MIRA INFORM REPORT

Report Date :

07.01.2012

IDENTIFICATION DETAILS

Name :	CLEAR WATER LIMITED
Registered Office :	“Cleawat House”, B-14/1, Okhla Industrial Area, Phase – II, Delhi – 110020
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	20.06.1972
Com. Reg. No.:	55-006170
Capital Investment / Paid-up Capital :	Rs.6.973 Millions
CIN No.: [Company Identification No.]	U72100DL1972PLC006170
TAN No.: [Tax Deduction & Collection Account No.]	DELC00195G
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Water Sewage and Waste Water Treatment Specialists
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 285000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an old and 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	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 :	“Cleawat House”, B-14/1, Okhla Industrial Area, Phase – II, Delhi – 110020, India
Tel. No.:	91-11-26386477/26386095
Fax No.:	91-11-26841061
E-Mail :	cleatwater@bol.net.in
Website :	http://www.clearwater.eu.com

DIRECTORS

As on 30.09.2011

Name :

Mr. Ram Ratan Bagri

Designation :

Managing Director

Address :

177C, Lane W-7, Western Avenue, Sainik Farm, New Delhi – 110062, India

Date of Birth/Age :

01.04.1944

Date of Appointment :

20.06.1972

DIN No.:

00275313

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	U72100DL1972PLC006170	Clear Water Limited	Managing director	01-04-10	20-06-72	-	Active	NO
2	U74899DL1982PTC013242	Bagri Udyog Pvt Ltd	Director	15-03-82	15-03-82	-	Active	NO
3	L21019WB1973PLC028763	Faridabad Paper Mills Limited	Director	03-12-93	03-12-93	-	Active	NO
4	L21015RJ1973PLC015819	Apm Industries Limited	Director	24-01-03	24-01-03	-	Active	NO
5	L26924UP1985PLC007595	Kajaria Ceramics Limited	Director	24-09-05	24-09-05	-	Active	NO

Name :

Mr. K. C. Agarwal

Designation :

Director

Address :

D-136, Sector – 36, Noida, India

Date of Birth/Age :

09.05.1943

Date of Appointment :

16.08.2003

DIN No.:

00275325

Name :

Mr. Raj Kumar Binani

Designation :

Director

Address :

D-48, Greater Kailash Enclave, Part – II, New Delhi – 110048, India

Date of Birth/Age :

25.09.1941

Date of Appointment :

30.06.2006

DIN No.:

00275309

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	U74899DL1982PTC013242	Bagri Udyog Private Limited	Director	09-02-96	09-02-96	-	Active	NO
2	U52394DL2001PTC110641	Himalaya Optical Centre Private Limited	Director	01-05-01	01-05-01	-	Active	NO
3	U72100DL1972PLC006170	Clear Water Limited	Director	30-06-06	30-06-06	-	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 29.09.2011

Names of Shareholders	No. of Shares
Ram Ratan Bagri	312516
Nirmala Bagri	340242
Bagri Udyog Private Limited, India	6000
Suresh Bagri	500
Kalpana Bagri	36142
Aditya Jaipurya	100
Neeta Jaipuria	100
T.D.R Nair	1600
Rachna Grewal	100
TOTAL	697300

Equity Share Break up (Percentage of Total Equity)

As on 29.09.2011

Category	Percentage
Directors or relatives of Directors	99.00
Other top fifty shareholders	1.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Water Sewage and Waste Water Treatment Specialists
Products :	Water and Waste Treatment Plant

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Canara Bank, Maharani Bagh, New Delhi – 110014, India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Cash Credit Secured by hypothecation of stock and debtors and further guaranteed by the managing director and the chief executive in their personnel capacity also secured by mortgage of the land and building in the name of chief executive of the company	7.563	9.212
From Banks (Against hypothecation of vehicle)	0.000	1.250
Total	7.563	10.462

Banking Relations :	--
Auditors :
Name :	S S Kothari and Company Chartered Accountant
Address :	146-149, Tribhuvan Complex, Ishwar Nagar, Mathura Road, New Delhi – 110065,India
Tel. No.:	91-11-46708888
Fax No.:	91-11-66628889
E-Mail :	delhi@sskmin.com
PAN.:	AABPS6730L
Associates :	Bagri Udyog Private Limited

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
700000	Equity Shares	Rs.10/- each	Rs.7.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
697300	Equity Shares	Rs.10/- each	Rs.6.973 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		6.973	6.973	6.973
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		64.250	58.815	45.026
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		71.223	65.788	51.999
LOAN FUNDS
1] Secured Loans		7.563	10.462	14.752
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		7.563	10.462	14.752
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		78.786	76.250	66.751
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2.747	14.306	13.295
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	1.386
DEFERREX TAX ASSETS		0.980	0.920	0.594
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	8.392	5.836	5.789
	Sundry Debtors	49.374	35.265	31.422
	Cash & Bank Balances	7.300	7.898	8.728
	Other Current Assets	0.119	0.327	0.138
	Loans & Advances	53.555	41.312	54.878
Total Current Assets		118.740	90.638	100.955
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	20.290	6.296	17.303
	Other Current Liabilities	20.272	13.840	7.657
	Provisions	3.119	9.479	24.519
Total Current Liabilities		43.681	29.615	49.479
Net Current Assets		75.059	61.023	51.476
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		78.786	76.250	66.751

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Sales	108.472	131.419	160.034
		Other Income	11.799	1.622	1.424
		TOTAL (A)	120.271	133.041	161.458
Less	EXPENSES
		Purchase of Traded Goods	0.000	23.104	0.000
		Expenses on Turnkey Contract	74.058	67.163	113.634
		Salaries, Wages and Benefits to Employees	5.950	6.223	6.190
		Other Expenses	5.671	4.843	5.953
		Revolution Reserve	0.000	(0.157)	(0.247)
		TOTAL (B)	85.679	101.176	125.530
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		34.592	31.865	35.928
Less	FINANCIAL EXPENSES (D)		0.563	1.305	1.032
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		34.029	30.560	34.896
Less/ Add	DEPRECIATION/ AMORTISATION (F)		0.990	1.227	0.917
	PROFIT BEFORE TAX (E-F) (G)		33.039	29.333	33.979
Less	TAX (H)		11.341	10.509	12.394
	PROFIT AFTER TAX (G-H) (I)		21.698	18.824	21.585
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		38.031	26.085	NA
Less	APPROPRIATIONS
		Transfer to General Reserve	4.000	2.000	NA
		Dividend to Equity Share	13.946	3.487	NA
		Dividend Distribution Tax	2.316	1.391	NA
	BALANCE CARRIED TO THE B/S		39.467	38.031	NA
	Earnings Per Share (Rs.)		31.12	27.00	30.96

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	18.04	14.15	13.37
Net Profit Margin (PBT/Sales)	(%)	30.46	22.32	21.23
Return on Total Assets (PBT/Total Assets}	(%)	27.20	27.95	29.74
Return on Investment (ROI) (PBT/Networth)		0.46	0.45	0.65
Debt Equity Ratio (Total Liability/Networth)		0.72	0.61	1.24
Current Ratio (Current Asset/Current Liability)		2.72	3.06	2.04

LOCAL AGENCY FURTHER INFORMATION

WORKING RESULTS AND FINANCIALS

During the year turnover of the company was Rs.108.471 millions as compared to Rs.131.418 millions in the previous year. After meeting with all operational and financial expenses and providing for Rs.0.990 in respect depreciation for the year the financial year of the company has ended with a surplus of Rs.33.039 millions as compared to Rs.29.333 millions in the previous year as compared to last year.

The company sold off its land and building to Mrs. Nirmala Bagri at market rate and the resultant profit has been booked in the current year.

The directors are pleased to inform you that the company has orders worth Rs.212.300 millions in hand and is expecting additional orders worth Rs.120.000 millions in near future.

During the current year the company expects to achieve a turnover of about Rs.150.000 millions.

FORM 8

Corporate identity number of the company	U72100DL1972PLC006170
Name of the company	CLEAR WATER LIMITED
Address of the registered office or of the principal place of business in India of the company	B-14/1, Okhla Industrial Area, Phase – II, Delhi – 110020 Email: clearwater@bol.net.in
This form is for	Creation of charge
Type of charge	Book Debts Movable Property (not being pledge)
Particular of charge holder	Canara Bank, Maharani Bagh, New Delhi – 110014, India
Nature of instrument creating charge	Agreement for CDB/SDB/BE/Advance and Agreement RE: Collateral Security: Machinery: Vehicles dated 13.10.2011
Date of instrument Creating the charge	13.10.2011
Amount secured by the charge	Rs.5.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest: As per Agreement Terms of Repayment: Payable on Demand Margin: As per Agreement Extent and operation of charge: 100% Others The above is to secure BE Limit of Rs.5.000 millions granted to the company together with interest, costs, expenses and other charges etc;
Short particulars of the property or asset(s) charged (including complete address and location of the property)	To purchase, negotiate, discount or otherwise make advances against cheques/ hundies/ drafts or Bill of Exchange whatever may be the tenor thereof drawn accepted or endorsed by the borrower with or without documents such as railway receipts, lorry receipts, airway bills, post parcels receipts, bills of lading or any other document to title to the goods, invoices etc. Collaterally secured by way of hypothecation of office equipment, furniture and fixtures, electric installations, vehicles, computers placed/installed at B-14/1, Okhla Industrial Area, Phase-II, New Delhi or any other place subsequently notified by the party.

FIXED ASSETS

• Free Hold Land
• Building
• Office Equipment
• Electric Installation
• Vehicle
• Computer

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.52.78
UK Pound	1	Rs.81.79
Euro	1	Rs.67.46

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--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	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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.