MIRA INFORM REPORT

Report Date :

24.04.2013

IDENTIFICATION DETAILS

Name :	ATCO CONTROLS (INDIA) PRIVATE LIMITED
Registered Office :	38-B, Nariman Bhavan Nariman Point, Mumbai – 400021, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	01.01.1996
Com. Reg. No.:	11-095760
Capital Investment / Paid-up Capital :	Rs.15.000 Millions
CIN No.: [Company Identification No.]	U30000MH1996PTC095760
TAN No.: [Tax Deduction & Collection Account No.]	MUMA09841G
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Electrical Good, Appliance and Light Equipment.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (43)

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

Maximum Credit Limit :	USD 250000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. There appears slight dip in the profitability. However, performance capacity of the company appears to be good. Trade relations are reported to be 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.

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

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 :	38-B, Nariman Bhavan Nariman Point, Mumbai – 400021, Maharashtra, India
Tel. No.:	91-22-22025528
Fax No.:	91-22-22022304
E-Mail :	bhavin@atcocontrols.com sales@atcocontrols.com

DIRECTORS

As on: 28.09.2012

Name :	Mr. Bhavin Harish Soonderji
Designation :	Managing Director
Address :	1502, Benhur Apartment, 32, Narayan Dabholkar Road, Malabar Hill, Mumbai-400006, Maharashtra, India
Date of Birth/Age :	04.11.1970
Date of Appointment :	24.01.1996
Voter ID No.:	MT-04-024-144783
DIN No.:	01275375
Name :	Mr. Joseph Harish Kramer
Designation :	Director
Address :	A M Roemerkastell-9,D 73525, Schwaebisch Gmeund, Germany
Date of Birth/Age :	28.07.1953
Date of Appointment :	15.04.2003
Name :	Ms. Jyotsna Harish Soonderji
Designation :	Director
Address :	1502, Benhur Apartment, 32, Narayan Dabholkar Road, Malabar Hill, Mumbai-400006
Date of Birth/Age :	09.08.1938
Date of Appointment :	15.04.2004
DIN No.:	01493021
Name :	Mr. Savvas Christodoulous
Designation :	Director
Address :	10, Summerhill Road, Brington East, Melbourne, Australia.
Date of Birth/Age :	19.01.1959
Date of Appointment :	01.08.2007

KEY EXECUTIVES

Name :	Ashish Bhatt and Associates
Designation :	Company Secretaries
Address :	227, 2nd Floor, Devashree Commercial Complex, Devashree Garden, R. W. Sawant Marg, Near Rutu Park, Majiwada, Thane (West) – 400601, Maharashtra, India
Tel. No.:	91-22-21723134/ 21723302
Fax No.:	91-22-21723302
E-mail :	amisi99@mtnl.net amisi99.ashish@gmail.com

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 28.09.2012

Names of Shareholders	No. of Shares
Giorgio Sergio Gjergia	10
Bhavin H Soonderji	300000
Atco Controls Pty Limited, Australia	359990
Jyotsna H Soonderji	840000
Total	1500000

Equity Share Break up (Percentage of Total Equity)

As on: 28.09.2012

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	24.00
Directors or relatives of directors	76.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Electrical Good, Appliance and Light Equipment.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Bank of Baroda, Nariman Point Branch, Nirmal Building, Ground Floor, Nariman Point, Mumbai - 400021, Maharashtra, India

· Bank of Baroda, Nariman Point Branch, Foreshore Building, Gen Bhosale Marg, Near Sachivalaya Gym, Nariman Point, Mumbai - 400021, Maharashtra, India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Loans repayable on demand
From banks	20.072	13.079
Total	20.072	13.079
Note: (Loans are secured by hypothecation of raw material, work in progress and finished goods and book debts: Equitable mortgage of factory Land Building and hypothecation of Plant and machinery)

Banking Relations :	--
Auditors :
Name :	N. Varma and Associates Chartered Accountants
Address :	General Insurance Building, 3^rd Floor, D. N. Road, Mumbai – 400001, Maharashtra, India
PAN No.:	AAAFN0680P
Subsidiary of Parent Company :	· Tri-Atco Connection Technologies GMBH and Company KG · Tridonic Atco GMBH and Company KG · Tridonic Atco (Malaysia) SDN. BHD

CAPITAL STRUCTURE

As on: 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
2000000	Equity Shares	Rs.10/- each	Rs.20.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1500000	Equity Shares	Rs.10/- each	Rs.15.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		15.000	15.000	15.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		49.041	47.471	43.227
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		64.041	62.471	58.227
LOAN FUNDS
1] Secured Loans		20.072	13.079	12.056
2] Unsecured Loans		1.600	1.600	1.600
TOTAL BORROWING		21.672	14.679	13.656
DEFERRED TAX LIABILITIES		0.432	0.526	0.625
TOTAL		86.145	77.676	72.508
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		6.867	7.704	8.583
Capital work-in-progress		0.150	0.150	0.150
INVESTMENT		0.000	0.000	0.750
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	44.750	60.001	28.660
	Trade receivable	68.807	78.968	72.739
	Cash & Bank Balances	2.464	2.117	2.099
	Other Current Assets	0.317	0.197	0.559
	Loans & Advances	7.622	7.348	9.713
Total Current Assets		123.960	148.631	113.770
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	28.521	57.429	26.709
	Other Current Liabilities	14.564	18.093	20.663
	Provisions	1.747	3.287	3.373
Total Current Liabilities		44.832	78.809	50.745
Net Current Assets		79.128	69.822	63.025
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		86.145	77.676	72.508

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	159.486	172.481	139.428
		Other Income	5.147	4.865	8.481
		TOTAL	164.633	177.346	147.909
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	161.456	169.839	138.937
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		3.177	7.507	8.972
Less/ Add	DEPRECIATION/ AMORTISATION		0.952	1.211	1.473
	PROFIT BEFORE TAX		2.225	6.296	7.499
Less	TAX		0.655	2.052	2.505
	PROFIT AFTER TAX		1.570	4.244	4.994
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		44.771	40.527	35.533
	BALANCE CARRIED TO THE B/S		46.341	44.771	40.527
	EARNINGS IN FOREIGN CURRENCY
		Commission Earnings	4.994	3.882	6.132
	TOTAL EARNINGS		4.994	3.882	6.132
	IMPORTS
		Raw Materials	13.194	37.238	15.456
		Traded Goods	68.287	86.591	55.909
	TOTAL IMPORTS		81.481	123.829	71.365
	Earnings Per Share (Rs.)		1.05	NA	NA

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	0.95	2.39	3.38
Net Profit Margin (PBT/Sales)	(%)	1.40	3.65	5.38
Return on Total Assets (PBT/Total Assets}	(%)	1.70	4.03	6.13
Return on Investment (ROI) (PBT/Networth)		0.03	0.10	0.13
Debt Equity Ratio (Total Debt/Networth)		0.34	0.23	0.23
Current Ratio (Current Asset/Current Liability)		2.76	1.89	2.24

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	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

REVIEW OF OPERATIONS

The Sales for the year has been Rs.159.486 Millions as against Rs. 172.481 Millions in the previous year. The Company has earned profit after tax of Rs. 1.570 Millions during the year as against Rs.4.244 Millions in the previous year. The Company's Products have been accepted in India. Further, the products being "Energy Efficient" demand for their Products is increasing. Increase in power tariff also forced consumers to shift to their products from conventional one.

UNSECURED LOAN

(Rs. In Millions)

Particular	As on 31.03.2012	As on 31.03.2011
From Directors
Bhavin H. Soonderji	1.600	1.600
Total	1.600	1.600

FIXED ASSETS:

· Land

· Building

· Bore Well

· Plant and Machinery

· Computers

· Electrical Equipment

· Furniture

· Motor Car

· Equipments

· Telephone and Other Equipment

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.54.30
UK Pound	1	Rs.82.88
Euro	1	Rs.70.80

INFORMATION DETAILS

Report Prepared by :

VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
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	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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		43

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.