MIRA INFORM REPORT

Report Date :

18.06.2012

IDENTIFICATION DETAILS

Name :	KIRLOSKAR CHILLERS PRIVATE LIMITED [w.e.f.16.09.2006]
Formerly Known As :	KIRLOSKAR MCQUAY PRIVATE LIMITED
Registered Office :	Office #104, 1^st Floor, Tower P-3, Pentagon, Magarpatta City, Hadapsar, Pune-411028, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	29.12.1995
Com. Reg. No.:	11-095733
Capital Investment / Paid-up Capital :	Rs.12.400 Millions
CIN No.: [Company Identification No.]	U29191PN1995PTC095733
TAN No.: [Tax Deduction & Collection Account No.]	PNEK01042G
PAN No.: [Permanent Account No.]	AABCK1730B
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacture of an entire range of Chillers, Centrifugal, Screw and Reciprocating.
No. of Employees :	200 [Approximately]

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 920000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered normal 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.

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 / Corporate Office :	Office #104, 1^st Floor, Tower P-3, Pentagon, Magarpatta City, Hadapsar, Pune-411028, Maharashtra, India
Tel. No.:	91-20-66859800
Fax No.:	91-20-66859802
E-Mail :	vsp@kcpl.net/in ahd@kcpl.net.in
Website :	http://www.kcpl.net.in
Area :	3500 Sq ft.
Location :	Owned
Factory :	Saswad Works, Taluka Purandar, Pune-412301, Maharashtra, India
Area :	20000 Sq. ft. (Building up Area)
Location :	Owned
Branch Office :	Located At: · Mumbai · New Delhi · Chennai · Bangalore

DIRECTORS

As on 12.09.2011

Name :

Mr. Sudhakar Ganesh Chitnis

Designation :

Chairman cum Managing Director

Address :

Parimal No. 22, Lane 3, Navketan Society, Kothrud, Pune-411029, Maharashtra, India

Date of Birth/Age :

23.01.1941

Date of Appointment :

29.06.2002

DIN :

00082884

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U29191PN1995PTC095733	KIRLOSKAR CHILLERS PRIVATE LIMITED	Director	29/06/2002	29/06/2002	Active	NO
2	L27101PN1991PLC063223	KIRLOSKAR FERROUS INDUSTRIES LIMITED	Director	27/01/2005	27/01/2005	Active	NO

Name :

Mr. Ramchandra Hari Mustikar

Designation :

Director

Address :

A 1 104, Gangadham Kondhawa Road off, Bibwewadi, Pune-411043, Maharashtra, India

Date of Birth/Age :

27.08.1945

Date of Appointment :

29.06.2002

DIN :

00059217

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U29299PN1982PLC022084	KHOSLA INDAIR LIMITED	Director	6/7/1999	6/7/1999	-	Strike off	NO
2	U29191PN1995PTC095733	KIRLOSKAR CHILLERS PRIVATE LIMITED	Director	29/06/2002	29/06/2002	-	Active	NO
3	L29120PN1974PLC110307	KIRLOSKAR PNEUMATIC COMPANY LIMITED	Managing director	12/1/2007	12/1/2007	5/7/2009	Active	NO
4	U35990PN2008PLC132445	KIRLOSKAR ROADRAILER LIMITED	Director	17/07/2008	17/07/2008	14/01/2011	Active	NO

Name :

Mr. Aditya Kowshik

Designation :

Director

Address :

1102, Red Woods Marigold Premises, Kalyani Nagar, Pune-411014, Maharashtra, India

Date of Birth/Age :

17.05.1955

Date of Appointment :

29.09.2006

DIN :

00228983

Other Directorship:

S. No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U29191PN1995PTC095733	KIRLOSKAR CHILLERS PRIVATE LIMITED	Director	29/09/2006	29/09/2005	Active	NO
2	L29120PN1974PLC110307	KIRLOSKAR PNEUMATIC COMPANY LIMITED	Managing director	28/06/2011	24/10/2008	Active	NO

Name :

Mr. Avinash Vasudeo Manjul

Designation :

Whole-time Director

Address :

Flat NO.7, Ruchavarsha Apartments, 23, Mayur Colony, Pune-411029, Maharashtra, India

Date of Birth/Age :

13.06.1965

Date of Appointment :

27.09.2010

DIN :

03246457

Name :

Mrs. Saroj Gupta

Designation :

Director

Address :

43, Rajpura Road, Civil Lines, New Delhi-110054, India

Date of Birth/Age :

15.08.1947

Date of Appointment :

14.04.2008

Name :

Anu Anand

Designation :

Director

Address :

C-6 and 7/6529, Vasant Kunj, New Delhi-110017, India

Date of Birth/Age :

29.08.1981

Date of Appointment :

05.07.2008

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 12.09.2011

Names of Shareholders	No. of Shares
Paras Ram Gupta	100
Giriraj Gupta	100
Sanjay Gupta	200
Anand Gupta	100
Yogesh Gupta	10350
Sunil Gupta	1090
Jaikishan Dass	20
Pradeep Kumar	2000
P.R. and Sons HUF	845
Total	14805

As on 12.09.2011

Equity Share Breakup	Percentage of Holding
Category
Directors or relatives of directors	100.00

BUSINESS DETAILS

Line of Business :

Manufacture of an entire range of Chillers, Centrifugal, Screw and Reciprocating.

Products :

Products Description	ITC Code No.
Refrigeration Equipment	356106000

PRODUCTION STATUS [AS ON 31.03.2011]

Particulars	Unit	Installed Capacity	Actual Production
Refrigeration Equipments	Nos.	400	174
Compressors	Nos.	400	--

NOTE:

· Licensed capacity being not applicable, has not been indicated

· Installed capacity has been certified by the management and has been accepted as correct by the auditors without verification, this being a technical matter.

· Production for captive consumption is nil

GENERAL INFORMATION

No. of Employees :

200 [Approximately]

Bankers :

· Bank of India, Pune Mid Corporate Branch, University Road, Shivaji Nagar, Pune-411005, Maharashtra, India

· Corporation Bank, H-2406, East Street, Camp, Pune-411001, Maharashtra, India

Facilities :

Secured Loan	As on 31.03.2011 [Rs. in Millions]	As on 31.03.2010 [Rs. in Millions]
Loans and advances from banks
Cash credit facility form Bank of India [The facility form Corporation Bank was secured by hypothecation over company’s entire movable assets including all movable plant and machinery and current assets, present and future including stocks, raw materials, work in progress, finished goods, furniture and fixtures and book debts]	0.000	3.551
Total	0.000	3.551
Unsecured Loan
Deferred sales tax [Dues within one year Rs. Nil] [Deferred sales tax represent an interest frees amount availed under the Scheme of Incentives 1993 from the State Industrial and Investment Corporation of Maharashtra Limited for deferral of sales tax liability. As per the promotions of this scheme, the company is required to repay the amount in 5 equal annual installments from April 1, 2012 onwards.]	9.382	9.383
Total	9.382	9.383

Banking Relations :	--
Auditors :
Name :	S.R. Batliboi and Company Chartered Accountants
Address :	C-401, 4^th Floor, Panchshil Tech Park, Yervada, Near Don Bosco School, Pune-411006, Maharashtra, India
Tel. No.:	91-20-66036000
Fax No.:	91-20-66015900
Pan No.:	AABFS3421N
Associates :	Kirloskar Pneumatic Company Limited

CAPITAL STRUCTURE

As on 12.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
30000	Equity Shares	Rs.100/- each	Rs.3.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
14805	Equity Shares	Rs.10/- each	Rs.1.480 Millions

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
3000000	Equity Shares	Rs.10/- each	Rs.30.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1240000	Equity Shares	Rs.10/- each	Rs.12.400 Millions

NOTE: The entire share capital is held by Kirloskar Pneumatic Company Limited and other individual shareholder’s each having in aggregate 39.52% and 60.48% shareholding respectively. (Previous year. The entire share capital was held by Kirloskar Pneumatic Company Limited and other individual shareholders, each having in aggregates 32.67% and 67.33% shareholding respectively.)

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		12.400	15.000	15.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		217.984	219.222	162.036
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		230.384	234.222	177.036
LOAN FUNDS
1] Secured Loans		0.000	3.551	58.209
2] Unsecured Loans		9.382	9.383	27.535
TOTAL BORROWING		9.382	12.934	85.744
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		239.766	247.156	262.780
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		113.399	116.603	119.701
Capital work-in-progress		0.040	0.440	0.040
INVESTMENT		0.005	0.005	0.005
DEFERREX TAX ASSETS		5.916	4.701	5.253
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	81.766	70.478	71.888
	Sundry Debtors	108.612	82.049	103.774
	Cash & Bank Balances	58.428	50.647	38.706
	Other Current Assets	5.767	8.218	8.003
	Loans & Advances	12.692	16.493	21.213
Total Current Assets		267.265	227.885	243.584
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	64.415	41.941	57.812
	Other Current Liabilities	40.162	24.941	28.205
	Provisions	42.282	35.596	19.786
Total Current Liabilities		146.859	102.478	105.803
Net Current Assets		120.406	125.407	137.781
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		239.766	247.156	262.780

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income
		Other Income
		TOTAL	524.204	398.321	372.289
Less	EXPENSES
		Office Expenses
		Administrative Expenses	415.772	300.153	345.871
		Advertising Expenses
		TOTAL	415.772	300.153	345.871
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		108.432	98.168	26.418
Less/ Add	DEPRECIATION/ AMORTISATION		8.157	7.316	6.529
	PROFIT / (LOSS) BEFORE TAX		100.275	90.852	19.889
Less	TAX		33.925	32.791	7.714
	PROFIT / (LOSS) AFTER TAX		66.350	58.061	12.175
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		180.800	129.213	121.748
	APPROPRIATIONS
		Transfer to General Reserve	6.400	5.600	1.200
		Proposed Dividend	18.600	0.750	3.000
		Tax on Proposed Dividend	3.089	0.124	0.510
		Transferred to Capital Redemption Reserve	2.600	0.000	0.000
		Amount Utilized on Buy Bank of Equity Shares	42.900	0.000	0.000
	BALANCE CARRIED TO THE B/S		170.561	180.800	129.213
	EARNINGS IN FOREIGN CURRENCY
		Sales Export Chillers	7.842	4.518	0.000
		Sales Export Spares	0.964	0.137	0.000
	TOTAL EARNINGS		8.806	4.655	0.000
	IMPORTS
		Raw Materials	52.541	30.734	41.549
		Components	99.649	68.150	70.883
		Trading Spares	4.723	2.128	6.872
	TOTAL IMPORTS		156.913	101.012	119.304
	Earnings / (Loss) Per Share (Rs.)		45.68	38.71	--

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	12.65	14.58	3.27
Return on Total Assets (PBT/Total Assets}	(%)	26.34	26.25	5.47
Return on Investment (ROI) (PBT/Networth)		0.44	0.39	0.11
Debt Equity Ratio (Total Liability/Networth)		0.68	0.50	1.08
Current Ratio (Current Asset/Current Liability)		1.82	2.20	2.30

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	Yes
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 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

NATURE OF OPERATION:

Subject (‘the company’) is primarily engaged in the manufacture of an entire range of chillers, centrifugal, screw and reciprocating. The company also has a services department which is involved in providing after sales services to its customers.

OPERATIONS:

The global chiller market during 2010-11 saw a drop of almost 12% over the previous year 2009-10. This trend was seen all over, including USA, Europe, China and Japan, Indian Chiller market showed good signs of recovery during first half of the fiscal year 2010-11, however dropped again during the second half. As a result of this rise and fall. The year finally ended with a marginal growth of 5% over the previous year. It was mainly the infrastructure and power projects, who brought in this positive change.

In spite such a market scenario, their company increased its sales figures by 32% (from Rs.389.050 millions to Rs.515.000 millions) over the previous year. It’s heartening to see that almost 49% of the business came from their existing customers, from Industrial as well as commercial segments, which is an indication of their reliable product line and customer oriented after sales service. On the other hand, the company has achieved notable profit before tax of Rs.104.500 millions during the fiscal year 2010-11. In spite of rising prices of raw materials including copper and steel, they could still manage to maintain a good PBT figure mainly due to improved cash flow and tighter control on expenses.

The company expects the Indian Chiller Market to improve further by 15% in the corning year and has taken a target of Rs.700.000 millions, which is almost 35% growth over previous year.

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U29191PN1995PTC095733
Name of the company	KIRLOSKAR CHILLERS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Office # 104, 1st Floor, Tower P3, Pentagon, Magarpatta City, Pune – 411028, Maharashtra, India Email : vsp@kcpl.net.in
This form is for	Creation of charge
Type of charge	Book Debts Movable Property (not being pledge)
Particular of charge holder	Bank of India, Pune Mid Corporate Branch, University Road, Shivaji Nagar, Pune - 411005, Maharashtra, India Email : MCB.Pune@bankofindia.co.in
Nature of instrument creating charge	Hypothecation cum loan agreement (plant and machinery, stocks and book debts)
Date of instrument Creating the charge	09.09.2010
Amount secured by the charge	Rs.180.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest – 1. CC (Stock/book debts): 2% over bank base rate, presently 10% p.a. 2.Import Letter of Credit: 50% of Applicable charges Plus Service Tax 3.Bank Guarantees: 0.40% p.a. Plus Service Tax Terms of Repayment - Repayment on Demand Margin – 25% Extent and Operation of the charge - First Charge on Assets Hypothecated in favour of Bank Others – Facility 1. WCFBL: Rs. 50.000 millions 2.NBFL : Rs. 130.000 millions ========================================== TOTAL Rs.180.000 millions
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Stock such as Copper tubes, Gas, Oil, Piping etc. Compressor and Compressor spare parts etc. Heat Exchanger, Vessels, Motor, Control Panels, Valves, Evaporator, condensers, oil separator etc. All the present and future book-debts, outstanding, money receivables, claims, bills which are now due and owing.

CONTINGENT LIABILITIES:

Rs. In Millions

PARTICULARS	31.03.2011	31.03.2010
Various forms pending to be collected under sales tax act against pending assessment.	8.928	2.713

FIXED ASSETS:

· Leasehold Improvements

· Factory Building

· Office Building

· Plant and Machinery

· Furniture and Fixtures

· Computer

· Computer Software

· Technical Know-how

· Office Equipments

· Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] 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.86.69
Euro	1	Rs.70.44

INFORMATION DETAILS

Report Prepared by :

TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
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	6
--LEVERAGE	1~10	6
--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		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.