MIRA INFORM REPORT

Report Date :

03.07.2012

IDENTIFICATION DETAILS

Name :	COMSTAR AUTOMOTIVE TECHNOLOGIES PRIVATE LIMITED [w.e.f. 03.01.2008]
Formerly Known As :	VISTEON POWERTRAIN CONTROL SYSTEM INDIA PRIVATE LIMITED
Registered Office :	Keelakaranai Village, Malrosapuram Post, Chengal, Pattu-603204, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	21.03.1997
Com. Reg. No.:	037783
Capital Investment / Paid-up Capital :	Rs.645.276 Millions
CIN No.: [Company Identification No.]	U35911TN1997PTC037783
TAN No.: [Tax Deduction & Collection Account No.]	CHEE02139E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Assembly of Starter Motors, Alternators and Starter Kits Forming Part of Automobiles in Domestic and International Markets.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (48)

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

Maximum Credit Limit :	USD 5650000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Trade relation of the company appears to be fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered 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 :	Keelakaranai Village, Malrosapuram Post, Chengal, Pattu-603204, Tamilnadu, India
Tel. No.:	91-44-37473700 / 37412330 37473707
Fax No.:	91-44-37473737
E-Mail :	nhema@comstarauto.com khari@comstarauto.com kmurali1@comstarauto.com

DIRECTORS

As on 28.09.2011

Name :

Mr. Sat Mohan Gupta

Designation :

Director

Address :

No. 1-4, Sical Race View Apt, No.2, Race Course Road, Interior, Guindy, Chennai – 600032, India

Date of Birth/Age :

08.03.1962

Date of Appointment :

05.09.2007

Din No.:

01882226

Other Directorship:

S. No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Company/ LLP Status	Defaulting status
1	U35911TN1997PTC037783	COMSTAR AUTOMOTIVE TECHNOLOGIES PRIVATE LIMITED	Director	25-09-07	05-09-07	Active	NO

Name :

Mr. Jagannathan Palle Venkata

Designation :

Director

Address :

HIG. No. 53/1, 7^th Cross Street, ERI Scheme, West Mogappair, Chennai – 600037, India

Date of Birth/Age :

16.05.1965

Date of Appointment :

05.09.2007

Din No.:

01882230

Other Directorship:

S. No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Company/ LLP Status	Defaulting status
1	U35911TN1997PTC037783	COMSTAR AUTOMOTIVE TECHNOLOGIES PRIVATE LIMITED	Director	25-09-07	05-09-07	Active	NO

KEY EXECUTIVES

Name :	Mr. K Murali
Designation :	Secretary
Address :	Murali No. 18, Dr. Ranga Road, Abiramapuram, Alwarpet, Chennai-600018, Tamilnadu, India
Date of Birth/Age :	15.09.1959
Date of Appointment :	21.01.2010
Pan No.:	AKIPM1967A

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 28.09.2011

Names of Shareholders	No. of Shares
Comstar Mauritius Limited, Mauritius	64441564
Comstar Holdings Pte Limited, Singapore	86000
Total	64527564

As on 28.09.2011

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 :

Manufacturer and Assembly of Starter Motors, Alternators and Starter Kits Forming Part of Automobiles in Domestic and International Markets.

Products :

Production Description	Items Code No. (ITC Code)
Electrical Lgnition / Starting Equipments	8511.00

PRODUCTION STATUS [AS ON 31.03.2010]

Particulars	Unit	Installed Capacity	Actual Production
Starter Motors	Quantity	2000000	1024560
Alternators	Quantity	1000000	142365

NOTE: The licensed capacity is 3,500,000 (in numbers).

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

• The Hongkong and Shanghai Banking Corporation Limited, Nagabrahma Towers, 76, Cathedral Road, Chennai-600086, Tamilnadu, India
• The Indus-Ind Bank, No. 03, Village Road, Nungambakkam, Chennai-600034, Tamilnadu, India
• Standard Chartered Bank, 19, Rajaji Salai, Chennai-600001, Tamilnadu, India
• Canara Bank, 5, Greams Road, Thousand Lights, Chennai, Tamilnadu, India
• State Bank of India, Industrial Finance Branch, 155 Anna Salai, Chennai-600002, Tamilnadu, India.

Facilities :

SECURED LOAN	As on 31.03.2011 [Rs. in Millions]	As on 31.03.2010 [Rs. in Millions]
Working Capital Loans [Packing Credit from Banks: Secured by a first charge on the entire current assets, and collateral charge on the movable fixed assets of the Company on a pari passu basis. Charge on the leasehold rights of the factory land in respect of packing credit loans granted by Banks.]	302.640	381.570
Total	302.640	381.570
UNSECURED LOAN
Working Capital Loan Others [Current year unsecured loans of Rs.82.360 millions comprising deferred sales tax Rs.13.840 million and book over draft Rs.68.520 millions Previous year unsecured loans of Rs.73.210 millions comprising deferred sales tax Rs.12.780 million and book over draft Rs.60.430 millions]	82.360	73.210
Total	82.360	73.210

Banking Relations :	--
Auditors :
Name :	S.V. Ghatalia and Associates Chartered Accountants
Address :	TPL House, Teynampet, Chennai-600018, Tamilnadu, India
Pan No.:	AACFS6921Q
Holding Company :	Comstar Mauritius Limited, Mauritius
Ultimate Holding Company :	Comstar International Limited, BVI
Fellow Subsidiary :	Comstar Holdings Pte Limited, Singapore

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
150000000	Equity Shares	Rs.10/- each	Rs.1500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
64527564	Equity Shares	Rs.10/- each	Rs.645.276 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		645.280	645.280	645.270
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		769.100	723.560	642.680
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1414.380	1368.840	1287.950
LOAN FUNDS
1] Secured Loans		302.640	381.570	302.000
2] Unsecured Loans		82.360	73.210	32.510
TOTAL BORROWING		385.000	454.780	334.510
DEFERRED TAX LIABILITIES		41.520	45.200	25.760
TOTAL		1840.900	1868.820	1648.220
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1122.100	1283.540	740.450
Capital work-in-progress		0.000	0.000	5.180
Expenditure Pending Allocation		20.170	9.620	0.000
INVESTMENT		54.270	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	563.230	450.700	679.300
	Sundry Debtors	572.050	451.160	548.500
	Cash & Bank Balances	93.280	162.480	160.740
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	104.960	92.470	51.960
Total Current Assets		1333.520	1156.810	1440.500
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	656.880	598.080	513.560
	Other Current Liabilities	11.000	5.590	11.370
	Provisions	56.830	16.940	12.980
Total Current Liabilities		724.710	620.610	537.910
Net Current Assets		608.810	536.200	902.590
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
Others		35.550	39.460	0.000
TOTAL		1840.900	1868.820	1648.220

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	2945.020	2662.200	2641.930
		Other Income	60.480	66.720	30.340
		TOTAL (A)	3005.500	2728.920	2672.270
Less	EXPENSES
		Raw material consumed		1774.790	1837.570
		Decrease in inventories		112.360	36.820
		Personnel expenses	2738.840	219.830	205.180
		Manufacturing and other expenses		303.630	340.850
		Loss on account of foreign exchange fluctuation, (net)		0.000	426.430
		TOTAL (B)	2738.840	2410.610	2846.850
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		266.660	318.310	(174.580)
Less	FINANCIAL EXPENSES (D)		22.410	32.920	21.450
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		244.250	285.390	(196.030)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		202.390	185.070	134.680
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		41.860	100.320	(330.710)
Less	TAX (H)		(3.680)	19.440	(103.370)
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		45.540	80.880	(227.340)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		508.750	427.870	677.550
Less	APPROPRIATIONS
		Final Dividend	0.000	0.000	19.100
		Tax on Dividend	0.000	0.000	3.240
	BALANCE CARRIED TO THE B/S		554.290	508.750	427.870
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	2781.240	2489.880	2413.120
	IMPORTS
		Raw Materials	714.870	526.140	753.240
		Stores & Spares	23.280	12.230	30.510
		Capital Goods	5.850	3.410	18.850
	TOTAL IMPORTS		744.000	541.780	802.600
	Earnings / (Loss) Per Share (Rs.)		0.71	1.25	(3.52)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	1.52	2.96	(8.50)
Net Profit Margin (PBT/Sales)	(%)	1.42	3.77	(12.52)
Return on Total Assets (PBT/Total Assets}	(%)	1.70	4.11	(15.16)
Return on Investment (ROI) (PBT/Networth)		0.03	0.07	(0.25)
Debt Equity Ratio (Total Liability/Networth)		0.78	0.79	0.68
Current Ratio (Current Asset/Current Liability)		1.84	1.86	2.67

LOCAL AGENCY FURTHER INFORMATION

Check List by Info Agents	Available in Report (Yes / No)
1) Year of Establishment	Yes
2) Locality of the firm	Yes
3) Constitutions of the firm	Yes
4) Premises details	No
5) Type of Business	Yes
6) Line of Business	Yes
7) Promoter’s background	Yes
8) No. of employees	No
9) Name of person contacted	No
10) Designation of contact person	No
11) Turnover of firm for last three years	Yes
12) Profitability for last three years	Yes
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	No
20) Export / Import details (if applicable)	No
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes

BACKGROUND:

Subject was incorporated in March 21, 1997 as a private limited company under the Companies Act, 1956. The Company is a subsidiary of Comstar Mauritius Limited. The Company is engaged in the manufacture and assembly of starter motors, alternators and starter kits forming part of automobiles in domestic and international markets.

OPERATIONS:

The sales turnover during the year has increased moderately compared to last year. The sales were Rs.2945.020 millions (10-11) as against Rs.2662.200 million (09-10). The profit after tax (PAT) was Rs.45.540 millions (10-11) as against the profit of Rs100.320 millions (09-10).

REVIEW OF PERFORMANCE AND FUTURE OUTLOOK:

During the year, the company was able to win new businesses with the existing customers and engaging with new customers for potential new business opportunities. The company was also able to increase the volume of kits business with its major overseas customer.

Starters Motors developed with start-stop technology were launched with a car manufacturer.

On the quality front, the company has achieved very good quality with the customers for all its range of products with the lowest PPM ever achieved.

Emerging trends in Alternate Energy Technologies had forced automobile manufacturers globally to introduce hybrid models of pure electric vehicles. In order to catch up with the emerging trend in such technologies the company has developed 315V high voltage alternator which will be used by OEMs in fully electric vehicles. The alternator is under testing with one the OEMs – in this the electronic module designed by the OEM. If the product is proved successful, the company will be able to use the existing facilities and also get entry in the electric vehicle segment.

On the domestic front, the company continues to pursue opportunities for developing aftermarket business as also cost effective products for the small car businesses.

BANKERS CHARGES REPORT AS PER REGISTRY

This form is for

Modification of charge

Charge identification number of the modified

10154413

Corporate identity number of the company

U35911TN1997PTC037783

Name of the company

COMSTAR AUTOMOTIVE TECHNOLOGIES PRIVATE LIMITED

Address of the registered office or of the principal place of business in India of the company

Keelakaranai Village, Malrosapuram Post, Chengal, Pattu-603204, Tamilnadu, India

Type of charge

Immovable Property

Particular of charge holder

Canara Bank, 5, Greams Road, Thousand Lights, Chennai, Tamilnadu, India

Email: cb0941@canarabank.com

Nature of description of the instrument creating or modifying the charge

APPENDIX 12 dated 16.04.2012(LEDTD for Additional Limit on the same security)

Date of instrument Creating the charge

16.04.2012

Amount secured by the charge

Rs.573.000 Millions

Brief particulars of the principal terms an conditions and extent and operation of the charge

Rate of Interest

As per Agreement

Terms of Repayment

As per Agreement

Margin

As per Agreement

Extent and Operation of the charge

As per Agreement

Short particulars of the property charged

First Schedule: Being the Description of land Pertaining to Ford India Limited car Manufacturing Plant at Keelakaranai village and Thirukachur Village, Chingleput Taluk, Kanchipuram District in Tamilnadu

Described as follows:1.Extent of 263.59 acres of land purchased from Chennai Metropolitan Development Authority registered as Doc.No.3146/1997 with Joint Sub-Registrar Chinglepet

2. Extent of 3.60 acres of land purchased from Tamilnadu Housing Board registered as Document No.3147/1997 with Joint Sub Registrar, Chinglepet.

3. Extent of 76.62 acres of land transferred by the Government order No.580 dated 20.06.97 issued by Government of Tamilnadu Revenue (land 5) Department.

4. Extent of 7.079 acres of land transferred by Government Order NO.320 dated 25.6.1999 issued by Government of Tamilnadu, Revenue(land 5) Department

Second Schedule: All that Piece and Parcel of Vacant land containing by admeasurement of 3.80 Acres (15382.4 sq. meters) and Identified and marked in Red in the sketch

Deed at village Keelakaranai, Taluk Chinglepet, District Kanchipuram, in Tamilnadu (S.No.165C and 173)

Date of latest modification prior to the present modification

18.10.2011

Particulars of the present modification

The Overall limits are:	% of share
Canara Bank, Thousand Lights Branch Chennai 223.000 Millions	36.36
HDFC Bank Ltd, Corporate Banking Branch Chennai 200.000 Millions	36.36
SBI, Industrial Finance Branch, Chennai 150.000 Millions	27.27

By this modification, the security offered is covered for revised limit of 573.000 Millions.

FIXED ASSETS:

• Leasehold Land
• Building
• Plant & Machinery
• Furniture And Fittings
• Office Equipment
• Computers – Hardware
• Vehicles
• Computer - Software

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.55.83
UK Pound	1	Rs.87.40
Euro	1	Rs.70.42

INFORMATION DETAILS

Report Prepared by :

TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		48

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.