MIRA INFORM REPORT

Report Date :

14.09.2012

IDENTIFICATION DETAILS

Name :	KOSO INDIA PRIVATE LIMITED (w.e.f. 01.11.2010)
Formerly Known As :	KENT INTROL PRIVATE LIMITED
Registered Office :	H-33 and 34, MIDC, Ambad, Nashik - 422010, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	03.06.2004
Com. Reg. No.:	11-146735
Capital Investment / Paid-up Capital :	Rs.127.948 Millions
CIN No.: [Company Identification No.]	U31200MH2004PTC146735
TAN No.: [Tax Deduction & Collection Account No.]	NSKK01471B
PAN No.: [Permanent Account No.]	AACCK3621N
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Neumatic Controllers.
No. of Employees :	Information denied by the management

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 1710000
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 for normal business dealings at usual trade terms and conditions. The profit and loss of the company 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.

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	BBB+ (Long Term Rating)
Rating Explanation	This rating are considered to have moderate degree of safety such instrument carry moderate credit risk.
Date	July 2012

Rating Agency Name	CRISIL
Rating	A2 (Short Term Rating)
Rating Explanation	This rating are considered to have strong degree of safety such instrument carry low credit risk.
Date	July 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.

INFORMATION DENIED BY

Name :	Mr. Uday Kale
Designation :	Finance Manager
Contact No.:	91-253-2408811
Date :	12.09.2012

LOCATIONS

Registered Office :	H-33 and 34, MIDC, Ambad, Nashik - 422010, Maharashtra, India
Tel. No.:	91-253-2408811
Fax No.:	91-253-2384413
E-Mail :	gaurav.gupta@kentintrol.in shashikant.badhan@kentintrol.in
Area :	8000 sq. ft.
Location :	Owned
Ware House :	D-65, Trident Complex, Race Course Circle, Vadodara, Gujarat, India
E-Mail :	sunil.singh@kentintrol.in
Location :	Rented

DIRECTORS

As on: 19.08.2011

Name :	Mr. Gaurav Vinod Gupta
Designation :	Whole Time Director
Address :	Flat No. 3, Space Mercury Building, F-Lane, Mahatma Nagar, Nashik-422007, Maharashtra, India
Date of Birth/Age :	12.10.1979
Date of Appointment :	27.07.2007
DIN No.:	00012400
Name :	Takashi Ichiji Ikegaya
Designation :	Director
Address :	3-29-18, Kamikitazawa, Setagaya-Ku, Tokyo, Japan
Date of Birth/Age :	05.01.1930
Date of Appointment :	28.06.2005
DIN No.:	00297426
Name :	Yuichi Takashi Ikegaya
Designation :	Director
Address :	4-14-2-3502, Sotokanda, Chiyoda-Ku, Tokyo, Japan
Date of Birth/Age :	31.08.1973
Date of Appointment :	28.06.2005
DIN No.:	00296808
Name :	Keiko Takashi Ikegaya
Designation :	Director
Address :	5-4-1-518, Shiba, Minato-Ku, Tokyo, Japan
Date of Birth/Age :	14.12.1964
Date of Appointment :	28.06.2005
DIN No.:	00296749

KEY EXECUTIVES

Name :	Mr. Uday Kale
Designation :	Finance Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 19.08.2011

Names of Shareholders	No. of Shares
Nihon Koso Company Limited, Japan	12779830
Nihon Koso Company Limited, (Beneficial Holder Takashi Ikegaya), Japan	15000
Total	12794830

As on: 13.08.2012

Names of Shareholders	No. of Shares
Nihon Koso Company Limited, Japan	3852313
Total	3852313

Equity Share Break up (Percentage of Total Equity)

As on: 19.08.2011

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Neumatic Controllers.

GENERAL INFORMATION

No. of Employees :

Information denied by the management

Bankers :

· Axis Bank Limited, Mazda Towers, Trambak Naka, Survey No. 620/9, GPO Road, Nashik-422001, Maharashtra, India

· Axis Bank Limited, Trishul 3rd Floor Opposite Samartheshwar Temple, Law Garden Ellisbridge, Ahmedabad - 380006, Gujarat, India

· ICICI Bank Limited, A Wing, Shangrila Gardens, Bund Garden Branch, Pune - 411001, Maharashtra, India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2011	As on 31.03.2010
Working capital loans banks secured	52.460	15.151
Total	52.460	15.151

Banking Relations :	--
Auditors :
Name :	Deloitte Haskin and Sells Chartered Accountant
Address :	12, Dr. Annie Besant Road, Opposite Shivsagar Estate, Worli, Mumbai-400018, Maharashtra, India
Tel. No.:	91-22-66679000
Fax No.:	91-22-66679100
PAN No.:	AACFD4815A

CAPITAL STRUCTURE

After: 19.08.2011

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
16647143	Equity Shares	Rs.10/- each	Rs.166.471 Millions

As on: 31.03.2011

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
12794830	Equity Shares	Rs.10/- each	Rs.127.948 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		127.948	98.537	81.870
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		302.010	176.541	96.040
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		429.958	275.078	177.910
LOAN FUNDS
1] Secured Loans		52.460	15.151	49.908
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		52.460	15.151	49.908
DEFERRED TAX LIABILITIES		2.748	2.031	1.498
TOTAL		485.166	292.260	229.316
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		193.577	120.166	108.691
Capital work-in-progress		1.345	32.374	4.107
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	97.695	71.215	80.350
	Sundry Debtors	102.412	91.491	48.998
	Cash & Bank Balances	129.955	39.080	50.033
	Other Current Assets	0.801	0.230	0.933
	Loans & Advances	56.873	47.882	41.864
Total Current Assets		387.736	249.898	222.178
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	60.689	44.516	60.943
	Other Current Liabilities	11.485	14.182	9.426
	Provisions	25.318	51.480	35.291
Total Current Liabilities		97.492	110.178	105.660
Net Current Assets		290.244	139.720	116.518
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		485.166	292.260	229.316

KEY RATIOS

PARTICULARS	31.03.2011	31.03.2010	31.03.2009
Debt Equity Ratio (Total Liability/Networth)	0.35	0.46	0.87
Current Ratio (Current Asset/Current Liability)	3.98	2.27	2.10

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

(Rs. In millions)

PARTICULARS	31.03.2011	31.03.2010	31.03.2009
Sundry Creditors
Creditors due small micro enterprises	3.878	9.453	8.398
Creditors due others	56.811	35.063	52.545
Total	60.689	44.516	60.943

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	Yes
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for last three years	No
12]	Profitability for last three years	No
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	No
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	No
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	Yes

FINANCIAL RESULTS:

This being the sixth year, the company has performed business as per expectations. The company has sound financial position to accommodate and meet its current, contingent liabilities. The paid up capital of the company is Rs. 127.948 Millions.

Bankers Charges Report as per Registry

Corporate identity number (CIN) or foreign company registration number of the company	U31200MH2004PTC146735
Name of the company	KOSO INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	H-33 and 34, MIDC, Ambad, Nashik - 422010, Maharashtra, India E-mail: gaurav.gupta@kentintrol.in
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	10174515
Type of charge	· Immovable property · Any interest in immovable property · Book debts · Movable property (not being pledge) · Others (All current and fixed assets, stock etc.)
Particular of charge holder	Axis Bank Limited, Trishul 3rd Floor Opposite Samartheshwar Temple, Law Garden Ellisbridge, Ahmedabad - 380006, Gujarat, India E-mail: p.oza@axisbank.com
Nature of instrument creating charge	Memorandum of Entry (Extension of Equitable Mortgage) Dated 28th December 2011
Date of instrument Creating the charge	28.12.2011
Amount secured by the charge	Rs.180.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest A) For cash credit: Base rate+ 3.25% p.a, Payable monthly,(Present Base rate being 10%) B) EPC: Upto180 days @ base rate + 1.50 % p.a. i.e. 11.50% p.a.and above 180 days @ base rate + 4.50 % p.a. i.e.14.5% Terms of Repayment A) Cash credit of Rs 90.000 Millions :- On demand B) Export Packing Credit (EPC) will be allowed upto maximum 90 days or expiry of contract or export letters of credit for shipment whichever is earlier. C) Post shipment Facility (sub limit of Cash Credit) payable maximum 90 days from the date of shipment. D) Bank Guarantee: - Maximum upto 48 months inclusive of claim period. Margin A) Cash Credit :- Inventory and Stock:- 25% and Book Debts ( cover period max 90 days) :- 25% B) EPC:- Drawings permitted on against confirmed export orders , actually upto 90% of FOB of confirmed export order C) Bank Guarantee:- pledge for cash /fixed deposit 10%, while 100% cash margin in case of disputed liabilities. Extent and Operation of the charge To hold and retain the deposit of title deeds and continue to extend for total exposure of Rs.180.000 Millions together with all interest, liquidated damages, costs, charges, expenses, guarantee commission and other monies payable under forgoing deed. Others Rate of Interest continuing from Clause (a) of point No. 13 above: A] PSC: Upto 180 days @ base rate + 1.50 % p.a. i.e. 11.50% p.a. monthly payable B] PCFC: Upto 90 days @ LIBOR + 350 bps + out of pocket expenses, if D] FCDL: Prevailing rate of interest at the time of availing.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Equitable mortgage of Leasehold Immovable property bearing plot no H-33 and H-34 each measuring 4050 sq mtrs situated at MIDC Ambad, Nashik, Within limits of Nashik Muncipal Corporation, Nashik together with all buildings and structures thereon and all plant and machinery attached to earth or permanently fastened to anything attached to earth both present and future Property details described in 2nd Schedule of attached " Memorandum of entry " to the total charge of Rs 180.000 Millions.
Date of instrument modifying the charge	13.12.2011
Particulars of the present modification	By this 7th Modification - Leasehold immovable property as described in 2nd schedule of attached Memorandum of Entry (Extension of Equitable Mortgage) bearing Plot No H-33 and H-34, situated at MIDC Ambad, Nashik is extended over and attached an additional security to the total charge of Rs 180.000 Millions, keeping all other terms and conditions of earlier charge unchanged.

Fixed Assets:

• Leasehold Land
• Building
• Plant and Machinery
• Dies and Moulds
• Office Equipments
• Data Processing Equipments
• Furniture and Fixtures
• 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 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.55.44
UK Pound	1	Rs.89.31
Euro	1	Rs.71.62

INFORMATION DETAILS

Information Gathered by :	PJA
Report Prepared by :	VRN

SCORE & RATING EXPLANATIONS

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