MIRA INFORM REPORT

Report Date :

19.01.2012

IDENTIFICATION DETAILS

Name :	MAHINDRA AUTOMOBILE DISTRIBUTOR PRIVATE LIMITED (w.e.f. 28.09.2010)
Formerly Known As :	MAHINDRA RENAULT PRIVATE LIMITED
Registered Office :	Gateway Building, Apollo Bunder, Mumbai – 400 001, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	02.06.2005
Com. Reg. No.:	11-153702
Capital Investment / Paid-up Capital :	Rs.3741.632 Millions
CIN No.: [Company Identification No.]	U34100MH2005PTC153702
TAN No.: [Tax Deduction & Collection Account No.]	MUMM27339E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer, Exporter and Importer of Automotive Vehicles.
No. of Employees :	200 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (27)

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

Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is a part of Mahindra Group. It is an established company having moderate track. There appears huge accumulated losses recorded by the company. However, trade relations are reported as fair. Payments are reported to be slow but correct. In view of strong holding, the company can be considered for small to mediocre 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.

INFORMATION PARTED BY

Name :	Mr. Sandeep Kulkarni
Designation :	Finance Manager
Contact No.:	91-22-67151700
Date :	18.01.2012

LOCATIONS

Registered Office :	Gateway Building, Apollo Bunder, Mumbai – 400 001, Maharashtra, India
Tel. No.:	91-22-28460612 / 24916683
Fax No.:	91-22-28858519 / 24900833
E-Mail :	kulkarni.sandip@mahindra.com arora.sonia@mahindra.com saboo.anil@mahindrarenault.com ogale.pallavi@mahindrarenault.com sheth.yash@mahindra.com
Website :	www.mahindrarenault.com
Area :	7000 sq. ft.
Location :	Owned
Head Office :	Vakil’s House, 1^st Floor, 18, Sprott Road, Ballard Estate, Mumbai – 400 001, Maharashtra, India
Corporate Office1 :	Ashok Nagar, Chakravorthy Asho, Kandivali (West), Mumbai – 400 101, Maharashtra, India
Tel. No.:	91-22-28460612 / 67151700
Fax No.:	91-22-28858519
Corporate Office 2:	Mahindra and Mahindra Limited - Automotive Sector Division, Admin Building, 1^st Floor, Akruli Road, Kandivali (East), Mumbai – 400 101, Maharashtra, India
Tel. No.:	91-22-67151700 / 28849588
Factory :	Nashik, Maharashtra, India
Location :	Owned

DIRECTORS

As on 01.08.2011

Name :	Mr. Rajesh Ganesh Jejurikar
Designation :	Director
Address :	502, Silver Spring, Near Rizvi College, Shirley Rajen Road, Bandra (West), Mumbai-400050, Maharashtra, India
Date of Birth/Age :	24.06.1964
Date of Appointment :	05.08.2005
DIN No.:	00046823

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	U18101MH1995PLC095482	NBS International Limited	Director	29-08-03	29-08-03	Active	NO
2	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	01-10-08	05-08-05	Active	NO
3	U34100MH2007PLC171151	Mahindra Vehicle Manufacturers Limited	Director	30-07-10	27-04-10	Active	NO
4	U34101KA1996PTC020195	Mahindra Reva Electric Vehicles Private Limited	Director	17-09-10	26-05-10	Active	NO

Name :	Dr. Pawan Kumar Goenka
Designation :	Director
Address :	Flat No.602, 9^th JVPD, 10^th Road, Vile Parle (West), Mumbai-400056, Maharashtra
Date of Birth/Age :	23.09.1954
Date of Appointment :	05.08.2005
DIN No.:	00254502

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	U72400MH1995PLC091404	Mahindra Engineering Services Limited	Director	30-04-03	30-04-03	-	Active	NO
2	U70100MH1999PTC122738	Sylvan Realty Private Limited	Director	26-05-03	26-05-03	-	Active	NO
3	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	06-08-10	05-08-05	-	Active	NO
4	U51900MH1978PLC020222	Mahindra Intertrade Limited	Director	26-10-05	26-10-05	01-04-10	Active	NO
5	L65921MH1991PLC059642	Mahindra And Mahindra Financial Services Limited	Director	23-07-10	26-10-05	-	Active	NO
6	U63040MH1994PLC079098	Mahindra Navistar Automotives Limited	Director	14-07-06	11-01-06	-	Active	NO
7	U72200MH2000PTC173332	Plexion Technologies (India) Private Limited	Director	16-02-06	16-02-06	-	Amalgamated	NO
8	U64200MH1994PLC083996	Mahindra First Choice Wheels Limited	Director	23-08-06	29-04-06	-	Active	NO
9	U74999MH2007PTC167071	RN Automotive Private Limited	Nominee director	05-03-07	05-03-07	10-03-08	Strike off	NO
10	U34100MH2007PLC171151	Mahindra Vehicle Manufacturers Limited	Director	06-08-08	25-05-07	-	Active	NO
11	U35914MH2007PTC169753	Mahindra Navistar Engines Private Limited	Director	31-07-08	31-01-08	-	Active	NO
12	U35911MH2008PLC185462	Mahindra Two Wheelers Limited	Director	12-08-09	29-09-08	-	Active	NO
13	U34300DL1960NPL093535	Association Of Indian Automobiles Manufacturers (Section-25 Company)	Director	28-08-09	28-08-09	-	Active	YES
14	L45202PB1974PLC003516	Swaraj Automotives Limited	Director	03-08-10	06-05-10	-	Active	NO
15	L50210PB1985PLC006473	Swaraj Engines Limited	Director	03-08-10	06-05-10	-	Active	NO
16	U34101KA1996PTC020195	Mahindra Reva Electric Vehicles Private Limited	Director	17-09-10	26-05-10	-	Active	NO

Name :	Mr. Nalin Bhimsen Mehta
Designation :	Director
Address :	1805/06, Beverly Hills, T-36 Shastri Nagar, Andheri (West), Mumbai- 400053, Maharashtra, India
Date of Birth/Age :	08.09.1958
Qualification:	B.Tech, MBA
Date of Appointment :	01.04.2010
DIN No.:	02272736

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	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	28-06-10	01-08-08	Active	NO
2	U63040MH1994PLC079098	Mahindra Navistar Automotives Limited	Director	28-07-11	01-04-11	Active	NO
3	U35914MH2007PTC169753	Mahindra Navistar Engines Private Limited	Director	28-07-11	09-05-11	Active	NO

Name :	Mr. Ajay Mansukhlal Choksey
Designation :	Director
Address :	Kanyakumari Co-Operative Housing Society, C-21, 2^nd Floor, A. K. Road, Plot C/5, 662 Andheri (East), Mumbai – 400 069, Maharashtra, India
Date of Birth/Age :	12.08.1952
Date of Appointment :	06.08.2010
DIN No.:	00204454

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	U18101MH1995PLC095482	NBS International Limited	Director	01-11-00	01-11-00	Active	NO
2	U34100MH2007PLC171151	Mahindra Vehicle Manufacturers Limited	Director	20-08-09	06-08-08	Active	NO
3	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	01-08-11	06-08-10	Active	NO

Name :	Mr. Ketan Chandrakant Doshi
Designation :	Director
Address :	14-A, Kumkum Apartnments, Co-Operative Housing Society, 161 S. V. Road, Vile Parle (West), Mumbai – 400 056, Maharashtra, India
Date of Birth/Age :	02.01.1969
Date of Appointment :	06.08.2010
DIN No.:	03083483

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	U34101KA1996PTC020195	Mahindra Reva Electric Vehicles Private Limited	Director	17-09-10	26-05-10	Active	NO
2	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	01-08-11	06-08-10	Active	NO

Name :	Mr. Sundaram Venkatraman
Designation :	Director
Address :	501, Vikas Classic, Building No. 4, Behind Basant Theatre, Dr. C. Gidwani Marg, Chembur, Mumbai – 400 074, Maharashtra, India
Date of Birth/Age :	07.05.1952
Date of Appointment :	31.08.2010
DIN No.:	00077193

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	U74999MH1995PLC093447	Tecpro Ashtech Limited	Director	05-12-02	05-12-02	05-01-08	Amalgamated	NO
2	U45201MH2001PLC131942	Mahindra Infrastructure Developers Limited	Nominee director	23-04-03	23-04-03	-	Active	NO
3	U74210MH1993PLC074723	Mahindra Consulting Engineers Limited	Nominee director	22-04-04	22-04-04	-	Active	NO
4	U45200MH1992PLC068846	Mahindra Construction Company Limited	Director	29-09-07	24-04-06	-	Active	NO
5	U45205MH1999PLC121235	Mahindra Water Utilities Limited	Director	18-09-07	10-10-06	-	Active	NO
6	U31200MH1954PLC019908	Mahindra Engineering and Chemical Products Limited	Director	27-08-07	16-01-07	-	Active	NO
7	U74140MH1992PLC066606	Mahindra and Mahindra Contech Limited	Director	05-09-08	30-05-08	-	Active	NO
8	U30007MH1991PLC064368	Bristlecone India Limited	Director	24-07-09	25-07-08	-	Active	NO
9	U34100MH2007PLC171151	Mahindra Vehicle Manufacturers Limited	Director	20-08-09	19-11-08	-	Active	NO
10	U92190MH2008PLC178894	Mumbai Mantra Media Limited	Director	08-09-09	03-02-09	-	Active	NO
11	U29268MH2010PTC198438	Mahindra Conveyor Systems Private Limited	Director	23-06-11	04-01-10	-	Active	NO
12	U34100MH2005PTC153702	Mahindra Automobile Distributor Private Limited	Director	01-08-11	31-08-10	-	Active	NO
13	U74999MH2011PTC212468	Mahindra Bpo Services Private Limited	Director	18-01-11	18-01-11	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Sandip Manohar Kulkarni
Designation :	Manager
Address :	701, C-1, Shubharambh Complex, Tikuji-Ni-Wadi Road, Manpada, Thane – 400 607, Maharashtra, India
Date of Birth/Age :	04.04.1964
Date of Appointment :	01.07.2011
PAN No.:	ACDPK6346C
Name :	Ms. Pallavi Prasanna Ogale
Designation :	Company Secretary
Address :	401, Kunj, Gogatewadi, Goregaon (East), Mumbai – 400 063, Maharashtra, India
Date of Birth/Age :	11.12.1971
Date of Appointment :	01.11.2007
PAN No.:	AAAPO1714B

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 01.08.2011

Names of Shareholders	No. of Shares
Mahindra and Mahindra Limited, India	276880768
Mahindra Holdings Limited, India	97282432
Total	374163200

As on 01.08.2011 

Equity Share Breakup	Percentage of Holding
Category
Bodies Corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer, Exporter and Importer of Automotive Vehicles.

Products:

Product Description	ITC Code
Passenger Vehicles	87032299

Exports :

Products :

Automotive Vehicles

Countries :

· France

· South Africa

Imports :

Products :

Raw Materials

Countries :

· Spain

· China

Terms :

Selling :

Credit (30 days)

Purchasing :

Credit (30 days)

GENERAL INFORMATION

Customers :

Dealer

No. of Employees :

200 (Approximately)

Bankers :

· The Hong Kong and Shanghai Banking Corporation Limited

Plot No.139-140B, Shiv Building, Sahar Road Junction, Opposite, W. E. Highway, Vile Parle (East), Mumbai - 400 057, Maharashtra, India

· State Bank of India

Facilities :

Secured Loans	31.03.2011 (Rs. In Millions)	31.03.2010 (Rs. In Millions)
Rupee term loans banks secured	750.000	750.000
Foreign currency loans banks secured	2344.707	2344.707
Total	3094.707	3094.707

Banking Relations :

--

Auditors :

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

12, Annie Besant Road, Opposite Shiv Sagar Estate, Worli, Mumbai – 400 018, Maharashtra, India

Tel. No.:

91-22-66679000

Fax No. :

91-22-66679100

 PAN No.:

AACFD4815A 

Venturer :

Renault s.a.s, France (a venturer in respect of which Mahindra Automobile Distributor Private Limited was a joint venture upto 6th Aug, 2010)

Holding Company :

Mahindra and Mahindra Limited (M and M) (also a venturer in respect of which Mahindra Automobile Distributor Private Limited was a joint venture upto 6th Aug, 2010)

Fellow Subsidiaries :

· Bristlecone India Limited

· Mahindra First Choice Wheels Limited

· Mahindra Navistar Automotives Limited

· Mahindra Intertrade Limited

· Mahindra Ugine Steel Company Limited

· NBS International Limited

· Mahindra Logistics Limited

· Mahindra Engineering Services Limited

· Mahindra and Mahindra Financial Services Limited.

· Mahindra First Choice Services Limited

· Mahindra Conveyor Systems Private Limited

· Tech Mahindra Limited

· Mahindra Reva Limited

· Mahindra and Mahindra Limited Swaraj Divisions

· Mahindra Vehicle Manufacturers Limited

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
400000000	Equity Shares	Rs.10/- each	Rs.4000.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
374163200	Equity Shares	Rs.10/- each	Rs.3741.632 Millions

Note

All the above, 374163200 Equity Shares of Rs.10 each fully paid up are held by Mahindra and Mahindra Limited (the Holding company), along with its subsidiary.

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		3741.632	1992.632	1992.632
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1023.081	1024.830	1024.830
4] (Accumulated Losses)		(6829.909)	(6621.466)	(5806.162)
NETWORTH		(2065.196)	(3604.004)	(2788.700)
LOAN FUNDS
1] Secured Loans		3094.707	3094.707	3094.707
2] Unsecured Loans		0.000	0.000	193.829
TOTAL BORROWING		3094.707	3094.707	3288.536
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1029.511	(509.297)	499.836
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		320.928	293.325	3294.356
Capital work-in-progress		3.822	0.875	133.765
INVESTMENT		192.600	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	860.004	725.927	1085.872
	Sundry Debtors	189.382	103.335	392.264
	Cash & Bank Balances	818.004	569.750	224.463
	Other Current Assets	2.887	0.347	0.065
	Loans & Advances	313.929	326.455	428.661
Total Current Assets		2184.206	1725.814	2131.325
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1561.476	2362.496	1757.171
	Other Current Liabilities	0.000	0.000	0.000
	Provisions	110.569	166.815	3302.439
Total Current Liabilities		1672.045	2529.311	5059.610
Net Current Assets		512.161	(803.497)	(2928.285)
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1029.511	(509.297)	499.836

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	5188.129	2877.350	5911.439
		Other Income		205.816	180.006
		TOTAL (A)	5188.129	3083.166	6091.445
Less	EXPENSES
		Raw Material and Finished Products	5033.409	2754.946	5646.342
		Excise Duty		5.479	(64.505)
		Personnel		98.773	108.134
		Other Expenses		572.463	1319.529
		Cost of Manufacturer Products Capitalization		(0.530)	(9.278)
		Exceptional Items		63.530	3112.462
SSE		TOTAL (B)	5033.409	3494.661	10112.684
Less	PROFIT/(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		154.720	(411.495)	(4021.239)
Less	INTEREST, COMMITMENT AND FINANCIAL CHARGES (D)		342.626	381.241	376.991
	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(187.906)	(792.736)	(4398.230)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		20.537	22.568	500.811
	PROFIT/(LOSS) BEFORE TAX (E-F) (G)		(208.443)	(815.304)	(4899.041)
Less	TAX (I)		0.000	0.000	3.100
	PROFIT/(LOSS) AFTER TAX (G-I) (J)		(208.443)	(815.304)	(4902.141)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(6621.466)	(5806.162)	(904.021)
	BALANCE CARRIED TO THE B/S		(6829.909)	(6621.466)	(5806.162)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	614.248	354.692	507.271
		Other Earnings		16.640	13.115
	TOTAL EARNINGS		614.248	371.332	520.386
	IMPORTS
		Raw Materials	NA	935.181	1624.184
		Capital Goods	NA	0.000	72.091
	TOTAL IMPORTS		NA	935.181	1696.275
	Earnings Per Share (Rs.)		(0.56)	(4.09)	(24.60)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(4.02)	(26.44)	(80.48)
Net Profit Margin (PBT/Sales)	(%)	NA	(28.33)	(82.97)
Return on Total Assets (PBT/Total Assets}	(%)	(8.32)	(15.69)	(90.29)
Return on Investment (ROI) (PBT/Networth)		0.10	0.23	(1.76)
Debt Equity Ratio (Total Liability/Networth)		(2.31)	(1.56)	(2.99)
Current Ratio (Current Asset/Current Liability)		1.31	0.68	0.42

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

Particulars	As on 31.03.2011 Rs. in millions	As on 31.03.2010 Rs. in millions	As on 31.03.2009 Rs. in millions
Creditors due small micro enterprises	1.714	0.326	0.318
Creditors due others	1559.762	2362.170	1756.853
Total	1561.476	2362.496	1757.171

Sr. No.	Check List by Info Agents
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	--
8.	No. of employees	YES
9.	Name of person contacted	YES
10.	Designation of contact person	YES
11.	Turnover of firm for last one year	YES
12.	Profitability for last three years	NO
13.	Reasons for variations <> 20%	--
14.	Estimation for coming financial year	NO
15.	Capital in the business	YES
16.	Details of sister concerns	--
17.	Major Suppliers	NO
18.	Major Customers	NO
19.	Payment terms	YES
20.	Export / Import details (is applicable)	YES
21.	Market information	--
22.	Litigation that the firm / promoter involved in	--
23.	Banking Details	YES
24.	Banking facility details	NO
25.	Conduct of the banking account	--
26.	Buyer visit details	--
27.	Financials, if provided	NO
28.	Incorporation details, if applicable	--
29.	Last accounts filed at ROC	--
30.	Major Shareholders, is available	--

PERFORMANCE REVIEW

Automotive Business

During the year, the Company achieved total sales of 11912 Vehicles (Domestic sales of 10008 and Export Sales of 1,904). The total annual sales increased by 88% and the domestic market share increased to 2.73% during the year as compared to 1.93% in the corresponding previous year. The Company's market share for second half of the year was 3.08% as compared to 2.32% in the first half of the year. The income of automotive business increased to Rs.4615.300 millions during the year from Rs.2631.100 millions in the previous year, reflecting an increase of 75% over the previous year.

During the year, the Company has taken many initiatives for brand building including price rationalization and repositioning of brand through new advertisements. This has been reflected in substantial improvements in sales and retails. The Company has started the production of vehicles under new brand name "Verito" in this year and stopped the production of vehicles under the old brand name "Logan" as per the agreements with Renault s.a.s.

Spares Business

During the year, the total spare parts income increased from Rs.452.100 millions to Rs.572.900 millions, registering an increased of 26.72% over the previous year. Exports turnover has increased during the year to Rs.12.500 millions from Rs.2.400 millions in the previous year.

STATUS OF JOINT VENTURE

Consequent to the execution of the Share Purchase Agreement dated 2nd August, 2010 and other definitive agreements between Mahindra and Mahindra Limited (M and M) and Renault s.a.s., M and M has purchased the entire shareholding of Renault s.a.s. in the Company.

During the year, Mahindra Holdings Limited (MHL) a wholly owned subsidiary of M and M acquired 97282432 Equity shares aggregating 26% of the paid-up Equity Share Capital of the company from M and M .

Accordingly, M and M alongwith MHL hold the entire paid-up Equity Share Capital of the Company.

OUTLOOK

The company expects the new brand name and Mahindra Logo to boost sales further. However, increase in raw material costs and unfavorable exchange rate movement are a source of considerable concern and the company hopes to counter this through an intensive and continuous focus on cost control and customer delight.

FORM 8

This form is for	Creation of charge
Corporate identity number of the company	U34100MH2005PTC153702
Name of the company	MAHINDRA RENAULT PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Gateway Building, Apollo Bunder, Mumbai – 400 001, Maharashtra, India
Type of charge	· Book Debts · Floating Charge · Others o Stock and other Current Assets of the Company
Particular of charge holder	The Hong Kong and Shanghai Banking Corporation Limited Plot No.139-140B, Shiv Building, Sahar Road Junction, Opposite, W.E Highway, Vile Parle (East), Mumbai – 400 057, Maharashtra, India E-Mail : satishsrivastava@hsbc.co.in
Nature of description of the instrument creating or modifying the charge	Hypothecation agreement dated September 01, 2008 signed between the company and The Hong Kong and Shanghai Banking Corporation Limited (HSBC), in its capacity as a security trustee, on behalf of and for the benefit of the lenders.
Date of instrument Creating the charge	01.09.2008
Amount secured by the charge	Rs.2500.000 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest As per the agreed terms and conditions as set out in the sanction letter issued to the company by the lenders (as defined in the security Trustee Agreement dated 01.09.2008), as modified from time to time. Terms of Repayment As per the agreed terms and conditions as set out in the sanction letter issued to the company by the lenders (as defined in the security Trustee Agreement dated 01.09.2008), as modified from time to time. Margin As per the agreed terms and conditions as set out in the sanction letter issued to the company by the lenders (as defined in the security Trustee Agreement dated 01.09.2008), as modified from time to time. Extent and Operation of the charge First pari-passu charge in favour of HSBC, acting as security Trustee for the Lenders, by way of hypothecation of the company’s current assets, both present and future such as raw Materials, stock, book-debts, receivable and the insurance policies/ contracts related thereto as more described in the deed of hypothecation to secure the moneys advanced and to be advanced by the Lenders from time to time up to an aggregate amount of Rs.2500.000 millions
Short particulars of the property charged	First pari-passu charge in favour of HSBC, acting as security Trustee for the Lenders, by way of hypothecation of the company’s current assets, both present and future such as raw Materials, stock, book-debts, receivable and the insurance policies/ contracts related thereto as more described in the deed of hypothecation to secure the moneys advanced and to be advanced by the Lenders from time to time up to an aggregate amount of Rs.2500.000 millions

FIXED ASSETS

· Technical Assistance

· Development Expenditure

· Software Expenditure

· Plant and Machinery

· Furniture and Fitting

· Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.50.67
UK Pound	1	Rs.77.72
Euro	1	Rs.64.63

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	2
--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		27

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.