MIRA INFORM REPORT

Report Date :

13.04.2012

IDENTIFICATION DETAILS

Name :	KAILASH VAHAN UDYOG LIMITED
Registered Office :	Alandi – Markal Road, Village – Dhanore, Tal Khed, Pune – 412105, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	13.01.1986
Com. Reg. No.:	11-038795
Capital Investment / Paid-up Capital :	Rs.133.123 Millions
CIN No.: [Company Identification No.]	U34300PN1986PLC038795
TAN No.: [Tax Deduction & Collection Account No.]	PNEK00363G
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of Auto Components and Auto bodies.
No. of Employees :	500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (54)

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

Maximum Credit Limit :	USD 950000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company meeting its normal commitments timeously. Trade relations are fair. Business is active. The company can be considered good for normal business dealings.

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. H. K. Agarwal
Designation :	Director
Contact No.:	91-9822001190
Date :	12.04.2012

LOCATIONS

Registered Office/ Factory 1 :	Alandi Markal Road, Village Dhanore, Tal Khed, Pune – 412105, Maharashtra, India
Tel. No.:	91-99142622697 (Mr. Munish)
Mobile No.:	91-9822001190 (Mr. H. K. Agarwal)
Fax No.:	91-2135-232535
E-Mail :	kvup@vsnl.com msncs@vsnl.com shiv_gupta@rediffmail.com info@kailashvahan.com parkhivazecs@vsnl.com
Website :	http://www.kailashvahan.com
Location :	Owned
Factory 2 :	No. 21, Balagaranahalli, Attibele, Hosur Road, Bangalore – 562107, Karnataka, India
Tel. No.:	91-80-27820201/ 27820306
Fax No.:	91-80-27820565
Factory 3 :	Chakrapur (Sachendi), Inside Kailash Motors Complex, Kanpur – 209205, Uttar Pradesh, India
Tel. No.:	91-9415051984 (Mr. Bansal)
Email :	ashish.bansal@kvul.in

DIRECTORS

As on 26.08.2011

Name :	Mr. Prem Chand Gupta
Designation :	Director appointed in casual vacancy
Address :	7/47, Tilak Nagar, Kanpur – 208002, Uttar Pradesh, India
Date of Birth/Age :	15.02.1939
Date of Appointment :	21.05.2010
DIN No.:	00002771
Name :	Mr. Vineet Chandra
Designation :	Director
Address :	7/47, Tilaknagar, Kanpur – 208 003, Uttar Pradesh, India
Date of Birth/Age :	01.10.1963
Date of Appointment :	12.08.2011
DIN No.:	00002964
Name :	Mr. Hemendra Kumar Agarwal
Designation :	Whole-time director
Address :	E – 1/9, Hermes Heritage, Nagar Road, Pune – 411 006, Maharashtra, India
Date of Birth/Age :	07.12.1960
Date of Appointment :	01.09.2004
DIN No.:	00132003
Name :	Mr. Raghav K. Gupta
Designation :	Managing director
Address :	3-A, Laxmi Road, Deharadun – 248001, Uttar Pradesh, India
Date of Birth/Age :	23.04.1974
Date of Appointment :	01.06.2000
DIN No.:	01391418
Name :	Matteo Aurelio Gianazza
Designation :	Additional director
Address :	Via Del, Risorgimento 16, Apart 1, Verona 16, Italy
Date of Birth/Age :	22.05.1971
Date of Appointment :	06.06.2011
DIN No.:	03537107

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 26.08.2011

Names of Shareholders	No. of Equity Shares
Raghav Gupta	731178
Kapoorchand Gupta	184932
Pooja Gupta	100562
Kapoorchand Gupta (Karta of HUF)	87500
Mira Gupta	37166
Anuj Family Trust (Kailashchandra Gupta)	15000
Raghav Gupta ( Karta of HUF)	9190
Commecial Motors thru Smt Urmila Gupta, Sri Kapoor Chand Gupta, Sri Iswhar Chandra, Sri Manik Chandra, Smt Sarita Gupta, Sri Vineet Chandra, Smt Rekha Gupta and Smt Shakun Chandra. Partners	2662
Poonam Agarwal	2400
Tanushree Arren	1200
Amita Arren	166
Ruchi Vhandra	114
Commercial Motor Sales Private Limited	106
Pratima Goel	39
Mukul Arren	13
Total	1172228

Names of Shareholders	No. of Preference Shares
IDBI	159000
Total	159000

Equity Share Break up (Percentage of Total Equity)

As on 26.08.2011

Category	Percentage
Bodies corporate	0.24
Directors or relatives of Directors	99.76
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Auto Components and Auto bodies.
Products :	· Load Bodies and Troop Carriers · Aluminium and Steel Containers · Tippers · Trailers · Municipal Solutions · Buses · Pressed Components · Others
Terms :
Selling :	L/C/ Cash/ Credit
Purchasing :	L/C/ Cash/ Credit

PRODUCTION STATUS AS ON 31.03.2011

Particulars	Unit	Installed Capacity	Actual Production
LCV and HCV Bodies and other Components	Nos	22000	17867
Parts( Heavy Press Shop)	Stroke ( in Lacs)	81.00	42.72
Parts( Heavy Press Shop)	Nos	N.A.	1,447,507

Notes:

a) License Capacity: The Company is registered with the I.E.M as a medium scale unit

Hence no license capacity is applicable.

b) Installed Capacity: As certified by the management and relied upon by the auditors being technical matters

c) Production includes goods processed or assembled through Sub-Contractor.

GENERAL INFORMATION

Suppliers :

Essar Steels

Customers :

Wholesalers and Retailers

· Tata Motors

· Tata Motors International

· Ashok Leyland

· Eicher

· Force Motors Limited

· Kirloskar

· Automotive Stampings and Assemblies Limited

· L and T Case Equipment

· Piaggio

· Autocomp Corporation

· Muncipal Corporations

· Corporates

· Civil Contractors

· Coca Cola

· Pepsi

No. of Employees :

500 (Approximately)

Bankers :

· The Cosmos Co-Operative Bank Limited (Alandi Branch), 269/ 270, Shaniwar Peth, Pune – 411030, Maharashtra, India

· Axis Bank, Khed Branch, Pune, Maharashtra, India

· IDBI Bank, IDBI Tower, Cuffe Parade, Mumbai – 400 005, Maharashtra, India

· State Bank of India, Commercial Branch, Civil Lines, Jabalpur, Maharashtra, India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Rupee term loans banks secured	84.014	49.108
Working capital loans banks secured	39.449	67.696
Loans taken for vehicles secured	1.278	0.000
Total	124.741	116.804
Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Deferred sales tax loan unsecured	44.773	42.949
Other debt unsecured	0.000	25.336
Total	44.773	68.285

Banking Relations :	--
Auditors :
Name :	Mittal Gupta And Company Chartered Accountants
Address :	14-Ratan, 15/197-Civil Lines, Kanpur-208001, Uttar Pradesh, India
PAN.:	AAFFN0653E
Associates/Subsidiaries :	· Commercial Automobiles Limited · Kailash Motors · Kailash Motor Company · Commercial Auto center · Commercial Engg and Body Building Company Limited CIN No.: L24231UP1979PLC004837 · Shivam Motors Limited CIN No.: U34104UP1983PTC006022 · Kailash Auto Builders (Private) Limited CIN No.: U51109UP1983PTC005915 · Kailash Shinmaywa Industries Limited · Kailash Rolfo India Private Limited CIN No.:U34300PN2009PTC134780 · Commercial Infrastructure Equipment Private Limited CIN No.:U29248PN2010PTC135588 · Tirupati Traders · Tirupati Autocomp Accessories Private Limited CIN No.:U50300PN2010PTC135609 · Kailash Auto Finance Limited CIN No.:L65921UP1984PLC006829 · Commercial Automotives Private Limited CIN No.:U50100UP2008PTC035419 · ShinMaywa Industries India · Private Limited CIN No.:U34101PN2009FTC134072

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
12,00,000	Equity Shares	Rs.100/- each	Rs.120.000 Millions
1,75,000	Preference Shares	Rs.100/- each	Rs.17.500 Millions
	TOTAL		Rs.137.500 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
11,72,228	Equity Shares	Rs.100/- each	Rs.117.223 Millions
1,59,000	Preference Shares	Rs.100/- each	Rs.15.900 Millions
	TOTAL		Rs.133.123 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		133.123	133.123	133.122
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		105.439	61.032	52.927
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		238.562	194.155	186.049
LOAN FUNDS
1] Secured Loans		124.741	116.804	120.025
2] Unsecured Loans		44.773	68.285	63.842
TOTAL BORROWING		169.514	185.089	183.867
DEFERRED TAX LIABILITIES		3.212	0.000	0.000
TOTAL		411.288	379.244	369.916
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		214.926	168.007	218.984
Capital work-in-progress		0.000	31.620	8.936
INVESTMENT		8.716	16.646	0.982
DEFERREX TAX ASSETS		0.000	2.087	11.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	233.317	150.746	91.029
	Sundry Debtors	258.149	167.273	149.532
	Cash & Bank Balances	18.836	28.861	10.370
	Other Current Assets	2.883	7.735	0.000
	Loans & Advances	76.318	76.224	69.055
Total Current Assets		589.503	430.839	319.986
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	310.662	210.879	140.768
	Other Current Liabilities	73.459	52.174	44.038
	Provisions	17.736	6.902	5.166
Total Current Liabilities		401.857	269.955	189.972
Net Current Assets		187.646	160.884	130.014
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		411.288	379.244	369.916

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	1746.219	1400.879	1111.147
		Other Income	13.053	6.159	6.992
		TOTAL (A)	1759.272	1407.038	1118.139
Less	EXPENSES
		Consumption materials changes inventories	1370.241	1131.017
		Manufacturing service costs	122.966	92.128	1055.915
		Employee related expenses	53.141	41.190
		Administrative selling other expenses	47.841	41.558
		TOTAL (B)	1594.189	1305.893	1055.915
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		165.083	101.145	62.224
Less	FINANCIAL EXPENSES (D)		28.097	22.546	25.303
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		136.986	78.599	36.921
Less/ Add	DEPRECIATION/ AMORTISATION (F)		63.956	56.119	20.881
	PROFIT BEFORE TAX (E-F) (G)		73.030	22.480	16.040
Less	TAX (H)		24.310	9.748	8.640
	PROFIT AFTER TAX (G-H) (I)		48.720	12.732	7.400
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		26.709	13.977	(30.133)
	PROFIT OF MERGED UNIT (net of DTA)		0.000	0.000	36.710
	BALANCE CARRIED TO THE B/S		75.429	26.709	13.977
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	2.975	0.000	3.070
	TOTAL EARNINGS		2.975	0.000	3.070
	Earnings Per Share (Rs.)
	- Basic		41.40	10.70	6.16
	- Diluted		41.40	10.70	15.46

Particulars	31.03.2012
Sales Turnover (Approximately)	2650.000

Expected Sales (2012-13) : Rs.4000.000 Millions

The above information has been parted by Mr. H K Agrawal.

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	2.77	0.90	0.66
Net Profit Margin (PBT/Sales)	(%)	4.18	1.60	1.44
Return on Total Assets (PBT/Total Assets}	(%)	9.07	3.75	2.86
Return on Investment (ROI) (PBT/Networth)		0.31	0.12	0.09
Debt Equity Ratio (Total Liability/Networth)		2.40	2.34	1.02
Current Ratio (Current Asset/Current Liability)		1.47	1.59	1.68

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

(Rs. in Millions)

	31.03.2011	31.03.2010	31.03.2009
Creditors due small micro enterprises	0.000	0.000	0.000
Creditors due others	310.662	210.879	140.768
Total	310.662	210.879	140.768

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	No
5) Type of Business	Yes
6) Line of Business	Yes
7) Promoter’s background	Yes
8) No. of employees	No
9) Name of person contacted	Yes
10) Designation of contact person	Yes
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	Yes
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	Yes
18) Major customers	Yes
19) Payments terms	Yes
20) Export / Import details (if applicable)	No
21) Market information	--
22) Litigations that the firm / promoter	--
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

PERFORMANCE:

The Company has achieved better results due to continued and innovative management efforts and buoyancy in the Automobile sector. Gross turnover for the year amounting to Rs.2077.407 Millions as compared to Rs.1656.196 Millions for the previous year recording a growth of 25%. Profit after tax also doubled from Rs.21.646 Millions to Rs.54.019 Millions registering an excellent growth other financial parameters also fared well.

The Board views the year end results as a reflection of the Company’s policies and systems which have been fine tuned to acclimatize which changing times.

OUTLOOK FOR THE FUTURE:

The Company is presently into manufacturing Load Bodies, Tippers, Trailers and Press parts components at their Pune and Bangalore Units. The current buoyancy in the domestic automobiles industry aided by rising turnover levels and a rapidly growing demands for industrial and urban transportation is expected to boost in demand for vehicles giving a fillip to the Company’s activities.

However the rising interest rates and inflationary pressures are a matter of concern as it can have adverse impact on growth of the Automobile sector

Barring unforeseen circumstances, the Company is hopeful of ending the current year with a satisfactory and growing performance.

Bankers Charges Report as per Registry

Corporate identity number of the company	U34300PN1986PLC038795
Name of the company	KAILASH VAHAN UDYOG LIMITED
Address of the registered office or of the principal place of business in India of the company	Alandi - Markal Road, Village - Dhanore, Tal Khed, Pune – 412105, Maharashtra, India Email : kvup@vsnl.net
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	10338963
Type of charge	Immovable property Movable Property
Particular of charge holder	The Cosmos Co-Operative Bank Limited (Alandi Branch), 269/ 270, Shaniwar Peth, Pune – 411030, Maharashtra, India Email : mandevazecs@vsnl.net
Nature of instrument creating charge	Composite deed of mortgage and hypothecation for creation of second charge dated 21.01.2012
Date of instrument Creating the charge	21.01.2012
Amount secured by the charge	Rs.55.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest Floating rate of interest: 13% p.a. as per present credit rating Terms of Repayment 60 months + moratorium upto March 2013 repayment schedule: 1) 2013-14 Rs.3.000 Millions - 12 equal installments + interest as applicable 2) 2014-15 Rs.10.000 Millions - 12 equal installments + interest as applicable 3) 2015-16 Rs.13.000 Millions - 12 equal installments + interest as applicable 4) 2016-17 Rs.13.000 Millions - 12 equal installments + interest as applicable 5) 2017-18 Rs.16.000 Millions - 12 equal installments + interest as applicable Margin 20% in banks favour Extent and Operation of the charge The charge shall continue to operate till full repayment of the facilities enjoyed by the company Others Term loan of Rs.55.000 Millions for purchase of plant and machinery and other fixed assets
Short particulars of the property or asset(s) charged (including complete address and location of the property)	All piece and parcel of the land at Gat No153, Gat No154, Gat No155, Gat No173, Gat No174, Gat No175/2 at Village Dhanore Tah Khed District Pune and deed hypothecated stock, book debts, plant and machinery and other assets
Particulars of the present modification	Additional security provided to the limit of Rs.55.000 Millions by creating a second charge on property at Gat No153, Gat No154, Gat No155, Gat No173, Gat No174, Gat No175/2 at Village Dhanore Tah Khed District Pune and deed and hypothecated stock, book debts, plant and machinery and other assets

Contingent Liabilities not provided for in the books of accounts (As on 31.03.2011):

i) In Respect to Income Tax demands Rs.5.314 Millions

ii) Arrear of Dividend on cumulative preference shares Rs.870.800 Millions

iii) In respect of Central Excise demands Rs.10.561 Millions

TRADE REFERENCES

· Tata Motors

· Essar Steels

FIXED ASSETS

· Land

· Building

· Plant and Machinery

· Dies

· Tools

· Jigs and Fixtures

· Office Equipments

· Furniture and Fixture

· Technical Know How Fee

· Vehicle

· Capital Work in Progress

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.51.44
UK Pound	1	Rs.81.96
Euro	1	Rs.67.61

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	5
--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		54

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.