MIRA INFORM REPORT

Report Date :

01.03.2012

IDENTIFICATION DETAILS

Name :	INDO SCHOTTLE AUTO PARTS PRIVATE LIMITED

Registered Office :	Gat No. 387/389, Village Urawade, Taluka Mulshi, District Pune – 412 108, Maharashtra

Country :	India

Financials (as on) :	31.03.2011

Date of Incorporation :	09.04.1985

Com. Reg. No.:	11-35877

Capital Investment / Paid-up Capital :	Rs.142.767 millions

CIN No.: [Company Identification No.]	U34300MH1985PTC035877

Legal Form :	Private Limited Liability Company

Line of Business :	Manufacturers of Engine Valve Collets, Rocker Arm Screws, Turbo Charge Components and Assemblies.

No. of Employees :	250 (approximately)

RATING & COMMENTS

MIRA’s Rating :

A (62)

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 3520000

Status :	Good

Payment Behaviour :	Regular

Litigation :	Clear

Comments :	Subject is a well-established company having fine track. General financial position is good. Trade relations are reported as fair. Business is active. Payments are reported to be correct 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.

INFORMATION DECLINED BY

Name :	Mr. Sameer
Designation :	Account Manager
Contact No.:	91-20-229222005
Date :	28.02.2012

LOCATIONS

Registered Office/ Factory :	Gat No. 378/387/389, Village Urawade, Taluka Mulshi, District Pune – 412 108, Maharashtra
Tel. No.:	91-20-22922005/22922161/2922636 / 32540055/22923964/5/32540050/51/52
Fax No.:	91-20-24104109/22929280/2922636/32540051/22923800/32540051
E-Mail :	indoschottle@vsnl.com isapeou@vsnl.com email@indoschottle.com esgado@indoschottle.com vypathak@indoschottle.com pabhide@indoschottle.com aakulkarni@indoschottle.com orsoman@indoschottle.com
Website :	www.indoschottle.com
Location :	Owned

Factory 2 :	Domestic Unit: Gat No. 10731/6, Perangut, Village Urawade, Tal. Mulshi, Pune – 412 108, Maharashtra, India
Tel. No.:	91-20-32540068/55
Fax No.:	91-20-22933800
E-Mail :	email@indoschottle.com

Factory 3 :	Sez Plant: Plao NO. 7 and 8, Quest Special Economic Zone, Hattargai and Belgium, Karnataka – 560001, India

Factory 4 :	Belgaum Plant: Plot No. 84/C, S.No. 536, K.I.A.D.B Industrial Area Honga, Belgaum – 591113, Karnataka, India
Tel. No.:	91-831-2414458
Fax No.:	91-831-2414458

Correspondence Office :	Office Club, 3^rd Floor, Swaroop Complex, 41/14 Karve Road, Pune – 411 004, Maharashtra, India

DIRECTORS

As on 05.07.2011

Name :	Mr. Vijay Balkrishna Pusalkar
Designation :	Chairman and Managing Director
Address :	Plot No. 816, Lane No. 8, Sind Housing, Aundha, Pune - 411 007, Maharashtra
Date of Birth/Age :	24.05.1944
Qualification :	B.Com Diploma in International Trade
Experience :	41 Years
Date of Appointment :	09.04.1985
DIN No.:	00755575

Name :	Mr. Rohan Vijay Pusalkar
Designation :	Executive Director
Address :	105/A, Mukta Apts., S. R. Rege Marg, Erandawane, Pune 411 004, Maharashtra, India
Date of Birth/Age :	08.08.1968
Qualification :	B S Mechanical, M S Mechanical
Experience :	16 Years
Date of Appointment :	09.08.2002
DIN No.:	01413986

Name :	Mr. Wolfgang Schottle
Designation :	Director
Address :	MVI, Motorenteile, GMBH, Allenstresse, 70, 71679, Asperg Germany
Date of Birth/Age :	13.12.1940
Date of Appointment :	31.12.1986
DIN No.:	02799830

Name :	Ms. Sunita Babasaheb Kalyani
Designation :	Director
Address :	221, A, Amit, Kalaninagar, Pune - 411 006, Maharashtra, India
Date of Birth/Age :	18.04.1951
Date of Appointment :	09.09.2002
DIN No.:	00089496

Name :	Mr. Shishir Suresh Shirgaonkar
Designation :	Director
Address :	12, Kostaka House, 31 Patil Road, Bandra, Mumbai - 400 050, Maharashtra, India
Date of Birth/Age :	16.01.1945
Date of Appointment :	13.12.1990
DIN No.:	00166189

Name :	Mr. Ashok Shreekrishna Behary
Designation :	Director
Address :	Bahar 25, Vishwamitra Colony, Gulmohor Path, Off Law College Road, Pune – 411 004, Maharashtra, India
Date of Birth/Age :	11.02.1947
Date of Appointment :	29.04.2004
DIN No.:	00637061

Name :	Mr. Ajay Charuchandra Kirtane
Designation :	Director
Address :	Plot No.364, Lane No.17, Mahatma Co-operative Housing Society, Kothrud, Pune-411030, Maharashtra, India
Date of Birth/Age :	11.07.1967
Date of Appointment :	27.06.2009
DIN No.:	02711040

Name :	Mr. Pradeep Chandrakant Bandivadekar
Designation :	Nominee Director
Address :	7, Shakuntal, Sahitya Sahavas,, M.G.Kalelkar Road, Bandra(E), Mumbai, 400051, Maharashtra, India
Date of Birth/Age :	06.02.1961
Date of Appointment :	25.09.2009
DIN No.:	00059330

Name :	Ms. Kirtikumar Rameshchandra Patel
Designation :	Additional Director
Address :	7, Vriindavan, Tagore Road, Santacruz – West, Mumbai – 400054, Maharashtra, India
Date of Birth/Age :	03.07.1951
Date of Appointment :	27.08.2010
DIN No.:	02926816

KEY EXECUTIVES

Name :	Mr. Sameer
Designation :	Account Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 05.07.2011

Names of Shareholders (Equity Shareholder)		No. of Shares
Vijay Balkrishna Pusalkar		2624150
rohan Vijay Pusalkar		246800
Marzban Bharucha		5000
Gautam Achyut Kulkarni		1000
Alvaro Dacosta		12500
Thresia K. Jose		2000
Ajit Vasant Kher		107500
Savita Shishir Shirgaonkar		5000
Prakash ramchandra Gogate		5000
Babusaheb Nilkanth Kalyani		120000
Ishwar Siddhanwar		20000
Wolfgang Schottle		599750
Nalini Keshav Khasnis		1000
Raval Kumar		1000
Tata Capital Limited, India		446324
Samardeep Subandh		6700
Sanjay Vaidya		2000
Rajendra Shah		3000
Ajay Kirtane		4000
V. Ramchandra		1000
Dilip Agarwal		1000
Mackie Palamkote		1000
Shirish Erande		2000
Madhav Soman		4000
Shishir Shirgaokar		6000
Ashok Beharay		2000
Dilip Dandekar		2000
B.S. Patil		2000
Shrikrishna Inamdar		1000
Usha Kher		4000
Uma Lele		1000
Shobha Siddanvar		2000
Sunita Kalyani		4000
Vandana Rahane		1000
Shilpa Kher		20000
Shantanu Pusallkar		4000
Raghunathan Deshpande		6000
TOTAL		4276724

Names of Shareholders (Preference Shareholder)		No. of Shares
Tata Capital Limited, India		10000000
TOTAL		10000000

Equity Share Break up (Percentage of Total Equity)

As on 05.07.2011

Category	Percentage
Bodies corporate	10.44
Directors or relatives of Directors	87.94
Other top fifty shareholders	1.62
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturers of Engine Valve Collets, Rocker Arm Screws, Turbo Charge Components and Assemblies.

Products :	Engine Valve Collets Turbocharger Parts Fuel System Parts Cold Forging Rocker Arm Screw Fluid Power Assemblies

GENERAL INFORMATION

Customers :

Agro Match
Ashok Leyland
Atul
Avtec
Bajaj
Beml
Bosch
Elgi
Escorts
FIAT
Force
Hero Honda
HMT
Greaves

No. of Employees :

250 (Approximately)

Bankers :

· The Thane Janata Sahakari Bank Limited, C-2, Kohinoor Estate, Co-operative Housing Society, Plot no. 12, Mula Road, Sangamwadi, Pune – 411003, Maharashtra, India

· Standard Chartered bank – 90, M. G. Road, Fort, Mumbai – 400001, Maharashtra, India

· Citi Bank, Citi Business, Citi Bank Centre, 2^nd Floor, Bandra Kurla Complex, Bandra (East), Mumbai – 400051, Maharashtra, India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Foreign currency loans banks secured	172.359	161.169
Working capital loans banks secured	199.139	133.385
Loans taken for vehicles secured	1.075	0.786
Loans taken for other fixed assets secured	185.295	129.132
Total	557.868	424.472
Footnotes (A) Out of Rs.8.085 millions Amount due within one year is Rs.0.592 millions (B) Out of Rs.8.398 millions amount due within one year is Rs.0.321 millions
Unsecured Loan	As on 31.03.2011 (Rs. in Millions)	As on 31.03.2010 (Rs. in Millions)
Deferred sales tax loan unsecured	8.085	8.398
Total	8.085	8.398

Banking Relations :	--

Auditors :
Name :	Mr. P G Bhagwath and Company Chartered Accountants
Address :	Suit No. 10-102, Orchard Dr. Pai Marg, Baner, Pune – 411045, Maharashtra, India
PAN.:	AAAFB0762E

Subsidiaries :	Belgaum Motor Parts Private Limited Cin No.: U34300KA2002PTC030924 Pusalkar Fluid Power Private Limited Cin No.:U27106PN2003PTC018693 Pusalkar Schottle Exports Private Limited Cin No.:U51909MH1995PTC085815

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
7500000	Equity Shares	Rs.10/- each	Rs.75.000 millions
10000000	32% Optionally Convertible Cumulative Redeemable Preference Shares	Rs. 10/- each	Rs.100.000 millions
	TOTAL		Rs.175.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
4276724	Equity Shares	Rs.10/- each	Rs.42.767 millions
10000000	Preference Shares	Rs.10/- each	Rs.100.000 millions
	TOTAL		Rs.142.767 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		142.767	142.767	120.760
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		736.711	807.122	748.819
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		879.478	949.889	869.579
LOAN FUNDS
1] Secured Loans		557.868	424.472	646.624
2] Unsecured Loans		8.085	8.398	8.707
TOTAL BORROWING		565.953	432.870	655.331
DEFERRED TAX LIABILITIES		71.695	78.122	51.640

TOTAL		1517.126	1460.881	1576.550

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		1045.290	1061.321	839.049
Capital work-in-progress		142.818	11.180	296.121

INVESTMENT		16.990	17.240	17.240
DEFERREX TAX ASSETS		0.000	0.000	0.000

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	308.503	239.886	309.932
	Sundry Debtors	286.832	232.637	158.420
	Cash & Bank Balances	61.770	32.133	44.857
	Other Current Assets	10.699	11.145	6.742
	Loans & Advances	22.313	31.502	20.600
Total Current Assets		690.117	547.303	540.551
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	82.507	90.882	36.678
	Other Current Liabilities	241.933	33.290	41.437
	Provisions	53.649	51.991	38.296
Total Current Liabilities		378.089	176.163	116.411
Net Current Assets		312.028	371.140	424.140

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		1517.126	1460.881	1576.550

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	1338.535	1004.930	941.736
		Other Income
		TOTAL	1338.535	1004.930	941.736

Less	EXPENSES
		Office Expenses	998.565	724.334	756.025
		Administrative Expenses
		Advertising Expenses
		TOTAL	998.565	724.334	756.025

	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		339.970	280.596	185.711

Less/ Add	DEPRECIATION/ AMORTISATION		126.952	103.932	93.905

	PROFIT BEFORE TAX		213.018	176.664	91.806

Less	TAX		56.116	50.402	21.015

	PROFIT AFTER TAX		156.902	126.262	70.791

	Prior Period Items		3.635	(4.154)	0.647

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		261.467	195.235	162.552

Less	APPROPRIATIONS
		Dividend on equity shares	21.384	5.322	5.190
		Dividend on preference shares	16.000	32.000	21.831
		Transfer to General Reserve	16.054	12.211	7.144
		Tax on Dividend	6.064	6.343	4.592
	BALANCE CARRIED TO THE B/S		362.502	261.467	195.235

	Earnings Per Share (Rs.)		33.19	19.92	20.95

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	11.72	12.56	7.52

Return on Total Assets (PBT/Total Assets}	(%)	12.27	10.98	6.70

Return on Investment (ROI) (PBT/Networth)		0.24	0.18	0.11

Debt Equity Ratio (Total Liability/Networth)		1.07	0.64	0.89

Current Ratio (Current Asset/Current Liability)		1.83	3.11	4.64

LOCAL AGENCY FURTHER INFORMATION

PERFORMANCE AND FUTURE OUTLOOK

EOU: The Company, being the preferred supplier to several multinational companies, has fared well during the year. Demand for current products and assemblies increased and some new products were added during this year. They have received new RFQs (Request for Quotation) from their existing customers and some new multinational companies. Value wise these are large enquiries and can give us substantial growth possibilities for many years to come. The company hopes to conclude these agreements in the near future.

Domestic: The growth story with the Domestic customers continues and business for the forging area is improving month after month. The company plans to have a top line of INR 2000.000 millions by the year 2012-13. The company has concluded a wage agreement for 3.5 years starting from 1st August, 2010.

EXPANSION OF THE ACTIVITIES (SEZ & DOMESTIC)

The is expanding its activities through a SEZ and a Domestic Plant in the city of Belgaum (Karnataka State). The Domestic facility at Belgaum is expected to start manufacturing by August of this year. Substantial investments in machinery will be done at this site in the current year.

The construction at the SEZ will also commence shortly and hopefully production will start by the next fiscal. Products to be manufactured have been identified and planning is completed.

ASSOCIATE AND SUBSIDIARY COMPANY

The investment in their associate company Belgaum Motor Parts Private Limited came to an end by our complete divestment in the month of December, 2010.

The subsidiary company Pusalkar Fluid Power Private Limited has done substantially better in the year 2010-2011 and has wiped off all its losses and generated a surplus. Their current year is also expected to be very good.

Contingent Liabilities have not been provided for in respect of

a) Bills discounted with Banks amounting to Rs. NIL (Previous year Rs.48.421 millions)

b) The Company has imported certain machinery under Export Promotion Capital Goods (EPCG) Scheme and accordingly, has an export obligation of Rs.85.174 millions (previous year Rs.85.174 millions) against which the company has met the export obligation of Rs.85.174 millions (previous year Rs.71.862 millions). The customs duty under the EPCG Scheme in respect of the unexpired export obligation is Rs. NIL (Previous year Rs.1.664 millions).

c) Corporate Guarantee given by the company to the bankers of Pusalkar Fluid Power Private Limited Rs.48.050 millions (Previous Year Rs.48.050 millions) for availment of term loan and packing credit facilities.

FORM 8

Corporate identity number of the company	U34300MH1985PTC035877
Name of the company	INDO SCHOTTLE AUTO PARTS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Gat No. 378/387/389, Village Urawade, Taluka Mulshi, District Pune – 412 108, Maharashtra, India Email: orsoman@indoschottle.com
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	10086674
Type of charge	Book Debts Movable Property Floating Charge
Particular of charge holder	Standard Chartered bank – 90, M. G. Road, Fort, Mumbai – 400001, Maharashtra, India E-Mail: Nilesh.Babar@sc.com
Nature of instrument creating charge	Supplemental to Memorandum of Hypothecation
Date of instrument Creating the charge	30.01.2012
Amount secured by the charge	Rs.150.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest As agreed by and with Bank from time to time. Terms of Repayment As agreed by and with Bank from time to time. Margin As applicable, if any. Extent and Operation of the charge The bank will have the first pari passu charge on the Current Assets of the company more particularly described in the schedule of the said Hypothecation Agreement.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Hypothecation by way of first pari passu charge on entire Current assets viz. a) all present and future book debts, outstanding moneys receivables, claims and bills b) All present and future stock in trade consisting of raw materials, finished goods, goods in process of manufacturing and other merchandise.
Particulars of the present modification	As per clause 3 of the modified agreement, the security shall be- For the consideration aforesaid and as continuing security for the purpose of secured obligations, the Borrower as legal and beneficial owner of the assets set out in the schedule to this Memorandum (Secured Assets) hypothecate the secured assets i.e Current Assets ( both present & future) by way of first pari passu charge in the favour of the Bank

Fixed Assets

· Software

· Freehold land

· Buildings – leasehold

· Plant and machinery

· Office equipment

· Furniture and fixtures

· Vehicles

· Computers

d) 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.48.94
UK Pound	1	Rs.77.95
Euro	1	Rs.65.94

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		62

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.

MIRA INFORM REPORT

308.503

239.886

286.832

232.637

61.770

32.133

10.699

11.145

22.313

31.502

690.117

82.507

241.933

33.290

53.649

51.991

378.089

312.028

371.140

11.72

12.56

12.27

10.98

0.24

0.18

1.07

0.64

1.83

3.11

Unit