MIRA INFORM REPORT

Report Date :

05.09.2011

IDENTIFICATION DETAILS

Name :	NOV SARA INDIA PRIVATE LIMITED (w.e.f. 16.10.2007)
Formerly Known As :	SARA SERVICES AND ENGINEERS PRIVATE LIMITED
Registered Office :	GL-3, Ashoka Estate, 24-Barakhamba Road, New Delhi - 110 001
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	27.03.1980
Com. Reg. No.:	55-010317
Capital Investment / Paid-up Capital :	Rs.25.515 Millions
CIN No.: [Company Identification No.]	U74899DL1980PTC010317
TAN No.: [Tax Deduction & Collection Account No.]	DELS00923G
PAN No.: [Permanent Account No.]	AAACS6857L
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of a diverse range of Oilfield Equipments.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (46)

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

Maximum Credit Limit :	USD 3847000
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. Profit and loss account for the year 2010 and 2009 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	A1	A1

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

LOCATIONS

Registered Office :	GL-3, Ashoka Estate, 24-Barakhamba Road, New Delhi - 110 001, India
Tel. No.:	91-11-26885804
Fax No.:	91-11-26885804
E-Mail :	vkapoor@sarasae.com vikramkapoorassociates@gmail.com
Website :	www.sarasae.com

DIRECTORS

As on 29.09.2010

Name :	Mr. Vijay Kumar Dhawan
Designation :	Managing Director
Address :	7/1, Pritam Road, Dehradun - 248 001, Uttarakhand, India
Date of Birth/Age :	23.09.1944
Date of Appointment :	27.03.1980
DIN No.:	00811471
Name :	Mr. Michael Charles Reed
Designation :	Director
Address :	3419, Clear Water CT, Sugar Land, USA
Date of Birth/Age :	17.03.1965
Date of Appointment :	30.06.2009
DIN No.:	02246805
Name :	Mr. Kirk Duane Hurst
Designation :	Director
Address :	4202 E, 83^rd PL Tulsa OK 741370000, USA
Date of Birth/Age :	26.07.1952
Date of Appointment :	30.06.2009
DIN No.:	02716202
Name :	Mr. Samir Vijay Kumar Dhawan
Designation :	Director
Address :	7/1, Pritam Road, Dehradun - 248 001, Uttarakhand, India
Date of Birth/Age :	31.07.1971
Date of Appointment :	24.08.2011
DIN No.:	01178691
Name :	Mr. Sumit Vijay Kumar Dhawan
Designation :	Director
Address :	7/1, Pritam Road, Dehradun - 248 001, Uttarakhand, India
Date of Birth/Age :	26.03.1974
Date of Appointment :	24.08.2011
DIN No.:	02478738
Name :	Mr. Antonios Papastefanou
Designation :	Director
Address :	328, Norman Crescent, Norman Park, 4170, Queens Land, Australia 4170
Date of Birth/Age :	13.07.1966
Date of Appointment :	22.12.2009
DIN No.:	02919975
Name :	Mr. Bruce Edward Dawson
Designation :	Director
Address :	14027, Cypresswd Crossing, Houston, Texas- USA-770 70
Date of Birth/Age :	08.07.1958
Date of Appointment :	31.07.2007
Date of Ceasing :	22.12.2009
DIN No.:	01683531

KEY EXECUTIVES

Name :	Mr. Vikram Kapoor
Designation :	Secretary
Address :	76/ 70, Rajpur Road, Dehradun - 248 001, Uttrakhand, India
Date of Birth/Age :	10.10.1971
Date of Appointment :	31.07.2007
Date of Ceasing :	31.08.2010
PAN No.:	AJTPK6563K

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 29.09.2010

Names of Shareholders	No. of Shares
Chandra Kumar	29957
Vijay Kumar Dhawan	11618
Rakesh Dhawan	7000
Samir Dhawan	5000
Sumit Dhawan	5000
Kashmiri Lal Dhawan	2000
Kabir Kumar	660
NOW (Asia) Inc.	193912
Total	255147

As on 29.09.2010

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]	76.00
Directors or relatives of directors	24.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of a diverse range of Oilfield Equipments.
Products :	Oilfield Equipments

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

v HDFC Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai – 400 013, Maharashtra, India

v Punjab National Bank, Paltan Bazar Branch, Astley Hall, Dehradun – 248 001, Uttaranchal, India

Facilities :

Secured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
From Banks:
Working Capital Facilities (Against hypothecation of Stock of Raw Material, Stock in process and Finished Goods other articles and charge on block of Fixed assets present and Future and against personal guarantee of Directors	122.923	157.994
Term Loans (Against hypothecation of respective assets out of the proceeds of said Loans)		11.584
Total	122.923	169.578

Banking Relations :	--
Auditors :
Name :	Hemant Arora and Company Chartered Accountants
Address :	1, Tyagi Road, Dehradun - 248 001, Uttarakhand, India
Tel. No.:	91-135-2626795
Fax No.:	91-135-2626795
E-Mail :	jeelan.nagpal@hemantarora.in
Website :	www.hemantarora.in
PAN No.:	AACSH5128G
Holding Company:	NOW (Asia) Inc.
Subsidiaries :	STS Products Inc.

CAPITAL STRUCTURE

After 29.09.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
329604	Equity shares	Rs.100/- each	Rs.32.960 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
255147	Equity shares	Rs.100/- each	Rs.25.515 Millions

As on 29.09.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
280000	Equity shares	Rs.100/- each	Rs.28.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
255147	Equity shares	Rs.100/- each	Rs.25.515 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		25.515	25.515	25.515
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		936.291	809.094	519.657
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		961.806	834.609	545.172
LOAN FUNDS
1] Secured Loans		122.923	169.578	250.794
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		122.923	169.578	250.794
DEFERRED TAX LIABILITIES		0.000	0.000	3.085
TOTAL		1084.729	1004.187	799.051
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		173.466	178.811	160.002
Capital work-in-progress (Paint Booth)		2.644	0.000	0.000
Building Work in Progress		0.000	0.655	4.452
INVESTMENT		2.987	2.987	2.987
DEFERREX TAX ASSETS		4.191	2.210	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	574.096	587.435	425.326
	Sundry Debtors	322.562	499.656	395.940
	Cash & Bank Balances	92.734	62.086	52.748
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	258.395	293.499	203.623
Total Current Assets		1247.787	1442.676	1077.637
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	226.025	534.263	166.934
	Other Current Liabilities			227.829
	Provisions	120.321	88.889	51.264
Total Current Liabilities		346.346	623.152	446.027
Net Current Assets		901.441	819.524	631.610
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1084.729	1004.187	799.051

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	NA	NA	1015.969
		Other Income	NA	NA	78.892
		TOTAL (A)	NA	NA	1094.861
Less	EXPENSES
		Cost of Goods Consumed	NA	NA	684.198
		Direct Expenses			49.170
		Employee remuneration and welfare Expenses			55.221
		Administrative Expenses			87.709
		Repairs and Maintenance			7.656
		TOTAL (B)	NA	NA	883.954
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		NA	NA	210.907
Less	FINANCIAL EXPENSES (D)		NA	NA	26.132
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		NA	NA	184.775
Less/ Add	DEPRECIATION/ AMORTISATION (F)		NA	NA	24.859
Add	Additional depreciation on revaluation of assets		NA	NA	0.472
	PROFIT BEFORE TAX (E-F) (G)		NA	NA	160.388
Less	TAX (H)		NA	NA	22.223
	PROFIT AFTER TAX (G-H) (I)		NA	NA	138.165
	EARNINGS IN FOREIGN CURRENCY
		Exports of Goods Calculated on FOB basis	NA	NA	914.723
		Other Income (Foreign Commission)	NA	NA	24.934
	TOTAL EARNINGS		NA	NA	939.657
	IMPORT VALUE		NA	NA	308.592
	Earnings Per Share (Rs.)		NA	NA	541.00

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	NA	NA	12.62
Net Profit Margin (PBT/Sales)	(%)	NA	NA	15.79
Return on Total Assets (PBT/Total Assets}	(%)	NA	NA	12.96
Return on Investment (ROI) (PBT/Networth)		NA	NA	0.29
Debt Equity Ratio (Total Liability/Networth)		0.49	0.95	1.28
Current Ratio (Current Asset/Current Liability)		3.60	2.32	2.42

LOCAL AGENCY FURTHER INFORMATION

Bankers Charges Report as per Registry

Corporate identity number of the company	U74899DL1980PTC010317
Name of the company	NOV SARA INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	GL-3, Ashoka Estate, 24- Barakhamba road, New Delhi-110 001, India
This form is for	Creation of charge
Type of charge	Book Debts Movable Property Immovable Property
Particular of charge holder	Punjab and National Bank, Paltan Bazar , Dehradun-248 001, Uttarakhand, India
Nature of description of the instrument creating or modifying the charge	Enhancement of FB Limit from Rs.220.000 Millions to rupees 350.000 Millions. Enhancement of NFB Limit from Rs.120.000 Millions to rupees 150.000 Millions.
Date of instrument Creating the charge	05.12.2009
Amount secured by the charge	Rs.500.000 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest BPLR+1.5%, I.E, 13% Terms of Repayment Working capital limit for 1 year. Margin As per sanction letter Extent and Operation of the charge As per sanction letter
Short particulars of the property charged	Book Debts, Stocks and Other Movable Assets of the Company. Land and Building Located at Unit 1 Situated at Mohbewala Industrial Area and Unit 2 at Rampur. Corporate Guarantee From Parent Company Nov Inc.

FIXED ASSETS:

v Land

v Building

v Furniture and Fixtures

v Fire Fighting Equipments

v Electrical Fittings

v Plant and Machinery

v Generator Set

v Computers

v Jeeps

v Air Conditioner

v Refrigerator

v Water Cooler

v Typewriter

v Tube Well

v Water Pump

v Photostat Machine

v Fans

v Heater

v Voltage Stabilizers

v Time Recorder Clock

v Fax Machine

v Colour TV and VCR

v Telephones

v Equipment Tooling for QC and Lab

v Office Equipment

v Dyes

v Tools

v Scooters

v Cycles

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.45.90
UK Pound	1	Rs.74.31
Euro	1	Rs.65.41

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	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		46

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.