MIRA INFORM REPORT

Report Date :

21.11.2012

IDENTIFICATION DETAILS

Name :	FUCHS LUBRICANTS (INDIA) PRIVATE LIMITED
Registered Office :	Sarjan Plaza, 2^nd Floor, 100, Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra
Country :	India
Financials (as on) :	31.12.2011
Date of Incorporation :	21.09.1994
Com. Reg. No.:	11-129240
Capital Investment / Paid-up Capital :	Rs.79.328 Millions
CIN No.: [Company Identification No.]	U99999MH1994FTC129240
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is engaged in Blending, Manufacturing and Trading of Lubricating Oils, Greases and Specialities.
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 1530000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a wholly owned subsidiary of Fuchs Petrolub Ag, Germany. It is an established company having satisfactory track record. There appears a growth in the sales turnover but some dip in the profitability of the company. However, trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – 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

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 :	Sarjan Plaza, 2^nd Floor, 100, Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra, India
Tel. No.:	91-22-66255900/66661046-48
Fax No.:	91-22-66661049
E-Mail :	marketing@fuchsindia.com rpavrey@vsnl.com
Website :	http://www.fuchsindia.com
Factory :	Plot No. N-69, MIDC Addl, Ambernath Industrial Area, Ambernath (East), Thane-421506, Maharashtra, India
Tel. No.:	91-251-6482910
Fax No.:	91-251-2621995
Regional Office :	Located At: · New Delhi · Kolkata · Pune · Chennai · Bangalore

DIRECTORS

AS ON 18.06.2012

Name :	Hilloo Phiroze Kersi
Designation :	Managing Director
Address :	Forjett House, Forjett Street, Mumbai-400036, Maharashtra, India
Date of Birth/Age :	17.09.1957
Date of Appointment :	01.08.2012
Din No.:	00309968
Name :	Untersteller Jurgen Alf
Designation :	Director
Address :	Schuetzenstrasse 30, D-68259, Mannheim, Germany
Date of Birth/Age :	27.05.1958
Date of Appointment :	12.07.2000
Din No.:	00270102

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 18.06.2012

Names of Shareholders	No. of Shares
Fuchs Finanz Service GmbH, Mannheim	40
Fuchs Petrolub Ag, Germany	7932760
TOTAL	7932800

AS ON 18.06.2012

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]	100.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in Blending, Manufacturing and Trading of Lubricating Oils, Greases and Specialities.

Product :

PRODUCT DESCRIPTION	ITEM CODE
Lubricating Oils, Greases and Specialities	2710.00

PRODUCTION STATUS [AS ON 31.12.2011]

Particulars	Licensed Capacity	Installed Capacity	Actual Production
Lubricating Oils KL	20000	20000	2815.91

NOTE: Installed capacity is as certified by the management and has not been verified by auditors, as this is a technical matter.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

HDFC Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai-400013, Maharashtra, India

Facilities :

Unsecured Loan	As on 31.12.2011 [Rs. in Millions]	As on 31.12.2010 [Rs. in Millions]
Other Debts	298.848 (A)	249.118 (B)
TOTAL	298.848	249.118
NOTE: (A) This is bank overdraft. Bank overdraft is secured by a corporate guarantee from Fuchs Petrolub AG, the holding company. (B) This is bank overdraft. Bank overdraft is secured by a corporate guarantee from Fuchs Petrolub AG, the holding company.

Banking Relations :	--
Auditors :
Name :	BSR and Company Chartered Accountants
Address :	Lodha Excellus, 1^st Floor, Apollo Mills Compound, N.M. Joshi Marg, Mahalaxmi, Mumbai-400011, Maharashtra, India
PAN No:	AAAFB9852F
Holding Company :	Fuchs Petrolub AG
Fellow Subsidiaries/ Associates :	· Fuchs Europe Schmierstoff Gmbh, Germany · Fuchs Lubritech GMBH, Germany · Fuchs Lubricants Co., USA · Fuchs Lubricantes, SA, Spain · Fuchs Lubricants (Australasia) Pty Limited, Australia · Fuchs Lubrificanti S.P.A, Italy · Fuchs Lubritech (UK) Limited, UK · Fuchs Lubricants (UK) Plc, UK · Fuchs Belgium N.V., Belgium · Fuchs DO Brasil S.A., Brazil · Fuchs Lubrifiant France S.A., France

CAPITAL STRUCTURE

AS ON 31.12.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
22325000	Equity Shares	Rs.10/- each	Rs.223.250 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
7932800	Equity Shares	Rs.10/- each	Rs.79.328 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2011	31.12.2010	31.12.2009
SHAREHOLDERS FUNDS
1] Share Capital		79.328	79.328	79.328
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		303.639	275.722	210.892
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		382.967	355.050	290.220
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		298.848	249.118	39.660
TOTAL BORROWING		298.848	249.118	39.660
DEFERRED TAX LIABILITIES		12.942	5.282	0.000
TOTAL		694.757	609.450	329.880
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		458.646	461.227	63.815
Capital work-in-progress		7.662	3.591	184.454
INVESTMENT		0.010	0.010	0.010
DEFERREX TAX ASSETS		0.000	0.000	4.439
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	192.908	174.594	94.369
	Sundry Debtors	139.641	116.145	100.860
	Cash & Bank Balances	1.153	0.744	3.458
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	57.047	66.870	31.820
Total Current Assets		390.749	358.353	230.507
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	141.347	199.057	134.017
	Other Current Liabilities	13.675	9.850	15.178
	Provisions	7.288	4.824	4.150
Total Current Liabilities		162.310	213.731	153.345
Net Current Assets		228.439	144.622	77.162
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		694.757	609.450	329.880

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2011	31.12.2010	31.12.2009
	SALES
		Income
		Other Income
		TOTAL (A)	935.419	733.848	550.644
Less	EXPENSES
		Cost of Goods Sold	631.135	482.961	387.405
		Overhead	204.143	156.179	94.720
		TOTAL (B)	835.278	639.140	482.125
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		100.141	94.708	68.519
Less	FINANCIAL EXPENSES (D)		28.661	2.797	7.573
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		71.480	91.911	60.946
Less/ Add	DEPRECIATION/ AMORTISATION (F)		28.740	7.789	1.698
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		42.740	84.122	59.248
Less	TAX (H)		14.823	19.291	2.443
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		27.917	64.831	56.805
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	1.606	2.104	5.073
	IMPORTS
		Raw Materials	NA	353.904	283.142
		Capital Goods	NA	5.017	0.000
	TOTAL		NA	358.921	283.142
	Earnings / (Loss) Per Share (Rs.)		3.52	8.17	--

KEY RATIOS

PARTICULARS		31.12.2011	31.12.2010	31.12.2009
PAT / Total Income	(%)	2.98	8.83	10.32
Return on Total Assets (PBT/Total Assets}	(%)	5.03	10.26	20.13
Return on Investment (ROI) (PBT/Networth)		0.11	0.23	0.20
Debt Equity Ratio (Total Liability/Networth)		1.20	1.30	0.67
Current Ratio (Current Asset/Current Liability)		2.41	1.67	1.50

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	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	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	PAN of Proprietor/Partner/Director, if available	No
32]	Date of Birth of Proprietor/Partner/Director, if available	Yes
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

NOTE:

The registered office of the company has been shifted from Atur House, 2 NF, 87, Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra, India to the present address w.e.f. 06.02.2012.

BACKGROUND AND PRINCIPAL ACTIVITIES:

Subject incorporated on 21 September 1994 is a wholly owned subsidiary of Fuchs Petrolub AG (‘the Holding Company’), a limited liability company in Germany. The Company is engaged in blending, manufacturing and trading of lubricating oils, greases and specialities.

FUTURE PLANS AND PROSPECTS:

The Company has recorded increase in EBITDA for the year, despite higher overheads due to start of new plant. The percentage of gross margin to sales revenue has marginally fallen compared to previous year due to higher input costs. During the year the Company has started new OEM Division to further strengthen its future plan of increase in sales volume and to achieve higher growth.

BANKERS CHARGES REPORT AS PER REGISTRY

This form is for	Creation of charge
Corporate identity number of the company	U99999MH1994FTC129240
Name of the company	FUCHS LUBRICANTS (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Atur House, 2 NF, 87, Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra, India
Type of charge	Book Debts Movable Property [not being pledge] Floating Charge
Particular of charge holder	HDFC Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai-400013, Maharashtra, India
Email	rahul.ranjan@hdfcbank.com
Nature of description of the instrument creating or modifying the charge	Letter of Hypothecation of stocks and book debts dated 28/06/2011
Date of instrument Creating the charge	28.06.2011
Amount secured by the charge	Rs.50.000 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest To be decided at the time of disbursement and as may be prescribed by the bank from time to time Terms of Repayment CC / OD - payable on demand WCDL/STL - Max period of 180 days Margin Margin of 25% on inventory and book debts Extent and Operation of the charge First charge over current assets of the company both present and future.
Short particulars of the property charged	First charge over current assets of the company both present and future.

FIXED ASSETS:

Intangible Assets

· Computer Software

· Business Rights and Non Compete Hit

Tangible Assets

· Leasehold Land

· Leasehold Land Improvement

· Buildings

· Factory Buildings

· Computers

· Equipments

· Furniture and Fittings

· Vehicles

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

No 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 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.54.91
UK Pound	1	Rs.87.38
Euro	1	Rs.70.23

INFORMATION DETAILS

Report Prepared by :

TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	5
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		51

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
-	NB	New Business	-

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.