MIRA INFORM REPORT

Report Date :

12.11.2011

IDENTIFICATION DETAILS

Name :	SIKA INDIA PRIVATE LIMITED

Formerly Known As :	SIKA QUALCRETE PRIVATE LIMITED QUALCRETE INDIA PRIVATE LIMITED

Registered Office :	620, Diamond Harbour Road, Commercial Complex II, Kolkata – 700 034, West Bengal

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	22.06.1984

Com. Reg. No.:	21-037631

Paid up Capital :	Rs.14.478 Millions

CIN No.: [Company Identification No.]	U24119WB1984PTC037631

TAN No.: [Tax Deduction & Collection Account No.]	CALS13302C

PAN No.: [Permanent Account No.]	AAECS1119F

Legal Form :	Private Limited Liability Company

Line of Business :	Manufacturer and Trader of Construction Chemicals.

No. of Employees :	300 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (47)

RATING

STATUS

PROPOSED CREDIT LINE

41-55

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

Satisfactory

Maximum Credit Limit :	USD 1759000

Status :	Satisfactory

Payment Behaviour :	Usually Correct

Litigation :	Clear

Comments :	Subject is a well 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 – September 30, 2011

Country Name

Previous Rating

(30.06.2011)

Current Rating

(30.09.2011)

India

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

LOCATIONS

Registered Office / Head Office :	620, Diamond Harbour Road, Commercial Complex II, Kolkata – 700 034, West Bengal, India
Tel. No.:	91-33-24466594 / 6958 / 24472448 / 2449 / 2501 / /2505 /9503 / 6594 / 8480, 24582134
Fax No.:	91-33-24688688 / 2665 / 23978688
E-Mail :	sika.cal@gncal.global.net.in corporate.comm@in.sika.com
Website :	http://www.sikaindia.net http://www.sika.in
Area :	5000 Sq.fts. (including plant no.2 and warehouse)
Location :	Owned (Industrial)

Corporate Office :	301, Interface Building No. 16, Off. Link Road, Malad (West), Mumbai - 400 064, Maharashtra, India
Tel. No.:	91-22-40384038
Fax No.:	91-22-40384039
E-Mail :	info@in.sika.com

Research and Development Centre :	1/B, 5, 9, 15, 18, 19, 20 and 21, Block D Industrial Estate (New), Kalyani-741235, District-Nadia (Approved by the Department of Science and Technology, Government of India)

Factory 1 :	L -41, Verna Industrial Estate, Verna – 403 722, Salcete , Goa, India
Tel. No.:	91-832-2783144
Fax No.:	91-832-2783433
E-Mail :	sika.goa@gnpun.global.net.in
Area :	7280 Sq.fts
Location :	Owned (Industrial)

Factory 2 :	Behala Industrial Estate, Commercial Complex II, Building # 1, 2^ndFloor, 620, Diamond Harbour Road, Kolkata - 700 034, West Bengal, India

Factory 3 :	Plot # F-1, RIICO Industrial Estate, Bagru Extexsion -II, Bagru - 302 009, District- Jaipur, Rajasthan, India
Tele Fax No.:	91-141-864678
Area :	12000 Sq.fts
Location :	Owned (Industrial)

Branch Office :	Located at: · Ahmedabad · Chennai · Kolkata · Bangalore · Cuttack · Mumbai · Chandigarh · Hyderabad · Noida · Pune · Navi Mumbai · Siliguri · Visakhapatnam

DIRECTORS

As on 30.09.2010

Name :	Mr. Subramanian Venkataraman
Designation :	Managing Director
Address :	Flat 63, Block 1A, Widermere, 6^th Floor, Off New Link, Road Goregaon (West), Near Mega Mall, Lokhandwala, Mumbai – 400 062, Maharashtra, India
Date of Birth/Age :	22.11.1963
Date of Appointment :	11.02.2010
DIN No.:	02889803

Name :	Mr. Steafan Mosli
Designation :	Director
Address :	Hofsrasse 66C, 2 UG-416300, Switzerland
Date of Birth/Age :	24.12.1960
Date of Appointment :	22.09.2006
DIN No.:	02712730

Name :	Mr. Ivan Peter Chandwick
Designation :	Director
Address:	Sika Dua Geep, Traders P.O. Box, Dubai-36334, UAE
Date of Birth:	16.05.1960
Date of Appointment:	03.07.2007
DIN No.:	02442695

Name :	Mr. Abhijit Dutta
Designation :	Managing Director
Address:	1B/78, Salt Lake City, Kolkata-700091, West Bengal, India
Date of Birth:	28.07.1950
Date of Appointment:	06.08.2005
Date of Ceasing :	05.02.2010
Email:	dutta.abhijit@in.sika.com
DIN No.:	01608273

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2010

Names of Shareholders	No. of Shares
Sika AG, Switzerland	868650
Sika Schweiz AG, Switzerland	579100
Total	1447750

Equity Share Breakup (Percentage of Total Equity)

(As on 30.09.2010)

Category	Percentage of Holding

Foreign holdings (Foreign institutional investor(s), Foreign comapnie(s) Foreign financial institution(s), Non-resident indian(s) or Overseas corporate bodies or others)	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Trader of Construction Chemicals.

Products:

Product Description	ITC Code
Prepared Additives for Cements Mortars and Concretes	3823.40
Reaction initiators, accelators and Catalytic Preparations	3815.90
Refactory Cements, Mortars, Concretes and similar impositions	3816.00

· Construction Chemicals

· Sealants

· Adhesive materials

· Concrete Admixtures

· Mortar Admixtures

· Polymer Modified Cement Mortars

· Epoxy Adhesive and Mortars

· Protective Coatings and Impregnations

· Primers

· Floor Treatment and Toppings

· Joint Sealing Compounds

· Butyl

· Dispersions

Brand Names :

'SIKA'

PRODUCTION STATUS: (As on 31.03.2009)

Installed Capacity – 36000 M.T. (on a single shift basis)

Particulars	Unit	Actual Production
Concrete Aids – Liquid	Kg.	33097464
Concrete Aids – Powder	Kg.	25069107
Concrete Aids – Kit	Kg.	3041324
		61207895

GENERAL INFORMATION

Customers :

Manufacturers and Retailers

· Birla Tyres

· CIDCO

· Euphoric Drugs

· Gannon Dunkerley

· Government of Andhra Pradesh

· Government of Maharashtra

· Government of West Bengal

· The Hindustan Construction Company Limited

· IRCON

· Jaiprakash Industries Limited

· Larsen and Toubro Limited

· Mercedes Benz India Limited

· Nestle India Limited

· The Tata Engineering and Locomotive Company Limited

· The Tata Iron and Steel Company Limited, etc

· The Tata Motors Limited

· Unichem Industries

· Carrier Aircon

· Cadbury

· Fiat

· Ford Motors

No. of Employees :

300 (Approximately)

Bankers :

· The Hong Kong and Shanghai Banking Corporation Limited

· Indian Overseas Bank, International Business Branch, 2, Wood Street, Kolkata – 700 016, West Bengal, India

· CItiBank N.A.

Facilities :

Unsecured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
Loan from Sika AG, the holding company (Repayable within one year Rs. Nil)	210.414	74.361
Short Term Loan from CItiBank N.A. (Repayable within one year Rs. Nil)	0.000	16.771
Total	210.414	91.132

Banking Relations :

Auditors :

Name:

S.R. Batliboi and Company

Chartered Accountants

Address:

Jalan Mill Compound, 95, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Tel. No.:

91-22-40356300

Fax No.:

91-22-40356400

(As on 31.03.2009)

Holding Company :

Sika AG, Switzerland

Co Holding Company :

Sika Schweiz AG

Subsidiaries :

Sika Building Products Private Limited (99.99% Subsidiary)

CIN No.: U24114WB1999PTC089219

Fellow Subsidiaries :

· Sika Deutschland GMBH

· Sika France S.A.

· Sika Italia S.P.A.

· Sika Limited, Japan

· Sika, Portugal

· Sika Philippines, Inc.

· Sika Engineering Silicones

· Sika Corporation, USA

· Sika Technology AG

· Sika Services AG

· Sika Spain

· Sika Informations Systeme AG 8103

· Sika Gulf B.S.C. (c)

· Sika Indonesia P.T.

· Sika Kimia SDN.BHD.

· Geao Traders L.I.C. - Sika Division

· Sika South Africa (Pty.) Limited

· Sika Denmark A/S

· Sika Supply Centre AG

· Sika Automotive GMBH

· Sika (Singapore) Pte. Limited

· Sika Yapi Kimyasallah A.S.

· Sarnafil Waterproofing Sys. (Shanghai) Limited

· Sika Canada Inc.

· Sika Hongkong

· Sika Asia Pacific Management Pte Limited

· Sika Sverige AB, Jarfalla

· Sika Limited, UK

· Sika (Guangzhou) Tr. Company Limited

· Sika Services, UAE

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
4400000	Equity shares	Rs.10/- each	Rs.44.000 Millions
10000	Preference Shares	Rs.100/- each	Rs.1.000 Million
	Total		Rs.45.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1447750	Equity shares	Rs.10/- each	Rs.14.478 Millions

Of the above,

a) Shares 600000 Equity Shares of Rs.10/- each were issued by way of fully paid-up bonus shares by capitalization of General Reserve.

b) 647750 Equity Shares of Rs.10/- each fully paid up have been issued on right basis during the year.

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		14.478	14.478	8.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		425.322	352.167	104.220
4] (Accumulated Losses)		0.000	(5.368)	0.000
NETWORTH		439.800	361.277	112.220
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		210.414	91.132	123.557
TOTAL BORROWING		210.414	91.132	123.557
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		650.214	452.409	235.777

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		121.137	85.082	74.199
Capital work-in-progress		154.714	22.247	1.878

INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		28.996	14.220	12.196

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	303.588	265.657	248.358
	Sundry Debtors	458.068	432.162	336.383
	Cash & Bank Balances	153.907	113.204	92.123
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	93.022	125.512	129.169
Total Current Assets		1008.585	936.535	806.033
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	470.576	452.111	576.397
	Other Current Liabilities	130.762	137.402	70.135
	Provisions	61.880	16.162	11.997
Total Current Liabilities		663.218	605.675	658.529
Net Current Assets		345.367	330.860	147.504

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		650.214	452.409	235.777

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	2193.885	1921.650	1400.040
		Other Income			11.808
		TOTAL (A)	2193.885 (including increase/ decrease in finished goods)	1921.650 (including increase/ decrease in finished goods)	1411.848

Less	EXPENSES
		Material Consumed			770.201
		Purchased Products			234.754
		Excise Duty			0.766
		Increase/(Decrease) in Finished Goods	NA	NA	(58.703)
		Employee Cost			118.505
		Expenses			326.588
		TOTAL (B)	NA	NA	1392.111

Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		NA	NA	19.737

Less	FINANCIAL EXPENSES (D)		NA	NA	8.510

	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		NA	NA	11.227

Less/ Add	DEPRECIATION/ AMORTISATION (F)		NA	NA	14.103

	PROFIT BEFORE TAX (E-F) (G)		86.724	(69.603)	(2.876)

Less	TAX (H)		8.201	1.329	2.974

	PROFIT AFTER TAX (G-H) (I)		78.523	(70.932)	(5.850)

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(5.368)	65.564	71.414

	BALANCE CARRIED TO THE B/S		73.155	(5.368)	65.564

	EARNINGS IN FOREIGN CURRENCY
		Value of Export (FOB basis)	22.421	21.751	16.272
	TOTAL EARNINGS		22.421	21.751	16.272

	IMPORTS
		Raw Materials	173.771	152.681	76.492
		Purchased Products	342.146	262.543	197.520
	TOTAL IMPORTS		515.917	415.224	274.012

	Earnings Per Share (Rs.)		54.24	(61.63)	(7.31)

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	3.58	(3.69)	(0.42)

Net Profit Margin (PBT/Sales)	(%)	NA	NA	(0.21)

Return on Total Assets (PBT/Total Assets}	(%)	7.68	(6.81)	(0.33)

Return on Investment (ROI) (PBT/Networth)		0.20	(0.19)	(0.03)

Debt Equity Ratio (Total Liability/Networth)		1.99	1.93	6.97

Current Ratio (Current Asset/Current Liability)		1.52	1.55	1.22

LOCAL AGENCY FURTHER INFORMATION

OPERATIONS:

The turnover of the Company Rs.2193.880 Millions during the financial year has increased by 14% as compared to the previous year (Rs.1921.650 Millions)

In view of the increase in operations, the management has reviewed the report of the internal auditors covering the activities of the factories and increased the scope of checks and balances therein to have adequate control on the state of affairs on the same.

Contingent Liabilities not provided for

Particulars	31.03.2010 Rs. In Millions
a) Claims against the company not acknowledged as debts
i) A Case filed by a party demanding reimbursement of promotional expenses, against which company is currently enjoying injunction	3.780
ii) Cases filed by parties for replacement of products contested by the company	0.265
b) Show Cause/ Demand of Sales Tax for non availability/ Inadvertent Non Consideration by assessing officers of various Sales Tax declaration Forms	137.838
c) Show Cause/ Demand of Profession Tax	0.145
d) Show Cause/ Demand excise duty arising on account of Classification and dutiability of products and service tax matters	127.232
e) Show Cause/ demand for improper use of BIS Mark	0.150
f) Income Tax matter in dispute	6.446
	275.856

FIXED ASSETS

· Leasehold Land

· Building

· Plant and Machinery

· Furniture

· Vehicles

· Office Equipments

· Electrical Equipments

· IT Hardware

· Software

WEBSITE DETAILS

SIKA:

Sika is a globally active company in the field of specialty chemicals. Sika products and systems are proven solutions for the sealing, bonding, damping, reinforcement and protection of structures in construction and industry.

Sika's product lines include concrete admixtures, specialty mortars, epoxies, structural strengthening systems, industrial flooring, sealants, adhesives, specialty acoustic and rein-forcing materials, roofing and waterproofing membrane systems

Sika is a company with a strong innovative tradition, constantly striving for new levels of excellence. This means developing innovative technologies that will open up new opportunities for the company, its employees and its partners in trade and industry.

Founded in 1910 in Switzerland, Sika is today present in over 70 countries with production units and marketing companies. Sika with its 12'000 employees reached a sales turnover of almost CHF 4.5 billion (USD 3.91 billion) in 2007. Sika is an independent Swiss group with shares listed on the Swiss Exchange (SWX).

PROFILE:

Subject is active all over India with authorized representatives in Bangladesh, Bhutan, Maldives, Nepal and Sri Lanka.

Operation in India was started in 1987 as a joint venture company by name Sika Qualcrete Private Limited In 2002 Sika took over all the shares of the joint venture and the name of the company was changed to Sika India Private Limited Today subject operates five production units [West Bengal(Kalyani), Goa(Verna), Rajasthan(Bagru), Tamil Nadu(Pukathurai), Maharashtra(Pawana)] and is present with sales and marketing teams in all states and major cities of India.

Joint Sealing and Bonding Systems

Subject has a Research and Development Center at Kalyani, which is approved by the Department of Science and Technology, Government of India. It has the distinction of creating the following firsts in India:

· Created the first Melamine Based Superplasticiser, which was used extensively in the Thane Creek Bridge at Mumbai as far back as 1990.

· Creating the first Moisture Insensitive Epoxy, which was used to stabilize endangered structures like the Koyna Dam and Hirakud Dam.

· Creating the first Segmental Bridge Adhesive, which was used in the Sirsi Circle Flyover at Bangalore.

· Creating the first Resin Based rock-bolting cartridge, which was used in the Nathpa Jahkri project for stabilizing the tunnels.

· Creating the first Moisture Insensitive Rail Grout which was used to fix the rails of the Metro Railway at Calcutta.

· Creating the first EpoCem based flooring and lining material, which is a revolution in the field of Resin based flooring and lining technology. This has been used extensively by the Indian Industry by companies such as Mercedes Benz, Ford Motors, Fiat, Unichem Industries, Carrier Aircon, Nestle and Cadbury.

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.50.27
UK Pound	1	Rs.80.07
Euro	1	Rs.68.44

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
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	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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		47

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.