MIRA INFORM REPORT

Report Date :

07.09.2012

IDENTIFICATION DETAILS

Name :	VALVOLINE CUMMINS LIMITED
Registered Office :	50/8, 1^st Floor, Tolstoy Lane, Janpath, New Delhi – 110 001
Country :	India
Financials (as on) :	30.09.2011
Date of Incorporation :	28.10.1994
Com. Reg. No.:	55-062425
Capital Investment / Paid-up Capital :	Rs.190.000 millions
CIN No.: [Company Identification No.]	U74899DL1994PLC062425
TAN No.: [Tax Deduction & Collection Account No.]	DELV05376A
PAN No.: [Permanent Account No.]	AAACW0287A
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Subject is engaged in manufacturing and marketing of lubricant oil, greases, car care products, rust preventive oils and filters.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (52)

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

Maximum Credit Limit :	USD 7684000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established company having good track. Directors are reported to be experienced and respectable businessmen. Financially company has performed well. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered for normal 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 :	50/8, 1^st Floor, Tolstoy Lane, Janpath, New Delhi – 110 001, India
Tel. No.:	Not Available
Fax No.:	Not Available
E-Mail :	ngoel@ashland.com
Website :	http://www.valvolinecummins.com
Head Office :	278, A-Square, 4^th and 5^th Floor, Udyog Vihar, Phase - II, Gurgaon – 122 016, Haryana, India
Tel. No.:	91-124-4721200/ 4721300
Fax No.:	91-124-4721299-399
E-Mail :	marketing@valvolinecummins.com
Regional Office (East) :	CK-46, Sector-II, Salt Lake City, Kolkata - 700 091, West Bengal, India
Tel. No.:	91-33-23595484, 23591971
Fax No.:	91-33-23595484, 23591971
Regional Office (West) :	601, 606-608, Platinum Technopark, Plot No.17, 18, Sector - 30 A, Vashi, Navi Mumbai – 400 705, Maharashtra, India
Regional Office (South) :	1-G, First Floor, Century Plaza, 560/562, Anna Salai, Chennai - 600 018, Tamilnadu, India
Tel. No.:	91-44-24355201/ 24355208
Fax No.:	91-44-24355201/ 24355208

DIRECTORS

As on 21.12.2011

Name :

Mr. Naveen Gupta

Designation :

Managing Director

Address :

145, R.P.S. Flats, Sheikh Sarai, Phase – I, New Delhi – 110 017, India

Date of Birth/Age :

24.11.1957

Date of Appointment :

22.05.2009

DIN No.:

00464903

PAN No.:

AAAPG0497P

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	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Managing director	22/05/2009	22/05/2004	-	Active	NO

Name :

Mr. Anant Jaivant Talaulicar

Designation :

Director

Address :

Flat No.2101 A and B, Sterling Tower, Goregaonkar Road, Gamdevi, Mumbai – 400 007, Maharashtra, India

Date of Birth/Age :

11.07.1961

Date of Appointment :

03.06.2003

DIN No.:

00031051

PAN No.:

AAAPT2311F

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	U51909MH1952PLC014972	CUMMINS SALES AND SERVICE INDIA LIMITED	Director	20/03/2003	20/03/2003	-	Amalgamated	NO
2	L29112PN1962PLC012276	CUMMINS INDIA LIMITED	Managing director	25/04/2008	25/04/2003	-	Active	NO
3	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	03/06/2003	03/06/2003	-	Active	NO
4	U50300PN2000PLC014889	CUMMINS AUTO SERVICES LIMITED	Director	05/06/2003	05/06/2003	-	Amalgamated	NO
5	L72200PN1990PLC059594	KPIT CUMMINS INFOSYSTEMS LIMITED	Director	23/08/2003	23/08/2003	-	Active	NO
6	U73100PN2003PLC018025	CUMMINS RESEARCH AND TECHNOLOGY INDIA LIMITED	Director	29/01/2004	29/01/2004	-	Active	NO
7	U29113PN1994FLC139153	CUMMINS TECHNOLOGIES INDIA LIMITED	Director	01/03/2004	01/03/2004	-	Active	NO
8	U34101JH1993PLC005546	TATA CUMMINS LIMITED	Managing director	08/04/2009	08/04/2004	-	Active	NO
9	U31101PN1991PLC061456	CUMMINS GENERATOR TECHNOLOGIES INDIA LIMITED	Director	19/04/2004	19/04/2004	-	Active	NO
10	U34300PN1982PLC027224	BOSCH CHASSIS SYSTEMS INDIA LIMITED	Director	15/05/2006	15/05/2006	06/07/2009	Active	NO
11	U51900MH1996PTC102640	TRIHANS TRADING PRIVATE LIMITED	Director	28/09/2009	01/11/2008	-	Active	NO
12	U65990MH1996PTC102659	REMEX FINANCE PRIVATE LIMITED	Director	28/09/2009	01/11/2008	-	Active	NO

Name :

Mr. Rajiv Batra

Designation :

Director

Address :

Flat No.5 and 6, ‘The Iris’, Sangamwadi, North Main Road, Koregaon Park, Pune – 411 001, Maharashtra, India

Date of Birth/Age :

30.09.1955

Date of Appointment :

20.09.2004

DIN No.:

00082866

PAN No.:

AAEPJ8200H

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	U34101JH1993PLC005546	TATA CUMMINS LIMITED	Director	19/08/2004	19/08/2004	-	Active	NO
2	U50300PN2000PLC014889	CUMMINS AUTO SERVICES LIMITED	Director	19/08/2004	19/08/2004	-	Amalgamated	NO
3	U31101PN1991PLC061456	CUMMINS GENERATOR TECHNOLOGIES INDIA LIMITED	Director	07/09/2004	07/09/2004	-	Active	NO
4	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	20/09/2004	20/09/2004	-	Active	NO
5	U29112PN1999PTC013401	NELSON GLOBAL PRODUCTS INDIA PRIVATE LIMITED	Director	14/12/2004	14/12/2004	29/04/2011	Active	NO
6	U51909MH1952PLC014972	CUMMINS SALES AND SERVICE INDIA LIMITED	Whole-time director	24/04/2008	18/03/2005	-	Amalgamated	NO
7	U73100PN2003PLC018025	CUMMINS RESEARCH AND TECHNOLOGY INDIA LIMITED	Director	29/04/2005	29/04/2005	-	Active	NO
8	U31101PN1997PLC019854	AVK-SEG (INDIA) POWER LIMITED	Director	26/06/2007	28/06/2006	-	Amalgamated	NO
9	U29113PN1994FLC139153	CUMMINS TECHNOLOGIES INDIA LIMITED	Whole-time director	01/10/2011	16/03/2007	-	Active	NO
10	U29197MH1987PTC042672	FLEETGUARD FILTERS PRIVATE LIMITED	Director	27/06/2011	06/06/2011	-	Active	NO
11	U29197PN1999PTC013628	FILTRUM FIBRETECHNOLOGIES PRIVATE LIMITED	Director	27/06/2011	06/06/2011	-	Active	NO
12	U29190DL2012PLC230162	CUMMINS SVAM SALES AND SERVICE LIMITED	Director	17/01/2012	17/01/2012	-	Active	NO

Name :

Mr. Craig Alan Moughler

Designation :

Director

Address :

4412, Breakwater Court, Lexington, Kentucky-40515, United States of America

Date of Birth/Age :

09.09.1957

Date of Appointment :

10.12.2002

DIN No.:

00340414

Name :

Mr. Vivek Kumar Singh

Designation :

Director

Address :

Flat No.62, First Floor, Block III, Erose Garden, Faridabad - 121 001, Haryana, India

Date of Birth/Age :

04.08.1970

Date of Appointment :

10.12.2009

DIN No.:

01317510

PAN No.:

AHRPS3894C

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	U74120HR2007PTC036703	KANCHAN BEVERAGES AND FOOD PRIVATE LIMITED	Director	26/03/2007	26/03/2007	20/03/2009	Active	NO
2	U24100MH2007FTC172506	ASHLAND INDIA PRIVATE LIMITED	Managing director	30/09/2009	30/06/2009	-	Active	NO
3	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	10/12/2009	16/07/2009	-	Active	NO

Name :

Ms. Frances Ellen Lockwood

Designation :

Director

Address :

5326, Paris Pike, Georgetown, Kentucky-40324, United States of America

Date of Birth/Age :

04.06.1950

Date of Appointment :

10.12.2009

DIN No.:

02737720

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	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	10/12/2009	16/07/2009	-	Active	NO

Name :

Mr. Rajasekhar C. Menon

Designation :

Director

Address :

C2, Ivy Glen Apartments, Marigold Society, Kalyani Nagar, Pune – 411 014, Maharashtra, India

Date of Birth/Age :

15.05.1965

Date of Appointment :

30.12.2010

DIN No.:

03074942

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	U34101JH1993PLC005546	TATA CUMMINS LIMITED	Director appointed in casual vacancy	24/06/2010	24/06/2010	23/07/2012	Active	NO
2	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	30/12/2010	29/06/2010	-	Active	NO
3	U29113PN1994FLC139153	CUMMINS TECHNOLOGIES INDIA LIMITED	Director	24/09/2010	02/08/2010	21/06/2012	Active	NO
4	U73100PN2003PLC018025	CUMMINS RESEARCH AND TECHNOLOGY INDIA LIMITED	Director	08/09/2011	10/08/2010	21/06/2012	Active	NO
5	U31101PN1991PLC061456	CUMMINS GENERATOR TECHNOLOGIES INDIA LIMITED	Director	28/07/2011	21/10/2010	21/06/2012	Active	NO

Name :

Mr. Vipul Tandon

Designation :

Director

Address :

4/277, B-2, Vishnupuri, Kanpur – 208 002, Uttar Pradesh, India

Date of Birth/Age :

18.07.1973

Date of Appointment :

21.12.2011

DIN No.:

05136092

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	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Director	21/12/2011	10/11/2011	-	Active	NO
2	U29190DL2012PLC230162	CUMMINS SVAM SALES AND SERVICE LIMITED	Director	17/01/2012	17/01/2012	-	Active	NO

Name :

Mr. John Charles Noal

Designation :

Alternate Director

Address :

630, Mint Hill, Lexington, Kentucky-40509, United States of America

Date of Birth/Age :

30.11.1963

Date of Appointment :

15.05.2012

DIN No.:

02737647

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	U74899DL1994PLC062425	VALVOLINE CUMMINS LIMITED	Alternate director	15/05/2012	16/07/2009	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Nagendra Pal Goel
Designation :	Secretary
Address :	H.No.3348, Sector – 23, Gurgaon – 122 001, Haryana, India
Date of Birth/Age :	10.09.1973
Date of Appointment :	14.04.2000
PAN No.:	AARPP9811D
Name :	Mr. Sandeep Kalia
Designation :	Chief Executive Officer
Date of Birth/Age :	40 Years
Qualification :	BSC, MBA
Experience :	20 Years
Date of Appointment :	08.05.1995
PAN No.:	AIIPK1172D
Name :	S.K. Mukherjee
Designation :	Chief Technology Officer
Date of Birth/Age :	50 Years
Qualification :	M Tech
Experience :	29 Years
Date of Appointment :	11.03.1998

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 21.12.2011

Names of Shareholders	No. of Shares
Valvoline International Inc., USA	9500000
Cummins India Limited, India	9499500
M.V.K. Das (Nominee Shareholder with beneficial interest with Cummins India Limited)	100
S.K. Mukherjee (Nominee Shareholder with beneficial interest with Cummins India Limited)	100
Cummins India Limited with Praveen Singh (Joint Shareholding)	100
Cummins India Limited with Vivek Upadhaya (Joint Shareholding)	100
Cummins India Limited with Sanjay A. Sharma (Joint Shareholding)	100
Total	19000000

As on 21.12.2011

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]	50.00
Bodies corporate	50.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in manufacturing and marketing of lubricant oil, greases, car care products, rust preventive oils and filters.

Products :

Item Code No. (ITC Code)	2710.19.80
Product Description	Engine Oil
Item Code No. (ITC Code)	2710.99.00
Product Description	Grease
Item Code No. (ITC Code)	3403.99.00
Product Description	Rust Preventive
Item Code No. (ITC Code)	3403.90.99
Product Description	Car Care
Item Code No. (ITC Code)	8421.23.00
Product Description	Filter

PRODUCTION STATUS (AS ON 30.09.2011)

Particulars	Year ended September 30, 2011
Licence capacity	N.A.
Installed capacity#	N.A.

# The Company has outsourced its manufacturing activities to certain contract manufacturers.

Particulars	Unit	Production*
Engine Oils	Ltr.	70588227

* Represents purchases/ production on job work basis by outside parties

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	v HDFC Bank Limited, H.T. House, 15; KG Marg, New Delhi – 110 001, Delhi, India v Citibank NA, Jeevan Vihar, 3, Sansad Marg, New Delhi – 110 001, India v Union Bank of India, Industrial Finance Branch, M-11 First Floor Middle Circle, Connaught Circus, New Delhi – 110 001, India v Bank of Nova Scotia, 28, Gopaldas Bhawan, Barakhamba Road, New Delhi -110 001, India

Banking Relations :	--
Auditors :
Name :	S.R. Batliboi and Company Chartered Accountants
Address :	Golf View, Corporate Tower B, Sector-42, Sector Road, Gurgaon – 122 002, Haryana, India
Tel. No.:	91-124-4644000
Fax No.:	91-124-4644050
Income-tax PAN of auditor or auditor's firm :	AALFS0506L
Joint venture shareholders :	v Valvoline International Inc., USA v Cummins India Limited, India (CIN No.: L29112PN1962PLC012276)
Other companies under common control :	v Cummins Turbo Technologies Limited, United Kingdom v Valvoline Australia Pty. Limited, Australia v Four Stroke Automotive Private Limited, India v Ashland India Private Limited, India (CIN No.: U24100MH2007FTC172506) v Ashland Netherland B.V., Netherlands v Valvoline Cummins Do Brazil Lubrificantes Limited, Brazil v Hercules Chemical Solutions PTE., Singapore v Tata Cummins Limited, India (CIN No.: U34101JH1993PLC005546) v Cummins Technologies India Limited, India (CIN No.: U29113PN1994FLC139153) v KPIT Cummins Infosystems Limited, India (CIN No.: L72200PN1990PLC059594) v Ashland Singapore PTE Limited, Singapore v Ashland Inc, United States

CAPITAL STRUCTURE

As on 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
20000000	Equity Shares	Rs.10/- each	Rs.200.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
19000000	Equity Shares	Rs.10/- each	Rs.190.000 millions

It includes 9500000 equity shares of Rs.10/- each are held by Valvoline International Inc., USA, and 9500000 equity shares are held by Cummins India Limited (alongwith its nominees)

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		30.09.2011	30.09.2010	30.09.2009
SHAREHOLDERS FUNDS
1] Share Capital		190.000	190.000	190.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1731.029	1061.294	515.412
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1921.029	1251.294	705.412
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	0.000	100.000
TOTAL BORROWING		0.000	0.000	100.000
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1921.029	1251.294	805.412
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		43.779	37.663	26.550
Capital work-in-progress		314.837	96.090	3.295
INVESTMENT		120.000	152.047	0.000
DEFERRED TAX ASSETS		31.963	24.479	22.491
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1605.783	1071.693	799.532
	Sundry Debtors	453.612	280.419	299.391
	Cash & Bank Balances	230.004	308.961	450.388
	Other Current Assets	6.391	4.767	5.190
	Loans & Advances	259.280	222.397	146.774
Total Current Assets		2555.070	1888.237	1701.275
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	905.997	795.851	591.712
	Other Current Liabilities	218.758	133.527	130.545
	Provisions	19.865	17.844	225.942
Total Current Liabilities		1144.620	947.222	948.199
Net Current Assets		1410.450	941.015	753.076
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1921.029	1251.294	805.412

PROFIT & LOSS ACCOUNT

	PARTICULARS		30.09.2011	30.09.2010	30.09.2009
	SALES
		Operating revenue, net	7822.733	6279.792	4893.239
		Other Income	39.691	50.490	49.066
		TOTAL (A)	7862.424	6330.282	4942.305
Less	EXPENSES
		Consumption materials changes inventories	5123.292	3743.444	4039.576
		Manufacturing service costs	185.573	143.724
		Employee related expenses	283.832	238.249
		Administrative selling other expenses	1251.869	1013.841
		TOTAL (B)	6844.566	5139.258	4039.576
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		1017.858	1191.024	902.729
Less	INTEREST FINANCIAL EXPENSES (D)		6.009	20.513	30.155
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1011.849	1170.511	872.574
Less/ Add	DEPRECIATION/ AMORTISATION (F)		14.593	13.438	18.444
	PROFIT BEFORE TAX (E-F) (G)		997.256	1157.073	854.130
Less	TAX (H)		327.521	389.634	295.894
	PROFIT AFTER TAX (G-H) (I)		669.735	767.439	558.236
Less	APPROPRIATIONS
		Interim Dividend	0.000	190.000	95.000
		Final Dividend	0.000	0.000	144.400
		Tax on Dividend	0.000	31.556	40.686
		Transfer to General Reserve	0.000	76.744	55.824
	BALANCE CARRIED TO THE B/S		669.735	469.139	222.326
	EARNINGS IN FOREIGN CURRENCY
		Exports at F.O.B. Value	27.437	95.339	74.681
		Services rendered	0.000	4.800	0.000
	TOTAL EARNINGS		27.437	100.139	74.681
	IMPORTS
		Raw Materials	3134.287	2141.025	1290.559
		Trading Goods	105.049	81.722	15.980
	TOTAL IMPORTS		3239.336	2222.747	1306.539
	Earnings Per Share (Rs.)		35.25	40.39	29.38

KEY RATIOS

PARTICULARS		30.09.2011	30.09.2010	30.09.2009
PAT / Total Income	(%)	8.52	12.12	17.28
Net Profit Margin (PBT/Sales)	(%)	12.75	18.28	17.46
Return on Total Assets (PBT/Total Assets}	(%)	38.37	60.08	49.43
Return on Investment (ROI) (PBT/Networth)		0.52	0.92	1.21
Debt Equity Ratio (Total Liability/Networth)		0.60	0.76	1.49
Current Ratio (Current Asset/Current Liability)		2.23	1.99	1.79

LOCAL AGENCY FURTHER INFORMATION

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) Date of Birth of Proprietor/Partner/Director, if available	Yes
32) PAN 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

NATURE OF OPERATIONS:

Subject is a Company whose 50% of equity capital is held by Valvoline International Inc., USA and the balance 50% is held by Cummins India Limited (along with its nominees). The Company is engaged in manufacturing and marketing of lubricant oil, greases, car care products, rust preventive oils and filters. The Company has outsourced its manufacturing activities to a contract manufacturer. The Company also provides certain administration and other similar services to group companies/ companies under common control.

COMPANY PERFORMANCE:

During the year, the company has achieved a net turnover of INR 8996.750 Millions and volume of 74,422 KL of Lubricants, as compared to INR 7208.180 Millions and volume of 67,515 KL to previous year.

The year has been a challenging year due to significant increase in the raw material costs. Lag effect in getting price increase is resulted in profits during the year being lower than last year. On the positive side, continuing growth in their distribution capabilities as a result of which the volume grew 10.2% over the last year. Pricing action taken during the last quarter would enable them to recover the cost increase, as they move into the next fiscal year.

Work on their own manufacturing facility continued as per schedule and they are quite confident of commissioning the plant in the last quarter of the next year.

CONTINGENT LIABILITIES: (AS ON 30.09.2011)

a) Custom department had raised a custom duty demand of Rs.0.288 million for the various years, for inclusion of Barging Charges, Lighterage Charges, Ship Detention and Demurrage Charges in the assessable value as Cost of Transportation. The Company filed an appeal before Hon’ble CESTAT, which is pending for hearing till date. The company also made a pre deposit of Rs.0.287 million as per direction of CESTAT. The management, based on the expert opinion, believes that demand is not likely to crystallize.

b) The Assistant Commissioner, Central Excise raised the demand of Rs.4.553 millions on finalisation of provisional assessment in Central Excise for the period April 2007 to September 2007. The Company filed an appeal before CESTAT. CESTAT granted a stay subject to pre-deposit of Rs.0.500 million. The matter is pending for hearing before CESTAT.

The Assistant Commissioner, Central Excise raised the demand of differential excise duty of Rs.0.586 million for the period October 2007 to March 2008. The Commissioner reviewed the said order at its own and filed an appeal before Commissioner of Central Excise Appeals (‘CCE(A)’) against this order. During the year, CCE(A) has accepted the department appeal vide order date October 27, 2010 and raised the demand of Rs.6.821 millions. The Company has filed an appeal before CESTAT and matter is pending for hearing.

The Assistant Commissioner raised the demand of Rs.4.924 millions on finalisation of provisional assessment in Central Excise for the period April 2008 to September 2008. The Company filed an appeal before CCE(A)which was rejected. The Company has filed an appeal before CESTAT against the order of CCE(A).

The Assistant Commissioner raised the demand of Rs.6.343 millions on finalisation of provisional assessment in Central Excise for the period Oct 2008 to March 2009. The Company filed an appeal before the CCE(A). CCE(A)asked to Pre-deposit the Short payment of Excise duty. Company filed a modified miscellaneous application before CCE (A) which was rejected. Company is in the process of filing an appeal in CESTAT against order of CCE(A)

The Assistant Commissioner has raised the demand of Rs.12.280 millions on finalisation of provisional assessment in Central Excise for the period April 2009 to Sept 2009.Company has filed an appeal before CCE(A) which is pending for hearing.

Further the Assistant Commissioner has raised the demand of Rs.16.303 millions on finalisation of provisional assessment in Central Excise for the period Oct’2009 to March’ 2010 . Company is in process of filing an appeal before CCE (A).

The Company filed an application for enhancement of quantity of exported goods covered under brand rate in relation to claim of duty drawback for the period of April 2008 to March 2009 before Deputy Commissioner, which was rejected amounting to Rs.1.284 millions. The Company filed an appeal with CCE(A).

The management, based on the expert opinion, believes that none of these demands are likely to crystallize.

Bankers Charges Report as per Registry

Corporate identity number of the company	U74899DL1994PLC062425
Name of the company	VALVOLINE CUMMINS LIMITED
Address of the registered office or of the principal place of business in India of the company	50/8, 1^st Floor, Tolstoy Lane, Janpath, New Delhi – 110 001, India E-Mail: ngoel@ashland.com
This form is for	Modification of charge
Charge identification number of the modified	90046361
Type of charge	Book Debts Movable Property (not being pledge) Floating Charge Others (Current Assets)
Particular of charge holder	Union Bank of India, Industrial Finance Branch, M-11 First Floor Middle Circle, Connaught Circus, New Delhi – 110 001, India E-Mail: ifbcp@unionbankofindia.com
Nature of description of the instrument creating or modifying the charge	Sd-20 (Composite deed of Hypothecation)
Date of instrument Creating the charge	29.11.2010
Amount secured by the charge	Rs.130.000 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: Base Rate+4% Terms of Repayment: On Demand Margin: Stocks-25% Book Debts-30% Extent and Operation of the charge: 100% Fully Interchangeable between fund and non-fund base - 30.000 millions Non fund Base – 100.000 millions
Short particulars of the property charged	Hypothecation of stocks and book-debts, counter indemnity/pledge of term deposits kept for margin and/or other current assets of the company both present and future .
Date of latest modification prior to the present modification	12.03.2010
Particulars of the present modification	Total working capital facilities now modified to Rs.130.000 millions as under :- 1. Cash Credit-Rs.30.000 millions W/w Inland/Imp letter of Credit Rs.30.000 millions W/w Bank Guarantee-Rs.30.000 millions 2. Bank Guarantee-100.000 millions (Parking Limit of Bank Guarantee at IFB Mumbai-120.000 millions) Total Rs.130.000 millions

FIXED ASSETS:

v Leasehold Improvements

v Plant and Machinery

v Office Equipments

v Computers

v Furniture and Fixture

v Vehicles

v Software

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.55.97
UK Pound	1	Rs.89.02
Euro	1	Rs.70.61

INFORMATION DETAILS

Report Prepared by :

SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--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		52

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.