MIRA INFORM REPORT

Report Date :

22.11.2012

IDENTIFICATION DETAILS

Name :	HEUBACH COLOUR PRIVATE LIMITED
Registered Office :	Plot No.9002-9010, Phase VI, GIDC, Ankleshwar - 393002, Gujarat
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	28.09.1993
Com. Reg. No.:	04-033372
Capital Investment / Paid-up Capital :	Rs. 412.376 Millions
CIN No.: [Company Identification No.]	U24110GJ1993PTC033372
TAN No.: [Tax Deduction & Collection Account No.]	BRDH00571E
PAN No.: [Permanent Account No.]	AAACH2578P
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing of Organic Pigments
No. of Employees :	100 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (47)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 6800000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions. Profit and loss account for the year 2011 is not available.

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	CRISIL
Rating	Long term : (BBB)+
Rating Explanation	Moderate degree of safety. It carry moderate credit risk.
Date	21 November, 2012

Rating Agency Name	CRISIL
Rating	Short term : A2
Rating Explanation	Strong degree of safety. It carry low credit risk.
Date	21 November, 2012

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/Factory :	Plot No.9002-9010, Phase VI, GIDC, Ankleshwar-393002, Gujarat, India
Tel. No.:	91-2646-251623/ 252160
Fax No.:	91-2646-250343
E-Mail :	ankplant@heubach-india.com kirti.pawar@heubach-india.com
Website :	www.heubach-india.com
Area :	5000 sq.fts
Location :	Owned
Branches :	Landmark Building, 2nd Floor, Race Course Circle, Gotri Road, Baroda 390007, Gujarat, India Tel. No. 91-265-2343310/ 2354824/ 2314860 Fax No. 91-265-2314860 E-mail :- baroda@heaubach-India.com / heubachB@sprintrpg.net.in / baba@heubach-India.com 22, Ajay Shopping Center, T. H. Kataria Marg, Matunga (West), Mumbai–400016, Maharashtra, India Tel. No. 91-22-24310933/ 34 Fax No :- 91-22-24372679/ 24308836 E-mail :- 1. mumbai@heubach-india.com 2. kiron@bom5.vsnl.net.in 11, Meckoni House, 369, Bhandarkar Road, Matunga (Central Railway), Mumbai – 400019, Maharashtra, India ‘Land Mark’, 2^nd Floor, Gotri Road, Race Course Circle, Baroda – 390007, Gujarat, India Tel. No. 91-265-2314860/2341651/2330134/2343310 Fax No. 91-265-2341682/2354827/2300137 E-mail. 1. baroda@heaubach-india.com 2. heubachB@sprintrpg.net.in

DIRECTORS

AS ON 29.09.2011

Name :

Mr. Ravi Brijmohan Kapoor

Designation :

Chairman and Managing Director

Address :

1/99, Radha Sadan, Ambedkar Road, Opposite Sion Hospital, Mumbai – 400 022, Maharashtra, India

Date of Birth/Age :

07.02.1961

Date of Appointment :

15.05.1994

DIN No.:

01761752

Other Directorship:

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U24110GJ1993PTC033372	HEUBACH COLOUR PRIVATE LIMITED	Managing director	15-05-94	15-05-94	Active	NO
2	U99999GJ2000PLC037236	NARMADA CLEAN TECH LIMITED	Director	05-12-08	05-12-08	Active	NO
3	U74200GJ2009PTC055822	RESOR TECH PRIVATE LIMITED	Director	02-01-09	02-01-09	Active	NO

Name :

Mr. Ashok G. Chitre

Designation :

Director

Address :

H 9/10 Indra Prastha Society, Amar Complex, New Sama Road, Baroda – 390 008, Gujarat, India

Date of Birth/Age :

13.01.1945

Date of Appointment :

01.07.2000

DIN No.:

00110105

Other Directorship:

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U24110GJ1993PTC033372	HEUBACH COLOUR PRIVATE LIMITED	Whole-time director	01-07-00	01-07-00	-	Active	NO
2	U24114MH2002PTC136128	EUSA PIGMENTS PRIVATE LIMITED	Director	30-11-02	30-11-02	-	Active	YES
3	U99999GJ2000PLC037236	NARMADA CLEAN TECH LIMITED	Director	30-12-02	30-12-02	05-08-08	Active	NO
4	U29197GJ2005PLC047281	SPENT ACID RECYCLERS LIMITED	Director	14-12-05	14-12-05	18-06-11	Active	NO

KEY EXECUTIVES

Name :	Ms. Kirti R Pawar
Designation :	Company Secretary
Address :	5, Dindayal Society, Munjmahuda, Old Padra Road, Vadodara-390020, Gujarat, India
Date of Birth/Age :	19.07.1985
Date of Appointment :	17.01.2011

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2011

Names of Equity Shareholders	No. of Shares
H P Colour Cyprus Limited, Cyprus	873735
Ravi Kapoor	167
Pigment Colour Limited, Bermuda	6600
Total	880502

AS ON 29.09.2011

Names of Preference Shareholders	No. of Shares
Pigment Colour Limited, Bermuda	3243260
Total	3243260

AS ON 29.09.2011

Equity Share Breakup	Percentage of Holding
Category
Bodies corporate	99.98
Directors or relatives of directors	0.02
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturing of Organic Pigments

GENERAL INFORMATION

No. of Employees :

100 (Approximately)

Bankers :

Ø ABN Amro Bank, Alkapuri, R. C. Dutt Road, Vadodara-390007, Gujarat, India

Ø Axis Bank, Vardhman Complex, Opposite G. E. B. Office, Race Course (North), Vadodara-390007, Gujarat, India

Facilities :

Secured Loan	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
Rupee term loans secured
Rupee term loans financial institution secured	0.000	309.225
Foreign currency loans secured
Foreign currency loans banks secured	170.540	0.000
Working Capital Loans Banks Secured
Working capital loans secured	990.535	879.612
Total	1161.075	1188.837
Notes: (i) Secured by land, buildings, plant and machinery and hypothecation of present and future inventories and book debts. (ii) Secured by way of exclusive charge over intangible assets namely Trademarks, Technical Know How and Goodwill, paripassu charge over the Movable Fixed Assets and second parri passu charge over Current Assets.
Unsecured Loan	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
Working capital loans unsecured
Working capital loans other unsecured	321.480	325.008
Total	321.480	325.008
Note: [(Repayable within one year Rs. 32.148 Millions {Previous Year Rs. 22.570 Millions}]

Banking Relations :	--
Auditors :
Name :	Lovelock and Lewels Chartered Accountant
Address :	Shivaji Park, Dadar, Mumbai
Holding Company :	HP Colour Cyprus Limited, Cyprus
Subsidiary Company :	· Heubach Research Centre S.R.O. · Heubach Japan Kabushikikaisya

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
1250000	Equity Shares	Rs.100/- each	Rs. 125.000 Millions
3250000	Preference Shares	Rs.100/- each	Rs. 325.000 Millions
	Total		Rs. 450.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
880502	Equity Shares	Rs.100/- each	Rs. 88.050 Millions
3243260	Redeemable Preference Shares	Rs.100/- each	Rs. 324.326 Millions
	Total		Rs. 412.376 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		412.376	412.376	403.817
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1292.787	1155.806	1161.440
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1705.163	1568.182	1565.257
LOAN FUNDS
1] Secured Loans		1161.075	1188.837	1116.657
2] Unsecured Loans		321.480	325.008	366.840
TOTAL BORROWING		1482.555	1513.845	1483.497
DEFERRED TAX LIABILITIES		40.124	3.252	0.000
foreign currency monetary item translation difference account		0.000	64.365	73.350
TOTAL		3227.842	3149.644	3122.104
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1125.427	1332.334	1447.635
Capital work-in-progress		262.243	95.696	163.961
INVESTMENT		21.825	19.369	17.953
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1160.286	1121.893	1012.924
	Sundry Debtors	627.578	568.865	413.421
	Cash & Bank Balances	43.871	29.023	19.087
	Other Current Assets	1.027	0.672	0.354
	Loans & Advances	333.969	297.988	214.415
Total Current Assets		2166.731	2018.441	1660.201
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	315.135	298.670	152.741
	Other Current Liabilities	26.046	10.305	9.870
	Provisions	7.203	7.221	5.035
Total Current Liabilities		348.384	316.196	167.646
Net Current Assets		1818.347	1702.245	1492.555
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		3227.842	3149.644	3122.104

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009
	SALES
		Income	2470.249	2212.462
		Other Income
		TOTAL	2470.249	2212.462
Less	EXPENSES
		Office Expenses	NA	NA
		Administrative Expenses
		Advertising Expenses
		TOTAL	NA	NA
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		212.876	224.081
Less/ Add	DEPRECIATION/ AMORTISATION		(270.873)	285.793
Less	PRIOR PERIOD ITEMS		(4.388)	0.000
	PROFIT BEFORE TAX		(62.385)	(61.712)
Less	TAX		(12.836)	(28.927)
	PROFIT AFTER TAX		(49.549)	(32.785)
	BALANCE CARRIED TO THE B/S		909.299	NA
	Earnings Per Share (Rs.)		(61.64)	--

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	NA	(2.01)	(1.48)
Return on Total Assets (PBT/Total Assets}	(%)	NA	(1.86)	(1.98)
Return on Investment (ROI) (PBT/Networth)		NA	(0.04)	(0.01)
Debt Equity Ratio (Total Liability/Networth)		1.10	1.17	1.05
Current Ratio (Current Asset/Current Liability)		6.22	6.38	9.90

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	Yes
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last two years	Yes
12]	Profitability for last two 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	No
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

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U24110GJ1993PTC033372
Name of the company	HEUBACH COLOUR PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot No. 9002-9010, Phase 4, GIDC, Ankleshwar – 393002, Gujarat, India
This form is for	Creation of charge
Type of charge	Book debts Movable property (not being pledge)
Particular of charge holder	Axis Bank, Vardhman Complex, Opposite G. E. B. Office, Race Course (North), Vadodara-390007, Gujarat, India
Nature of instrument creating charge	Composite Hypothecation Deed
Date of instrument Creating the charge	09.01.2012
Amount secured by the charge	Rs. 400.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest As per agreement Terms of repayment As per agreement Margin Stock-25%, Book Debts-25% (cover period up to 90 days) Extent and operation of the charge The Borrower hereby hypothecates, by way of pari passu first charge along with other working capital lenders. The said credit facilities granted by the bank shall be applied and utilized by the borrower in the ordinary course and only for the purpose for which the said facility is granted.

FIXED ASSETS

Ø Leasehold Land

Ø Buildings

Ø Plant and Machinery

Ø Vehicles

Ø Laboratory Equipments

Ø Computers

Ø Furniture and Fixtures

Ø Office Equipments

Ø GIDC Pipeline Development

Ø Computer Software

Ø Goodwill

Ø Trademarks

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. 54.91
UK Pound	1	Rs. 87.38
Euro	1	Rs. 70.24

INFORMATION DETAILS

Report Prepared by :

BVA

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	5
--PROFITABILIRY	1~10	5
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		47

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.