MIRA INFORM REPORT

Report Date :

18.06.2012

IDENTIFICATION DETAILS

Name :	HYVA (INDIA) PRIVATE LIMITED (w.e.f. 24.01.2001)
Formerly Known As:	HYVA INDIA TRANSPORTATION SYSTEMS PRIVATE LIMITED
Registered Office :	Plot # EL – 215, M.I.D.C., Mahape, Navi Mumbai – 400 701, Maharashtra
Country:	India
Financials as on:	31.12.2010
Date of Incorporation :	02.09.1996
Com. Reg. No.:	11-102299
Capital Investment/ Paid-up Capital:	Rs.12.510 Millions
CIN No.: [Company Identification No.]	U50100MH1996PTC102299
TAN No.: [Tax Deduction & Collection Account No.]	MUMH07261C
PAN No.: [Permanent Account No.]	AAACH2006C
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Tipper Bodies.
No. of Employees:	432 (Approximately) (In Office 130 + In Factory 302)

RATING & COMMENTS

MIRA’s Rating :

A (64)

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 7300000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having fine track. Financial position of the company appears to be sound. Trade relations 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/ Administrative Office/ Factory :	Plot # EL – 215, M.I.D.C., Mahape, Navi Mumbai – 400 701, Maharashtra, India
Tel. No.:	91-22-67618888 / 27610504 / 66165590 / 66165440 / 27671512/ 27672846 / 27635185
Fax No.:	91-22-27672846 / 27610504 / 27672182
E-Mail :	sudhirp@hyvaindia.com info@hyvaindia.com rajuk@hyvaindia.com asha@hyvaindia.com
Website :	http://www.hyvaindia.com
Location :	Owned
Factory :	Also Located at: · Germany · Brazil · China · India
Sales Office 1 :	D.No: 7-1-613/14/A/201, Lakshmishree Complex, Amirpet – Hyderabad, Andhra Pradesh, India
Sales Office 2 :	C/o Sri Naga Motors (Hyva), No.893,Ist Floor, Swaraj Building, MES Ring Road, Muthyalamma Nagar, Gokula Post, Bangalore – 560 054, Karnataka, India
Tel. No.:	91-80-23454816
E-Mail :	sales@hyvaindia.com
Branch Office :	Located at: · Navi Mumbai · Bangalore · Jamshedpur · Hyderabad

DIRECTORS

As on 19.07.2011

Name :

Mr. Jagadish Adde Bhat

Designation :

Managing Director

Address :

C-1302, 13^th Floor, BPCL Housing Co-Operative Society, Plot No. 3, Sector 46A, Nerul, Navi Mumbai – 400 706, Maharashtra, India

Date of Birth/Age :

23.10.1964

Date of Appointment :

02.12.2008

DIN No. :

02470009

Name :

Mr. Roelf Hendrik Koch

Designation :

Director

Address :

Asselsestraat, 369, 7312 TR, Apeldoorn, 347, Netherlands

Date of Birth/Age :

04.11.1954

Date of Appointment :

02.09.2004

DIN No. :

02526440

Name :

Mr. Rupayan Santanu Majumdar

Designation :

Alternate Director

Address :

B–1/103, Hyde Park, Ghodbunder Road, Manpada, Thane – 400 607, Maharashtra, India

Date of Appointment :

02.09.2009

DIN No. :

02780347

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	U50100MH1996PTC102299	HYVA (INDIA) PRIVATE LIMITED	Director	11/10/2011	2/09/2009	-	Active	NO

Name :

Mr. Dijkstra Louwrence

Designation :

Director

Address :

Hyva Beheer BV, Ondernemingsweg-1, 2404HM Alphen A D Rijn., Holland

Date of Birth/Age :

01.10.1955

Date of Appointment :

18.11.1997

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 19.07.2011

Names of Shareholders	No. of Shares
Sudhir Madhav Prabhu	20
Hyva Transport Technik GMBH, Austria	1251000
Total	1251020

As on 19.07.2011

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]	99.99
Others	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Tipper Bodies.

Products :

Item Code No.: [ITC Code]	Product Description
842610	Cranes, Compactors, Scissor, Tipping and Other Transportation System

PRODUCTION STATUS (As on 31.12.2010)

Particulars	Unit	Installed Capacity	Actual Production
Tipper Bodies	Nos.	Not Applicable	11757
Hydraulic Cylinders (including for captive consumption)	Nos.	Not Applicable	32007
Compactors	Nos.	Not Applicable	146
Fifth Wheel Coupling	Nos.	Not Applicable	294

Note

· The installed capacity of the Company’s products cannot be determined as the Company’s products can be manufactured in different types and sizes as per customers needs and requirements.

· Actual production includes quantities manufactured by others on job work basis.

· The above does not include products were assembly / mounting operations are carried out.

GENERAL INFORMATION

No. of Employees :

432 (Approximately) (In Office 130 + In Factory 302)

Bankers :

· ABN Amro Bank N.A.

14, Veer Nariman Road, Now Shifted to, 7^th Floor, Sakhar Bhavan, Nariman Point, Mumbai – 400 021, Maharashtra, India

· Deutsche Bank, Fort Branch, Mumbai, Maharashtra, India

Facilities :

Secured Loans	As on 31.12.2010 Rs. in millions	As on 31.12.2009 Rs. in millions
Finance Lease Liability (Repayable within one year Rs.2.544 millions) (Secured by underlying assets)	3.366	15.111
Note	3.366	15.111

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address :	252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400 026, Maharashtra, India
PAN No.:	AAEFP3641G
Holding Company :	Hyva Transporttechnik GmbH, Austria
Ultimate Holding Company :	Hyva Holding B.V., Netherlands
Fellow Subsidiaries :	· Hyva do Brasil Hidraulica Limited, Brasil · Technamics B. V., Netherlands · Hyva Mechanics (Yang Zhou) Limited, China · Hyva Iberica S. A., Spain · Georg Hydraulik GmbH, Germany · Hyva International B. V., Netherlands · Hyva Thailand Company Limited, Thailand · Technomet S.R.L., Italy · Amco Veba S.R.L., Italy · Ferrari International, SpA, Italy

CAPITAL STRUCTURE

As on 31.12.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
1500000	Equity Shares	Rs.10/- each	Rs.15.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1251020	Equity Shares	Rs.10/- each	Rs.12.510 Millions

Note

Of the above 1251000 Equity Shares of Rs.10 each, fully paid are held by Hyva Transporttechnik GmbH, Austria and 20 Equity Shares of Rs.10 each, fully paid are held by a nominee of Hyva Transporttechnik GmbH, Austria. The ultimate holding company is Hyva Holding B.V., Netherlands.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2010	31.12.2009	31.12.2008
SHAREHOLDERS FUNDS
1] Share Capital		12.510	12.510	12.510
2] Share Application Money		0.005	0.005	0.005
3] Reserves & Surplus		1819.406	1444.382	1332.834
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1831.921	1456.897	1345.349
LOAN FUNDS
1] Secured Loans		3.366	15.111	30.342
2] Unsecured Loans		0.000	0.000	12.063
TOTAL BORROWING		3.366	15.111	42.405
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1835.287	1472.008	1387.754
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		336.136	365.599	392.227
Capital work-in-progress		37.301	4.136	30.326
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		44.300	21.356	14.634
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	945.472	808.731	831.906
	Sundry Debtors	710.215	577.744	839.026
	Cash & Bank Balances	333.490	229.978	95.730
	Other Current Assets	1.713	2.102	0.000
	Loans & Advances	206.027	156.279	89.552
Total Current Assets		2196.917	1774.834	1856.214
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	592.594	605.840	807.818
	Other Current Liabilities	52.057	58.928	44.378
	Provisions	134.716	29.149	53.451
Total Current Liabilities		779.367	693.917	905.647
Net Current Assets		1417.550	1080.917	950.567
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1835.287	1472.008	1387.754

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2010	31.12.2009	31.12.2008
	NET TURNOVER		5238.640	3408.730	4244.310
	Other Income		NA	NA	NA
	TOTAL		NA	NA	NA
Less	EXPENSES
	Office Expenses		NA	NA	NA
	Administrative Expenses		NA	NA	NA
	Advertising Expenses		NA	NA	NA
	TOTAL		NA	NA	NA
	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		659.570	263.260	704.780
	FINANCIAL EXPENSES		2.530	6.300	26.130
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		657.040	256.970	678.650
	DEPRECIATION/ AMORTISATION		75.960	82.240	106.820
	PROFIT BEFORE TAX		581.080	174.730	571.830
	TAX		206.060	63.180	197.880
	PROFIT AFTER TAX		375.020	111.550	373.950
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Exports	94.458	120.305	195.755
		Commission	1.947	0.000	0.000
	TOTAL EARNINGS		96.405	120.305	195.755
	IMPORTS
		Raw Materials and Components	1161.639	638.046	1097.207
		Stores & Spares	8.016	9.374	33.982
		Capital Goods	16.722	0.000	21.068
	TOTAL IMPORTS		1186.377	647.420	1152.257
	Earnings Per Share (Rs.)		299.77	89.17	298.92

KEY RATIOS

PARTICULARS		31.12.2010	31.12.2009	31.12.2008
Net Profit Margin (PBT/Sales)	(%)	11.09	5.13	13.47
Return on Total Assets (PBT/Total Assets}	(%)	22.94	8.16	25.43
Return on Investment (ROI) (PBT/Networth)		0.32	0.12	0.43
Debt Equity Ratio (Total Liability/Networth)		0.43	0.49	0.70
Current Ratio (Current Asset/Current Liability)		2.82	2.56	2.05

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	Yes
9) Name of person contacted	No
10) Designation of contact person	No
11) Turnover of firm for last two years	Yes
12) Profitability for last two 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	--
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

NOTE

The Registered Office of the company has been shifted from Plot # C-255, MIDC Pawane Village, Navi Mumbai – 400 705, Maharashtra, India, to the present address with effect from 23.12.2006.

FINANCIAL RESULTS

Year 2010 ended on a positive note for the automobile industry. The infrastructure development is slowly gathering momentum and they see an opportunity for growth in this scenario. However the competition is fast catching up and they are also facing competition from new companies.

The company registered a turnover of Rs.5238.640 Millions. This is the first time in the history of subject where the Annual turnover has crossed 5000.000 Millions.

Earning per share is 299.17 per share for a 10 rupee share.

BUSINESS SCENARIO

India continues to be an emerging global automotive power offering vast opportunities for Investment. The economy is showing signs of growth and the performance in the first half of 2011 has been satisfactory. Therefore they look forward to achieve the ambitious targets set out for year 2011.

The Company has been able to improve its market share with all it’s major customers. New OEM’s are entering into the manufacturing of commercial vehicles and adding more opportunities for the company.

BUSINESS OPERATIONS

The new Factory at Pune has been completed and will commence manufacturing activity from August 2011. During the year they developed JT PT Valves. They have set up manufacturing facility within the existing Navi Mumbai Factory for manufacturing JT PT Valves. They have also started commercial production of such Valves during 2010.

CONTINGENT LIABILITIES

Particulars	As on 31.12.2010 Rs. in millions
a) Bank Guarantees outstanding at year-end	56.263
b) Sales invoices discounted with banks and outstanding at the year-end	394.086
c) Demands raised by tax authorities against which the Company is in dispute in respect of :
- Income Tax	20.960
Service Tax	3.723
Entry Tax	4.733
Excise Duty (net of reimbursements)	100.383

Notes

1. Future cash outflows in respect of above, it any, are determinable only on receipt of judgments / decisions pending with various forums / authorities.

2. The Company has received demand of Rs.513.714 millions towards excise duty from the authorities for non-adherence to Rule 10A of the Central Excise Valuation (Determination of Price of Excisable Goods) Rules, 2000 against which, it has filed replies / appeals with the appropriate authorities. According to the Management, the additional excise duly under these orders would aggregate to Rs.57.140 millions based on the recomputation carried out by them, as against the excise duty of Rs.513.714 millions demanded by the authorities. However, the excise authorities are yet to acknowledge the aforesaid amount computed by the Management. Based on legal advice obtained, the Company has a strong case relating to quantification of duty demand and accordingly, the amount of Rs.456.575 millions is excluded above. Further, an amount of Rs.48.480 millions is reimbursable from a customer.

3. The Company had issued Continuity Bonds aggregating Rs.625.000 millions to customs authorities for clearance of imports on provisional basis. During the Year 2008, the assessment in relation to imports made from group companies - was completed by the Assistant Commissioner of Customs, GATI Valuation Cell. However, the aforesaid bonds are yet to be cancelled. The Company is in process of completing the necessary procedures relating to cancellation of these bonds.

4. The Company had issued Continuity Sends aggregating Rs.13.460 millions to customs authorities (or availing duty exemption under DEEC scheme. The Company has fulfilled the export obligation under the said scheme but relevant formalities with respect to cancellation of these bonds under the said Scheme are pending.

5. The Company has imported goods under Exports Promotion Capital Goods [EPCG] Schema and customs duty saved under the Scheme aggregates Rs.42.949 millions. The export obligation have been fulfilled under the said Scheme but relevant formalities with respect to cancellation of licences issued under the said Scheme are pending.

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U50100MH1996PTC102299
Name of the company	HYVA INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot # EL – 215, M.I.D.C., Mahape, Navi Mumbai – 400 701, Maharashtra, India
This form is for	Modification of charge
Type of charge	Equitable mortgage or mortgage of property by deposition the title deeds
Particular of charge holder	ABN Amro Bank N.A., 14, Veer Nariman Road, Now Shifted To, 7^th Floor, Sakhar Bhavan, Nariman Point, Mumbai – 400 021, Maharashtra, India E-Mail: in.bs.ccc@in.abnamro.com
Amount secured by the charge	Rs.45.000 Millions
Description of the property charged indicating whether it is a charged on	Plant and Machinery
Particulars of the property charged	Hypothecation of the borrower’s fixed assets more fully described in the schedule II to the agreement, whether installed or not and whether lying loose or in cases or being on or upon or at any time hereafter during the continuance of this security being on or upon or about the premises and godowns, factory or wherever else the same may be or be held by the party to the order or disposition of the borrow or in the course of transit.
Charge identification number of the charge to be modified	90148543
Date of instrument modifying the charge	18.04.2006

FIXED ASSETS

Intangible Assets

· Computer Software

Tangible Assets (Owned)

· Buildings on Leasehold Land

· Plant and Machinery

· Tools and Equipments

· Electrical Installations

· Office Equipments

· Computers

· Furniture and Fittings

· Vehicles

Tangible Assets (Leased)

· Leasehold Land

· Plant and Machinery

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.55.76
UK Pound	1	Rs.86.68
Euro	1	Rs.70.44

INFORMATION DETAILS

Report Prepared by :

KVT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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		64

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.