MIRA INFORM REPORT

Report Date :

12.11.2012

IDENTIFICATION DETAILS

Name :	GRAUER AND WEIL (INDIA) LIMITED
Registered Office :	‘Growel House’, Akurli Road, Kandivli (East), Mumbai – 400101, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	25.11.1957
Com. Reg. No.:	11-010975
Capital Investment / Paid-up Capital :	Rs. 226.706 millions
CIN No.: [Company Identification No.]	L74999MH1957PLC010975
TAN No.: [Tax Deduction & Collection Account No.]	MUMG08103E
PAN No.: [Permanent Account No.]	AAACG3741K
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on Stock Exchanges.
Line of Business :	Manufacturing of Metal Finishing Chemicals, Equipments and Plating Plants.
No. of Employees :	Not Available

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 6100000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Financial position of the company is good. Trade relations are reported as fair. Business is active. Payments are reported to 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 – 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	CARE
Rating	A (Long Term Facilities)
Rating Explanation	Adequate degree of safety. It carry low credit risk.
Date	07.02.2011

Rating Agency Name	CARE
Rating	PR2+ (Short Term Facilities)
Rating Explanation	Strong degree of safety. It carry low credit risk.
Date	07.02.2011

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 Office / Head Office :	‘Growel House’, Akurli Road, Kandivli (East), Mumbai – 400101, Maharashtra, India
Tel. No.:	91-22-28879173 / 28876664 / 66993000 / 66993200
Mobile No:	91-9892214311 [Mr. Wasi Ansari]
Fax No.:	91-22-28877165 / 28871291 / 66993010 / 66993030 / 20 / 11
E-Mail :	mail@growel.com secretarial@growel.com hq@growel.com export.office@growel.com
Website :	http://www.growel.com
Factory 1 :	215/1, Plot No. 10, Dadra Industrial Estate, Dadra – 396191, Union Territory
Factory 2 :	407, GIDC Industrial Estate, Vapi – 396 195, Gujarat, India
Factory 3 :	Plot No. 31 and 32, Industrial Estate, Barotiwala–174103, Madhya Pradesh, India
Factory 4 :	Survey No. 66, Village – Dhanore, Taluka - Khed, District – Pune, Maharashtra, India
Factory 5 :	SIDCO Industrial Complex, Phase II, Samba, Jammu and Kashmir, India
Factory 6 :	B. D. Patil Marg, Chembur, Mumbai – 400074, Maharashtra, India

DIRECTORS

AS ON 31.03.201

Name :	Mr. Umeshkumar N. More
Designation :	Chairman and Managing Director
Name :	Mr. Nirajkumar U. More
Designation :	Managing Director
Name :	Mr. Rameshkumar R. More
Designation :	Director
Date of Birth/Age :	30.06.1950
Qualification :	B.Com
Date of Appointment :	Since 24.03.1982
Other Directorships	o Poona Bottling Company Limited o Waluj Beverages Private Limited o Indoswe Engineering Private Limited o Avanti Cables Private Limited o Shree M.P.J. Builders Private Limited
Name :	Mr. Madan Mohan Chaturvedi
Designation :	Director
Name :	Mr. Rohan Shah
Designation :	Director
Name :	Mr. Suresh Pareek
Designation :	Director
Name :	Mr. Rohitkumar R. More
Designation :	Whole Time Director
Name :	Mr. K C Srivastava
Designation :	Director
Name :	Mr. Yogesh Samat
Designation :	Director
Name :	Mr. Vinod Haritwal
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Noel Jacob
Designation :	Company secretary
AUDIT COMMITTEE
Name :	Mr. Suresh Pareek
Designation :	Chairman
Name :	Mr. Nirajkumar More
Designation :	Member
Name :	Mr. Madan Mohan Chaturvedi
Designation :	Member
Name :	Mr. K C Srivastava
Designation :	Member
SHAREHOLDERS COMMITTEE
Name :	Mr. Nirajkumar More
Designation :	Chairman
Name :	Mr. Rohitkumar More
Designation :	Member
Name :	K C Srivastava
Designation :	Member
Name :	Mr. Rameshkumar More
Designation :	Member (up to 06.07.2011)
SELECTION AND REMUNERATION COMMITTEE
Name :	Mr. Umeshkumar More
Designation :	Chairman
Name :	Mr. Suresh Pareek
Designation :	Member
Name :	Mr. Madan Mohan Chaturvedi
Designation :	Member
Name :	K C Srivastava
Designation :	Member
Senior Presidents :	· Mr. Rajendra Guleria · Mr. H B Charna · Mr. J M Kevlani
Presidents :	· Mr. Pallavi More · Mr. Vinay Gupta · Mr. Mala Singh · Mr. Rajendra Khanolkar
Vice Presidents :	· Mr. M T Rara · Mr. A V Dabir · Mr. Dipen Parikh · Mr. Jagdish Kadam · Mr. Anirudha Gore · Mr. Rattan Sharma · Mr. D K Bhardwaj · Mr. Krishna Bhardari · Mr. Santosh Pandey · Mr. Dipesh Mehta · Mr. M S Seetharam · Mr. Sharad Jhunjunwala · Mr. Omprakash Pakhrija · Mr. Gopal Bagaria · Mr. Subrata Chakraborty

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2012

Category of Shareholder	No. of Shares	% of No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	69699630	30.74
Bodies Corporate	87204800	38.47
Sub Total	156904430	69.21
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	156904430	69.21
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	20620	0.01
Financial Institutions / Banks	22000	0.01
Sub Total	42620	0.02
(2) Non-Institutions
Bodies Corporate	11697038	5.16
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	42534057	18.76
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	12739039	5.62
Any Others (Specify)	2788566	1.23
Non Resident Indians	1471479	0.65
Clearing Members	529587	0.23
Foreign Corporate Bodies	787500	0.35
	69758700	30.77
Total Public shareholding (B)	69801320	30.79
Total (A)+(B)	226705750	100
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0
(1) Promoter and Promoter Group	0	0
(2) Public	0	0
Sub Total	0	0
Total (A)+(B)+(C)	226705750	0

BUSINESS DETAILS

Line of Business :

Manufacturing of Metal Finishing Plants, Equipment Chemicals, Buffing and Finishing Compounds, Mops, Wheels and Brushes.

Products :

Product Description	ITC Code
Electroplating Salt	38249021
Electroplating Machinery and Parts	85433000
Paints Enamels and Varnishes	32089003

PRODUCTION STATUS (As On : 31.03.2011)

Particulars	Unit	Installed Capacity
Electroplating Chemicals and Enthone Chemicals	Tons	23428
Electroplating Basic Chemicals	Tons	2050
Intermdediatory Chemicals	Tons	1200
Paints, Enamels and Varnishes	KL	7329
Oil Bound Distempers	MT	1380

* Includes Production for Inter Manufacturing Unit, Captive Consumption & Free Samples

** The Company is manufacturing different types of Plants and equipments on made to order basis, quantity wise information is not feasible

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Punjab National Bank

· Axis Bank

· The Saraswat Co-Operative Bank Limited

· Bank of Bahrain and Kuwait B.S.C.

Facilities :

Secured Loan	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
LONG TERM BORROWINGS
Term Loans from Banks	651.950	742.384
SHORT TERM BORROWINGS
Working Capital facilities from Banks	421.588	421.039
TOTAL	1073.538	1163.423
Unsecured Loan	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
LONG TERM BORROWINGS
Loans and Advances from related parties	22.950	21.450
Fixed Deposits	12.258	7.814
Others (Hire Purchase Credits)	14.454	19.545
SHORT TERM BORROWINGS
Loans from related parties	22.900	16.399
TOTAL	72.562	65.208
NOTES LONG TERM BORROWINGS Nature of Security (a) Term loans for Shopping mall from The Saraswat Co-op Bank are secured by pari-passu first charge by way of joint mortgage of deposit of title deeds of immovable properties of the Company at Kandivli. Terms of repayment i The Term loan is to be repaid in 70 monthly installments, without moratorium, out of which 69 installments will be of Rs. 150.000 Millions each and last installment of Rs. 120.000 Millions. ii The Term Loan is to be paid in 72 monthly installments after a moratorium of 12 months, 18 installments of Rs. 0.556 Million each. 53 installments of Rs. 3.519 Millions each and last installment of Rs. 3.485 Millions. iii The Term Loan is to be repaid in 84 monthly installments, after a moratorium of 9 months, 74 installments will be of Rs. 7.500 Millions each and last installment will be bullet payment of Rs. 90.200 Millions. Nature of Security (b) Corporate loan I from The Saraswat Co-operative Bank Limited is secured by legal mortgage of fixed assets including land and building of Paints division at Mumbai. Corporate loan II from The Saraswat Co-operative Bank is secured by pari-passu first charge along with Punjab National Bank by joint mortgage of deposit of title deeds of immovable properties of the Company at Kandivli. Terms of repayment i The Term Loan carrying interest @ PLR -0.5% is to be paid in 20 quarterly installments. Four installments of Rs. 5.000 Millions each. Eight quarterly installments of Rs. 1.000 Million each. Eight quarterly installments of Rs. 9.000 Millions each. ii The Term Loan is to be repaid in 48 months after a moratorium of 12 months from the date of disbursement. 47 installments will be Rs. 2.083 Millions and last installment of Rs. 2.099 Millions, carrying interest @ PLR -2.5%. Nature of Security (c) Hire purchase credits are secured by hypothecation of specific assets purchased there against. Terms of repayment i The Hire purchase loan taken from The Saraswat Co-operative Bank Limited and Axis Bank Limited is against purchase of two cars. The Saraswat Bank loan is payable in 17 monthly EMI each of Rs. 0.211 Million, ending on August 2013. The Axis Bank loan is payable in 46 monthly EMI each of Rs. 0.264 Million, ending on Jan 2016. SHORT TERM BORROWINGS Nature of Security (a) Working capital facilities are secured by hypothecation of all stocks, moveable assets and book debts by way of first charge on pari-passu basis and are further collaterally secured by second pari-passu charge on the block assets of Shopping Mall at Kandivli, Mumbai. Working Capital facilities from Punjab National Bank are further collaterally secured by first charge on the block of assets of Samba unit.

Banking Relations :	--
Auditors :
Name :	M M Nissim and Company Chartered Accountant
Subsidiaries :	· Grauer and Weil (Shanghai) Limited · Growel UK Limited
Associates :	· Growel Goema (India) Private Limited · Growel Sidasa Industries Private Limited · Grauer and Weil (Thailand) Limited · Poona Bottling Company Private Limited
Other Related Parties :	· Growel Softech Limited · Digikore Designs Limited · Digikore Studio Limited · Growel Projects Limited · Ridhi Sidhi Limited · Bubna More and Company Private Limited · Radhakishan Nandlal Private Limited · Growel Corporate Management Limited · Waluj Bevrages Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
500000000	Equity Shares	Rs.1/- each	Rs. 500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
226705750	Equity Shares	Rs.1/- each	Rs. 226.706 Millions

NOTES

Reconciliation of shares outstanding as at the end of the year;

Particulars	AS At 31.03.2012
	No of Shares	Rs. In Millions
As at the beginning of the year	22,670,575	226.706
Add: Issued during the year upon sub division of shares	204,035,175	--
Outstanding at the end of the year	226,705,750	226.706

(a) The Shareholders at the Annual General Meeting of the Company held on Sept 30, 2011 approved the increase in the Authorised Capital of the Company. Accordingly, the Authorised Share Capital of Company is increased from 250.000 Millions divided into 25,00,00,000 shares of Rs. 1 each to 50,00,00,000 (Rupees Fifty Crores only) divided into 50,00,00,000 shares of Rs. 1 each.

(b) Rights, preferences and restrictions attached to shares

The company has one class of equity shares having a par value of Rs.1 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

(c) Shareholders holding more than 5 percent of the Equity shares;

Name of the Shareholder	No. of Shares Held
	March 31, 2012
Mr. Umeshkumar More	23,168,570
Mr. Nirajkumar More	27,011,650
Mrs. Premlata More	13,182,710
M/s. Growel Projects Limited	12,558,000
M/s. Poona Bottling Company Private Limited	40,975,000
M/s. Ridhi Sidhi Limited	32,359,000

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		226.706	226.706	226.706
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1311.579	1124.143	1006.222
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1538.285	1350.849	1232.928
LOAN FUNDS
1] Secured Loans		1073.538	1163.423	1215.253
2] Unsecured Loans		72.562	65.208	68.119
TOTAL BORROWING		1146.100	1228.631	1283.372
DEFERRED TAX LIABILITIES		144.011	119.627	103.446
TOTAL		2828.396	2699.107	2619.746
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2213.628	2261.355	1047.817
Capital work-in-progress		28.633	7.488	962.134
INVESTMENT		39.071	16.399	16.409
DEFERREX TAX ASSETS		0.000	0.000	24.648
Other Non-Current Assets		0.380	0.488	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	497.981	490.513	347.429
	Sundry Debtors	756.211	610.568	446.793
	Cash & Bank Balances	37.895	90.331	69.337
	Other Current Assets	22.723	17.874	3.709
	Loans & Advances	289.217	306.517	190.628
Total Current Assets		1604.027	1515.803	1057.896
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	353.207	357.180	268.889
	Other Current Liabilities	552.291	633.552	140.504
	Provisions	151.845	111.694	79.765
Total Current Liabilities		1057.343	1102.426	489.158
Net Current Assets		546.684	413.377	568.738
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		2828.396	2699.107	2619.746

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	3332.297	2821.344	2185.936
		Business conducting Fees	0.000	0.000	56.227
		Other Income	28.508	14.158	20.455
		TOTAL (A)	3360.805	2835.502	2262.618
Less	EXPENSES
		Cost of materials consumed	1806.812	1579.105	1256.582
		Purchases of Stock in Trade	37.798	30.850	0.000
		Employee Benefits Expense	301.384	251.811	206.866
		Other Expenses	649.509	578.479	426.812
		Changes in Inventory	(47.859)	(38.369)	0.000
		TOTAL (B)	2747.644	2401.876	1890.260
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		613.161	433.626	372.358
Less	FINANCIAL EXPENSES (D)		211.906	158.212	99.070
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		401.255	275.414	273.288
Less/ Add	DEPRECIATION/ AMORTISATION (F)		98.827	72.555	43.921
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		302.428	202.859	229.367
Less	TAX (H)		70.346	58.739	65.140
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		232.082	144.120	164.227
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		345.537	236.495	109.417
Less	APPROPRIATIONS
		Transfer to General Reserve	500.000	14.000	16.000
		Dividend	39.500	18.136	18.137
		Tax on Dividend		2.942	3.012
	BALANCE CARRIED TO THE B/S		38.119	345.537	236.495
	EXPORT VALUE		382.568	336.460	297.730
	IMPORTS
		Raw Materials	399.353	376.469	347.670
		Stores & Spares	0.721	5.477	0.920
		Capital Goods	3.649	15.300	0.810
	TOTAL IMPORTS		403.723	397.246	349.400
	Earnings Per Share (Rs.)		1.02	0.64	7.24

QUARTERLY RESULTS

PARTICULARS	30.06.2011
	1^st Quarter
Net Sales	724.400
Total Expenditure	586.600
PBIDT (Excl OI)	137.800
Other Income	5.400
Operating Profit	143.200
Interest	54.700
Exceptional Items	0.000
PBDT	88.500
Depreciation	24.900
Profit Before Tax	63.600
Tax	12.400
Provisions and contingencies	0.000
Profit After Tax	51.200
Extraordinary Items	0.000
Prior Period Expenses	0.000
Other Adjustments	0.000
Net Profit	51.200

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	6.91	5.08	7.26
Net Profit Margin (PBT/Sales)	(%)	9.08	7.19	10.49
Return on Total Assets (PBT/Total Assets}	(%)	7.92	5.37	10.77
Return on Investment (ROI) (PBT/Networth)		0.20	0.15	0.19
Debt Equity Ratio (Total Liability/Networth)		1.53	1.81	1.52
Current Ratio (Current Asset/Current Liability)		1.52	1.37	2.16

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	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	No
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	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	Yes
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	No
31]	Date of Birth of Proprietor/Partner/Director, if available	No
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

OPERATIONS

The year saw a healthy growth of 18.4% in gross sales and revenues of the Company over the previous year. However the Net Profit grew at a much higher rate of 61%.

SUBSIDIARY COMPANIES

The Consolidated Financial Statements presented by the Company include financial information of its subsidiaries prepared in compliance with applicable Accounting Standards. The Ministry of Corporate Affairs, Government of India vide its Circular No.5/12/2007-CL-III dated February 08, 2011 has granted general exemption under section 212(8) of the Companies Act, 1956, from attaching the Balance Sheet, Profit and Loss Account and other documents to the Balance Sheet of the Company provided certain conditions are fulfilled. Any member of the Holding and the Subsidiary Companies is entitled to seek detailed information at any point of time. The Annual Accounts of the Subsidiary Companies have also been kept for inspection by any investor at the Registered Office of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS

AN OVERVIEW OF BUSINESS PERFORMANCE

During the year 2011-12, the net revenue of the Company grew by 18.5% to Rs. 3360.8 Million (from Rs. 2835.5 Million in previous year). However, the Net Profit rose by an impressive 61%. An overview of the performance of different business segments of the Company is as under:

a) Chemical Segment: The Company continues to be the industry leader in the segment of surface treatment chemicals, their intermediates and other specialty chemicals. In the last few years, the Company has also made a foray into manufacture of Industrial Lubricants. The Company’s chemical plants at Dadra achieved certification under IMS and ISO 14000 program in addition to the plant at Barotiwala which was already certified. The plant at Jammu and Vapi is expected to achieve this status in the current year.

b) Engineering Segment: The Company is a leading manufacturers and provider of turnkey solutions for Electroplating Plants and their components, Effluent and Waste Water Treatment Plants and other engineering products, from its plant located at Alandi, Pune. On the heels of a significant growth of 142% achieved last year, the Company was not only able to maintain the higher level of sales but also managed to further grow by 17% despite intensified domestic and international competition.

c) Mall Segment: The year 2011-12 was the first full year of operations of the 400000 sq. ft. shopping Mall set up by the Company at Kandivali, in western suburbs of Mumbai. The Mall achieved occupancy of 80% by the end of the year. The occupants included Hyper Market, Cinema, Departmental Stores, Life Style Stores, Restaurants, Food Court and a Recreation Center. While the general economic uncertainties posed some initial challenges, the Company was quick to respond with appropriate measures that are bringing about a rise in the footfall and trading levels.

d) Paints Segment: The current year again witnessed a marginal growth in the business of Paints although some of the unprofitable contracts and products were discontinued. To break free from the stagnancy in sales for the last few years, an aggressive plan was drawn up to provide a major push to this segment of the business. This was done considering its very large potential. As a first step, the senior management team was fortified with appointment of experienced technical, marketing and operations personnel. At the same time, a major re-furbishing was undertaken at the main plant of the Company. These are being followed up with other measures discussed under future plans. The Plant at Chembur, Mumbai is ISO 14001:2004.

FINANCIAL PERFORMANCE

The highlights of financial performance of the Company for the year are as under:

a. The Net Profit after Tax for the year increased by 61% to Rs. 232.1 Million mainly due to increased operating margin in the main business of the Company.

b. The Company incurred total Capital Expenditure of Rs. 61.2 Million.

c. The Long Term Borrowings decreased by Rs. 88.7 Million mainly on account of part repayment of Loans raised for the Mall project.

d. The Working Capital (Net Current Assets) increased by 136.8 million.

e. The Debt Equity Ratio of the Company improved to 0.85 (from 1.14).

OPPORTUNITIES, THREATS, RISKS, CONCERNS AND OUTLOOK

The continuing uncertainties in the international area, both economic and political and their consequential impact on the Indian currency combined with inflation and recessionary sentiment present a daunting challenge. Almost all the international manufacturers of Surface Treatment Chemicals are now operating in the Indian market. However, the Company’s fundamental strengths of market leadership, extensive distribution network, strong R and D and procurement strength should place it in relatively stronger position in the Chemical segment.

The Company’s recent diversification into oils and lubricants through its Joint Venture Growel Sidasa Industries Private Limited is still in the initial ramp-up phase. The Company is slowly adding specialty lubricants to its product portfolio and entering niche market segments. These efforts will take some time to bear fruits but offer a lucrative long term opportunity.

The order book for engineering division (including some export orders) is very encouraging. However, if the current slowdown in growth continues, this division may witness deferment of investment decisions by customers. Beyond this anticipated phase, the new market synergies developed by this division provide a good opportunity for additional growth to our businesses in this field in coming years.

While the Company has taken some bold steps and entered an aggressive phase in the high potential Paints business, it is fully cognizant of the fact that this is a highly competitive business and the Company is pitched against the strengths of the giants well established in the segment. If the Company succeeds in its plans then this segment can contribute a high level of growth in its business.

The Mall division is facing the challenge of slowdown in consumer spending. Almost all Malls and organized Retail Stores have reported drop in footfalls as well as sales. Since the Company’s Mall enjoys the advantage of relatively weak competition in its immediate catchment, it has been able to increase the footfall as well as sales with innovative and aggressive steps.

FUTURE PROSPECTS

The apparent slowdown in the growth of their economy in the past few months has adversely affected the business of industrial products being manufactured by the company for e.g. Surface Treatment chemicals, Paints, Industrial Lubricants etc. The real estate and retail markets have also been stagnant. To overcome such pressures, with a view to cut cost and standardize productions, the company has intensified its Research and Development work focused on backward integration. Special emphasis is being laid on high thrust areas like Paints and Industrial Lubricants where they are seeking to diversify into newer market segments. Efforts are underway to develop new product lines in respect of surface finishes including paints, to pave the way for entry into decorative and other synergistic market segments.

The current outlook for exports continues to be moderate in view of the prevailing recessionary trends in the world markets. The company is making all efforts to expand its network of distributors to reach hitherto virgin markets.

The engineering division of the company is adopting new technologies for specialized processes in plating as well as waste water treatment. This division has also forged alliances with some international partners creating new market synergies and has bagged orders in export markets.

The Company is in the process of setting up a new Paint manufacturing facility at Barotiwala and has undertaken an expansion plan at its Dadra plant.

FIXED ASSETS

· Land

· Building

· Plant and Machinery

· Laboratory Equipments

· R and D Equipments

· Furniture Fittings and Fixtures

· Office Equipments

· Vehicles

· Computer Software

WEBSITE DETAILS

HISTORY

In the year 1957, a group of entrepreneurs comprising two traders of long standing repute in the plating industry and a financer, joined hands together to form a young company in collaboration with Grauer and Weil of U. K., thus creating Grauer and Weil (India) Limited (G and W).

In the days of its inception, subject, commenced with the manufacturing of polishing compounds, mops, fibre, wheels etc. In the next decade, the company grew in leaps and bounds supported by a very dynamic and fast growing economy in the Indian sub-continent, acquired and adopted newer technologies through its principals and other international associates, enlarging its product range vastly, for e.g. pre-treatment chemicals, basic chemicals used in electroplating industries, and also conventional equipments like filters, agitation units, tanks, exhaust, etc. Subsequently, the management of the company changed hands by virtue of which the control came to rest with a larger business house.

In association with its international partners like Langbein Pfanhauser Werke, Holmuler, Goema, Veratronics, NOF Metal Coatings Asia Pacific , Serfilco, Sidasa and such other international renowned manufacturers, it soon established a position of undisputed leadership in India with many 'firsts' in the metal finishing industry, academically, as well as, in applied sciences.

The company has since built an extremely strong team of very dedicated and capable group of people to cover virtually all the branches of metal finishing akin to decorative as well as industrial usage, substantially contributing to a fast growing technology in the Asian sub-continent. In the more recent times it has well adapted itself to the modern tools of the industrial world.

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 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. 54.34
UK Pound	1	Rs. 86.96
Euro	1	Rs. 69.42

INFORMATION DETAILS

Report Prepared by :

DPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--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.