MIRA INFORM REPORT

Report Date :

21.01.2012

IDENTIFICATION DETAILS

Name :	HARITA SEATING SYSTEMS LIMITED
Registered Office :	Jayalakshmi Estates, No. 29 (8), Haddows Road, Chennai- 600006, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	24.04.1996
Com. Reg. No.:	18-35293
Capital Investment / Paid-up Capital :	Rs.77.690 Millions
CIN No.: [Company Identification No.]	L27209TN1996PLC035293
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.
Line of Business :	Manufacture of Automobile Seats for Cars, Jeeps and trucks and is an Original Equipment
No. of Employees :	540 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (45)

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

Maximum Credit Limit :	USD 940000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. The company has incurred a loss in the current year. However, 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 :	“Jayalakshmi Estate”, No. 29 (Old No.8), Haddows Road, Chennai- 600006, Tamilnadu, India
Tel. No.:	91-44-28272233
Fax No.:	91-44-28257121
E-Mail :	corpsec@scl.co.in
Website :	www.haritaseatings.com
Factory 1:	Belagondapalli, Thally Road, Hosur - 635 114, Tamilnadu, India
Tel. No.:	91-4347-233445
Fax No.:	91-4347-233460
E-Mail :	st.thiagarajan@haritaseating.com agiri@haritaseating.com
Factory 2:	Plot A2 MIDC Industrial area, Ranjangaon, Koregaon Village, Shirur taluk, Pune District, Maharashtra, India
Tel. No.:	91-2138-660742
E-Mail :	st.thiagarajan@haritaseating.com agiri@haritaseating.com
Factory 3 :	Chaurasia Road, Pargana Plassi, Village Bhatian, Thesil Nalagarh, Solan District, PIN - 174 101, Himachal Pradesh, India
Tel. No.:	91-1795-220562
E-Mail :	st.thiagarajan@haritaseating.com agiri@haritaseating.com
Factory 4 :	Plot No. 116,117,125 A, Bommasandra Industrial Area, Bangalore-560 099, Karnataka, India
Tel. No.:	91-80 27832851
Fax No.:	91-80 27832853
E-Mail :	st.thiagarajan@haritaseating.com agiri@haritaseating.com

DIRECTORS

(AS ON 31.03.2011)

Name :	Mr. H Lakshmanan
Designation :	Chairman
Name :	Mr. S I Jaffar Ali
Designation :	Director
Name :	Mr. Martin Grammer
Designation :	Director
Name :	Mr. C N Prasad
Designation :	Director

KEY EXECUTIVES

Name :	Mr. S Thiagarajan
Designation :	President - New Projects
Name :	Mr. A G Giridharan
Designation :	President
Name :	Mr. N. Iswarya Lakshmi
Designation :	Company Secretary
Audit Committee:	· Mr. H Lakshmanan, Chairman · Mr. S I Jaffar Ali · Mr. C N Prasad
Investor’s Grievance Committee:	· Mr. H Lakshmanan, Chairman · Mr. S I Jaffar Ali · Mr. C N Prasad
Remuneration Committee:	· Mr. H Lakshmanan, Chairman · Mr. S I Jaffar Ali · Mr. C N Prasad

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.09.2011)

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Bodies Corporate	4,072,400	52.42
Sub Total	4,072,400	52.42
(2) Foreign
Any Others (Specify)	1,087,600	14.00
Directors/Promoters & their Relatives & Friends	1,087,600	14.00
Sub Total	1,087,600	14.00
Total shareholding of Promoter and Promoter Group (A)	5,160,000	66.42
(B) Public Shareholding
(1) Institutions
Financial Institutions / Banks	200	-
Sub Total	200	-
(2) Non-Institutions
Bodies Corporate	1,151,701	14.82
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1,361,794	17.53
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	78,631	1.01
Any Others (Specify)	16,714	0.22
Non Resident Indians	16,714	0.22
Sub Total	2,608,840	33.58
Total Public shareholding (B)	2,609,040	33.58
Total (A)+(B)	7,769,040	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	-	-
(1) Promoter and Promoter Group	-	-
(2) Public	-	-
Sub Total	-	-
Total (A)+(B)+(C)	7,769,040	100.0

BUSINESS DETAILS

Line of Business :

Manufactures Automobile Seats for Cars, Jeeps and trucks and is an Original Equipment

Products :

Item Code No. (ITC Code)	8708
Product Description	Deluxe Seating System For Transport Vehicles
Item Code No. (ITC Code)	8708
Product Description	Seats for Tractors
Item Code No. (ITC Code)	8708
Product Description	Seats for Cars

· Commercial Vehicles

· Buses

· Tractors

· Off-Roade Vehicles

· Cars and MUVs

· Two Wheelers and Three Wheelers

· Foam Pads and Head Rest

· Polyurethane Composites

GENERAL INFORMATION

No. of Employees :

540 (Approximately)

Bankers :

· State Bank of India

Industrial Finance Branch, Anna Salai, Chennai - 600 002, Tamilnadu, India

· State Bank of Mysore

Industrial Finance Branch, Anna Salai, Chennai - 600 006, Tamilnadu, India

Facilities :

Secured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
From banks
Secured by a first charge on specified fixed assets of the Company	0.172	45.365
Secured by equitable mortgage of land and buildings at Vellanthangal village, handalam Group and at Bommasandra Industrial Layout, Bangalore and first charge on specific fixed assets and current assets on pari passu basis with existing term lenders	187.198	272.396
Secured by hypothecation of raw materials, work-in-process, finished goods and book debts	152.013	17.101
Total	339.383	334.862
Unsecured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
From Bank – Short Term	55.011	40.675
From Others – Long Term	194.503	16.690
- Shirt Term	--	150.000
Total	249.514	207.365

Banking Relations :	--
Auditors :
Name :	Sundaram and Srinivasan Chartered Accountants,
Address :	No. 4 (Old No. 23), Sir C.P. Ramaswamy Road, Alwarpet, Chennai – 600018, Tamilnadu, India
Subsidiary Company :	· Harita Fehrer Limited, Chennai

CAPITAL STRUCTURE

(AS ON 31.03.2011)

Authorised Capital :

No. of Shares	Type	Value	Amount
10000000	Equity Share	Rs.10/- each	Rs.100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
7769040	Equity Share	Rs.10/- each	Rs.77.690 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		77.690	77.690	77.690
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		156.179	207.298	205.578
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		233.869	284.988	283.268
LOAN FUNDS
1] Secured Loans		339.383	334.862	913.498
2] Unsecured Loans		249.514	207.365	106.505
TOTAL BORROWING		588.897	542.227	1020.003
DEFERRED TAX LIABILITIES		24.797	32.208	44.429
TOTAL		847.563	859.423	1347.700
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		442.878	470.511	799.369
Capital work-in-progress		22.385	0.000	0.318
Acquisition Expenditure pending allocation		0.000	0.000	0.301
INVESTMENT		295.210	298.876	25.985
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	83.983	80.557	91.487
	Sundry Debtors	510.543	561.218	601.442
	Cash & Bank Balances	35.051	40.370	99.304
	Other Current Assets	16.377	16.269	7.936
	Loans & Advances	199.510	172.740	158.570
Total Current Assets		845.464	871.154	958.739
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	718.460	726.814	361.856
	Other Current Liabilities	0.845	0.999	1.130
	Provisions	39.069	53.305	74.026
Total Current Liabilities		758.374	781.118	437.012
Net Current Assets		87.090	90.036	521.727
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		847.563	859.423	1347.700

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	2250.400	2235.635	1962.518
		Other Income	69.117	89.351	20.031
		TOTAL (A)	2319.517	2324.986	1982.549
Less	EXPENSES
		Raw materials and components consumed	1803.674	1642.622	1501.249
		Salaries, wages, stores consumed and other expenses	457.839	533.608	447.891
		TOTAL (B)	2261.513	2176.230	1949.140
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		58.004	148.756	33.409
Less	FINANCIAL EXPENSES (D)		73.248	70.444	42.810
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(15.244)	78.312	(9.401)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		43.166	88.352	69.692
	PROFIT BEFORE TAX (E-F) (G)		(58.410)	(10.040)	(79.093)
Less	TAX (H)		(7.411)	(10.921)	10.116
	PROFIT AFTER TAX (G-H) (I)		(50.999)	0.881	(89.209)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1.720	--	--
Less	APPROPRIATIONS
		Tax relating to earlier years	0.120	(0.839)	--
	BALANCE CARRIED TO THE B/S		(49.399)	1.720	--
	EARNINGS IN FOREIGN CURRENCY		214.717	111.725	126.229
	IMPORTS
		Raw Materials	NA	NA	110.673
		Stores & Spares	NA	NA	9.400
		Capital Goods	NA	NA	6.822
	TOTAL IMPORTS		NA	NA	126.895
	Earnings Per Share (Rs.)		(6.56)	0.11	(11.48)

QUARTERLY RESULTS

PARTICULARS	30.06.2011	30.09.2011
Type	1^st Quarter	2^nd Quarter
Net Sales	682.730	712.790
Total Expenditure	644.590	652.300
PBIDT (Excl OI)	38.140	60.490
Other Income	0.000	14.520
Operating Profit	38.140	75.010
Interest	17.450	15.880
Exceptional Items	0.000	0.000
PBDT	20.690	59.130
Depreciation	12.240	12.070
Profit Before Tax	8.450	47.060
Tax	(1.400)	6.740
Provisions and contingencies	0.000	0.000
Profit After Tax	9.850	40.320
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	9.850	40.320

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(2.20)	0.04	(4.50)
Net Profit Margin (PBT/Sales)	(%)	(2.60)	(0.45)	(4.03)
Return on Total Assets (PBT/Total Assets}	(%)	(4.53)	(0.75)	(4.50)
Return on Investment (ROI) (PBT/Networth)		(0.25)	(0.04)	(0.28)
Debt Equity Ratio (Total Liability/Networth)		5.76	4.64	5.14
Current Ratio (Current Asset/Current Liability)		1.11	1.12	2.19

LOCAL AGENCY FURTHER INFORMATION

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Company provides seating solutions for transport applications and has established a leading position in the country catering to all segments of the automotive industry, barring passenger car segment.

INDUSTRY STRUCTURE AND DEVELOPMENTS:

The economy grew by 8.6% in 2010-11 and industry sector grew by 8.1%. This was entirely driven by 10% growth in construction sector. The other two sub-components namely mining and electricity had reduced growth rates of 6.2% and 5.1% compared to 6.9% and 6.4% of last year. Growth in manufacturing sector remained unchanged at 8.8%.

In fiscal 2010-11, the Rupee depreciated to Rs.47.57 per USD in May 2010 but with a sharp upturn in portfolio flows and a strong domestic growth, the Rupee has rebounded close to Rs.45.00 per USD in the third quarter of financial year 2010-11 and exited the financial year at Rs.44.65.

All the segments of the Indian automotive industry registered high growth during 2010-11. The following table highlights the industry sales figures in vehicle units.

Category	2010-11 Nos.	2009-10 Nos.	Growth %
Medium and Heavy Commercial Vehicles (MHCV)	351229	240138	46
Light Commercial Vehicles (LCV)	399225	291667	37
Buses	57539	47676	21
Cars and MUVs	2973296	2268551	31
Tractors	544495	364399	49
Three wheelers	795989	604848	32
Two wheelers	13324714	10253337	30

The growth of commercial vehicle segment and the tractor segment of the domestic automotive industry resulted in the overall sales of the Company growing by 27% in 2010-11 (on comparable basis after the transfer of two wheeler seats and foaming business to the subsidiary company viz., Harita Fehrer Limited, Chennai). Due to start of supply of new products to export customers, the Company’s export sales grew by 92% to Rs.214.700 Millions. The Company has registered a sale of Rs.2250.000 Millions in 2010-11 (Rs.1770.000 Millions in 2009-10 on a comparable basis) and a loss of Rs.58. 000 Millions in 2010-11 (loss of Rs.10.000 Millions in 2009-10).

The Company has posted losses in the financial year 2010-11 due to lack of adequate capacity in the vendor base, causing unprecedented air freight to the export customers based in the US. Poor vendor capacity also affected timely delivery to other domestic customers leading to penalties and the steep rise in commodity prices for steel, foam, plastic and vinyl rexines, which could not be passed on to customers.

PRODUCT-WISE PERFORMANCE

The high growth in all segments of the domestic automotive industry resulted in the Company’s overall sales growing by 27% in 2010-11. The sales in commercial vehicles segment resulted in a growth of 53% in MHCV segment and sales from tractor segment grew by 29%.

BUSINESS OUTLOOK AND OVERVIEW

In 2011-12, the GDP is projected to grow at 7.0 - 7.5%. This outlook of the economy is expected to grow in the domestic automotive sector. The MHCV and LCV segments are expected to grow at 12% and 20% respectively. Tractor segment is estimated to register a growth of 10%. As regards the exports, the US market is expected to grow by 2%. In view of the factors mentioned above, the sale is estimated to grow at a rate higher than 2010-11.

The Company has firmed up the strategy to improve market share by creating assembly locations close to the customers and strengthening marketing and product development. The results of this action will start realizing from 2011-12 onwards.

SUBSIDIARY COMPANY

As on the date of this report, Harita Fehrer Limited, Chennai (HFRL) is the only subsidiary of the Company.

During the year, the subsidiary company allotted 30,14,676 additional equity shares of Rs.10/- each for cash at a premium of Rs.41.78 per share to M/s F.S. Fehrer Automotive GmbH, Germany (Fehrer), on 14th February 2011 on a preferential basis, in pursuance of the Joint Venture arrangement between the Company and Fehrer.

During the year, the shareholding of the Company in HFRL, in view of the above allotment of shares by HFRL to Fehrer, got reduced from 60% to 51%. However HFRL continues to be a subsidiary of the Company in terms of Section 4(1)(b) of the Companies Act, 1956.

HFRL is a material non-listed Indian subsidiary in terms of sub-clause III of clause 49 of the Listing Agreement, as the total turnover of the subsidiary exceeds 20% of the consolidated turnover of the Company.

The Company is fully compliant with the provisions as specified in sub-clause III of clause 49 of the Listing Agreement.

During the financial year 2010-11, HFRL achieved an income of Rs.2466.700 Millions and registered a profit after tax of Rs.21.200 Millions

FIXED ASSETS:

· Freehold Land

· Leasehold Land

· Building

· Plant and machinery

· Vehicles

· Office Equipment

· Software

· Moulds

· Furniture and Fitting

· Canteen Equipments

WEBSITE DETAILS:

COMPANY PROFILE:

Subject is a complete solution provider for seats and seating systems for both automotive and non-automotive applications. HSSL manufactures, driver seats for commercial vehicles, buses, tractors, off-road vehicles, cars, multi-utility vehicles, two wheeler and three wheeler segments; passenger seats for buses, cars, multi-utility vehicles and three wheeler segments; and seating systems to the railway and auditorium segment. The company also offers products for automotive industry through polyurethane composites.

Established in 1986, HSSL commenced its commercial production in 1988. Today HSSL has established itself as the leader in development and manufacture of innovative seats and seating systems for the commercial vehicles, buses, tractors and off-road vehicle industry. HSSL recorded turnover of Rs.1940.000 Millions in 2007-08.

During the year 2008-09, the company acquired Polyflex Group of companies. Through this acquisition, the company has paved the way for entry as a Tier-2 polyurethane foam supplier to reputed customers like Hanil Lear in Chennai, Tata Johnson Controls and Lear in Pune and Chennai, and Toyota Boshoku in Bangalore. The foam pads supply will go into the cars of Hyundai, Tata Motors, Ford, Mahindra Renault and Toyota Kirloskar.

Subject has five manufacturing locations in India. The head quarter is located at Hosur (near Bangalore).  It has established manufacturing facility at Ranjangaon (near Pune) to cater to the needs of customers in Western India. Another major unit is at Nalagarh (Himachal Pradesh) for its business improvement in Northern area. The company has also got plants in Chennai and Bangalore to cater to the needs of foaming requirements of customers.

BUSINESS DESCRIPTION

Subject is an India-based company engaged in the manufacturing of seat and seating systems for automotive applications. The Company provides seating solutions to the commercial vehicles, buses, tractors, off-road vehicles, cars, two wheeler, three wheeler and multi-utility vehicles. Company also provides seating systems to the railway and auditorium segment. The Company offers products for automotive industry through polyurethane composites. The Company is a tier-2 polyurethane foam supplier to customers, such as Hanil Lear in Chennai, Tata Johnson Controls and Lear in Pune and Chennai, and Toyota Boshoku in Bangalore. It supplies foam pads to cars of Hyundai, Tata Motors, Ford, Mahindra Renault and Toyota Kirloskar. The Company has five manufacturing locations in India, such as Hosur, Ranjangaon, Nalagarh, Chennai and Banglore. It uses long fiber injection and micro cellular urethane technology under polyurethane composites. For the fiscal year ended 31 March 2010, Subject’s revenues increased 57% to RS3.11B. Net loss increased 11% to RS98.7M. Revenue reflects an increase in sales and higher other income. Higher loss reflects an increase in raw materials and components consumed, higher interest expenses and rise in depreciation charges. The Company is engaged in the business of manufacture of seating systems for automotive application.

BOARD OF DIRECTORS

Mr. S. I. Jaffar Ali

Mr. S. I. Jaffar Ali serves as Non-Executive Independent Director of company. He is a post-graduate in economics from Madras University and also a law graduate from Madras Law College. He was co-opted as a director of the Company by the board on 22nd January 1997. He held senior positions in the Indian Police Service and retired in the year 1995 as Inspector General of Police. He is a member of the audit committee, shareholders / investors' grievance committee and remuneration committee of the board of directors of the Company.

Mr. C. N. Prasad

Mr. C. N. Prasad serves as Non-Executive Independent Director of company. He is a Graduate in Mechanical Engineering and post graduate in Manufacturing Technology from Canfield University, UK. He is also an MBA in Technology Management from La Trobe University, Australia. His experience includes 16 years in Hindustan Aeronautics Limited in various areas of manufacturing, production engineering and project management, 3 years in Kinetic Honda, Indore as Works Manager and 15 years in Rane Engine Valves Limited (REVL) as Director and CEO. During his tenure as CEO of REVL a quality orientation and customer centricity were brought into that Company that resulted in several accolades and achievements. REVL was one of the earliest companies in India to secure ISO 9000 certification in 1993, won the vendor awards from Maruti and Deutz, Germany. The export business and turnover grew several folds. He joined Sundaram-Clayton Limited (SCL) in February 2003 as President and elevated as Group President effective June 2006 with overall responsibilities for SCL. During his tenure as President of SCL, the Company has won several awards and recognitions from customers and external agencies including the following: ACMA Gold trophy for "Manufacturing Excellence" in 2003, Frost and Sullivan, India Manufacturing Excellence Award - Overall Gold in 2005, Frost and Sullivan, India Manufacturing Excellence Award - Super Platinum in 2007, JIPM - TPM Category 1 Award.

Ms. N. Iswarya Lakshmi

Ms. N. Iswarya Lakshmi is Company Secretary, Compliance Officer of Company. She is a member of the Institute of Company Secretaries of India has been appointed as the Company Secretary and Compliance Officer of company effective October 28, 2009.

NEWS:

HARITA SEATING SYSTEMS APPOINTS DIRECTOR

21 November 2011

India, Nov. 21 -- Harita Seating Systems has informed that Ram Natarajan has been appointed as an additional and independent director of the company effective November 10, 2011.

APPOINTMENT OF DIRECTOR

21 November 2011

India, Nov. 21 -- Harita Seating Systems Limited has informed BSE that Mr. Ram Natarajan has been appointed as an additional and independent director of the Company effective November 10, 2011.

AGM / BOOK CLOSURE

04 August 2011

India, Aug. 04 -- Harita Seating Systems Limited has informed the Exchange that the Register of Members and the Share Transfer Books of the Company will be closed for four days commencing from September 16, 2011 to September 19, 2011 (both days inclusive) for the purpose of the Annual General Meeting to be held on September 19, 2011.

FINANCIAL RESULTS FOR MAR 31 AND JUNE 30, 2011

03 August 2011

India, Aug. 03 -- Harita Seating Systems Limited has informed BSE about the Audited Financial Results for the period ended March 31, 2011 and the Financial Results for the period ended June 30, 2011.

HARITA SEATING SYSTEMS FIXES LIMIT OF RS 500.000 MILLION

24 June 2011

India, June 24 -- Harita Seating Systems has enabled a special resolution through postal ballot, fixing a specific limit of Rs 500.000 Millions for investment in securities or providing loan or giving guarantee. However the company has no immediate plan on raising funds. Under Section 372A of the Companies Act, 1956, the company has to attain authorisation from shareholders for investment for acquisition by way of subscription, purchase or securities, making any loan or giving guarantee or providing security exceeding 60 percent of the paid up capital and free reserves or 100 percent of the free reserves, whichever is more. Harita Seating Systems was incorporated as Harita Grammer through a joint venture with Grammer AG of Germany and promoted by Harita group and Grammer group in 1986 and started commercial production in 1989. It specializes in manufacture and supply of safe, comfortable, durable seats for various types of vehicles. They provide seating solutions to the commercial vehicles, buses/coaches, agriculture tractors, construction machinery, two wheelers, three wheelers, cars, multi-utility vehicles etc.

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	5
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	6
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--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.