MIRA INFORM REPORT

Report Date :

02.12.2013

IDENTIFICATION DETAILS

Name :	DIVERSEY INDIA PRIVATE LIMITED
Formerly Known As :	JOHNSONDIVERSEY INDIA PRIVATE LIMITED (05.03.2010)
Registered Office :	501, 5^TH Floor, Ackruti Centre Point, MIDC Central Road, Andheri (East), Mumbai – 400093, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	01.10.2001
Com. Reg. No.:	11-178568
Capital Investment / Paid-up Capital :	Rs. 253.096 Millions
CIN No.: [Company Identification No.]	U74999MH2001PTC178568
PAN No.: [Permanent Account No.]	AAACJ9744R
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturers and Exporters of Institutional and Industrial Cleaning and Hygiene Products
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (26)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 2630000
Status :	Moderate
Payment Behaviour :	Unknown
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. Financial for the year 2012, 2013 are not available. As per the available of the year 2011, the company’s financial position seems to be below average marked by modest net worth and small scale of operation However as per registrar of companies the status of company is shown as active. Payment terms are unknown. The company can be considered for business dealings with great cautions.

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

The current downturn provides an opportunity to push ahead with reforms to accelerate growth, says the latest India Development Update report released by the World Bank. The report says that the adverse effects of rupee depreciation are likely to be offset by the gains in the exports performance due to improved external competitiveness. Since May this year, the local currency has depreciated substantially and fell to a record level of Rs 68.85 to a dollar on August, 28.

A stagflation like situation appears to have arisen as inflation jumped to an eight month high of 6.46 % for the month of September. It is up from 6.10 % in August. Growth continues to be muted with factory output plunging to 0.6 % in August. Onion prices have risen nearly 300 % from last September. Vegetables cost nearly 90 % more than they did last year. Wake up to the economic contribution of slum dwellers. They contribute more than 7.5 % to the country’s gross domestic product, according to a recent study conducted in 50 top cities.

136000 estimated number of jobs created during the second quarter of the current financial year. 50000 estimated number of additional jobs in the field of corporate social responsibility in the coming years.

The International Finance Corporation expects to come out with its rupee linked bonds issue before the end of 2013 as a part of its plan to raise $ 1 billion. The Apple iPhone 5c (Rs 41900 for 16 GB variant) and 5s (Rs 53500 for 16GB variant) has been launched in India from 1^st November.

The Land Acquisition Act to provide just and fair compensation to farmers will come into force from January 1 next year, said Rural Development Minister Jairam Ramesh. The Act replaces a 119 year old registration. The Securities and Exchange Board of India has approved the trading of currency futures on the Bombay Stock Exchange. The exchange plans to launch the currency futures platform with advanced trading technology by the end of November.

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

Management Non Co-operative (022-66444200)

LOCATIONS

Registered Office :	501, 5^TH Floor, Ackruti Centre Point, MIDC Central Road, Andheri (East), Mumbai – 400093, Maharashtra, India
Tel. No.:	91-22-66444222
Fax No.:	91-22-66444223
E-Mail :	TC.Pattabiraman@johnsondiversey.com Pritesh.mehta@sealedair.com
Delhi Office :	10/8 DI GRG Road, Samalkha, New Delhi 110 037
R and D Centers and Knowledge:	158, Danicorporate Centre, Dani Compd, Kalina, Vidyanagri Marg, Santacruz (East), Mumbai-400098, Maharashtra, India
Factory 1 :	Survey No.56/2, Plot No.17, Silver Industrial Estate, Daman-396210, Daman and Diu, India
Factory 2 :	Village Rangwal app GPI Textile, Bharat Gacl Roadl, Tehsil Nalgad District Salan-174101, Himachal Pradesh, India

DIRECTORS

As on : 24.09.2012

Name :

Mr. Himanshu Jain

Designation :

Managing Director

Address :

61C Jai Apartment 102 Ip Extension New Delhi Delhi 110092, India

Date of Birth/Age :

08.01.1966

Date of Appointment :

05.07.2011

DIN No.:

03540481

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	U74999MH2001PTC178568	Diversey India Private Limited	Managing director	26-09-11	05-07-11	-	Active	NO
2	U63022MH1998PTC247909	SEALED AIR (INDIA) PRIVATE LIMITED	Additional director	11-10-13	11-10-13	-	Active	NO

Name :

Mr. Andrew Jaffrey Warren

Designation :

Director

Address :

397, Noodvale Avenue, Deerfield, Illinois 60015, USA

Date of Birth/ age :

04.06.1964

Date of Appointment :

29.11.2006

DIN No.:

01189271

Name :

Mr. Hemant Shivram Godbole

Designation :

Director

Address :

A-901, Serenity Complex, Off Link Road, Oshiwara, Andheri (West), Mumbai – 400102, Maharashtra, India

Date of Birth/Age :

10.09.1955

Date of Appointment :

03.10.2007

DIN No.:

02015943

MAJOR SHAREHOLDERS

As on : 24.09.2012

Names of Shareholders	No. of Shares
Diversey Inc., USA	25309599
Professional Share Holdings Inc., USA	1
Total	25309600

Equity Share Break up (Percentage of Total Equity)

As on : 24.09.2012

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	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturers and Exporters of Institutional and Industrial Cleaning and Hygiene Products

Products :

Products Descriptions	Item Code No.
Divobrite SU 860L (1x 230 Kg)	3402.90.02
Clax super 100L (1x 25 Kg)	3402.90.03
SU 846 (1x200 Kg)	3402.90.02

The subject is manufacturing following products

· Industrial Vacuum Cleaner

· Ride on Sweeping Machines

· Manual Sweeping Machines

· Auto Scrubber Drier

· Single Disc Machines

· High Pressure Water Jet

· Floor Treatment Chemicals

· Chelating Agents

· Alkali

· Polyphosphates

· Non Ionic Surfactant

· Sequestrants

· Hydrotrope

· Fatty Amines

· Anionic Surfactant

PRODUCTION STATUS (As on 31.03.2009)

Particulars	Unit	Installed Capacity	Actual Production
Chemicals and Solutions	Tonnes	16167	11423

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	· Citi Bank
Facilities :	--

Banking Relations :	--
Auditors :
Name :	S R Batliboi and Associates Chartered Accountants
Address :	6^th Floor, Express Towers, Nariman Point, Mumbai – 400021, Maharashtra, India
Tel. No.:	91-22-22876485/ 22876486
Fax No.:	91-22-22876401
PAN No.:	AABFS3421N
Holding Company :	· Diversey Inc., USA

CAPITAL STRUCTURE

As on : 24.09.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
31000000	Equity Shares	Rs. 10/- each	Rs. 310.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
25309600	Equity Shares	Rs. 10/- each	Rs. 253.096 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		253.096	253.096	253.096
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		404.583	168.402	24.620
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		657.679	421.498	277.716
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	284.427	284.427
TOTAL BORROWING		0.000	284.427	284.427
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		657.679	705.925	562.143
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		379.968	342.974	333.719
Capital work-in-progress		49.062	25.269	14.743
INVESTMENT		0.000	0.000	0.000
DEFERRED TAX ASSETS		29.678	30.942	18.958
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	325.843	241.799	254.724
	Sundry Debtors	244.386	205.911	139.814
	Cash & Bank Balances	115.512	208.961	76.618
	Other Current Assets	4.750	0.000	0.000
	Loans & Advances	89.89	118.975	64.640
Total Current Assets		780.381	775.646	535.796
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	554.459	277.039	200.644
	Other Current Liabilities	0.000	172.931	117.377
	Provisions	26.951	18.936	23.052
Total Current Liabilities		581.410	468.906	341.073
Net Current Assets		198.971	306.740	194.723
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		657.679	705.925	562.143

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	NA	1923.953	1562.206
		Other Income	NA	22.899	43.209
		TOTAL (A)	NA	1946.852	1605.415
Less	EXPENSES
		Material Costs	NA	858.109	742.738
		Employees Costs	NA	214.377	184.696
		Manufacturing and Other Operating Expenses	NA	623.251	484.591
		TOTAL (B)	NA	1695.737	1412.025
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		NA	251.115	193.390
Less	FINANCIAL EXPENSES (D)		NA	33.942	33.159
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		NA	217.173	160.231
Less/ Add	DEPRECIATION/ AMORTISATION (F)		69.309	52.875	43.754
	PROFIT BEFORE TAX (E-F) (G)		NA	164.298	116.477
Less	TAX (I)		NA	20.516	38.394
	PROFIT AFTER TAX (G-I) (J)		236.181	143.782	78.083
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	24.620	(53.463)
	BALANCE CARRIED TO THE B/S		NA	168.402	24.620
	Earnings Per Share (Rs.)		5.68	5.68	3.09

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	NA	7.38	4.86
Net Profit Margin (PBT/Sales)	(%)	NA	8.54	1.05
Return on Total Assets (PBT/Total Assets}	(%)	NA	14.68	13.40
Return on Investment (ROI) (PBT/Networth)		NA	0.39	0.42
Debt Equity Ratio (Total Debt /Networth)		0.00	0.67	1.02
Current Ratio (Current Asset/Current Liability)		1.34	1.65	1.57

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 one 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	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	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	No
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 A – 8, Laxmi Towers, Bandra Kurla Complex, Mumbai – 400015, Maharashtra India to the present address given above w.e.f. 29.11.2010.

UNSECURED LOANS:

Particulars	31.03.2011 Rs. In Millions	31.03.2010 Rs. In Millions
Rupee term Loans	0.000	284.427
Total	0.000	284.427

INDEX OF CHARGE:

Note :

No Charges Exist for Company

FIXED ASSETS:

· Land

· Building

· Lease Hold Improvements

· Plant and Machinery

· Furniture ad Fixture

· Office Equipment

· Computers

· Dispensers and Pumps

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 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.62.39
UK Pound	1	Rs.102.06
Euro	1	Rs.84.98

INFORMATION DETAILS

Information Gathered by :	NYA
Report Prepared by :	NIS

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	2
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		26

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.