MIRA INFORM REPORT

Report Date :

15.06.2012

IDENTIFICATION DETAILS

Name :	RACOLD THERMO LIMITED (w.e.f. 10.06.2011)
Formerly Known As :	ARISTON THERMO INDIA LIMITED (w.e.f. 19.02.2009) MERLONI THERMOSANITARI SSP LIMITED
Registered Office :	Gat No. 265/374/376, Kharabwadi, Chakan-Talegaon Road, Taluka – Khed, Chakan, Pune – 410501, Maharashtra
Country :	India
Financials (as on) :	31.12.2011
Date of Incorporation :	11.11.2004
Com. Reg. No.:	11-019938
Capital Investment / Paid-up Capital :	Rs.262.135 Millions
CIN No.: [Company Identification No.]	U31909PN2004PLC019938
TAN No.: [Tax Deduction & Collection Account No.]	PNEM09177A/ PNEM00797G
PAN No.: [Permanent Account No.]	AAECM0766G/ AABCM8423H
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturing and Trading of Water-Heating Equipments.
No. of Employees :	Not divulged by the management.

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	USD 3500000
Status :	Good
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well established Fully owned subsidiary of Ariston Thermo Spa, Italy. It is a reputed company having fine track. The financial position of the company is good. Trade relations are reported as healthy. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered good 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.

INFORMATION DECLINED BY

Management Non Co-operative.

LOCATIONS

Registered/ Corporate Office/ Factory :	Gat No. 265/374/376, Kharabwadi, Chakan-Talegaon Road, Taluka – Khed, Chakan, Pune – 410501, Maharashtra, India
Tel. No.:	91-2135-253593-97/ 252923/ 253027
Fax No.:	91-2135-254025/ 252966/ 251025
E-Mail :	tejesh.sen@racold.com marketing@racold.com satish.pawaskar@racold.com
Website :	http://www.racold.com
Branch Office :	Located at: · New Delhi · Kolkata · Mumbai · Bengaluru · Chennai · Pune · Chandigarh · Hyderabad

DIRECTORS

(AS ON 18.04.2011)

Name :	Mr. Alokkumar Bhagwandas Rathi
Designation :	Director
Address :	A-2, Orchids North Main Road, Koregaon Park, Pune – 411001, Maharashtra, India
Date of Birth/Age :	24.08.1952
Date of Appointment :	23.06.2005
DIN No.:	00505897
Name :	Mr. Euro Trapani
Designation :	Director
Address :	Milano (MI) V. Savon Arola 4 Italy
Date of Birth/Age :	11.03.1958
Date of Appointment :	13.11.2009
DIN No.:	02806641
Name :	Mr. Gabriele Montesi
Designation :	Director
Address :	380, Laural Wood Ave, Singapore 275973
Date of Birth/Age :	10.06.1969
Date of Appointment :	10.05.2010
DIN No.:	02949417
Name :	Mr. Mathew Job
Designation :	Managing Director
Address :	E-102, Emerald Court II, Essel Tower, M G Road, Gurgaon – 122001 Haryana, India
Date of Birth/Age :	03.05.1969
Date of Appointment :	03.02.2012
DIN No.:	02922413
Name :	Mr. Paolo Cancellieri
Designation :	Additional Director
Address :	Via Della Montagnola 97, Ancona 60127
Date of Birth/Age :	08.01.1969
Date of Appointment :	07.05.2012
DIN No.:	05236130

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 18.04.2011)

Names of Shareholders	No. of Shares
Ariston Thermo SPA, Italy	5900952
Alokkumar Bhagwandas Rathi	1
Sen C T	1
Ariston Thermo International SRL, Italy	1
Professional Team Limited, Ireland	1
Andreatini Carlo	1
Ariston Thermo UK	1
Total	5900958

(AS ON 04.08.2011)

Names of Allottess	No. of Shares Allotted
Ariston Thermo SPA, Italy	2
Alok Kumar Rathi	2
Ariston Thermo International SRL, Italy	20312507
Ariston Thermo UK Limited, UK	2
Tejesh Chandra Sen	2
Silvestro Luciani	2
Total	20312517

(AS ON 30.06.2011)

Equity Shares Break – up

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	99.99
Bodies corporate	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturing and Trading of Water-Heating Equipments.

Products :

Products Description	Item Code No.
Storage Type Water Heaters and Instantaneous Geysers	8516000

PRODUCTION STATUS (AS ON 31.12.2011)

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Water Heaters	(in Numbers)	--	420000	272161
Instantaneous Geysers	(in Numbers)	--	120000	44988
Solar Water Heaters	(in Numbers)	--	10000	25487

NOTE:

The Products manufactured by the Company are not Subject to License.

GENERAL INFORMATION

Suppliers :	· Ariston Thermo SPA · Ariston Thermo China Company Limited · Thermowatt Spa · Thermowatt Wuxi Electric Company Limited · Ariston Thermo CZ
Customers :	· Ariston Thermo SPA · Chaffoteaux SAS - · Professional Team Limited · Ariston Thermo Russia LLC · Ariston Thermo Deutschland GMBH
No. of Employees :	Not divulged by the management.
Bankers :	Not Divulged

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountant
Address :	Muttha Towers, 5th Floor, Suite O. 8, Off. Airport Road, Yerwada, Pune - 411006, Maharashtra, India
PAN No.:	AAFFP3698A
Holding Company :	Ariston Thermo International Srl. (formerly, Ariston Thermo Overseas Srl)
Ultimate Holding Company :	Ariston Thermo SPA, Italy
Fellow Subsidiaries :	· Racold Thermo Limited, India · Chaffoteaux SAS, France · Ariston Thermo Rus LLC, Russia · Professional Team Limited, Ireland · Thermowatt SPA, Italy · Thermowatt Wuxi Electric Company Limited. Wuxi · Ariston Thermo China Company Limited, China · Ariston Thermo Deutschland GMBH, Germany · Ariston Thermo CZ, Czech Republic

CAPITAL STRUCTURE

(AS ON 31.12.2011)

Authorised Capital :

No. of Shares	Type	Value	Amount
30000000	Equity Shares	Rs.10/- each	Rs.300.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
26213475	Equity Shares	Rs.10/- each	Rs.262.135 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2011	31.12.2010	31.12.2009
SHAREHOLDERS FUNDS
1] Share Capital		262.135	59.010	59.010
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		621.330	63.077	110.123
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		883.465	122.087	169.133
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	0.000	0.000
TOTAL		883.465	122.087	169.133
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		259.884	14.116	28.610
Capital work-in-progress		58.165	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		16.512	0.000	0.401
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	266.759	30.212	48.777
	Sundry Debtors	376.705	32.119	47.097
	Cash & Bank Balances	246.404	13.718	4.516
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	165.568	73.528	69.556
Total Current Assets		1055.436	149.577	169.946
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	400.233	24.849	24.910
	Other Current Liabilities	36.011	0.524	2.719
	Provisions	70.288	16.233	2.195
Total Current Liabilities		506.532	41.606	29.824
Net Current Assets		548.904	107.971	140.122
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		883.465	122.087	169.133

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2011	31.12.2010	31.12.2009
	SALES
		Income	1935.899	172.419	236.677
		Other Income	27.885	0.298	12.708
		TOTAL (A)	1963.784	172.717	249.385
Less	EXPENSES
		Consumption Materials Changes Inventories	1097.527	153.155
		Manufacturing Service Costs	130.299	15.794
		Employee Related Expenses	175.365	7.001	201.428
		Administrative Selling Other Expenses	272.207	27.576
		Research Development Expenditure	10.696	0.833
		TOTAL (B)	1686.094	204.359	201.428
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		277.690	(31.642)	47.957
Less	FINANCIAL EXPENSES (D)		0.787	0.708	0.896
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		276.903	(32.350)	47.061
Less/ Add	DEPRECIATION/ AMORTISATION (F)		47.099	14.732	9.542
	PROFIT BEFORE TAX (E-F) (G)		229.804	(47.082)	37.519
Less	TAX (H)		66.175	(0.035)	0.968
	PROFIT AFTER TAX (G-H) (I)		163.629	(47.047)	36.551
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		44.831	91.878	344.203
	APPROPRIATIONS
		Transfer to General Reserve	16.363	0.000	18.246
		Dividend and DDT	117.115	0.000	270.630
	BALANCE CARRIED TO THE B/S		180.680	44.831	91.878
	EARNINGS IN FOREIGN CURRENCY		179.194	169.051	236.538
	IMPORTS
		Capital Goods	1.139	0.000	0.000
		Stores and Spares	0.980	0.000	0.000
		Raw Materials and Components	224.431	25.065	62.808
		Finished Good	2.615	0.000	0.000
	TOTAL IMPORTS		229.165	25.065	62.808
	Earnings Per Share (Rs.)		6.24	(7.97)	6.19

KEY RATIOS

PARTICULARS		31.12.2011	31.12.2010	31.12.2009
PAT / Total Income	(%)	8.33	(27.24)	14.66
Net Profit Margin (PBT/Sales)	(%)	11.87	(27.31)	15.85
Return on Total Assets (PBT/Total Assets}	(%)	17.47	(28.76)	18.90
Return on Investment (ROI) (PBT/Networth)		0.26	(0.39)	0.22
Debt Equity Ratio (Total Liability/Networth)		0.57	0.34	0.18
Current Ratio (Current Asset/Current Liability)		2.08	3.60	5.70

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	31.12.2011	31.12.2010	31.12.2009
	(Rs. In Millions)
Sundry Creditors
- Creditors due small micro enterprises	41.100	7.566	2.346
- Creditors due others	359.133	17.283	22.564
Total	400.233	24.849	24.910

Check list by info Agents	Available in Report (Yes/ No)
Year of Establishment	Yes
Locality of the Firm	Yes
Constitution of the Firm	Yes
Premises details	No
Type of Business	Yes
Line of Business	Yes
Promoter’s Background	Yes
No. of Employees	No
Name of Person Contacted	No
Designation of Contact person	No
Turnover of Firm for last three years	Yes
Profitability for last three years	Yes
Reasons for variation <> 20%	-----
Estimation for coming financial year	No
Capital in the business	Yes
Details of sister concerns	Yes
Major Suppliers	Yes
Major Customers	Yes
Payments Terms	No
Export/ Imports Details (If applicable)	No
Market Information	-----
Litigations that the firm/ Promoters Involved in	-----
Banking details	Yes
Banking Facility Details	No
Conduct of the Banking Account	-----
Buyer visit details	-----
Financials, if provided	Yes
Incorporation details is applicable	Yes
Last Accounts filed at ROC	Yes
Major Shareholders, if available	Yes

FINANCIAL RESULTS

High court judicature has passed an order dated 26 March, 2011 sanctioning arrangement embodied in the scheme of amalgamation of Racold Thermo Limited with Ariston Thermo India Limited. Subsequently Ariston Thermo India Limited changed its name as Racold Thermo Limited. Accordingly, The Balance sheet and Profit and Loss account of merge entity are being presented. Hence the figure of current year not comparable with that of previous year.

FUTURE OUTLOOK

During the period, the Company recorded increase of 21% total sales.

BACKGROUND

Racold Thermo Limited, (Formerly known as Ariston Thermo India Limited) (the ‘Company') is engaged in the business of manufacturing and trading of water heating equipments and solutions (including storage water heaters, geysers, solar water heater etc.). The Company was incorporated on November 11, 2004 and has its place of business in Chakan.

AMALGAMATION OF RACOLD THERMO LIMITED WITH THE COMPANY

a. The High Court of Judicature at Bombay on March 25, 2011 has approved, the arrangement as embodied in the Scheme of Amalgamation (“the Scheme”) of the erstwhile Racold Thermo Limited (the transferor company), with Ariston Thermo India Limited (the transferee company). On complying with the requisite formalities by the Company, the Scheme became effective on April 11, 2011 (“the effective date”) the date on which the High Court order was filed with the Registrar of Companies, operative retrospectively from April 1, 2010, the appointed date as per the Scheme. Accordingly, the whole of the undertaking of erstwhile Racold Thermo Limited was transferred to and vested in the Company as a going concern and without any further act, was dissolved without winding up.

b. As per the Scheme, the said transaction is recorded in such a manner so that with effect from the appointed date, all assets and liabilities of the transferor company are vested in the Company. The amalgamation has been accounted for under the “Pooling of Interests” method as prescribed by Accounting Standard (AS-14), referred to in Accounting Standard Rules (2006), to the Companies Act, 1956 and the specific provisions of the Scheme. Accordingly, all the assets, liabilities and reserves of the transferor company as on April 1, 2010 have been recorded by the Company at their respective carrying amounts. The difference between consideration paid and capital of the transferor company has been adjusted as follows:

Particulars	31.12.2011 (Rs. In Millions)
Consideration for amalgamation Equity shares (20,312,517 equity shares of the Company issued to the erstwhile shareholders of the transferor company in the ratio of 9 Equity Shares of Rs.10 each of Ariston Thermo India Limited for every 5 equity shares of Rs. 10 each of Racold Thermo Limited.)	203.125
Capital of Erstwhile Racold Thermo Limited	112.847
Net Balance adjusted
- Against General Reserve	29.709
- Against Profit and Loss Account	60.569

The breakup of assets, liabilities and reserves taken over by the Company is as follows:

Particulars	31.12.2011 (Rs. In Millions)
Net Block of Fixed Assets	218.005
Net Current Asset	477.845
Deferred Tax Asset	6.280
Total	702.130
Less: Reserves and Surplus	589.283
Capital	112.847

c. With effect from the Appointed Date, all debts, liabilities, duties and obligations of the transferor company as on the close of the business on the date preceding the appointed date, whether or not provided in the books of the transferor company and all liabilities which arise or accrue on or after the appointed date shall be deemed to be the debts, liabilities, duties and obligations of the Company.

d. Though erstwhile Racold Thermo Limited and Ariston Thermo India Limited amalgamated from April 1, 2010 (the appointed date), the balances considered as acquired for the purpose of preparing the current year’s financial statements are the balances appearing in the books of erstwhile Racold Thermo Limited as at December 31, 2010 i.e. the close of previous statutory year. Appropriate adjustments have also been effected for in the Profit and Loss Account.

e. As per the scheme of Amalgamation, the name of the Company has been changed from Ariston Thermo India Limited to Racold Thermo Limited. The approval of the Registrar of Companies was obtained on 10th June, 2011.

f. During the period between the appointed date and the effective date as erstwhile Racold Thermo Limited carried on the existing business in “trust” on behalf of the Company, all vouchers, documents, etc., for the period are in the name of erstwhile Racold Thermo Limited. The title deeds for licenses, agreements etc., have been transferred in the name of the Company.

g. Pursuant to amalgamation, Ariston Thermo International SRL., has become the holding company in place of Ariston Thermo S.p.A. However, Ariston Thermo S.p.A. continues to be the ultimate holding company.

h. In view of the amalgamation with the erstwhile Racold Thermo Limited, the figures for the current year are not directly comparable to those of the previous year.

A] CONTINGENT LIABILITIES

Particulars	31.12.2011	31.12.2010
	(Rs. In Millions)
Claims against the Company not acknowledged as debts	18.043	0.000
Central Excise/ service Tax matters (Refer Note 1 Below)	8.147	0.000
Other Central Excise / service Tax matters	0.046	0.000
Sales tax Matters	66.130	3.459
Income Tax Matters (Refer Note 2 below)
Total	92.366	3.459

NOTE:

1. The Company had received a demand order dated May 24, 2006 from the Commissioner of Central Excise for payment of excise duty and penalty aggregating Rs.18.043 Millions. for the CENVAT credit availed on input services for the solar systems. The company had appealed the matter to Commissioner (Appeal) who had upheld the order passed by Commissioner of Central Excise. The matter was then referred to CESTAT which has issued stay order. The Company has paid pre-deposit of Rs.1.200 Millions.

Subsequently, Finance Act, 2010 vide Section 73 and schedule VIII has introduced a beneficiary provision amending the CENVAT Credit Rules, 2004 retrospectively and has provided an option to the manufacturer to pay an amount equivalent to CENVAT credit attributable to input services used in or in relation to the manufacture of exempted goods before or after clearance of exempted goods. In order to seek the benefit of the amendment, the Company made an application on 4th November 2010 to Commissioner Central Excise which has been accepted. The Company has filed miscellaneous application on 10th March 2011 with CESTAT informing them of the acceptance of the said application by the Commissioner. The matter is yet to come up for hearing.

2. Income Tax Matters

a. During the previous year, the erstwhile subject had received a demand order for assessment year 2006-07 under Section 143 (3) with respect to Section 144C of the Income Tax Act, 1961, making transfer pricing adjustment to the Income of the Company to arrive at arm’s length price by Rs.68.260 Millions on international transactions relating to export of manufactured goods to the Associated Enterprises. The tax demanded amounts to Rs.34.018 Millions and the Company has paid Rs.8.000 Millions under protest. The Company has also preferred an appeal to the Income Tax Appellate Tribunal.

b. During the previous year the Company had received a demand order for assessment year 2006-07 under Section 143 (3) with respect to Section 144C of the Income Tax Act, 1961, making transfer pricing adjustment to the Income of the Company to arrive at arm’s length price by Rs.26.706 Millions on international transactions relating to export of manufactured goods to the Associated Enterprises. The tax demanded amounts to Rs.3.459 Millions and the Company has paid Rs.2.000 Millions under protest. The Company has also preferred an appeal to the Income Tax Appellate Tribunal.

c. During the year the company has received income tax demand for the Assessment year 2008-09 under Sec.143(3) with respect to Section 144C of the Income Tax Act,1961 making adjustment to deduction claimed by the company under Sec.10B of the Income Tax Act, 1961 amount to Rs.96.886 Millions. The tax demanded amounts to Rs.28.653 Millions. The company has preferred an appeal with the Commissioner of Income Tax (Appeals).

The above matters are yet to come up for hearing with the respective authorities. In the opinion of the management, based on advice from its consultants, no provision is considered necessary for the above matters at this stage.

B) BANK GUARANTEES

Bank Guarantee	11.832	9.400
Total	11.832	9.400

FIXED ASSETS:

· Factory Building

· Plant and Machinery

· Dies and Moulds

· Furniture and Fittings

· Motor Vehicles

· Computer

· Office and Other Equipments

PRESS RELEASE

RACOLD INTRODUCES INDIA'S FIRST INTELLIGENT WATER HEATERS 'PRIMO - BEAUTY WITH BRAINS'

Pune, Maharashtra, August 10, 2010 - Racold Introduces India's First Intelligent Water Heaters

'Primo - Beauty with Brains'

· Intelligent Timer with Dual working modes provides hot water exactly at the time it is needed

· With Special Anti- bacterial Protection

· Space Saver - horizontal installation, compatible with vertical

Plumbing and saves upto 40% of vertical space

· Strong corrosion resistant body

Racold Thermo Limited, the largest manufacturer and seller of water heaters in India, is today introducing India's first range of Intelligent Water heaters - 'Primo - Beauty with Brains'. The stunning new Electric Water Heater not only adds a beautiful touch to your modern day bathroom but also reflects a revolutionary advance in water-heating control technology.

With increasing concerns of global warming and rising energy prices, using products that systematically cut down on monthly power bills is an investment in your future. One of the easiest ways to start is by managing the amount of time your electrical appliances are running. To do this, Racold offers India's first water heater with an Intelligent Timer. The Intelligent Timer is a feature that provides to the user the hot water exactly at the time the family needs it. There are 2 daily programs, by which the user can decide when to set the water availability time. The intelligent heater itself calculates backwards the start heating time, and as a result, at the set program time, the tank will be full of hot water ready to use. Thus the heater unobtrusively follows your family's normal schedule to provide energy savings with utmost comfort. The intelligent water heater can also provide hot water at any required time by using the manual mode.

Continuing the trend of firsts, the intelligent water heater comes with a unique Anti- bacterial Protection function, which when selected heats water to a temperature of 80 degrees C eliminating 99.9 % of all bacteria including the dreaded E.Coli, to provide your family with a clean and hygienic hot water bath. The Anti- bacterial function has been certified by the Food Hygiene and Health Laboratory (FHHL). It is recommended to use this feature once in a fortnight and also when the water heater is not used for a long time.

This innovative hi-performance water heater is designed as a "space saver", which is very relevant in today's housing need of space utilization. More importantly its horizontal configuration is also compatible with vertical plumbing, making it a very versatile product.

Speaking at the launch, Mr. A.K. Rathi, Managing Director, Racold Thermo Limited, said, "Racold has always been at the forefront of developing new and innovative water heating technologies. Following the huge success of our SPHP technology introduced in 2008, we have taken the next step ahead and introduced Intelligent Water heaters - a revolutionary solution that delivers real and meaningful consumer benefits."

Racold's Primo - Beauty with Brains' is available in 15 and 25 litre capacities and comes in two tone colour options: White body - Grey or Blue Inspection cover, Ivory body - Light Brown or Red brick cover. The product is available across the country in all Racold authorized outlets and comes with a 2 year product guarantee. It is priced within the range of (MRP) Rs. 8250/- to Rs. 9300/-.

ABOUT RACOLD THERMO LIMITED

Racold Thermo Limited, an ISO 9001:2008 company, is a fully owned subsidiary of Ariston Thermo Spa - Italy, the world leaders in manufacturing and marketing of water and space heating products and their components. Racold Thermo Limited is a part of the Є1.1 billion Ariston Thermo Group. The group employs 6500 people worldwide and manufactures over 6.1 million products per year, plus over 32 million component parts. With 18 state of the art manufacturing units worldwide, Ariston Thermo Group has a global presence in 150 countries with Ariston as its flagship brand. The company has significant presence in Asia, with manufacturing plants in China, India and Vietnam. There is now a major thrust on Renewable energy, through solar water heaters and systems.

The Indian operations include India's largest and fully integrated water heater plant in Chakan near Pune, Maharashtra (since 1999) with a total investment of Rs.500.000 millions till date. Ever since its inception, Racold Thermo Limited has been setting the standards in the Indian water heater industry by bringing in new technology, enhancing the aesthetics, quality, durability and performance of the product. The company plans to invest around Rs.100.000 millions in the next 18 months.

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.55.79
UK Pound	1	Rs.86.37
Euro	1	Rs.70.07

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	NIT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
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	7
--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		50

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.