MIRA INFORM REPORT

Report Date :

11.12.2013

IDENTIFICATION DETAILS

Name :	HONDA R&D (INDIA) PRIVATE LIMITED
Registered Office :	Technical Center, Plot No.-02, Sector-03, IMT Manesar, Gurgaon – 122050, Haryana
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	11.06.2003
Com. Reg. No.:	05-035129
Capital Investment / Paid-up Capital :	Rs. 306.000 Millions
CIN No.: [Company Identification No.]	U51202HR2003PTC035129
TAN No.: [Tax Deduction & Collection Account No.]	DELH03709G
PAN No.: [Permanent Account No.]	AABCH3071N
Legal Form :	Private Limited Liability Company
Line of Business :	Research and Development of Motorcycles and Power Products.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (45)

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

Maximum Credit Limit :	USD 1400000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is a 100% Subsidiary of Honda R&D Company Limited, Japan, which is a group company of Honda Motor Company Limited, Japan. It is an established company having moderate track record. Reserves of the company appears to be low. However, capital base of the company seems to be strong. Trade relations are fair. Business is active. Payments terms are reported to be slow but correct. The company can be considered for business dealings with some caution.

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.

LOCATIONS

Registered Office :	Technical Center, Plot No.-02, Sector-03, IMT Manesar, Gurgaon – 122050, Haryana, India
Tel. No.:	91-124-4094700
Fax No.:	91-124-4094783
E-Mail :	pankaj.sharma@hrdap.mail.a.rd.honda.co.jp amit.kishore.singh@hrdap.mail.a.rd.honda.co.jp
Website :	www.world.honda.com

DIRECTORS

As on 29.06.2013

Name :

Fumihiko Nakamura

Designation :

Director

Address :

1-13-35-501 Tokyo Nishi, Tokyo City, Mukoudai Cho 1-13-35-501, Tokyo, 11335501, Japan

Date of Birth/Age :

27.07.1959

Date of Appointment :

10.06.2009

DIN No.:

02578027

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	U51202HR2003PTC035129	HONDA R&D (INDIA) PRIVATE LIMITED	Director	10/6/2009	1/4/2009	-	Active	NO

Name :

Mr. Kenji Kawaguchi

Designation :

Director

Address :

6855, Kajikasawa, Fujikawa-Cho, Minamikoma - Gun, Yamanashi, Japan

Date of Birth/Age :

03.04.1955

Date of Appointment :

10.06.2011

DIN No.:

03558242

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	U51202HR2003PTC035129	HONDA R&D (INDIA) PRIVATE LIMITED	Director	10/6/2011	1/4/2011	-	Active	NO

Name :

Mr. Hiroshi Moriyama

Designation :

Director

Address :

C-51, Anand Niketan, Delhi, India

Date of Birth/Age :

07.12.1961

Date of Appointment :

04.06.2012

DIN No.:

05235060

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	U51202HR2003PTC035129	HONDA R&D (INDIA) PRIVATE LIMITED	Director	4/6/2012	1/4/2012	-	Active	NO

Name :

Keiji Kasa

Designation :

Director

Address :

1-6-10, Hachiman, Kawajima-Machi, Hiki-Gun Saitama 3500151

Date of Birth/Age :

07.01.1960

Date of Appointment :

29.06.2013

DIN No.:

06529792

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	U34102UP2006FTC032370	HONDA MOTOR INDIA PRIVATE LIMITED	Director	5/8/2013	1/4/2013	-	Active	NO
2	U51202HR2003PTC035129	HONDA R&D (INDIA) PRIVATE LIMITED	Director	29/06/2013	1/4/2013	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Amit Kishore Singh
Designation :	Secretary
Address :	731, 1^st Floor, Sector 10, Gurgaon – 122001, Haryana, India
Date of Birth/Age :	12.08.1975
Date of Appointment :	10.09.2012
PAN No.:	BFRPS6146G

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 29.06.2013

Names of Shareholders	No. of Shares
Honda R&D Company Limited, Japan	30599999
Honda R&D South East Asia Company Limited, Thailand	01
Total	30600000

Allottees as on 24.10.2013

Names of Allottees	No. of Shares
Honda R&D Company Limited, Japan	2400000
Total	2400000

As on 29.06.2013

Equity Share Break up (Percentage of Total Equity)

Category	Percentage of Holding
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 :

Research and Development of Motorcycles and Power Products.

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	The Bank of Takyo, Jeevan Vihar Building, 3; Parliament Street, New Delhi - 110001, India

Banking Relations :	--
Auditors :
Name :	A S A and Associates Chartered Accountants
Address :	118 K S House, Shahpur Jat, New Delhi – 110049, India
Income-tax PAN of auditor or auditor's firm :	AAAFA4690A
Holding company :	Honda R&D Company Limited, Japan
Associate :	· Honda Trading Corporation Honda Motorcycle And Scooter India Private Limited Honda Siel Power Products Limited Honda R&D South East Asia Company Limited Asian Honda Motors Company Limited Honda R&D Europe (Italia) Srl Honda Motors Company Limited Honda Kaihatsu Company Limited Honda Motor India Private Limited CIN No.: U34102UP2006FTC032370 Honda Trading Corporation India Private Limited CIN No.: U51909DL2005PTC135750

CAPITAL STRUCTURE

After 29.06.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
40,000,000	Equity Shares	Rs.10/- each	Rs.400.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
33,000,000	Equity Shares	Rs.10/- each	Rs. 330.000 Millions

As on 29.06.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
40,000,000	Equity Shares	Rs.10/- each	Rs.400.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
30,600,000	Equity Shares	Rs.10/- each	Rs. 306.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	306.000	110.000	110.000
(b) Reserves & Surplus	44.298	31.610	25.127
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	350.298	141.610	135.127
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	3.375	2.424	1.699
Total Non-current Liabilities (3)	3.375	2.424	1.699
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	22.129	8.104	7.176
(c) Other current liabilities	136.422	95.687	50.179
(d) Short-term provisions	31.631	28.776	24.839
Total Current Liabilities (4)	190.182	132.567	82.194
TOTAL	543.855	276.601	219.020
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	177.885	85.104	80.034
(ii) Intangible Assets	43.670	5.885	0.000
(iii) Capital work-in-progress	0.000	8.612	0.000
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.000	0.000	0.000
(c) Deferred tax assets (net)	0.448	3.121	2.519
(d) Long-term Loan and Advances	10.042	4.142	3.470
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	232.045	106.864	86.023
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	2.523	0.000	0.000
(c) Trade receivables	0.041	0.001	0.000
(d) Cash and cash equivalents	151.451	34.635	20.142
(e) Short-term loans and advances	157.769	133.990	111.784
(f) Other current assets	0.026	1.111	1.071
Total Current Assets	311.810	169.737	132.997
TOTAL	543.855	276.601	219.020

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income
		Other Income
		TOTAL	NA	NA	NA
Less	EXPENSES
		TOTAL	NA	NA	NA
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		49.657	31.660	29.919
Less/ Add	DEPRECIATION/ AMORTISATION		31.209	21.631	20.637
	PROFIT BEFORE TAX		18.448	10.029	9.282
Less	TAX		5.761	3.545	3.451
	PROFIT AFTER TAX		12.687	6.484	5.831
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		31.611	25.127	19.296
	BALANCE CARRIED TO THE B/S		44.298	31.611	25.127
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	622.460	331.300	294.804
	TOTAL EARNINGS		622.460	331.300	294.804
	Earnings Per Share (Rs.)		0.41	0.59	0.53

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
Return on Total Assets (PBT/Total Assets}	(%)	3.39	3.79	4.29
Return on Investment (ROI) (PBT/Networth)		0.05	0.07	0.07
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		1.64	1.28	1.62

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	No
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

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	90055100	17/11/2003	15,000,000.00	THE BANK OF TAKYO	JEEVAN VIHAR BUILDING, 3; PARLIAMENT STREET, NEW DELHI - 110001, INDIA	-

CHANGE OF ADDRESS

The registered office of the company has been shifted from Jagatjit Industries Limited, Plot No.78, Sector-18, Gurgaon – 122001, Haryana, India to the present address w.e.f. 08.11.2012.

MANAGEMENT VISION

The substantial progress of the Company in the project implementation. The outlook remains encouraging and it is expected that positive trend will continue in furthering the growth of the company.

FIXED ASSETS

v Tangible Assets

Plant and Equipment

Furniture and Fixtures

Vehicles

Office Equipment

Leasehold Improvements

v Intangible Assets

Computer Software

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.61.21
UK Pound	1	Rs.100.65
Euro	1	Rs.84.15

INFORMATION DETAILS

Report Prepared by :

MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
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	4
--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		45

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.