MIRA INFORM REPORT

Report Date :

10.07.2012

IDENTIFICATION DETAILS

Name :	ROCKWELL AUTOMATION INDIA PRIVATE LIMITED
Registered Office :	131, Functional Industrial Estate, Patparganj, New Delhi – 110 092
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	21.08.1991
Com. Reg. No.:	55-045425
Capital Investment / Paid-up Capital :	Rs.342.233 millions
CIN No.: [Company Identification No.]	U31200DL1991PTC045425
PAN No.: [Permanent Account No.]	AACCR3791A
Legal Form :	Private Limited Liability Company
Line of Business :	The company designs, manufactures, installs, maintains, repairs and deals in industrial, electrical and electronic products such as Integrated Control Automation Monitoring Systems/PLC Systems, Static/Frequency Converters, Operator Interface, Terminal Blocks and Contactors.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (51)

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

Maximum Credit Limit :	USD 7569000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having good track. Financially company is performing good. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitment. 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 (30.09.2011)	Current Rating (31.12.2011)
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 :	131, Functional Industrial Estate, Patparganj, New Delhi – 110 092, India
Tel. No.:	91-11-22145593
Fax No.:	91-11-22169054
E-Mail :	asethi@ra.rockwell.com roconlinefiling@gmail.com
Website :	www.rockwellautomation.com www.rockwell.com
Head Office and Factory :	C-11, Industrial Area, Site-4, Sahibabad, Ghaziabad – 201 010, Uttar Pradesh, India
Tel. No.:	91-120-4017926, 4017777, 4017700, 2895245, 2895246
Fax No.:	91-120-2895223, 2895224, 2895225, 2895226
Noida Office :	A-66, Sector-64, Noida – 201 301, Uttar Pradesh, India
Tel. No.:	91-120-4671111
Fax No.:	91-120-4217929 to 7932
E-Mail :	raindia@ra.rockwell.com

DIRECTORS

As on 28.09.2011

Name :

Mr. Dilip Sawhney

Designation :

Director and Chief Executive Officer

Address :

Flat #9635, Sector-C, Pcket-9, Vasantkunj, New Delhi – 110 070, India

Date of Birth/Age :

11.09.1969

Qualification :

B.E.

Experience :

21 Years

Date of Appointment :

09.09.2008

DIN No.:

00214170

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	Date of cessation	Company/ LLP Status	Defaulting status
1	U31909KA2004PTC034146	GE Medical Systems (India) Private Limited	Director	10/11/2005	10/11/2005	21/07/2008	Active	NO
2	U31200DL1991PTC045425	Rockwell Automation India Private Limited	Director	09/09/2008	09/09/2008	-	Active	NO
3	U51900PN2008FTC134214	Lektronix India Private Limited	Director	30/09/2011	02/08/2011	22/03/2012	Active	NO

Name :

Caitlin Barrah

Designation :

Director

Address :

15C, Bright Hill Drive, Thomson View Condominium, Singapore 579627

Date of Birth/Age :

08.12.1970

Date of Appointment :

26.12.2007

DIN No.:

01799619

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	Date of cessation	Company/ LLP Status	Defaulting status
1	U31200DL1991PTC045425	Rockwell Automation India Private Limited	Director	26/12/2007	19/09/2007	-	Active	NO
2	U51900PN2008FTC134214	Lektronix India Private Limited	Director	30/09/2011	23/05/2011	27/02/2012	Active	NO

Name :

Mr. Amitabh Sethi

Designation :

Director and Financial Controller

Address :

SD-297, Tower Apartments, Pitampura, Delhi – 110 088, India

Date of Birth/Age :

15.01.1971

Date of Appointment :

01.08.2011

DIN No.:

03631844

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	Date of cessation	Company/ LLP Status	Defaulting status
1	U31200DL1991PTC045425	Rockwell Automation India Private Limited	Director	01/08/2011	01/08/2011	-	Active	NO
2	U51900PN2008FTC134214	Lektronix India Private Limited	Director	30/09/2011	02/08/2011	22/03/2012	Active	NO

Name :

Ms. Manisha Gupta

Designation :

Director

Address :

38, Sharda Niketan, Delhi – 110 034, India

Date of Birth/Age :

13.08.1966

Date of Appointment :

25.04.2011

DIN No.:

03518831

KEY EXECUTIVES

Name :	Mr. Ajay K. Singhal
Designation :	Secretary
Address :	F-601, Mayurdhwaj Apartments, 60, I.P. Extension, Delhi – 110 092, India
Date of Birth/Age :	13.01.1969
Date of Appointment :	20.12.2000
PAN No.:	AASPS1321E

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 28.09.2011

Names of Shareholders	No. of Shares	Percentage of Holding
Rockwell Automation International Holdings LLC, USA	3422329	99.9999
Rockwell Automation Inc., USA	1	0.0001
Total	3422330	100.00

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 :

The company designs, manufactures, installs, maintains, repairs and deals in industrial, electrical and electronic products such as Integrated Control Automation Monitoring Systems/PLC Systems, Static/Frequency Converters, Operator Interface, Terminal Blocks and Contactors.

Products :

Item Code No. (ITC Code)	90322090
Product Description	ICAM Systems
Item Code No. (ITC Code)	85044090
Product Description	Static Converter
Item Code No. (ITC Code)	85371000
Product Description	Control Boards and Panels

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
ICAM Systems	Nos.	4,000	18,432
Static Converters	Nos.	4,000	36,027
Control Boards and Panels	Nos.	250	416

Installed Capacity (as certified by the management and relied upon by the auditors, being a technical matter)

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	Deutsche Bank AG, New Delhi Branch

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	7^th Floor, Building 10, Tower B, DLF Cyber City Complex, DLF City, Phase-II, Gurgaon – 122 002, Haryana, India
Income-tax PAN of auditor or auditor's firm :	AABFD2095B
Holding Company :	Rockwell Automation International Holdings, LLC, USA
Ultimate Holding Company:	Rockwell Automation Inc, USA
Fellow subsidiaries and other companies which does not exercise control or significant influence over the company :	v Rockwell Automation, AG, Switzerland v Rockwell Automation Thai Company Limited v Rockwell Automation (N.Z.) Limited v Rockwell Automation Taiwan Company Limited v Rockwell Automation BV Netherlands v Rockwell Samsung Automation Limited, Korea v Rockwell Automation Asia Pacific Limited, Hong Kong v Rockwell Automation Australia Limited v Rockwell Automation Japan Company Limited v Rockwell Automation Southeast Asia Pte Limited, Singapore v Rockwell International Overseas Corp, China v Rockwell Automation (Malaysia), SDN.BHD v Rockwell Automation, Canada v Rockwell Automation, Germany v Rockwell Automation, Argentina v Rockwell Automation, UK v Rockwell Automation, SrL, Italy v Rockwell Automation UAE v Rockwell Software Inc, USA v Rockwell Automation, AG, Switzerland v Rockwell Automation (Xiamen) Limited, China v Rockwell Automation (Philippines) Inc, Philippines v Rockwell Automation Pty. Limited, South Africa v ICS Triplex, USA

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
4500000	Equity Shares	Rs.100/- each	Rs.450.000 millions
25000	Redeemable Cumulative Preference Shares	Rs.100/- each	Rs.2.500 millions
	Total		Rs.452.500 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
3422330	Equity Shares	Rs.100/- each	Rs.342.233 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011 (12 Months)	31.03.2010 (6 Months)	30.09.2009 (12 Months)
SHAREHOLDERS FUNDS
1] Share Capital		342.233	342.233	342.233
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1549.927	1254.794	1192.247
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1892.160	1597.027	1534.480
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.000	0.000	0.000
DEFERRED TAX LIABILITIES		0.000	0.842	6.410
TOTAL		1892.160	1597.869	1540.890
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		296.022	263.431	285.836
Capital work-in-progress & Capital Advances		0.000	0.000	0.000
Expenditure pending allocation, net		0.000	3.902	0.000
INVESTMENT		0.000	0.000	0.000
DEFERRED TAX ASSETS		3.032	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	848.738	516.295	482.534
	Sundry Debtors	1102.561	907.020	701.537
	Cash & Bank Balances	302.926	284.025	354.903
	Other Current Assets	114.540	5.939	18.602
	Loans & Advances	318.624	266.747	356.721
Total Current Assets		2687.389	1980.026	1914.297
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	783.492	480.469	477.090
	Other Current Liabilities	205.628	68.098	119.139
	Provisions	105.163	100.923	63.014
Total Current Liabilities		1094.283	649.490	659.243
Net Current Assets		1593.106	1330.536	1255.054
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1892.160	1597.869	1540.890

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011 (12 Months)	31.03.2010 (6 Months)	30.09.2009 (12 Months)
	SALES
		Gross Sales	5514.864	2354.057	4086.565
		Other Income	4.199	2.811	18.371
		TOTAL (A)	5519.063	2356.868	4104.936
Less	EXPENSES
		Office Expenses	4962.462	2153.065	3753..923
		Administrative Expenses
		Advertising Expenses
		TOTAL (B)	4962.462	2153.065	3753.923
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		556.601	203.803	351.013
Less	FINANCIAL EXPENSES (D)		35.696	4.169	14.186
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		520.905	199.634	336.827
Less/ Add	DEPRECIATION/ AMORTISATION (F)		50.984	24.650	50.798
	PROFIT BEFORE TAX (E-F) (G)		469.921	174.984	286.029
Less	TAX (H)		174.788	112.438	107.027
	PROFIT AFTER TAX (G-H) (I)		295.133	62.546	179.002
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1254.793	1192.247	1013.035
	BALANCE CARRIED TO THE B/S		1549.926	1254.793	1192.037
	EARNINGS IN FOREIGN CURRENCY
		Service Charges	0.000	7.616	35.543
		Miscellaneous Income	0.000	0.000	1.111
		FOB value of exports	36.751	20.758	54.927
	TOTAL EARNINGS		36.751	28.374	91.581
	IMPORTS
		Raw Materials, Components and Other Materials	2602.062	1226.124	1973.879
		Capital Equipment	29.585	0.447	6.740
	TOTAL IMPORTS		2631.647	1226.571	1980.619
	Earnings Per Share (Rs.)		86.24	18.28	52.30

KEY RATIOS

PARTICULARS		31.03.2011 (12 Months)	31.03.2010 (6 Months)	30.09.2009 (12 Months)
PAT / Total Income	(%)	5.35	2.65	4.36
Net Profit Margin (PBT/Sales)	(%)	8.52	7.43	7.00
Return on Total Assets (PBT/Total Assets}	(%)	15.75	7.80	13.00
Return on Investment (ROI) (PBT/Networth)		0.25	0.29	0.19
Debt Equity Ratio (Total Liability/Networth)		0.58	0.41	0.43
Current Ratio (Current Asset/Current Liability)		2.46	3.05	2.90

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	No
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

PERFORMANCE REVIEW:

During the financial year ended 31^st March, 2011, the Gross Operational Revenue touched Rs.5514.864 Millions (Previous Period Rs.2354.057 Millions). Due to inconsistent financial year, figures are not comparable.

The profit before tax for the financial year ended 31^st March, 2011 is Rs.470.267 Millions as compared to Rs.174.984 Millions for the period ended 31^st March, 2010. However, the figures are not comparable due to inconsistent financial year. The better performance was possible due to improvisation in productivity and efficiencies in all areas, better cost controls in all fronts and solid financial management. The net profit after tax of the Company for the financial year is Rs.295.479 Millions as compared to Rs.62.546 Millions during the Previous Financial Year.

MARKET POSITION:

The Market was quite aggressive and positive throughout the year. During the Financial year, the Company has won some major orders from premier global as well as Indian organizations across diverse industry segments which clearly demonstrate customer's confidence in the Rockwell Automation products and services of the Company.

FUTURE OUTLOOK:

The dynamic economic scenario and trade environment, present both a challenge and an opportunity for the Company. The years ahead are tough, but promising. The Company is gearing itself to meet these challenges through strategic market segmentation, industry focus, continuous channel expansion, support to Rockwell Automation global accounts and key local accounts, OEM endearment and Conversion programme and various solutions to support their customers business, such as Logix Architecture and information architecture, Motion Control architecture, etc.

Their Company’s success is anchored in the most innovative, competitive and comprehensive product and service portfolio in the automation industry. It consists principally of Architecture and Software segment and Control Products and Solutions segment.

Their unique integrated architecture is revolutionizing manufacturing. It enables manufacturer to integrate multiple control disciplines on a single platform. It also allows customers to collect and use plant floor data to enhance manufacturing operations and supply chain processes and to make more effective real time business decisions.

They are passionate about their customer success. The Company continues to emphasize its customer centric focus that increasingly positions them as a trusted partner. To achieve this, they work hard to understand the business needs of their customers, develop solutions that respond to those needs and deliver meaningful benefits and value.

They deliver value by helping customers achieve faster time to market, lower cost of ownership, better asset Management and reduced manufacturing business risks. Their value proposition has remained the same to help their customers be more productive and globally competitive.

With the customer driven focus, the Company is hopeful of maintaining positive growth in the year 2011-12.

FIXED ASSETS:

v Leasehold Land

v Non Factory Building

v Factory Building

v Plant and Machinery

v Electrical Installation

v Furniture and Fixtures

v Office Equipments

v Computers

v Leasehold Improvements

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.56.02
UK Pound	1	Rs.86.77
Euro	1	Rs.68.83

INFORMATION DETAILS

Report Prepared by :

SMN

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	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		51

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.