MIRA INFORM REPORT

Report Date :

14.09.2012

IDENTIFICATION DETAILS

Name :	NELSON GLOBAL PRODUCTS INDIA PRIVATE LIMITED (w.e.f.29.09.2011)
Formerly Known As :	NELSON GLOBAL PRODUCTS INDIA LIMITED (w.e.f 28.06.2011) CUMMINS EXHAUST INDIA LIMITED (w.e.f.12.09.2006) NELSON ENGINE SYSTEMS INDIA LIMITED
Registered Office :	Office No. 2, Kapil Complex, S. No. 82/1/2, Baner Road, Near Orchid School, Baner, Pune – 411045, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	10.03.1999
Com. Reg. No.:	11-13401
Capital Investment / Paid-up Capital :	Rs.40.000 millions
CIN No.: [Company Identification No.]	U29112PN1999PLC013401
TAN No.: [Tax Deduction & Collection Account No.]	PNEN04155E
PAN No.: [Permanent Account No.]	AAACN9230G
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Supplier of Tubes and Tubing, Catalysts, Industrial Accessories and Material.
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 1100000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having fine track. Financial position of the company is good. 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 :	Office No. 2, Kapil Complex, S. No. 82/1/2, Baner Road, Near Orchid School, Baner, Pune – 411045, Maharashtra, India
Tel. No.:	91-020-30920105
Fax No.:	Not Available
E-Mail :	sanjay.jadhav@nelsonglobalproducts.com
Website :	http://www.nelsonglobalproducts.com
Overseas Office :	Located at: · USA · Australia · China
Factory :	Survey No.74/3 and 4, Part – 1, Kadaiya Village, Nani, Daman – 396210, India

DIRECTORS

As on 30.09.2011

Name :

Mr. Manoj Mohan Solanki

Designation :

Managing director

Address :

Flat 1^st Shamanand, Residency Plot No. 379 / A Sec. N O. 24 Flat No. 1/3 Nig Adi, Pune - 411044, Maharashtra, India

Date of Birth/Age :

14.11.1968

Date of Appointment :

29.04.2011

DIN No:

02672828

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	U29113PN1994FLC139153	CUMMINS TECHNOLOGIES INDIA LIMITED	Whole-time director	31/08/2009	05/05/2009	29/04/2011	Active	NO
2	U29112PN1999PTC013401	Nelson Global Products India Private Limited	Managing director	30/09/2011	29/04/2011	-	Active	NO

Name :

Mr. Michael Laird Nelson

Designation :

Director

Address :

422, Cumnor Road, Kenilworth - 60043, IL U.S.A

Date of Birth/Age :

29.01.1972

Date of Appointment :

29.04.2011

DIN No:

03446071

Name :

Mr. Thomas Allen Gosnell

Designation :

Director

Address :

12726, Hueyln, Walton - 41094, Boone County, KY U.S.A

Date of Birth/Age :

07.02.1950

Date of Appointment :

29.04.2011

DIN No:

03438172

KEY EXECUTIVES

Name :	Mr. Sachin Bhagwat
Designation :	Company Secretary
Address :	3, Laxminarayan Apartments, 1098/19, Shivaji Nagar, Model Colony, Pune - 411 016, Maharashtra, India
Qualification :	B.Com., A.C.S.
Tel No :	91-020-25675935

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As no 30.09.2011

Names of Shareholders	No. of Shares
Nelson Global Products Inc., US.A	3999400
David Stott	100
Thomas Gosnell	100
Michael Nelson	100
Doug Dole	100
Joseph Freeman	100
Manoj Solanki	100
Total	4000000

As no 30.09.2011

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	99.98
Directors or relatives of Directors	0.01
Other top fifty shareholders	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Supplier of Tubes and Tubing, Catalysts, Industrial Accessories and Material.

Products :

• Silencers
• Mufflers
• Spark Arrestors
• Bend Tubes
• Diesel Oxidation Catalysts
• Exhaust Accessories

Item Code No. (ITC Code)	8409.9990
Product Description	Silencer/ Muffler
Item Code No. (ITC Code)	8409.9990
Product Description	Tubes
Item Code No. (ITC Code)	8409.9990
Product Description	Others
Item Code No. (ITC Code)	8409.9990
Product Description	Components, parts of Internal Combustion Engines

PRODUCTION STATUS (As on 31.03.2011)

Particulars	Unit	Installed Capacity **	Actual Production
Silencers/Mufflers	Nos.	200,000	1,33,486
Tubes	Nos.	200,000	91,520

Licensed Capacity Numbers *: * Exempted from the licensing provisions of the Industries (Development and Regulation) Act, 1951 in terms of notification No. S.O. 477 (E)

dated July 25, 1991.

** Determined on triple shift basis as certified by management and relied upon by the auditors. The installed capacity is subject to product mix, utilization of plant and machinery, which is common for different models.

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel West, Mumbai – 400 013, Maharashtra, India HDFC Bank Limited, Sandoz House Branch, Sandoz House, Dr. A.B. Road, Worli, Mumbai – 400 018, Maharashtra, India

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountant
Address :	252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400 028, Maharashtra, India
PAN No :	AAESP5579P
Ultimate Holding Company:	Cummins Inc
Joint Ventures:	· Cummins India Limited CIN: L29112PN1962PLC012276 · Cummins Filtration Inc, United States
Fellow Subsidiaries :	· Cummins Filtration Australia · Cummins Research and Technology India Limited CIN: U73100PN2003PLC018025 · Cummins Technologies India Limited CIN: U29113PN1994FLC139153 · Cummins Emission Solutions (China) Company Limited, China · Cummins East Asia Research and Development Company Limited · Cummins Emission Solution Stoughton, United States · Cummins INDIANA · Fleetguard Filters Private Limited CIN: U29197MH1987PTC042672

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs.10/- each	Rs.50.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
4000000	Equity Shares	Rs.10/- each	Rs.40.000 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		40.000	40.000	40.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		251.712	132.370	131.135
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		291.712	172.370	171.135
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		0.000	0.000	0.000
DEFERRED TAX LIABILITIES		0.750	0.991	1.830
TOTAL		292.462	173.361	172.965
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		31.372	26.859	33.718
Capital work-in-progress		0.065	2.980	0.552
INVESTMENT		27.721	48.397	81.740
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	112.364	47.985	38.075
	Sundry Debtors	286.368	64.577	54.425
	Cash & Bank Balances	38.270	31.382	39.520
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	17.250	12.053	7.469
Total Current Assets		454.252	155.997	139.489
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	209.649	44.641
	Other Current Liabilities	9.264	14.883	52.920
	Provisions	2.035	1.348	29.614
Total Current Liabilities		220.948	60.872	82.534
Net Current Assets		233.304	95.125	56.955
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		292.462	173.361	172.965

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Sales (Gross)	1147.680	475.840	420.551
		Other Income	NA	NA	9.652
	TOTAL		NA	NA	430.203
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	NA	NA	322.060
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		184.130	93.140	108.143
Less/ Add	DEPRECIATION/ AMORTISATION		6.330	6.050	6.156
	PROFIT BEFORE TAX		177.800	87.090	101.987
Less	TAX		58.460	17.990	25.815
	PROFIT AFTER TAX		119.340	69.090	76.172
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		96.414	102.094	103.736
Less	APPROPRIATIONS
		Transfer to General Reserve	0.000	6.910	7.617
		Interim Dividend	0.000	58.000	60.000
		Proposed Dividend	0.000	9.860	10.197
	BALANCE CARRIED TO THE B/S		215.754	96.414	102.094
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	768.750	0.000	93.963
	TOTAL EARNINGS		768.750	0.000	93.963
	Earnings Per Share (Rs.)		29.84	NA	19.04

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	NA	NA	17.71
Net Profit Margin (PBT/Sales)	(%)	15.49	18.30	24.25
Return on Total Assets (PBT/Total Assets}	(%)	36.61	47.63	58.88
Return on Investment (ROI) (PBT/Networth)		0.61	0.51	0.60
Debt Equity Ratio (Total Liability/Networth)		0.76	0.35	0.48
Current Ratio (Current Asset/Current Liability)		2.06	2.56	1.69

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	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	No

NOTE:

The Registered Office of the company has been shifted from Kothrud, Pune – 411 029, Maharashtra, India to the present address w.e.f.01.05.2011

Bankers Charges Report as per Registry

Corporate identity number of the company	U29112PN1999PLC013401
Name of the company	NELSON GLOBAL PRODUCTS INDIA PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Office No. 2, Kapil Complex, S. No. 82/1/2, Baner Road, Near Orchid School, Baner, Pune – 411045, Maharashtra, India sanjay.jadhav@cummins.com
This form is for	Modification of charge
Charge identification (ID) number of the charge to be modified	90086090
Type of charge	· Book debts · Floating charge · (Other) Stocks
Particular of charge holder	HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel West, Mumbai – 400 013, Maharashtra, India Kumar.Anshuman@hdfcbank.com
Nature of instrument creating charge	Supplementary Letter of Hypothecation of Stocks and Book debts
Date of instrument Creating the charge	31.03.2011
Amount secured by the charge	Rs. 40.000 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest Rate of Interest as may be mutually agreed between the Company and HDFC Bank. Terms of Repayment CC - On demand WCDL - Principal amount to be repaid as bullet payment on the maturity date. Margin For the purpose of Drawing Power Calculation: Inventory - 25%, Book Debts - 25% (Debtors ageing more than 90 days to be excluded for the purpose of Drawing Power calculation). Extent and Operation of the charge First and exclusive charge on all stocks and book debts both present and future.
Short particulars of the property charged	First and exclusive charge on all stocks and book debts both present and future
Date of latest modification prior to the present modification	28.08.2010
Particulars of the present modification	The Existing Facility of Rs. 20.000 millions stands revised to Rs. 40.000 millions for Fund Based and Non Fund Based facilities*. This revised facility of Rs. 40.000 millions shall have first and exclusive charge on all present and future stocks and book debts only. This is in supersession of charges originally created on stocks,shares, debentures, book debts, outstandings, monies, goods, etc. as mentioned therein and modified from time to time. * interchangeable.

FIXED ASSETS:

• Leasehold Improvement
• Plant and Machinery
• 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 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

Report Prepared by :

DPK

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--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	YES
--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

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.