MIRA INFORM REPORT

Report Date :

21.01.2012

IDENTIFICATION DETAILS

Name :	OCV REINFORCEMENTS MANUFACTURING PRIVATE LIMITED (w.e.f. 06.06.2011)
Formerly Known As :	OCV REINFORCEMENTS MANUFACTURING LIMITED
Registered Office :	13-6-437/2C, Khader Bagh, Hyderabad – 500 028, Andhra Pradesh
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	17.09.1998
Com. Reg. No.:	01-030183
Capital Investment / Paid-up Capital :	Rs.80.000 millions
CIN No.: [Company Identification No.]	U26102AP1998FTC030183
TAN No.: [Tax Deduction & Collection Account No.]	HYDV00734G
PAN No.: [Permanent Account No.]	AAACV9858N
Legal Form :	Private Limited Liability Company
Line of Business :	Trading and Manufacturing of “Glass Fiber Reinforcements Products”.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

A (62)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 5368000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having fine track records. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered good for normal 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 :	13-6-437/2C, Khader Bagh, Hyderabad – 500 028, Andhra Pradesh, India
Tel. No.:	91-40-23513613, 23513642, 23521325
Fax No.:	91-40-23513728
E-Mail :	Phani.kumar@owenscorning.com

DIRECTORS

As on 29.09.2011

Name :

Mr. Satish Gopalkrishna Kulkarni

Designation :

Director

Date of Appointment :

01.11.2007

DIN No.:

01490481

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	U73100MH1995PTC124707	Owens-Corning (India) Private Limited	Managing director	02-04-03	02-04-03	Active	NO
2	U26102MH2003FTC143522	Owens Corning Enterprise (India) Private Limited	Director	29-09-11	03-01-06	Active	NO
3	U70109MH2007PTC170674	Owens Corning Building Solutions Private Limited	Director	08-05-07	08-05-07	Strike off	NO
4	U26102AP1998FTC030183	OCV Reinforcements Manufacturing Private Limited	Director	30-06-08	01-11-07	Active	NO

Name :

Phani Kumar Anupindi

Designation :

Alternate Director

Date of Appointment :

31.07.2009

DIN No.:

02028629

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	U70109MH2007PTC170674	Owens Corning Building Solutions Private Limited	Additional director	20-09-07	20-09-07	Strike off	NO
2	U26102MH2003FTC143522	Owens Corning Enterprise (India) Private Limited	Director	29-09-08	17-03-08	Active	NO
3	U26102AP1998FTC030183	OCV Reinforcements Manufacturing Private Limited	Alternate director	31-07-09	31-07-09	Active	NO

Name :

Sangkyoo Han

Designation :

Director

Date of Appointment :

01.11.2007

DIN No.:

01872340

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	U26102AP1998FTC030183	OCV Reinforcements Manufacturing Private Limited	Director	30-06-08	01-11-07	-	Active	NO
2	U26102MH2003FTC143522	Owens Corning Enterprise (India) Private Limited	Director	29-09-08	17-03-08	01-10-08	Active	NO
3	U73100MH1995PTC124707	Owens-Corning (India) Private Limited	Director	25-09-08	17-03-08	-	Active	NO

Name :

Guo Xiong Zhang

Designation :

Director

Address :

Room 701, No. 6, Lane 500, South Yili Road, Shanghai 201103

Date of Birth/Age :

25.11.1963

Date of Appointment :

01.03.2011

DIN No.:

03398184

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	U26102AP1998FTC030183	OCV Reinforcements Manufacturing Private Limited	Director	29-09-11	01-03-11	Active	NO

KEY EXECUTIVES

Name :	CH Ramakrishna Rao
Designation :	Manager
Date of Appointment :	31.07.2009
PAN No.:	AASPC8233H

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 29.09.2011

Names of Shareholders	No. of Shares
OCV Chambery International, France	6780000
OCV Chambery International, France	1220000
OCV Chambery International and Phani Kumar	1
OCV Chambery International and Sangkyoo Han	1
OCV Chambery International and Satish Kulkarni	1
OCV Chambery International and Gary Anderson Nieman	1
OCV Chambery International and Edward Robert Neunuebel	1
OCV Chambery International and Angus Lai	1
Total	8000006

As on 29.09.2011

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00

BUSINESS DETAILS

Line of Business :

Trading and Manufacturing of “Glass Fiber Reinforcements Products”.

Products :

Item Code No. (ITC Code)	70-19
Product Description	Glass Fiber and Articles thereof

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Licensed Capacity Quantity	Installed Capacity Quantity
Glass Fibre Products	MT	20,000	16,000
Resin Transfer Machines	Nos.	100	100

Particulars	Unit	Actual Production Quantity
Glass Fibre Products	MT	16,438

Licensed capacity and installed capacity are as certified by the management and relied upon by the Auditors.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

State Bank of India, CAG Branch, Greams Road, Chennai – 600 006, Tamilnadu, India

Facilities :

Unsecured Loans	31.03.2011 Rs. In Millions	31.03.2010 Rs. In Millions
Deferred sales tax loan unsecured (Repayment commence from the year 2017 onwards)	76.799	63.991
Total	76.799	63.991

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address :	252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai - 400 028, Maharashtra, India
PAN No.:	AAEFP5579P
Ultimate Holding Company :	Owens Corning Inc., U.S.A.
Holding Company :	OCV Chambery International, France
Fellow Subsidiaries :	v Owens Corning (India) Limited, India (CIN No.: U73100MH1995PTC124707) v European Owens Corning Fiberglas SA v Owens Corning Australia Pty Limited v Owens Corning Korea v Owens Corning Enterprise (India) Private Limited, India (CIN No.: U26102MH2003FTC143522) v Owens Corning (Japan) Limited v Owens Corning Asia Pacific v OCV Reinforcements Hangzhou v OCV Reinforcements (Beijing) Company Limited v OCV Thailand Company Limited v OCV Reinforcements Alcala Spain, S.L. v Owens Corning Manufacturing Limited, Japan v Owens Corning Vel UK Limited v Owens Corning Hong Kong Limited v OCV Czech SRO v OCV NL Invest Cooperatives UA v OCV Chambery France v Owens Corning Composite Matl LLC v Owens Corning Sales LLC v OCV Distribution Anz Pty Limited v OCV Italia S.R.L v Owens Corning (Singapore) Pte Limited v Owens Corning Korea (Kimchon)

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
50000000	Equity Shares	Rs.10/- each	Rs.500.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
8000006	Equity Shares	Rs.10/- each	Rs.80.000 millions

(All of the above shares are held by OCV-Chambery International, France, the holding company and its nominees. The ultimate holding company is Owens Corning Inc., U.S.A.)

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		01.04.2010 to 31.03.2011	01.04.2009 to 31.03.2010	01.01.2008 to 31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		80.000	80.000	80.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1261.888	1116.856	933.101
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1341.888	1196.856	1013.101
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		76.799	63.991	52.216
TOTAL BORROWING		76.799	63.991	52.216
DEFERRED TAX LIABILITIES		77.510	83.201	98.481
TOTAL		1496.197	1344.048	1163.798
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		523.932	567.068	616.290
Capital work-in-progress		85.840	2.837	7.980
INVESTMENT		0.000	0.000	0.000
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	161.768	94.682	131.089
	Sundry Debtors	156.225	165.045	221.109
	Cash & Bank Balances	666.220	375.978	225.621
	Other Current Assets	3.265	16.937	4.896
	Loans & Advances	86.226	311.125	146.583
Total Current Assets		1073.704	963.767	729.298
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	169.752	173.823	142.783
	Other Current Liabilities	10.499	10.282	13.634
	Provisions	7.028	5.519	33.353
Total Current Liabilities		187.279	189.624	189.770
Net Current Assets		886.425	774.143	539.528
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1496.197	1344.048	1163.798

PROFIT & LOSS ACCOUNT

	PARTICULARS		01.04.2010 to 31.03.2011	01.04.2009 to 31.03.2010	01.01.2008 to 31.03.2009
	SALES
		Income	1274.541 (Gross Sales)	1065.996	1353.823
		Provision no longer required written back	NA	7.851	91.325
		Profit on sale of fixed assets	NA	0.012	99.134
		Other Income	NA	62.487	40.137
		TOTAL (A)	NA	1136.346	1584.419
Less	EXPENSES
		Purchase of trading goods	NA	46.218	37.741
		Raw materials and packing materials consumed	NA	186.790	246.593
		Increase/ Decrease in stocks	NA	38.558	35.840
		Increase/ Decrease in excise duty on stock	NA	(2.891)	(11.712)
		Employee Cost	NA	109.346	138.987
		Manufacturing, Administration and Selling Expenses	NA	493.688	647.796
		TOTAL (B)	NA	871.709	1095.245
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		287.414	264.637	489.174
Less	FINANCIAL EXPENSES (D)		1.023	1.747	2.405
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		286.391	262.890	486.769
Less/ Add	DEPRECIATION/ AMORTISATION (F)		69.050	72.915	116.420
	PROFIT BEFORE TAX (E-F) (G)		217.341	189.975	370.349
Less	TAX (H)		72.309	6.221	166.501
	PROFIT AFTER TAX (G-H) (I)		145.032	183.754	203.848
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		396.856	213.101	9.253
	BALANCE CARRIED TO THE B/S		541.888	396.856	213.101
	EARNINGS IN FOREIGN CURRENCY
		Export of Goods on F.O.B basis	10.572	18.143	53.618
		Commission	6.879	0.000	1.748
	TOTAL EARNINGS		17.451	18.143	55.366
	IMPORTS
		Raw Materials	57.489	58.117	73.024
		Spares, Components and Stores	6.696	6.529	10.738
		Packing materials	0.003	0.000	0.000
		Capital Goods	0.617	0.000	9.823
		Finished Goods	26.934	40.787	32.974
	TOTAL IMPORTS		91.739	105.433	126.559
	Earnings Per Share (Rs.)		18.13	22.97	25.48

KEY RATIOS

PARTICULARS		01.04.2010 to 31.03.2011	01.04.2009 to 31.03.2010	01.01.2008 to 31.03.2009
PAT / Total Income	(%)	NA	16.17	12.87
Net Profit Margin (PBT/Sales)	(%)	17.05	17.82	27.36
Return on Total Assets (PBT/Total Assets}	(%)	13.60	12.41	27.52
Return on Investment (ROI) (PBT/Networth)		0.16	0.16	0.37
Debt Equity Ratio (Total Liability/Networth)		0.20	0.21	0.24
Current Ratio (Current Asset/Current Liability)		5.73	5.08	3.84

LOCAL AGENCY FURTHER INFORMATION

FINANCIAL HIGHLIGHTS:

The revenues of the Company grew from Rs.1154.000 Millions in the financial year 2009-10 to Rs.1275.000 Millions in the current financial year, representing a growth of 10.41%. The production of reinforcements for the year was 16,438 MT compared to13,816 MT during the previous year.

OPERATIONS REVIEW:

The Company recorded sales of 15,213 MT of own manufactured products during the year ended March 31, 2011, as against 14,500 MT during the previous year.

The manufacturing facility continues to pursue various cost saving measures including sourcing, energy efficiency and productivity improvement initiatives. The plant also initiated steps to improve environmental footprint of their manufacturing operations.

Contingent Liabilities not provided for: (As on 31.03.2011)

Claims against Company not acknowledged as debts:

(i) Stamp duty on purchase of property and other assets – Rs.21.237 millions.

(ii) Additional tariff on power levied by A.P. Transmission Corporation (AP TRANSCO) towards power supplied by Andhra Pradesh Gas Power Corporation Limited – Rs.42.413 millions.

(iii) Bank guarantee – Rs.1.666 millions.

Potential income tax liability of Rs.66.391 millions on certain disputes with tax authorities aggregating to Rs.199.851 millions which are contested by the Company. Pending final outcome of such cases, no provision in the books of account is considered necessary at this stage.

FIXED ASSETS:

Intangible Assets:

v Goodwill

v Patents

v Designs

v Non-complete Fees

v Marketing Network

v Trademarks

Tangible Assets:

v Land – Freehold

v Buildings

v Plant and Machinery

v Electrical Installations

v Furniture and Fixtures

v Office Equipments

v Computers and Accessories

v 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] 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.50.33
UK Pound	1	Rs.77.97
Euro	1	Rs.65.31

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	7
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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		62

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.