MIRA INFORM REPORT

Report Date :

21.08.2013

IDENTIFICATION DETAILS

Name :	BHARAT FRITZ WERNER LIMITED
Registered Office :	Peenya, Yeshwantapur PO, Bangalore – 560 022, Karnataka
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	17.10.1961
Com. Reg. No.:	08-001433
Capital Investment / Paid-up Capital :	Rs. 71.792 millions
CIN No.: [Company Identification No.]	U85110KA1961PLC001433
TAN No.: [Tax Deduction & Collection Account No.]	BLRB00311D
PAN No.: [Permanent Account No.]	AAACB5723A
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of Machine Tools.
No. of Employees :	Not Divulged

RATING & COMMENTS

MIRA’s Rating :

Ba (51)

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

Maximum Credit Limit :	USD 5000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Exist
Comments :	Subject is a Flagship Company of Kothari Group. It is well established company having satisfactory track record. Company’s performance capacity is high. General financial position of the company is strong. 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 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 – March 31^st, 2013

Country Name	Previous Rating (31.12.2012)	Current Rating (31.03.2013)
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

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

EXTERNAL AGENCY RATING

Rating Agency Name	ICRA
Rating	Fund based limits: BBB
Rating Explanation	Moderate degree of safety and moderate credit risk.
Date	01.05.2013

Rating Agency Name	ICRA
Rating	Non fund based limits: A3+
Rating Explanation	Moderate degree of safety and higher credit risk.
Date	01.05.2013

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered Office/ Factory :	Peenya, Yeshwantapur PO, Bangalore – 560 022, Karnataka, India
Tel. No.:	91-80-28395745 / 39821100
Fax No.:	91-80-28394816
E-Mail :	bfw@bfw.co.in bfwmarketing@bfw.co.in
Website :	www.bfwindia.com
Head Office, Administration and International Business Division :	Off Tumkur Road, Bangalore - 560 022, Karnataka, India
Tel. No.:	91-80-28395745/ 39821100
Fax No.:	91-80-28394816
E-Mail :	bfwmarketing@bfw.co.in
Regional Office :	206, Runwal Commercial Complex, LBS Marg, Mulund (West), Mumbai – 400080, Maharashtra, India
Tel. No.:	91-22-25653362/ 58
Fax No.:	91-22-25653392
E-Mail :	bfwmumbai@bfw.co.in
Branch Office :	Also Located at: v Belgaum v Chennai v Coimbatore v Germany v Hyderabad v Kolkata v New Delhi v Indore v Rajkot v Chandigarh v Pune

DIRECTORS

As on 28.09.2012

Name :	Mr. Narendra Nath Upadhyay
Designation :	Whole – time Director
Address :	Flat B-102, Wellington Park Apartments, Richmond Town, Bangalore – 560 025, Karnataka, India
Date of Birth/Age :	01.11.1946
Qualification :	M.com Member of ACS (Institute of Company Secretaries of India) Member of ICSA(The Institute of Chartered Secretaries and Administrators, London)
Date of Appointment :	25.11.2010
DIN No.:	00033678
Name :	Mr. Shailesh Rajnikant Sheth
Designation :	Director
Address :	Shakuntala School Building, Flat No.2, First Floor, 38, Maharshi Karve Marg, Marine Lines, Mumbai – 400 020, Maharashtra, India
Date of Birth/Age :	29.12.1946
Qualification :	B.com, Post Graduate Diploma in Business Administration-Indian Institute of Management
Date of Appointment :	01.12.2003
DIN No.:	00041713
Name :	Mrs. Prabhawati Devi Kothari
Designation :	Director
Address :	Kothari Niwas, 6B, Penn Road, Kolkata – 700 027, West Bengal, India
Date of Birth/Age :	10.09.1957
Qualification :	B.com
Date of Appointment :	10.10.2003
DIN No.:	00051860
Name :	Mr. Arun Kumar Kothari
Designation :	Chairman
Address :	Kothari Niwas, 6B, Penn Road, Kolkata – 700 027, West Bengal, India
Date of Birth/Age :	10.07.1953
Qualification :	B.com
Date of Appointment :	10.10.2003
DIN No.:	00051900
Name :	Mr. Sunil Vasantrao Diwakar
Designation :	Director
Address :	C-002, Shreeji Ville, Opposite Nitin Company, Almeda Road, Panchpakhadi, Thane (West) – 400 602, Maharashtra, India
Date of Birth/Age :	22.05.1963
Date of Appointment :	28.07.2008
DIN No.:	00089266
Name :	Mr. Ajit Khandelwal
Designation :	Director
Address :	4B, Ashok Towers, 11A, Palm Avenue, Kolkata – 700 019, West Bengal, India
Date of Birth/Age :	10.11.1957
Qualification :	Bachelor of Engineering (Mechanical) Master of Technology- IIT, Chennai Post Graduate Diploma In International Management
Date of Appointment :	07.12.2006
DIN No.:	00416445
Name :	Mr. Vivek Narayan Joshi
Designation :	Director
Address :	Flat No.22, 2nd Floor, Chapel Road, Raj Flavia Building, Near Lialawati Hospital, Mumbai – 400 050, Maharashtra, India
Date of Birth/Age :	19.01.1963
Qualification :	Bachelor of Technology in Chemical Engineering- IIT, Mumbai Master of Science in Chemical Engineering- University of South Florida One Year P.G. Diploma in Management, IIM, Ahmedabad
Date of Appointment :	29.07.2009
DIN No.:	02629672

KEY EXECUTIVES

Name :	Mr. Narendra Nath Upadhaya
Designation :	Secretary
Address :	Flat B 102, Wellingtonpark Apartments, Wellington Street, Richmond Town, Bangalore-560025, Karnataka, India
Date of Birth/Age :	01.11.1946
Date of Appointment :	08.11.1978
PAN No.:	AAJPU4331R

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 28.09.2012

Names of Equity Shareholders	No. of Shares
Kothari and Company Private Limited, India	5350000
Kothari Giridhar Das	43000
Commercial House Private Limited, India	3300000
Kothari Investment and Industries Private Limited, India	5412928
M.D. Kothari and Company Limited, India	1796800
Vishnuhari Investment and Properties Limited, India	1837550
Kothari Devi Prabhawati	4000000
Kothari Kumar Arun	18600
Kotak Mahindra Trusteeship Services Limited, A/C India Growth Fund, A Unit Scheme of Kotak Seaf India Fund	2120561
Kotak Mahindra Trusteeship Services Limited, A/C India Growth Fund, A Unit Scheme of Kotak Seaf India Fund	1000
IL and FS Trust Company Limited, A/c IL and FS Private Equity Trust – Leverage India Fund	1979191
IL and FS Trust Company Limited, A/c IL and FS Private Equity Trust – Leverage India Fund	1000
Trustees of IVC Employees Welfare Trust, India	141370
TOTAL	26002000

Names of Preference Shareholders	No. of Shares
Kotak Mahindra Trusteeship Services Limited, A/C India Growth Fund, A Unit Scheme of Kotak Seaf India Fund	4946976
IL and FS Trust Company Limited, A/c IL and FS Private Equity Trust – Leverage India Fund	4946976
TOTAL	9893952

Equity Share Break up (Percentage of Total Equity)

As on 28.09.2012

Equity Shares Break Up	Percentage of Holding
Venture capital	39.38
Bodies corporate	49.30
Directors or relatives of Directors	11.32
TOTAL	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Machine Tools.

Products :

Item Code No.	Product Description
84592100	CNC machining centers (both horizontal and vertical), milling machines, boring machines, special purpose machines and machining cells and lines

GENERAL INFORMATION

No. of Employees :

Not Divulged

Bankers :

· Bank of India, Midcorporate branch, 1^st Floor, Bank of India building, No. 11, kempe Gowda Road, Bangalore – 560 009, Karnataka, India

· State Bank of India, Specialised MID Corporate Branch, No.97, Railway Parallel Road, Kumarapark West, Bangalore – 560 020, Karnataka, India

· Axis Bank Limited, Corporate banking Branch, Express Building, 2^nd Floor, No.1, Queen’s Road, Bangalore – 560 001, Karnataka, India

· Canara Bank, Industrial Finance Branch, No.83, Richmond Road, Bangalore – 560 025, Karnataka, India

· HDFC Bank Limited, Airport Road, Bangalore-560016, Karnataka, India

Facilities :

Secured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
Term loans from banks	630.000	100.897
Loans repayable on demand	32.852	17.874
Total	662.852	118.771

Banking Relations :	--
Auditors :
Name :	S.R. Batliboi and Associates Chartered Accountants
Address :	12^th and 13^th Floor, "UB City" Canbera Block, No.24, Vittal Mallya Road, Bangalore – 560 001, Karnataka, India
Tel. No.:	91-80-40275000
Fax No.:	91-80-22106000
PAN :	AABFS3421N
Subsidiaries :	Bharat Fritz Werner GmbH, Germany Matec Maschinenbau GmbH, Germany Microsys Design Lab Pte. Limited, Singapore Bharat fritz Werner GmbH, Germany Bangalore Agrotech Limited CIN No.: U85110KA1994PLC016420 Excel Precision Manufacturing Limited CIN No.: U27101KA1978PLC003395

CAPITAL STRUCTURE

As on 31.03.2012

Authorized Capital:

No. of Shares	Type	Value	Amount
90000000	Equity Shares	Rs. 2/- each	Rs. 180.000 millions
10000000	Preference Shares	Rs. 2/-each	Rs. 20.000 millions
	TOTAL		Rs. 200.000 millions

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
26002000	Equity Shares	Rs. 2/- each	Rs. 52.004 millions
9893952	Preference Shares	Rs.2/- each	Rs. 19.788 millions
	TOTAL		Rs. 71.792 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2012	31.03.2011
EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	71.791	71.791
(b) Reserves & Surplus	1192.359	1057.600
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1) + (2)	1264.150	1129.391
(3) Non-Current Liabilities
(a) long-term borrowings	630.000	0.000
(b) Deferred tax liabilities (Net)	45.012	0.000
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	0.000	0.000
Total Non-current Liabilities (3)	675.012	0.000
(4) Current Liabilities
(a) Short term borrowings	32.852	118.771
(b) Trade payables	1371.234	879.524
(c) Other current liabilities	689.097	321.052
(d) Short-term provisions	120.032	95.559
Total Current Liabilities (4)	2213.215	1414.906
TOTAL	4152.377	2544.297
ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	722.457	679.061
(ii) Intangible Assets	23.356	23.317
(iii) Capital work-in-progress	7.387	0.959
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	1057.838	108.926
(c) Deferred tax assets (net)	0.000	31.932
(d) Long-term Loan and Advances	406.984	226.526
(e) Other Non-current assets	0.000	0.000
Total Non-Current Assets	2218.022	1070.721
(2) Current assets
(a) Current investments	60.536	280.800
(b) Inventories	1115.449	581.852
(c) Trade receivables	368.543	479.028
(d) Cash and cash equivalents	69.626	58.482
(e) Short-term loans and advances	317.320	73.189
(f) Other current assets	2.881	0.225
Total Current Assets	1934.355	1473.576
TOTAL	4152.377	2544.297

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		71.792
2] Share Application Money		0.000
3] Reserves & Surplus		841.215
4] (Accumulated Losses)		0.000
NETWORTH		913.007
LOAN FUNDS
1] Secured Loans		375.630
2] Unsecured Loans		0.000
TOTAL BORROWING		375.630
DEFERRED TAX LIABILITIES		0.000
TOTAL		1288.637
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		717.829
Capital work-in-progress		23.878
INVESTMENT		223.724
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	438.027
	Sundry Debtors	246.049
	Cash & Bank Balances	382.941
	Other Current Assets	9.287
	Loans & Advances	207.046
Total Current Assets		1283.350
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	589.507
	Other Current Liabilities	303.574
	Provisions	67.063
Total Current Liabilities		960.144
Net Current Assets		323.206
MISCELLANEOUS EXPENSES		0.000
TOTAL		1288.637

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	4477.354	3398.776	1975.161
		Other Income	33.329	33.433	51.907
		TOTAL (A)	4510.683	3432.209	2027.068
Less	EXPENSES
		Cost of materials consumed	3020.508	2057.585	2084.558
		Employee benefit expense	690.210	518.282
		Other Expense	681.166	505.824
		Changes in inventories of finished goods, work-in-progress and stock-in-trade	(266.778)	55.229
		TOTAL (B)	4125.106	3136.920	2084.558
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		385.577	295.289	(57.490)
Less	FINANCIAL EXPENSES (D)		75.242	27.036	53.753
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		310.335	268.253	(111.243)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		68.972	65.861	65.342
	Exceptional income expenses		0.000	0.000	(266.736)
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		241.363	202.392	(443.321)
Less	TAX (H)		85.745	(30.735)	(62.605)
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		155.618	233.127	(380.716)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		0.000	0.000	323.565
	BALANCE CARRIED TO THE B/S		155.618	233.127	(57.151)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	230.938	30.627	18.381
	TOTAL EARNINGS		230.938	30.627	18.381
	IMPORTS
		Raw Materials	893.448	588.381	NA
		Capital Goods	0.801	2.005	NA
	TOTAL IMPORTS		894.249	590.386	NA
	Earnings Per Share (Rs.)		5.76	8.79	(14.78)

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	3.45	6.79	(18.78)
Net Profit Margin (PBT/Sales)	(%)	5.39	5.95	(22.44)
Return on Total Assets (PBT/Total Assets}	(%)	7.81	84.24	(22.15)
Return on Investment (ROI) (PBT/Networth)		0.19	0.18	(0.49)
Debt Equity Ratio (Total Debt/Networth)		0.52	0.11	0.41
Current Ratio (Current Asset/Current Liability)		0.88	1.04	1.34

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	Yes
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	Yes
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	Yes

LITIGATION DETAILS

High Court of Karnataka - Principal Bench at Bangalore

ITA 266/2013

Petitioner/Appnt. Name	THE COMMISSIONER OF INCOME TAX
Respondent/Defnt. Name	M/S BHARAT FRITZ WERNER LTD
Petnr./Appnt. Advocate	K V ARAVIND
Respnt./Defnt. Advocate	--
Date Filed	27.05.2013
District	Bangalore City

Stage

PENDING FOR ADMISSON

LOWER COURT DETAILS

Case No	Court name	Disposal Dt
ITA 1185/2011	INCOME TAX APPELLATE TRIBNAL BANGALORE	21.12.2012

TURNOVER AND PROFITS

The turnover of the Company registered an all time high of Rs.4477.35 millions. The profit after tax (PAT) for the period stood at Rs.155.61 Million. A number of new initiatives were taken during the year, such as war on waste, design optimization, value engineering, productivity enhancement, etc. to achieve this profit.

FUTURE PROSPECTS

The manufacturing sector is passing through a phase of slowdown for capital goods in general and machine tools in particular. The weakening industrial growth affected by an uncertain global environment (fuelled by Euro Zone crisis internationally) has impacted demand for capital goods. The global economic and financial crisis is having a dampening effect on Indian manufacturing. There is a dark mood in the advanced economies, especially in Europe, which will have an adverse impact on the expansion of these markets for India’s exports, in terms of goods as well as services. To sum up, difficult days are ahead. Integrated decision making by the Government in the form of a stimulus will help industrial growth and creation of

OVERSEAS ACQUISITION

The Company completed acquisition of 90% ownership of Matec Maschinenbau GmbH (Matec) of Germany. With this acquisition, the combined synergy of both the companies will add significantly to their growth. The financial year of Matec Maschinenbau GmbH was changed from 1^st July to 30^th June, to 1^st July to 31^st March (the first such change of financial year being 1^st July,2011to 31^st March,2012), in order that both Bharat Fritz Werner Limited as well as Matec have the same financial year.

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10437999	11/07/2013 *	350,000,000.00	STATE BANK OF INDIA	Commercial Branch(07502) Mid Corporate Group, 24 Parkstreet, KOLKATA, West Bengal - 700016, INDIA	B80851611
2	10360743	04/07/2013 *	610,000,000.00	BANK OF INDIA	MID CORPORATE BRANCH, BOI BUILDING, NO. 11, K G ROAD, BANGALORE, Karnataka - 560009, INDIA	B80385529
3	10309052	11/07/2013 *	700,000,000.00	AXIS BANK LIMITED	CORPORATE BANKING BRANCH, EXPRESS BUILDING, 2ND FLOOR, NO.1, QUEEN'S ROAD, BANGALORE, Karnataka - 560001, INDIA	B81013971
4	80007544	04/07/2013 *	555,050,000.00	CANARA BANK	INDUSTRIAL FINANCE BRANCH, VENKATADRI COMPLEX, NO. 83, RICHMOND ROAD, BANGALORE, Karnataka - 560025, INDIA	B80386048

FIXED ASSETS

v Tangible Assets

• Land
• Buildings
• Plant and equipment
• Furniture and Fixtures
• Vehicles
• Office equipment
• Computer equipments

v Intangible Assets

• Computer software
• Patterns

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. 63.73
UK Pound	1	Rs. 99.79
Euro	1	Rs. 85.07

INFORMATION DETAILS

Report Prepared by :

DPH

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	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	8
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		51

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.