MIRA INFORM REPORT

Report Date :

07.04.2012

IDENTIFICATION DETAILS

Name :	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED
Registered Office :	2^nd Floor, F-7, Block B-1, Mohan Co-operative Industrial Estate, Mathura Road, New Delhi-110 044
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	15.02.2008
Com. Reg. No.:	55-174123
Capital Investment / Paid-up Capital :	Rs.750.000 Millions
CIN No.: [Company Identification No.]	U31500DL2008PLC174123
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of Head Lamps and Tail Lamps.
No. of Employees :	270 [Approximately]

RATING & COMMENTS

MIRA’s Rating :

B (26)

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

Maximum Credit Limit :	USD 1224976
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is a subsidiary of Magneti Marelli Motherson India Holding B.V. It is a company having moderate track. There appears some accumulated losses recorded by the company. However, trade relations are reported as fair. Business is active. Payments are reported to be slow. 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 – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
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 :	2^nd Floor, F-7, Block B-1, Mohan Co-operative Industrial Estate, Mathura Road, New Delhi-110 044, India
Tel No.:	91-11-40555940
Mobile No.:	91-9673007665 (Mr. Hitesh)
Fax No.:	Not Available
E-Mail :	corporate@marelli.motherson.com
Location :	Owned
Factory 1 :	Gat No.148-150, Village Ambethan, Taluka Khed, Near Dwarka School, Pune-410 501, Maharashtra, India
Tel. No.:	91-2135-675800 / 675824
Factory 2 :	Plot No.195-196, Sector 1, IMT Manesar, Gurgaon-122 050, Haryana, India

DIRECTORS

AS ON 12.05.2011

Name :

Mr. Ashok Tandon

Designation :

Director

Address :

H1A-141, DLF Westend Heights, Phase – V, Gurgaon – 122 009, Haryana, India

Date of Birth/Age :

20.02.1951

Date of Appointment:

15.02.2008

DIN No.:

00032733

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U34107DL2000PLC108736	ANEST IWATA MOTHERSON LIMITED	Director	19-05-03	19-05-03	-	Active	NO
2	U74999DL2002NPL116010	MOTHERSON INNOVATIVE TECHNOLOGIES AND RESEARCH	Director	23-05-03	23-05-03	13-02-07	Active	NO
3	U55101DL1997PLC090104	KYUNGSHIN INDUSTRIAL MOTHERSON LIMITED	Director	28-05-03	28-05-03	-	Active	NO
4	U74999DL1998PLC093544	CTM INDIA LIMITED	Director	12-06-03	12-06-03	-	Active	NO
5	U74999DL1992PLC049607	MOTHERSON TECHNO TOOLS LIMITED	Director	18-12-03	18-12-03	-	Active	NO
6	U18109DL1999PTC099074	SISBRO MOTOR AND WORKSHOP PRIVATE LIMITED	Director	01-04-04	01-04-04	10-05-07	Active	NO
7	U25191GJ2004PLC044604	WOCO MOTHERSON ADVANCED RUBBER TECHNOLOGIES LIMITED	Director	16-08-04	16-08-04	-	Active	NO
8	U67120DL1997PLC085879	SUMI MOTHERSON INNOVATIVE ENGINEERING LIMITED	Director	16-08-04	16-08-04	-	Active	NO
9	U34300DL2004PLC125216	WOCO MOTHERSON ELASTOMER LIMITED	Director	16-08-04	16-08-04	-	Active	NO
10	U74899DL2004PLC131101	SPHEROS MOTHERSON THERMAL SYSTEM LIMITED	Director	09-12-04	09-12-04	-	Active	NO
11	U34300DL2004PLC131121	NACHI MOTHERSON TOOL TECHNOLOGY LIMITED	Director	09-12-04	09-12-04	-	Active	NO
12	U74140DL2004PTC131119	MOTHERSON CONSULTANCY PRIVATE LIMITED	Director	09-12-04	09-12-04	-	Amalgamated	NO
13	U74899DL2004PLC131122	MOTHERSON AUTO SOLUTIONS LIMITED	Director	09-12-04	09-12-04	30-11-07	Active	NO
14	U74899DL2004PLC131099	MOTHERSON MACHINERY AND AUTOMATIONS LIMITED	Director	09-12-04	09-12-04	15-01-07	Active	NO
15	U74900DL2004PLC131118	SAMVARDHANA MOTHERSON FINANCE LIMITED	Director	09-12-04	09-12-04	14-09-11	Active	NO
16	U29199DL2005PLC139659	SAMVARDHANA MOTHERSON VIRTUAL ANALYSIS LIMITED	Director	12-08-05	12-08-05	01-03-09	Active	NO
17	U64201DL2005PLC142759	BALDA MOTHERSON SOLUTION INDIA LIMITED	Director	21-11-05	21-11-05	25-08-06	Amalgamated	NO
18	U74102DL2001PLC112560	FIELD MOTOR LIMITED	Director	29-09-06	03-12-05	-	Active	NO
19	U34300DL2006PLC151292	TIGERS CONNECT TRAVEL SYSTEMS AND SOLUTIONS LIMITED	Director	30-05-07	26-07-06	28-01-08	Active	NO
20	U27310DL2006PLC151361	MOTHERSON MOLDS AND DIECASTING LIMITED	Director	31-05-07	28-07-06	21-03-08	Active	NO
21	U29298DL2006PLC155317	ANEST IWATA MOTHERSON COATING EQUIPMENT LIMITED	Director	08-11-06	08-11-06	25-12-06	Active	NO
22	U34300DL1996PLC084072	WEBASTO ROOFSYSTEMS INDIA LIMITED	Alternate director	01-06-10	14-02-07	27-12-10	Active	NO
23	U74899DL1995PLC074884	SMR AUTOMOTIVE SYSTEMS INDIA LIMITED	Director	19-06-09	04-09-07	-	Active	NO
24	U34102DL2007PLC168779	CALSONIC KANSEI MOTHERSON AUTO PRODUCTS LIMITED	Director	28-09-07	28-09-07	02-10-07	Active	NO
25	U31908DL2007PLC169556	MOTHERSON ZANOTTI REFRIGERATION SYSTEM LIMITED	Director	21-04-08	18-10-07	-	Active	NO
26	U24211DL2007PLC169557	NISSIN ADVANCED COATING INDO CO. LIMITED	Director	11-06-08	18-10-07	-	Active	NO
27	U51109DL2007PLC170331	AIR FACTORY ENERGY LIMITED	Director	19-05-08	12-11-07	17-09-10	Active	NO
28	U31500DL2008PLC174123	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED	Director	14-08-09	15-02-08	-	Active	NO
29	U45400DL2007PLC169491	MOTHERSON ADVANCED TOOLING SOLUTIONS LIMITED	Director	01-09-08	01-09-08	20-03-09	Active	NO
30	U29199DL2006PLC156494	MATSUI TECHNOLOGIES INDIA LIMITED	Alternate director	01-09-08	01-09-08	03-02-09	Active	NO
31	U34300KA2004PLC060158	YASKAWA ROBOTICS INDIA LIMITED	Alternate director	24-11-08	24-11-08	13-02-09	Active	NO

Name :

Mr. Vivek Chaand Sehgal

Designation :

Director

Address :

22, Gwin Gana Crescent, Glen Waverly, Victoria 3150

Date of Birth/Age :

28.09.1956

Date of Appointment :

16.04.2008

DIN No.:

00291126

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U74899DL1983PLC016995	MOTHERSON AUTO LIMITED	Director	22-11-83	22-11-83	-	Active	NO
2	L34300DL1986PLC026431	MOTHERSON SUMI SYSTEMS LIMITED	Director	19-12-86	19-12-86	-	Active	NO
3	U74999DL1992PLC049607	MOTHERSON TECHNO TOOLS LIMITED	Director	20-07-92	20-07-92	-	Active	NO
4	U74899DL1995PLC074884	SMR AUTOMOTIVE SYSTEMS INDIA LIMITED	Director	22-12-95	22-12-95	05-12-06	Active	NO
5	U55101DL1997PLC090104	KYUNGSHIN INDUSTRIAL MOTHERSON LIMITED	Director	09-10-97	09-10-97	-	Active	NO
6	U34107DL2000PLC108736	ANEST IWATA MOTHERSON LIMITED	Director	05-12-00	05-12-00	-	Active	NO
7	U67120DL1985PLC020695	MOTHERSONSUMI INFOTECH AND DESIGNS LIMITED	Director	30-01-01	30-01-01	-	Active	NO
8	U25209DL1998PLC092635	SOUTHCITY MOTORS LIMITED	Director	15-05-03	15-05-03	23-12-06	Active	NO
9	U74899DL1989PTC036396	MOON MEADOWS PRIVATE LIMITED	Director	19-02-04	19-02-04	10-05-07	Active	NO
10	U34300DL1996PLC084072	WEBASTO ROOFSYSTEMS INDIA LIMITED	Director	27-02-04	27-02-04	04-04-11	Active	NO
11	U28910DL2004PLC126353	MOTHERSON AUTO ENGINEERING SERVICE LIMITED	Director	22-07-04	22-07-04	-	Active	NO
12	U74900DL2004PLC131118	SAMVARDHANA MOTHERSON FINANCE LIMITED	Director	09-12-04	09-12-04	-	Active	NO
13	U74140DL2004PTC131119	MOTHERSON CONSULTANCY PRIVATE LIMITED	Director	09-12-04	09-12-04	-	Amalgamated	NO
14	U34300KA2004PLC060158	YASKAWA ROBOTICS INDIA LIMITED	Alternate director	03-03-06	03-03-06	01-02-11	Active	NO
15	U64201DL2005PLC142759	BALDA MOTHERSON SOLUTION INDIA LIMITED	Director	26-06-06	26-06-06	-	Amalgamated	NO
16	U29298DL2006PLC155317	ANEST IWATA MOTHERSON COATING EQUIPMENT LIMITED	Director	08-11-06	08-11-06	25-12-06	Active	NO
17	U31908DL2007PLC162125	FRITZMEIER MOTHERSON CABIN ENGINEERING LIMITED	Director	08-05-08	23-04-07	-	Active	NO
18	U34102DL2007PLC168779	CALSONIC KANSEI MOTHERSON AUTO PRODUCTS LIMITED	Director	29-08-08	02-10-07	-	Active	NO
19	U31500DL2008PLC174123	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED	Director	14-08-09	16-04-08	-	Active	NO

Name :

Mr. Bimal Dhar

Designation :

Director

Address :

Flat No. 507, Almuhatta (Alqasima) BU Daneq, Sharjah 135, United Arab Emirates

Date of Birth/Age :

14.06.1953

Date of Appointment :

16.04.2008

DIN No.:

00297938

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U67120DL1985PLC020695	MOTHERSONSUMI INFOTECH AND DESIGNS LIMITED	Director	30-01-01	30-01-01	-	Active	NO
2	U25209DL1998PLC092635	SOUTHCITY MOTORS LIMITED	Director	15-05-03	15-05-03	-	Active	NO
3	U74999DL2002NPL116010	MOTHERSON INNOVATIVE TECHNOLOGIES AND RESEARCH	Director	30-10-03	30-10-03	13-02-07	Active	NO
4	L34300DL1986PLC026431	MOTHERSON SUMI SYSTEMS LIMITED	Director	16-01-04	16-01-04	02-09-11	Active	NO
5	U74999DL1995PLC070634	ASI MOTHERSON COMMUNICATION SOLUTIONS LIMITED	Director	23-01-04	23-01-04	09-04-08	Strike off	NO
6	U74899DL1994PLC058171	MOTHERSON AIR TRAVEL AGENCIES LIMITED	Director	23-07-05	23-07-05	-	Active	NO
7	U29199DL2005PLC141008	AES (INDIA) ENGINEERING LIMITED	Director	21-09-05	21-09-05	-	Active	NO
8	U67120DL1997PLC085879	SUMI MOTHERSON INNOVATIVE ENGINEERING LIMITED	Director	06-11-06	06-11-06	-	Active	NO
9	U74999DL1998PLC093544	CTM INDIA LIMITED	Director	07-12-06	07-12-06	-	Active	NO
10	U29199DL2005PLC139659	SAMVARDHANA MOTHERSON VIRTUAL ANALYSIS LIMITED	Director	03-07-07	03-07-07	-	Active	NO
11	U34102DL2007PLC168779	CALSONIC KANSEI MOTHERSON AUTO PRODUCTS LIMITED	Director	29-08-08	02-10-07	27-02-10	Active	NO
12	U31500DL2008PLC174123	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED	Director	14-08-09	16-04-08	-	Active	NO
13	U74900DL2004PLC131118	SAMVARDHANA MOTHERSON FINANCE LIMITED	Director	30-09-08	01-09-08	14-09-11	Active	NO
14	U29292DL2011PLC222184	SAMVARDHANA MOTHERSON POLYMERS LIMITED	Director	12-07-11	12-07-11	-	Active	NO

Name :

Mr. Saju Mookken

Designation :

Director

Address :

6411, F - 6, Alok Vihar 2, Sector 50, Noida - 201 303, Uttar Pradesh, India

Date of Birth/Age :

20.05.1969

Date of Appointment :

16.04.2008

DIN No.:

01644940

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U40300DL2007PTC169579	MAGNETI MARELLI POWERTRAIN INDIA PRIVATE LIMITED	Director	17-04-09	18-10-07	Active	NO
2	U31500DL2008PLC174123	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED	Director	14-08-09	16-04-08	Active	NO
3	U51109DL2008PTC178458	MAGNETI MARELLI SKH EXHAUST SYSTEMS PRIVATE LIMITED	Director	22-05-08	22-05-08	Active	NO
4	U34300DL2008PTC178680	SKH MAGNETI MARELLI EXHAUST SYSTEMS PRIVATE LIMITED	Director	27-05-08	27-05-08	Active	NO
5	U74900PN2008PTC132425	ENDURANCE MAGNETI MARELLI SHOCK ABSORBERS (INDIA) PRIVATE LIMITED	Director	14-07-08	14-07-08	Active	NO
6	U32204DL2008PTC184578	MAGNETI MARELLI UM ELECTRONIC SYSTEMS PRIVATE LIMITED	Nominee director	16-01-09	16-01-09	Active	NO
7	U74120DL2008PTC186054	FIAT PARTECIPAZIONI INDIA PRIVATE LIMITED	Director	08-03-10	01-04-09	Active	NO
8	U34102DL2009FTC195890	MAGNETI MARELLI INDIA PRIVATE LIMITED	Managing director	26-11-09	10-11-09	Active	NO

Name :

Mr. Qalam Khalid

Designation :

Director

Date of Birth/Age :

25.12.1963

Date of Appointment :

29.03.2010

KEY EXECUTIVES

Name :	Mr. Vishal Swaruphyam Kabadi
Designation :	Manager
Address :	3, Swarup, 260/1, Shahik Park, Baner, Pune – 411 007, Maharashtra, India
Date of Birth/Age :	26.12.1978
Date of Appointment :	01.04.2010
PAN No.:	ABIPK5285A
Name :	Mrs. Shelly Chawla
Designation :	Secretary
Address :	C-40, Sector-30, Noida-201303, Uttar Pradesh, India
Date of Birth/Age :	01.08.1977
Date of Appointment :	01.08.2008
PAN No.:	AJPPC4073K

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 12.05.2011

Names of Equity Shareholders	No. of Shares
Magneti Marelli Motherson India Holding B.V., Netherlands	3799994
Ashok Tandon	1
Eugenio Razelli	1
Sergio Garue	1
Mookken Saju	1
Bimal Dhar	1
Vivek Chaand Sehgal	1
Total	3800000

Names of Preference Shareholders	No. of Shares
Magneti Marelli Motherson India Holding B.V., Netherlands	34200000
Magneti Marelli S.P.A., Italy	23500000
Samvardhana Motherson Finance Limited, India	23500000
Total	81200000

EQUITY SHARE BREAKUP (PERCENTAGE OF TOTAL EQUITY)

AS ON 12.05.2011

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Head Lamps and Tail Lamps.

Products :

Product Description	Item Code
Air Intake Manifold	8708000
Lamps	85122020
Pedal Box Assembly	82051000

AUTOMOTIVE LIGHTING

• Head Lamps

• Rear Lamps

• Auxiliary Lamps, Other Products

• POWERTRAIN
• Air Intake Module
• LPG / CNG Intake Module
• PEDAL BOX MODULE

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity** of	Actual Production
Automotive Lamps	Nos.	3132000	479431
Plastic Air Intake Manifold	Nos.	1276650	459342
Pedal Box Assembly	Nos.	230400	21606
Tools	Sets	*	9

NOTE

* Tools are manufactured predominantly by third parties on behalf of the company and very few finishing activities are carried out by the company.

** On three shift basis, as certified by the management and relied upon by the management and relied upon by the auditors, this being a technical matter.

GENERAL INFORMATION

No. of Employees :

270 [Approximately]

Bankers :

Axis Bank Limited, S No. 186, CTS No. 3189, Opposite PCMC, Auditorium, Near Tata Motors, Station Road, Chinchwad, Pune-411033, Maharashtra, India

Facilities :

Particulars	As on 31.03.2011 (Rs. In Millions)	As on 31.03.2010 (Rs. In Millions)
Secured Loans
Loan from Banks
-Term Loans	237.500	300.000
-Working Capital Loan	143.102	61.819
Interest Accrued due other debt secured	3.036	3.056
Total	383.638	364.875

NOTE :

The Company has provided the following security in respect of these loans to the Bank:

Term Loan:- First charge on all the Fixed Assets of the Company, both present and future and Second charge on all the current assets of the Company,

both present and future.

Working Capital:- First charge on all the current assets of the Company, both present and future and Second charge on the Fixed Assets of the Company,

both present and future.

In addition, Magneti Marelli Holding S.p.A and Samvardhana Motherson Finance Limited have provided the Bank with a Letter of Comfort against the above borrowings.

Particulars	As on 31.03.2011 (Rs. In Millions)	As on 31.03.2010 (Rs. In Millions)
Unsecured Loans
Working Capital Loans	0.000	33.000
Other Debt Unsecured	23.254	31.270
Interest Accrued Due Other Debt Unsecured	0.210	4.198
Total	23.464	68.468

NOTE :

(A) Represents unsecured loan received from M/s Maruti Suzuki India Limited (MSIL) in the nature of tooling advance which will be settled by MSIL at Part Production Approval for the product Due to this, the exact amount repayable over the next one year is not ascertainable.

(B) Represents unsecured loan received from M/s Maruti Suzuki India Limited (MSIL) in the nature of tooling advance which will be settled by MSIL at Part Production Approval for the product Due to this, the exact amount repayable over the next one year is not ascertainable.

(C) Interest Accrued and due on Short Term Loans and Advances Rs.2.882 millions Interest Accrued and due on Other Loans and Advances Rs.1.315 millions Total Rs.4.197 millions.

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountant
Address :	706, B Wing, 7^th Floor, ICC Trade Tower, International Convention Center, Senapati Bapat Road, Pune-411016, Maharashtra, India
Tel. No.:	91-20-66244600
Fax No.:	91-20-66244605
Holding Company :	Magneti Marelli Motherson India Holding B.V.
Associates :	· Motherson Auto Ltd [MAL] · Motherson Auto Solutions Private Limited [MASL] · Motherson Consultancy Private Limited [MCPL] · Motherson Air Travel Agencies Limited [MATA] · Motherson Sumi Systems Limited [MSSL] · Motherson Sumi Infotech and Designs Limited [MIND] · Motoman Motherson Robotics Limited [MMRL] · Motherson Moulds and Diecasting Limited [MMDL] · MSSL Polymers GmbH [MSSL GMBH] · Sumi Motherson Innovative Engineering Limited [SMIE] · Anest Iwata Motherson Limited [AIML] · Woco Motherson Elastomer Limited [WMEL] · Automotive Lighting Gmbh (Reutlingen) [AL GMBH] · Automotive Lighting China [AL CHINA] · Motherson Automotive Technologies and Engg [MATE] · Magneti Marelli Holding SPA [MMH SPA] · Magneti Marelli Powertrain SPA [MMP SPA] · Automotive Lighting Rear Lamps Italia SPA [ALRI] · Automotive Lighting Malaysia [ALMA] · Magneti Marelli Automotive Components (WUHU) Company Limited [MMA WUHU] · Magneti Marelli Sist Autimotivos Ind. E. Com [MMSAI] · MAKO Electric Sanayi Ve Ticarat A.s. [MAKO] · Sistemi Comandi Mecanici [SCM] · CTM India Limited [CTM] · Systematic Conscom Limited [SCCL] · Samvardhana Motherson Finance Limited [SMFL] · Calsonic Kansei Motherson Auto Products Limited [CKM] · Motherson Sumi Electric Wire APD · Automotive Lighting Japan · Magneti Marelli India Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
3800000	Equity Share	Rs.10/- Each	Rs.38.000 millions
81200000	Preference Share	Rs.10/- Each	Rs.812.000 Millions
	Total		Rs.850.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
3800000	Equity Share	Rs.10/- Each	Rs.38.000 Millions
71200000	Preference Share	Rs.10/- Each	Rs.712.000 Millions
	Total		Rs.750.000 Millions

NOTE

· Of the 3799994 equity shares are held by Magneti Marelli Motherson India Holding B.V., the holding company and the balance 6 equity shares are held by the directors of the company as nominees of the Holding company

· Of the above 34200000 preference shares are held by M/s Magneti Marelli Motherson India Holding B.V., the holding company. The preference shares are 0% compulsory convertible at par value of Rs.10 and are compulsorily convertible into equity shares of Magneti Marelli Motherson Auto System Limited any time after the expiry of twenty years from the date of issue of these shares.

AS ON 12.05.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
3800000	Equity Share	Rs.10/- Each	Rs.38.000 millions
81200000	Preference Share	Rs.10/- Each	Rs.812.000 millions
	Total		Rs.850.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
3800000	Equity Share	Rs.10/- Each	Rs.38.000 millions
81200000	Preference Share	Rs.10/- Each	Rs.812.000 millions
	Total		Rs.850.000 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		750.000	380.000	250.000
2] Share Application Money		0.000	54.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(443.756)	(298.041)	(97.727)
NETWORTH		306.244	135.959	152.273
LOAN FUNDS
1] Secured Loans		383.638	364.875	298.766
2] Unsecured Loans		23.464	68.468	13.611
TOTAL BORROWING		407.102	433.343	312.377
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		713.346	569.302	464.650
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		415.396	445.472	324.805
Capital work-in-progress		67.567	24.665	40.425
INVESTMENT		0.000	21.409	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	180.593	89.779	190.871
	Sundry Debtors	93.479	104.883	37.484
	Cash & Bank Balances	26.653	1.014	45.060
	Other Current Assets	0.049	0.027	0.014
	Loans & Advances	229.784	181.627	170.791
Total Current Assets		530.558	377.330	444.220
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	261.516	282.698	165.178
	Other Current Liabilities	36.746	15.907	178.792
	Provisions	1.913	0.969	0.830
Total Current Liabilities		300.175	299.574	344.800
Net Current Assets		230.383	77.756	99.420
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		713.346	569.302	464.650

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Sales	855.318	778.847	120.814
		Income from Service Rendered	0.000	0.000	0.455
		Other Income	33.365	13.060	3.897
		TOTAL (A)	888.683	791.907	125.166
Less	EXPENSES
		Consumption of Raw Materials, Tooling and Components	709.384	756.452	290.904
		Manufacturing Service Cost	46.218	20.038	0.000
		Employee Cost	70.745	49.599	24.741
		Other Expenses	93.983	75.857	62.075
		(Increase) / Decrease in finished goods and work-in-progress	0.000	0.000	(173.642)
		TOTAL (B)	920.330	901.946	204.078
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(31.647)	(110.039)	(78.912)
Less	FINANCIAL EXPENSES (D)		47.709	44.013	12.231
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(79.356)	(154.052)	(91.143)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		66.359	46.262	5.906
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		(145.715)	(200.314)	(97.049)
Less	TAX (H)		0.000	0.000	0.678
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		(145.715)	(200.314)	(97.727)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(298.041)	(97.727)	0.000
	BALANCE CARRIED TO THE B/S		(443.756)	(298.041)	(97.727)
	EARNINGS IN FOREIGN CURRENCY		NA	17.181	23.308
	IMPORTS
		Raw Materials	NA	221.233	33.908
		Capital Goods	NA	81.539	248.522
	TOTAL IMPORTS		NA	302.772	282.430
	Earnings / (Loss) Per Share (Rs.)		(38.35)	(56.76)	(46.80)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(16.39)	(25.29)	(78.08)
Net Profit Margin (PBT/Sales)	(%)	(17.03)	(25.71)	(80.33)
Return on Total Assets (PBT/Total Assets}	(%)	(15.40)	(24.34)	(12.60)
Return on Investment (ROI) (PBT/Networth)		(0.47)	(1.47)	(0.64)
Debt Equity Ratio (Total Liability/Networth)		2.30	5.39	4.32
Current Ratio (Current Asset/Current Liability)		1.76	1.26	1.29

LOCAL AGENCY FURTHER INFORMATION

NOTE:

Registered Office of the company has been shifted from 3^rd Floor, 43, Community Centre, Bhageria House, New Friends Colony, New Delhi-110025, Delhi, India to the present address w.e.f. 14.01.2009

BACKGROUND:

Subject is a Public Limited Company incorporated in accordance with the laws of India. MMM India was incorporated on 15Ih February 2008 and has plants at Pune and Manesar.

The Company is established as a 100% subsidiary of Magneti Marelli Motherson India Holding B.V., a Joint Venture Company [hereinafter referred to as "MMMM" or "JVC"] between Magneti Marelli Holding S.p.A. (Italy) [hereinafter referred to as "MMM S.p.A."] and Samvardhana Motherson Finance Limited (India) [hereinafter referred to as "SMFL"] registered in the Netherlands. On March 25, 2010, the Joint Venture agreement signed between MMM S.p.A. and SMFL has been amended allowing for direct investment in MMM India by both MMM S.p.A. and SMFL (earlier the investment was only through the JVC).

Subject is engaged in carrying on the business of developing, manufacturing, assembling and marketing of Automotive Lighting Products, Plastic Air Intake Manifold, Fuel Rail Assembly and Pedal Brake Accelerator Module.

The information provided herewith in respect of the Income Statement covers the period from IS' April 2009 to 31^st March 2010 for the current year and the period from 15"' February 2008 to 3IS' March 2009 for the previous year.

OPERATIONAL PERFORMANCE:

During the year, the total income of the company is Rs. 888.683 millions as against Rs. 791.908 millions in the previous year and loss before tax is Rs.145.715 millions as against Rs.200.314 millions in the previous year. During the year, the Company successfully launched a number of new products in the Indian Automotive Sector. The Performance of the Company was mainly hit buy a huge drop in schedules of more than 50% from its principal customer - FIAT India. The focus of the Company was thus changed to make inroads with other customers and this has been successfully achieved. For the upcoming year 2011-12, 2012-13 new products will be launched and more products are under the development phase for the future. A lot of emphasis was placed on building product know-how within the organization, establishing the quality systems to ensure that the Company is well placed to deliver cost effective good quality products at the time of the new launches. The Pune Plant successfully achieved TS 16949 quality certification while the Manesar plant remained within the top 60 suppliers during the year. Based on the efforts made in the last year, the Company is well placed to make a mark in the growing Auto Industry segment of India.

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U31500DL2008PLC174123
Name of the company	MAGNETI MARELLI MOTHERSON AUTO SYSTEM LIMITED
Address of the registered office or of the principal place of business in India of the company	2^nd Floor, F-7, Block B-1, Mohan Co-operative Industrial Estate, Mathura Road, New Delhi-110 044, India
This form is for	Modification of charge
Type of charge	Book debts Movable property (not being pledge) Floating charge
Particular of charge holder	Axis Bank Limited, S No. 186, CTS No. 3189, Opposite PCMC, Auditorium, Near Tata Motors, Station Road, Chinchwad, Pune-411033, Maharashtra, India Email: Niranjan.Sonawane@axisbank.com
Nature of instrument creating charge	1) Supplemental Deed of Hypothecation 2) Amendment cum Link Agreement 3) Sanction Letter (All the Documents executed for a single modification)
Date of instrument Creating the charge	24.12.2011
Amount secured by the charge	Rs. 500.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest TLI&II:BaseRate(BR)+3.75% p.a.ie.13.75%p.a.,CC:BR+4%p.a.i.e.14%p.a.,WCDL:BR+3%pai.e.13, TL-III:BR+4.25%p.a. Presently BaseRate10%p.a.payable monthly,BG 1.25%pa+ Tax or rate as may be prescribed by Bank. Terms of repayment As per Agreement with the Bank Margin As per Agreement with the Bank Extent and operation of the charge Details of Facilities(Rs.in Cr.): TLI* 25.00,TLII* 5.00,TL III(Fresh) 5.00, CC/WCDL/FCDL 15.00, EPC/PCFC/PSC(Sub limit to CC) (2.00), BG (sub limit of CC) (1.00),LC/LoU for Buyers Credit (Sub-limit of CC) (10.00), LER(Sub-limit of LC) (1.00), Total Limits Rs.500 millions. * Run down liability of TL I is Rs.156.200 millions and TL II is Rs.46.900 millions. The charge on hypothecated assets continues till full repayment of Loan.
Short particulars of the property charged (Including location of the property)	Hypothecation of (A) All tangible moveable machineries, plant, machinery,fixtures, fittings, other installation cranes, furniture, computers and other accessories, togetherwith spares, tools, accessories and all other articles. (B) The whole of the Borrowers movable goods and assets, both present and future and incl.but without prejudice to generality of the foregoing words all stocks of raw material, work in progress, semi finished goods and finished goods, packing materials, consumable stores and spares, whereever situated. (C) All the present and future book-debts, outstanding monies,receivables, claims, bills,contracts, engagements and securities due and owing. Charge on all fixed assets of the company,both present and future.
Date of instrument modifying the charge	02.12.2010
Particulars of the present modification	Company has availed Fresh Term Loan of Rs. 50.000 millions, hence total facilities availed by Company becomes Rs. 500.000 millions Charge on hypothecated assets extended to secure total facilities. As per instructions from Reserve Bank of India, the Rate of Interest is now linked with Base rate instead of BPLR on all facilties i.e. Term Loan -I,Term Loan -II and Cash Credit/WCDL Term Loan-III (Fresh).

FIXED ASSETS

· Plant and machinery

· Electrical Installation / Instruments

· Tools and Dies

· Factory Equipments

· Office Equipments

· Furniture and Fixtures

· Computers

· Vehicles

Check List by Info Agents	Available in Report (Yes / No)
1) Year of Establishment	Yes
2) Locality of the firm	Yes
3) Constitutions of the firm	Yes
4) Premises details	Yes
5) Type of Business	Yes
6) Line of Business	Yes
7) Promoter's background	Yes
8) No. of employees	Yes
9) Name of person contacted	No
10) Designation of contact person	No
11) Turnover of firm for last three years	Yes
12) Profitability for last three years	Yes
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	No
20) Export / Import details (if applicable)	No
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes

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.51.04
UK Pound	1	Rs.81.09
Euro	1	Rs.67.39

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	3
--RESERVES	1~10	-
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		26

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.