MIRA INFORM REPORT

Report Date :

01.11.2012

IDENTIFICATION DETAILS

Name :	STERLING AND WILSON LIMITED (w.e.f. 08.09.2009)
Formerly Known as:	STERLING AND WILSON PRIVATE LIMITED
Registered Office :	9^th Floor, Universal Magnetic, L. P. Lokhanda Marg, Chembur, Mumbai – 400 043, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	13.06.1974
Com. Reg. No.:	11-017538
Capital Investment / Paid-up Capital :	Rs. 160.360 millions
CIN No.: [Company Identification No.]	U31200mh1974ptc017538
TAN No.: [Tax Deduction & Collection Account No.]	Mums48651B
PAN No.: [Permanent Account No.]	AAACS9939D
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Subject is an Electro-Mechanical Engineering Company
No. of Employees :	Not Divulged by the management

RATING & COMMENTS

MIRA’s Rating :

A (58)

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 9900000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a subsidiary of Shapoorji Pallonji and Company Limited. It is a well established company having fine track. There appears some continuous dip in the profitability of the company. However, financial position of the company is good. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitment. 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 – June 30, 2012

Country Name	Previous Rating (31.03.2012)	Current Rating (30.06.2012)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

EXTERNAL AGENCY RATING

Rating Agency Name	ICRA
Rating	AA- (Fund Based Limits)
Rating Explanation	High credit quality. It carry very low credit risk
Date	October 2011

Rating Agency Name	ICRA
Rating	A1+ (Non Fund Based Limit)
Rating Explanation	Highest credit quality. It carry the lowest credit risk
Date	October 2011

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered / Head Office :	Bussa Udyog Bhavan, Industrial Premises Co-Op Society Limited, Ground Floor, Tokersey Jivraj Road, Sewri West, Mumbai – 400 015, Maharashtra, India
Tel. No.:	91-22-24177300
Fax No.:	91-22-24177331
E-Mail :	mumbai@sterlingwilson.com swilson@vsnl.net info@sterlingwilson.com
Website :	http://www.sterlingandwilson.com
Location :	Owned
Administrative Office / Head Office :	Kasturi Building, Sanghavi Industrial Estate, Govandi Station Road, Govandi (E), Mumbai - 400 088, Maharashtra, India
Tel. No.:	91-22-25485300
Fax No.:	91-22-25485331 / 352
E-Mail :	mumbai@sterlingwilson.com
Area :	5000 Sq.fts
Location :	Owned
Factory :	Survey No. 59, 343/1, Village kala, Kherdi, Khanvel, Silvassa, U.T. of Dadra and Nagar Haveli
Tel. No.:	91-260 - 2677408 / 419
Fax No.:	91-260 - 2677408
E-Mail :	silvassa@sterlinggenerators.com
International Office:	Located At: Dubai
Branch Office :	Located At: Ahmedabad Bangalore Chennai Goa Hyderabad Kolkata Noida Pune Vadodara Jaipur Cochin

DIRECTORS

As on 30.09.2011

Name :

Mr. Zarine Yazdi Daruwala

Designation :

Director

Address :

613 Dinshaw Mody Building, Jame Jamsed Road, Parsi Colony, Dadar, Mumbai – 400 014, Maharashtra

Date of Birth/Age :

17.12.1944

Date of Appointment :

06.03.1980

Qualification :

B COM

Din No.:

00190585

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	U31200MH1974PLC017538	STERLING AND WILSON LIMITED	Director	06/03/1980	06/03/1980	-	Active	NO
2	U65993MH1988PTC050015	DELLA ENCLAVE PRIVATE LIMITED	Director	06/11/1992	06/11/1992	16/07/2012	Active	NO
3	U45200MH1994PTC081493	STERLING AND WILSON SERVICES PRIVATE LIMITED	Director	27/09/1994	27/09/1994	-	Active	NO
4	U70100MH1995PTC088637	STERLING AND WILSON POWERGEN PRIVATE LIMITED	Director	22/05/1995	22/05/1995	-	Active	NO
5	U29300MH1992PTC065843	DELSYS INFOTECH PRIVATE LIMITED	Director	02/08/2002	02/08/2002	-	Active	NO
6	U99999MH1995PTC085899	STERLING GENERATORS PRIVATE LIMITED	Director	02/05/2005	02/05/2005	-	Active	NO
7	U74999DL1996PTC083281	STERLING VIKING POWER PRIVATE LIMITED	Director	01/09/2005	01/09/2005	-	Active	NO
8	U51395MH1991PTC060681	TRANSTLE SYSTEMS PRIVATE LIMITED	Director	29/12/2006	29/12/2006	-	Active	NO
9	U72200DL2002PTC114999	RANGE CONSULTANTS PRIVATE LIMITED	Director	23/04/2007	23/04/2007	-	Active	NO
10	U51504MH2008PTC181253	STERLING & WILSON ENERGY SYSTEMS PRIVATE LIMITED	Director	17/04/2008	17/04/2008	-	Active	NO
11	U31300WB1989PTC046575	PSC ENGINEERS PVT LTD	Director	11/09/2009	23/04/2009	-	Amalgamated	NO
12	U31400MH2011PTC216749	STERLING AND WILSON CO-GEN SOLUTIONS PRIVATE LIMITED	Director	27/04/2011	27/04/2011	-	Active	NO
13	U31908MH2012PTC233374	STERLING AND WILSON SECURITY SYSTEMS PRIVATE LIMITED	Director	13/07/2012	13/07/2012	-	Active	NO

Name :

Mr. Khurshed Yazdi Daruvala

Designation :

Director

Address :

613 Dinshaw Mody Building, Jame Jamsed Road, Parsi Colony, Dadar, Mumbai – 400 014, Maharashtra

Date of Birth/Age :

22.03.1969

Date of Appointment :

01.09.1993

Qualification :

B COM ACA

Din No.:

00216905

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	U31200MH1974PLC017538	STERLING AND WILSON LIMITED	Director	01/09/1993	01/09/1993	-	Active	NO
2	U45200MH1994PTC081493	STERLING AND WILSON SERVICES PRIVATE LIMITED	Director	27/09/1994	27/09/1994	-	Active	NO
3	U70100MH1995PTC088637	STERLING AND WILSON POWERGEN PRIVATE LIMITED	Director	22/05/1995	22/05/1995	-	Active	NO
4	U65993MH1988PTC050015	DELLA ENCLAVE PRIVATE LIMITED	Director	20/09/2004	20/09/2004	28/02/2007	Active	NO
5	U99999MH1995PTC085899	STERLING GENERATORS PRIVATE LIMITED	Director	02/05/2005	02/05/2005	-	Active	NO
6	U74999DL1996PTC083281	STERLING VIKING POWER PRIVATE LIMITED	Director	01/09/2005	01/09/2005	-	Active	NO
7	U29300MH1992PTC065843	DELSYS INFOTECH PRIVATE LIMITED	Director	21/11/2005	21/11/2005	-	Active	NO
8	U72200DL2002PTC114999	RANGE CONSULTANTS PRIVATE LIMITED	Director	23/04/2007	23/04/2007	-	Active	NO
9	U51504MH2008PTC181253	STERLING & WILSON ENERGY SYSTEMS PRIVATE LIMITED	Director	17/04/2008	17/04/2008	-	Active	NO
10	U31300WB1989PTC046575	PSC ENGINEERS PVT LTD	Director	11/09/2009	23/04/2009	-	Amalgamated	NO
11	U51395MH1991PTC060681	TRANSTLE SYSTEMS PRIVATE LIMITED	Director	02/04/2010	02/04/2010	-	Active	NO
12	U31400MH2011PTC216749	STERLING AND WILSON CO-GEN SOLUTIONS PRIVATE LIMITED	Director	27/04/2011	27/04/2011	-	Active	NO
13	U40105MH2009PTC191496	Iris Energy Private Limited	Director	24/10/2011	15/06/2011	-	Active	NO
14	U31908MH2012PTC233374	STERLING AND WILSON SECURITY SYSTEMS PRIVATE LIMITED	Director	13/07/2012	13/07/2012	-	Active	NO

Name :

Mr. Jimmy Jehangir Parakh

Designation :

Director

Address :

502 Sterling Tower, Harish Chandra , Goregaonkar Marg Gamdevi, Mumbai – 400 007, Maharashtra

Date of Birth/Age :

01.1.01949

Date of Appointment :

29.09.2008

Qualification :

B COM

Din No.:

00004945

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	U51900MH1979PTC021128	S C IMPEX PRIVATE LIMITED	Director	30/07/1984	30/07/1984	10/12/2007	Active	NO
2	U61790MH1985PTC035376	SILVER STREAK INVESTMENT PRIVATE LIMITED	Director	16/02/1985	16/02/1985	21/06/2011	Active	NO
3	U65990MH1985PTC035404	BLUE ARROW FINANCE CO PRIVATE LIMITED	Director	19/02/1985	19/02/1985	16/06/2011	Active	NO
4	U74999MH1985PTC037814	SHAPOORJI DATA PROCESSING PRIVATE LIMITED	Director	02/05/1986	02/05/1986	10/12/2007	Active	NO
5	U28100MH1920PLC000807	UNITED MOTORS (INDIA) LIMITED	Director	01/09/1986	01/09/1986	-	Active	NO
6	U65990MH1979PTC021790	S P FINANCE PRIVATE LIMITED	Director	20/01/1987	20/01/1987	-	Active	NO
7	U45200MH1943PLC003812	SHAPOORJI PALLONJI AND COMPANY LIMITED	Director	22/04/1987	22/04/1987	01/04/2011	Active	NO
8	U65990MH1979PTC021792	FINVESTCO INVESTMENTS PRIVATE LIMITED	Director	15/03/1989	15/03/1989	-	Amalgamated	NO
9	U65990MH1989PTC051347	DAY STAR TRADING PRIVATE LIMITED	Director	12/04/1989	12/04/1989	07/05/2008	Active	NO
10	U65990MH1989PTC051373	WEST STAR FINANCE AND INVESTMENTS PRIVATE LIMITED	Director	13/04/1989	13/04/1989	13/06/2011	Active	NO
11	U51900AP1979PTC081529	STERLING OVERSEAS IMPEX PRIVATE LIMITED	Director	29/05/1989	29/05/1989	11/04/2012	Active	NO
12	U67130MH1989PTC051192	HEMINISHI INVESTMENT PRIVATE LIMITED	Director	12/06/1989	12/06/1989	-	Amalgamated	NO
13	U74999MH1993PTC071499	ADVANCE TECH ENERGY ADDITIVES PRIVATE LIMITED	Director	15/04/1993	15/04/1993	-	Active	NO
14	U55200MH1993PTC072856	SHAPOORJI HOTELS PRIVATE LIMITED	Director	14/07/1993	14/07/1993	14/06/2011	Active	NO
15	U65920MH1994PLC077480	SHAPOORJI PALLONJI FINANCE LIMITED	Director	04/07/1994	04/07/1994	27/06/2011	Active	NO
16	U26100MH1994PTC083938	SCHOTT KAISHA PRIVATE LIMITED	Director	21/12/1994	21/12/1994	-	Active	NO
17	U67120MH1995PTC084748	ADARO SECURITIES PRIVATE LIMITED	Director	19/01/1995	19/01/1995	-	Active	NO
18	U99999MH1995PTC085899	STERLING GENERATORS PRIVATE LIMITED	Director	24/02/1995	24/02/1995	-	Active	NO
19	U70200MH1995PTC085932	CHINSHA PROPERTY PRIVATE LIMITED	Director	28/02/1995	28/02/1995	10/12/2007	Active	NO
20	U65990MH1989PTC050954	FLORAL FINANCE PRIVATE LIMITED	Director	26/06/1996	26/06/1996	10/12/2007	Active	NO
21	U25192MH1993PTC072591	S P FABRICATORS PRIVATE LIMITED	Director	12/12/1996	12/12/1996	15/04/2011	Active	NO
22	U65993MH1998PTC113592	CAMA PROPERTIES PRIVATE LIMITED	Director	17/02/1998	17/02/1998	10/12/2007	Amalgamated	NO
23	U70101MH1998FTC114830	FAERY ESTATES PRIVATE LIMITED	Director	24/05/2007	08/05/1998	30/04/2008	Active	NO
24	U70100MH1995PLC092856	JOYOUS HOUSING LIMITED	Director	17/08/1998	17/08/1998	26/01/2009	Active	NO
25	U70100MH1998PTC114764	GRAND VIEW ESTATES PRIVATE LIMITED	Director	15/06/1999	15/06/1999	05/05/2008	Active	NO
26	U70200MH1995PTC084751	PALCHIN REAL ESTATES PRIVATE LIMITED	Director	24/01/2000	24/01/2000	10/12/2007	Active	NO
27	U45209MH1981PTC025099	AFCONS (MID EAST) CONSTRUCTIONS INVESTMENTS PVT LTD	Director	20/06/2000	20/06/2000	-	Active	NO
28	U70100MH1943PTC003997	STERLING INVESTMENT CORPORATION PRIVATE LIMITED	Director	01/12/2008	18/10/2000	-	Active	NO
29	U28920MH1979PTC021425	CYRUS ENGINEERS PRIVATE LIMITED	Director	26/12/2000	26/12/2000	10/12/2007	Active	NO
30	U67120MH1979PTC021592	S C FINANCE AND INVESTMENTS PRIVATE LIMITED	Director	03/09/2002	03/09/2002	-	Active	NO
31	U65993MH1989PTC051774	GLITTERING GOLD FINANCE PRIVATE LIMITED	Director	05/09/2002	05/09/2002	16/06/2011	Active	NO
32	U70200MH2003PLC139672	NUEVO CONSULTANCY SERVICES LIMITED	Director	28/03/2003	28/03/2003	20/06/2011	Active	NO
33	U65990MH1979PTC021791	CRYSTAL INVESTMENT COMPANY PRIVATE LIMITED	Director	16/04/2003	16/04/2003	-	Active	NO
34	U70100MH1998PTC114759	MERILAND ESTATES PRIVATE LIMITED	Director	17/04/2003	17/04/2003	30/05/2008	Active	NO
35	U92490MH2003PTC139673	DHAN GAMING SOLUTION (INDIA) PRIVATE LIMITED	Director	21/06/2004	21/06/2004	24/02/2009	Active	NO
36	U11200MH2005PTC154716	S P OIL EXPLORATION PRIVATE LIMITED	Director	12/07/2005	12/07/2005	15/06/2011	Active	NO
37	U65920MH1923PTC001053	CYRUS INVESTMENTS Private Limited	Director	26/08/2005	26/08/2005	10/11/2008	Active	NO
38	U45200MH2005PTC158083	HIGHSTREET DEVELOPERS PRIVATE LIMITED	Director	16/12/2005	16/12/2005	30/04/2008	Active	NO
39	U70100MH2005PTC158264	WINDWARD BUILDERS PRIVATE LIMITED	Director	22/12/2005	22/12/2005	30/04/2008	Active	NO
40	U45200MH2005PTC158340	FLOORAISE DEVELOPERS PRIVATE LIMITED	Director	27/12/2005	27/12/2005	25/08/2008	Active	NO
41	U22100MH2004PLC149173	NEXT GEN PUBLISHING LIMITED	Director	03/02/2006	03/02/2006	-	Active	NO
42	U45200MH2006PTC160662	Manjri Developers Private Limited	Director	23/03/2006	23/03/2006	10/12/2007	Active	NO
43	U45200MH1976PLC019335	AFCONS INFRASTRUCTURE LIMITED	Director	27/09/2007	22/12/2006	-	Active	NO
44	U65990MH1997PLC108596	SHAPOORJI PALLONJI INFRASTRUCTURE CAPITAL COMPANY LIMITED	Director	28/03/2007	28/03/2007	20/06/2011	Active	NO
45	U65990MH1996PTC102459	BENGAL SHAPOORJI DEVELOPERS PRIVATE LIMITED	Director	05/06/2007	05/06/2007	30/04/2008	Active	NO
46	U65990MH1988PTC049619	BENGAL SHAPOORJI HOUSING DEVELOPMENT PRIVATE LIMITED	Director	05/06/2007	05/06/2007	30/04/2008	Active	NO
47	U70102MH2007PTC174823	PRECAUTION PROPERTIES PRIVATE LIMITED	Director	10/10/2007	10/10/2007	07/05/2008	Active	NO
48	U70109MH2007PTC174275	FIRST FUTURE AIR SERVICES PRIVATE LIMITED	Director	23/06/2008	01/11/2007	16/05/2011	Active	NO
49	U45201GJ2008PTC054063	SHAPOORJI PALLONJI INFRASTRUCTURE (GUJARAT) PRIVATE LIMITED	Director	28/05/2008	28/05/2008	03/10/2011	Active	NO
50	U31200MH1974PLC017538	STERLING AND WILSON LIMITED	Director	29/09/2008	12/08/2008	-	Active	NO
51	U45209GJ2008PTC054828	SHAPOORJI PALLONJI INDUSTRIAL PARK PRIVATE LIMITED	Director	21/08/2008	21/08/2008	03/10/2011	Active	NO
52	U01403GJ2008PTC054483	NURSERY PROJECTS AND AGRI DEVELOPMENT PRIVATE LIMITED	Director	29/09/2009	30/04/2009	03/10/2011	Active	NO
53	U45203MH2010PTC202625	SHAPOORJI PALLONJI ROADS PRIVATE LIMITED	Director	30/04/2010	30/04/2010	30/09/2011	Active	NO
54	U40103GJ2010PTC068133	SHAPOORJI PALLONJI POWER PROJECTS PRIVATE LIMITED	Director	05/05/2010	05/05/2010	18/10/2011	Active	NO
55	U74120MH2010PTC205291	SOVEREIGNTY PHARMA PRIVATE LIMITED	Director	06/07/2010	06/07/2010	-	Active	NO
56	L17110MH1919PLC000628	FORBES & COMPANY LIMITED	Director	21/08/2012	29/03/2012	-	Active	NO

Name :

Mr. Lakshmiah Balachandra Naidu

Designation :

Director

Address :

A 1302, Sukhda Building, Pochkanwalla Road, Worli, Mumbai-400018, Maharashtra, India

Date of Birth/Age :

05.10.1973

Date of Appointment :

13.02.2010

Qualification :

MBA

Din No.:

02183258

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	L65999DL2006PLC153373	PTC INDIA FINANCIAL SERVICES LIMITED	Director	25/09/2009	29/04/2008	13/12/2010	Active	NO
2	L45203MH2000PLC129790	IL&FS TRANSPORTATION NETWORKS LIMITED	Alternate director	13/08/2008	13/08/2008	22/09/2009	Active	NO
3	U51909MH2007PTC170877	M. PALLONJI ENTERPRISES PRIVATE LIMITED	Director	11/09/2009	13/01/2009	-	Active	NO
4	U66010KA2001PLC028883	METLIFE INDIA INSURANCE COMPANY LIMITED	Alternate director	31/08/2009	31/08/2009	03/09/2009	Active	NO
5	U31200MH1974PLC017538	STERLING AND WILSON LIMITED	Director	13/02/2010	29/09/2009	-	Active	NO
6	U99999MH2005PLC157078	TIMES INNOVATIVE MEDIA LIMITED	Director	30/08/2011	20/10/2009	-	Active	NO
7	U72900KA2000PLC026980	TEJAS NETWORKS LIMITED	Additional director	12/08/2011	12/08/2011	-	Active	NO

Name :

Mr. Barat Avik

Designation :

Alternate director

Address :

88, Jelicore, Road 12-22, Singapore – 208747, India

Date of Birth/Age :

22.03.1992

Date of Appointment :

30.09.2011

Qualification :

MBA

Din No.:

03521123

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	U31200MH1974PLC017538	STERLING AND WILSON LIMITED	Alternate director	30/09/2011	03/02/2011	-	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2011

Names of Shareholders	No. of Shares
Shapoorji Pallonji and Company limited, India	8836000
Pallonji S. Mistry	144000
Khurshed Y. Daruvala	5231865
GS Strategic Investments, Mauritius	1824095
Zarir Madan	10
Pervin Z Madan	10
Kainaz K. Daruvala	20
Total	16036000

As on 30.09.2011

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	11.00
Bodies corporate	56.00
Directors or relatives of directors	33.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Subject is an Electro-Mechanical Engineering Company

GENERAL INFORMATION

Customers :

· Corporate and Commercial

· Hotels and Resorts

· Hospitals

· IT and Data Centre

· Infrastructure

· Industrial

No. of Employees :

Not Divulged by the management

Bankers :

· Union Bank of India, Mumbai Samachar Marg Branch, 66/80, Mumbai Samachar Marg, Fort, Mumbai – 400 023, Maharashtra, India

· ICICI Bank Limited

· Barclays Bank

· Axis Bank, Nariman Point Branch, Atlanta, Ground Floor, Nariman Point, Mumbai – 400 021, Maharashtra

· Yes Bank Limited

· State Bank of India

Facilities :

Secured Loan	As on 31.03.2011 (Rs. In Millions)	As on 31.03.2010 (Rs. In Millions)
Working Capital Loans secured	1255.010	905.387
Total	1255.010	905.387
Unsecured Loan
Working Capital Loans Banks unsecured	500.242	250.000
Working Capital Loans Financial Institutions Unsecured	400.000	0.000
Working Capital Loans other unsecured	5.000	0.000
Loans directors unsecured	244.500	198.000
Interest accrued due unsecured loans	3.284	0.000
Total	1153.026	448.000

Banking Relations :	---
Auditors :
Name :	BSR and Associates Chartered Accountant
Address :	Lodha Excelus, 1^st Floor, Apollo Mills Compound, N.M. Joshi Marg, Mahalakshmi, Mumbai-400011, Maharashtra, India
Tel. No.:	91-22-30440800
Fax No.:	91-22-30440900
Pan No.:	AAIFB7355D
Subsidiary Company :	Range Consultants Private Limited (U72200DL2002PTC114999) Sterling and Wilson International FZE PSC Engineers Private Limited (U31300WB1989PTC046575)
Holding Company	Shapoorji Pallonji and Company Limited CIN No. U45200MH1943PLC003812
Fellow Subsidiaries :	Sterling Generators Private Limited CIN No.: U99999MH1995PTC085899 Bengal Shapoorji Housing Development Private Limited CIN No.: U65990MH1988PTC049619 Manjri Horse Breeders Farm Private Limited CIN No.: U012010MH2007PTC174746 S D Corporation Private Limited CIN No.: U70109MH1998PTC116091 Sterling and Wilson Powergen Private Limited CIN No.: U70100MH1995PTC088637

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
18000000	Equity Shares	Rs.10/- each	Rs.180.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
16036000	Equity Shares	Rs.10/- each	Rs.160.360 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		160.360	160.360	160.360
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2316.656	2129.631	1875.559
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		2477.016	2289.991	2035.919
LOAN FUNDS
1] Secured Loans		1255.010	905.388	446.569
2] Unsecured Loans		1153.026	448.000	99.300
TOTAL BORROWING		2408.036	1353.388	545.869
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		4885.052	3643.379	2581.788
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		353.259	289.630	229.412
Capital work-in-progress		20.800	0.000	34.423
INVESTMENT		61.029	113.844	61.029
DEFERREX TAX ASSETS		22.111	16.350	11.998
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	957.544	588.368	882.106
	Sundry Debtors	8046.324	6217.543	4715.258
	Cash & Bank Balances	205.129	99.812	126.009
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	827.546	561.128	361.296
Total Current Assets		10036.543	7466.851	6084.669
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	4041.151	3344.815	2636.505
	Other Current Liabilities	1401.164	757.105	1032.990
	Provisions	166.375	141.376	170.248
Total Current Liabilities		5608.690	4243.296	3839.743
Net Current Assets		4427.853	3223.555	2244.926
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		4885.052	3643.379	2581.788

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	12182.974	10825.695	10362.465
		Other Income	86.533	13.480	71.011
		TOTAL (A)	12269.507	10839.175	10433.476
Less	EXPENSES
		Consumption Material changes inventories	(369.176)	293.737
		Contract Cost	10654.563	8799.518
		Employee related expenses	940.216	734.922	9436.283
		Administrative selling other expenses	433.405	391.683
		TOTAL (B)	11659.008	10219.860	9436.283
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		610.499	619.315	997.193
Less	FINANCIAL EXPENSES (D)		235.181	141.420	70.348
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		375.318	477.895	926.845
Less/ Add	DEPRECIATION/ AMORTISATION (F)		72.656	56.447	40.252
	PROFIT BEFORE TAX (E-F) (G)		302.662	421.448	886.593
Less	TAX (H)		106.288	148.676	326.844
	PROFIT AFTER TAX (G-H) (I)		196.374	272.772	559.749
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1283.976	1057.413	572.425
Less	APPROPRIATIONS
		Transfer to General Reserve	NA	27.500	56.000
		Dividend	NA	16.036	16.036
		Tax on Dividend	NA	2.663	2.725
		Interim Dividend	NA	0.000	0.000
	BALANCE CARRIED TO THE B/S		1449.010	1283.986	1057.413
	Earnings Per Share (Rs.)		12.25	17.01	35.04

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	1.60	2.52	5.36
Net Profit Margin (PBT/Sales)	(%)	2.48	3.89	8.55
Return on Total Assets (PBT/Total Assets}	(%)	2.91	5.43	14.04
Return on Investment (ROI) (PBT/Networth)		0.12	0.18	0.44
Debt Equity Ratio (Total Liability/Networth)		3.24	2.44	2.15
Current Ratio (Current Asset/Current Liability)		1.79	1.76	1.58

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	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	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	----
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	Yes
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
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	Yes

SUNDRY CREDITORS DETAILS

(Rs. In Millions)

Sundry Creditors	31.03.2011	31.03.2010	31.03.2009
Dues to micro, small and medium enterprises	60.737	62.356	58.481
Dues to others	3980.414	3282.459	2578.024
Total	4041.151	3344.815	2636.505

BACKGROUND

Sterling and Wilson Limited ('the Company') is one of India's leading electro-mechanical engineering companies. Its range of activities cover high voltage and low voltage electrical systems, heat ventilation and air-conditioning systems (HVAC), diesel generating sets (DG sets), structured data cabling, integrated fire alarm systems, security

Systems, etc.

The company primarily provides turnkey solutions for electrical, HVAC and DG sets to clients across industry segments. It also provides electrical maintenance services to select clients.

The Company was established in 1927 under the name of Wilson Electric Works. The Company was renamed as Sterling and Wilson Electrical Private Limited in 1974 and subsequently as Sterling and Wilson Private Limited during the financial year 2007. The name has been changed to Sterling and Wilson Limited on 24 June 2009.

Sterling and Wilson Limited is a subsidiary of Shapoorji Pallonji and Company Limited, effective from 17 April 2008.

OPERATIONS (As on 31.03.2010):

The business environment in the Domestic market showed signs of recovery only in the second half of the current fiscal due to the measures initiated by the Government to propel growth through planned investments in infrastructure projects. The weak market sentiments and stressed liquidity conditions impacted the order inflows from all segments of the market and the investments in ongoing projects in the first half.

The investment in IT Infrastructure is seeing a slow revival while the commercial real estate still remains in a protracted slump. Nevertheless, the Company has shown an increase of 17% in the order booked as compared to last fiscal as it focused on the infrastructure and other sectors. The Company's move to align with the fast growing

Infrastructure projects and Power Transmission and Distribution Projects provided the critical mass to the order book and enabled the Company to marginally improve the turnover for the year over last year. The profit after tax was lower than last year at Rs.272.700 millions mainly due to margins getting squeezed due to a very competitive market, cost overruns consequent to prolonged implementation of project investments and overheads built-up to expand the activities. Poor liquidity in the system lead to an increase in working capital requirements and hence significant increase in borrowing costs.

OUTLOOK FOR 2010-11:

The first quarter has witnessed a visible change in the investment climate with industry spearheading expansion resulting in robust order book position as of end June 2010. The challenge of over built commercial real estate still remains and is likely to take another 12 to 18 months to return to normalcy

The Company's focus on fast growing infrastructure segment including EPC is expected to the fill the gap created by shrinking size of the traditional markets for MEP business.

The company should have a decent growth in turnover during the current year. The strain on margins as well as on working capital will continue to be a challenge during the year.

BANKERS CHARGES REPORT AS PER REGISTRY

This form is for

Modification of charge

Charge identification number of the modified

10181814

Corporate identity number of the company

U31200MH1974PLC017538

Name of the company

STERLING AND WILSON LIMITED

Address of the registered office or of the principal place of business in India of the company

Bussa Udyog Bhavan, Industrial Premises Co-Op Society Limited, Ground Floor, Tokersey Jivraj Road, Sewri West, Mumbai – 400 015, Maharashtra, India

Type of charge

Immovable Property

Particular of charge holder

Union Bank of India, Mumbai Samachar Marg Branch, 66/80, Mumbai Samachar Marg, Fort, Mumbai – 400 023, Maharashtra, India

Email

cbsifbmsmarg@unionbankofindia.com

Nature of description of the instrument creating or modifying the charge

Memorandum for creation of joint equitable mortgage by deposit of title deeds

Date of instrument Creating the charge

10.04.2010

Amount secured by the charge

Rs.7200.000 Millions

Brief particulars of the principal terms an conditions and extent and operation of the charge

Rate of Interest

Interest at the rate or rates as may be stipulated in the relevant sanction letters of each bank of union bank consortium.

Terms of Repayment

On Demand

Margin

As per sanction terms of each bank of union bank consortium.

Extent and Operation of the charge

To secure the aggregate amount of Rs.7200.000 Millions granted by union bank consortium as under :-

Name of The Bank	Fund Based Limit	Non Fund Based Limit
Union Bank of India	Rs.600.000 Millions	Rs.2750.000 Millions
State Bank of India	Rs.500.000 Millions	Rs.1500.000 Millions
ICICI Bank Limited	Rs.100.000 Millions	Rs.1250.000 Millions
Yes Bank Limited	Rs.300.000 Millions	Rs.200.000 Millions

Others

Union bank consortium comprises of union bank of India, state bank of India, ICICI bank limited and yes bank limited as members of the consortium.

Union bank of India is designated and recognised as the lead bank of the union bank consortium.

Short particulars of the property charged

I) Creation of Joint Equitable Mortgage In Favour of Union Bank Consortium In Respect of The Company's Immovable Porperty Being Commercial Property Comprising of Building Consisting Of Ground And

II) Three Upper Floors Constructed On Property Bearing Municipal No.4a/14; 4/3 7 5-6/1, Survey No.88/1b, Site No.4, 4a, 5, 6 - Tavarekere Main Road, Division 58, 4th A Main, Chikka Adugodi New Extension,

III) Bmp Ward No.66, Madiwala, Bangalore City - 400 081 Totally Admeasuring 5205 Sq. Ft.

Date of latest modification prior to the present modification

04.12.2009

Particulars of the present modification

Creation of joint equitable mortgage in favour of union bank consortium in respect of the company's commercial property comprising of building consisting of ground and three upper floors constructed on property bearing municipal No.4a/14, 4/3 7 5-6/1, survey no.88/1b, site no.4, 4a, 5, 6 - Tavarekere main road, division 58, 4th a main, Chikka Adugodi New Extension, bmp ward no.66, Madiwala, Bangalore City - 400081 to secure the aggregate amount of Rs.7200.000 Millions granted by union bank consortium.

fixed assets:

· Plant and Machinery

· Computers

· Vehicles

· Furniture and Fixtures

· Premises

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.54.12
UK Pound	1	Rs.87.08
Euro	1	Rs.70.15

INFORMATION DETAILS

Report Prepared by :

MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
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	6
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	6
--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		58

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.