets}	(%)	16.16	23.95	29.53

Return on Investment (ROI) (PBT/Networth)		0.39	0.40	0.52

Debt Equity Ratio (Total Liability/Networth)		1.46	0.69	0.43

Current Ratio (Current Asset/Current Liability)		1.40	2.04	3.20

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS:

Particulars

31.03.2009

(Rs. in millions)

31.03.2008

(Rs. in millions)

31.03.2007

(Rs. in millions)

Sundry Creditors

Total outstanding dues to creditors other than micro and small enterprises

1766.750

1547.870

1666.420

OPERATIONS:

The company has performed well in 2009 in spite of increase in input material costs namely Aluminium, Copper and plastic Resins, However the cost increases have impacted the margins. Localization efforts, internal productivity enhancement across all the operations and other cost reduction measures like VAVE (Value Engineering and Value Analysis) adopted by the company have yielded good results. During the year the company has started supplying to the new programs of Hyundai-PBPA (I 20), Mahindra and Mahindra (Project U) and Kuboto (Ed41 and Ed1 D and G).

The company has undertaken a major expansion plan of Chennai Plant during the year particularly in PCB assembling using surface mounting technology to cater the requirements of its customers.

Bankers Charges Report as per Registry

This form is for	Creation of charge
Corporate identity number of the company	U35911TN1997PTC037782
Name of the company	VISTEON AUTOMOTIVE SYSTEMS INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Keelakaranai Village, Malrospuram Post, Maraimalai Nagar, Chengalpattu-603204, Tamilnadu, India
Type of charge	Book Debts Floating Charge
Particular of charge holder	HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel West, Mumbai-400013, Maharashtra, India
Email	s.krishnan@hdfcbank.com
Nature of description of the instrument creating or modifying the charge	Letter of Hypothecation of Book debts.
Date of instrument Creating the charge	09.01.2010
Amount secured by the charge	Rs.250.000 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest CC/WCDL - at Market + Interest Tax as and when applicable. The rate of Interest for each tranche would be stipulated by HDFC Bank at the time of disbursement of each tranche. Terms of Repayment WCDL - Principal amount to be repaid as bullet payment of the maturity date or in installments as may be agreed upon. Margin Nil or as communicated by bank from time to time. Extent and Operation of the charge Hypothecation by way of First Charge of all outstanding monies receivable, claims and bills which are now due and owing or which may at any time hereafter during the continuance of this security becomes due and owing to the Borrower in the course of its business by any person, firm, company or body corporate or by the Government Department or office etc., whatever in the public sector to secure as a continuing security for the due repayment by the borrower to the Bank at any time on demand.
Short particulars of the property charged	First charge on all outstanding monies, receivables, claims, bills of the company.

FIXED ASSETS

Leasehold land
Buildings
Plant and machinery
Furniture and fittings
Office equipments
Computers
Vehicles

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 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.45.25
UK Pound	1	Rs.72.83
Euro	1	Rs.63.58

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		53

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.