MIRA INFORM REPORT

Report Date :

01.02.2013

IDENTIFICATION DETAILS

Name :	REMI EDELSTAHL TUBULARS LIMITED
Formerly Known As :	RALENDRA MECHANICAL INDUSTRIES LIMITED
Registered Office :	Remi House, Plot No. 11, Cama Industrial Estate, Goregaon (East), Mumbai – 400063, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	19.08.1970
Com. Reg. No.:	11-014746
Capital Investment / Paid-up Capital :	Rs. 95.824 Millions
CIN No.: [Company Identification No.]	L28920MH1970PLC014746
TAN No.: [Tax Deduction & Collection Account No.]	MUMR13940D
PAN No.: [Permanent Account No.]	AAACR0408G
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer of Stainless Steel Pipes and Tubes.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (28)

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

Maximum Credit Limit :	USD 1790000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. Profitability of the company appears to be low. However trade relations are reported as fair. Business is active. Payments 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 – 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

EXTERNAL AGENCY RATING

Rating Agency Name	ICRA
Rating	Long Term Rating : BB+
Rating Explanation	The inadequate credit quality it carry high credit risk.
Date	January 2013

Rating Agency Name	ICRA
Rating	Short Term Rating : A4+
Rating Explanation	The risk prone credit quality it carry high credit risk.
Date	January 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.

INFORMATION DECLINED BY

Name :	Mr. Sharma
Designation :	Accounts Executive
Contact No.:	91-22-40589888
Date :	31.01.2013

LOCATIONS

Registered / Corporate Office :	Remi House, Plot No. 11, Cama Industrial Estate, Goregaon (East), Mumbai – 400063, Maharashtra, India
Tel. No.:	91-22-40589800/ 888
Fax No.:	91-22-26852335/ 3868
E-Mail :	vsiyer@remigroup.com remigrup@bom4.vsnl.net.in
Website :	www.remigroup.com
Factory 1 :	Plot No. N-211/1, M.I.D.C., Tarapur, Maharashtra, India
Tel. No.:	91-2525-270492 / 93
E-Mail :	tarapur@remigroup.com
Factory 2 :	Village Brahmanwel, Taluka Shakri, District Dhule, Maharashtra, India
Branch Offices :	Located at: Ø Ahmedabad Ø Indore Ø Bengaluru Ø Kanpur Ø Chennai Ø Kolkata Ø Goa Ø Kochi Ø Gurgaon Ø Nagpur Ø Hyderabad Ø Delhi

DIRECTORS

AS ON 31.03.2012

Name :	Mr. Vishwambhar C. Saraf
Designation :	Chairman
Name :	Mr. Rishabh R. Saraf
Designation :	Managing director
Name :	Mr. Rajendra C. Saraf
Designation :	Director
Name :	Mr. Kamal Kumar Dujodwala
Designation :	Director
Name :	Mr. Ritvik V. Saraf
Designation :	Director
Name :	Mr. Shankar Lal Jain
Designation :	Director
Name :	Mr. Gopikishan Biyani
Designation :	Director
Name :	Mr. Sandeep Shriya
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Sharma
Designation :	Accounts Executive

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2012

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	2419330	25.25
Bodies Corporate	2807176	29.30
Any Others (Specify)	61748	0.64
Trust	61748	0.64
Sub Total	5288254	55.19
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	5288254	55.19
(B) Public Shareholding
(1) Institutions
Mutual Funds/UTI	9000	0.09
Financial Institutions / Banks	1000	0.01
Sub Total	10000	0.10
(2) Non-Institutions
Bodies Corporate	2059680	21.49
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	1538563	16.06
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	505792	5.28
Any Others (Specify)	180111	1.88
Non Resident Indians	14556	0.15
Overseas Corporate Bodies	162344	1.69
Clearing Members	3211	0.03
Sub Total	4284146	44.71
Total Public shareholding (B)	4294146	44.81
Total (A)+(B)	9582400	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	9582400	0.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Stainless Steel Pipes and Tubes.

Products :

ITC Code	Product Descriptions
730640.00	S. S. Welded Pipe
730410.01	S. S. Seamless Pipe

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Stainless Steel Pipes and Tubes		N.A.	10445	4894.014
Wind Power	(Units)	N.A.	2.25 MW	2940650

Notes:

1. The Company manufactures wide range of small and big diameter stainless steel welded and Seamless pipe and tubes and installed capacity in tons is based on Standard size of diameter.

2. Installed capacity is as certified by the management and relied by auditors being a technical matter.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

State Bank of India

Facilities :

Secured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
From State Bank of India:
a) Rupee Term Loan - I [Secured by equitable mortgage of land and building at Tarapur, land at Dhule for Wind Power Project and hypothecation of Plant and Machinery and extension of hypothecation charge on the entire current assets of the Company, consisting of Raw Materials, Stock-in-Process, Finished Goods, Stores and Spares, other Consumables, Book Debts, both Present and Future. The term loan is also guaranteed by two of the Directors.) (Repayable in monthly installment of 1.033 Millions each. Total number of installments - 60 ) (Applicable rate of interest - 15.50 % p. a)	24.259	35.996
b) Rupee Term Loan – II [Secured by equitable mortgage of land & building at Tarapur, land at Dhule for Wind Power Project and hypothecation of Plant and Machinery and extension of hypothecation charge on the entire current assets of the Company consisting of Raw Materials, Stock-in-Process, Finished Goods, Stores and Spares, other Consumables, Book Debts, both Present and Future. The term loan is also guaranteed by two of the Directors.) (Repayable in monthly installment of 1.500 Millions each. Total number of installments - 60 ) (Applicable rate of interest - 15.75 % p.a)	45.501	0.000
c) Vehicle Loan (Secured against hypothecation of the Vehicle purchased from such loans repayable in 36 EMI’s of 0.063 Million each)	0.890	0.000
Cash Credit Facility [Secured by first hypothecation charge on entire current assets consisting of raw material, semi-finished, finished goods and receivables. Extension of first charge on entire fixed assets of the Company consisting of land, building, plant and machinery situated at Tarapur, District Thane and at Brahmanwel, District Dhule. The Loans are also guaranteed by two of the Directors.)	348.648	294.721
Total	419.298	330.717

Banking Relations :	--
Auditors :
Name :	Sundarlal, Desai and Kanodia Chartered Accountants
Address :	903, Arcadia, 195, N.C.P.A. Road, Mumbai – 400021, Maharashtra, India
Relatives of key management personnel and other related parties :	Rajendra Electrical Motor Industries
Associates :	Ø Remi Process Plant and Machinery Limited Ø Remi Elektrotechnik Limited Ø Remi Metals Gujarat Limited Ø Remi Finance and Investment Private Limited Ø Remi Sales and Engineering Limited Ø Bajrang Finance Limited Ø Remi Securities Limited Ø Rajendra Finance Private Limited Ø Calplus Trading Private Limited Ø Aura Realfinvest Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
10000000	Equity Shares	Rs. 10/- each	Rs. 100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
9582400	Equity Shares	Rs.10/- each	Rs. 95.824 Millions

a) Terms/ Rights Attached to Equity Shares:

The company has only one class of equity shares having par value of 10/-each holder of equity shares is entitled to one vote per share. The company declares and pays dividend in Indian Rupees.

b) In the event of liquidation of the company, the holders of the equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

c) Details of Shareholders Holding more than 5% Shares of the Company:

Name of the Shareholder	No. of shares as on 31.03.2012
Vandana V. Saraf	485,972
Vishwambharlal Chiranjilal HUF	501,264
Minakshi R. Saraf	552,580
Rajendra Finance Private Limited	625,000
Remi Finance and Investment Private Limited	625,000
Remi Securities Limited	1,209,390
Hanuman Forging and Engineering Private Limited	1,000,000
Hanuman Freight and Carriers Private Limited	1,000,000

d) There is no change in share Capital during the year.

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		95.824	95.824	95.824
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		351.999	339.197	330.346
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		447.823	435.021	426.170
LOAN FUNDS
1] Secured Loans		419.298	330.717	254.655
2] Unsecured Loans		195.054	170.055	106.024
TOTAL BORROWING		614.352	500.772	360.679
DEFERRED TAX LIABILITIES		72.174	68.336	67.688
TOTAL		1134.349	1004.129	854.537
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		430.289	419.530	369.301
Capital work-in-progress		54.238	6.846	63.238
INVESTMENT		0.582	0.477	0.477
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	361.460	441.675	299.410
	Sundry Debtors	421.374	273.630	192.992
	Cash & Bank Balances	23.864	24.825	14.673
	Other Current Assets	1.117	0.471	0.000
	Loans & Advances	113.829	113.941	55.290
Total Current Assets		921.644	854.542	562.365
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	140.222	169.921	95.696
	Other Current Liabilities	128.477	101.568	41.559
	Provisions	3.705	5.777	3.589
Total Current Liabilities		272.404	277.266	140.844
Net Current Assets		649.240	577.276	421.521
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1134.349	1004.129	854.537

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	1815.372	1291.349	914.583
		Other Income	8.761	8.016	25.677
		TOTAL (A)	1824.133	1299.365	940.260
Less	EXPENSES
		Cost of Material Consumed	1420.178	1056.962
		Purchase of stock in trade	20.781	18.691
		Change in inventories of finished goods and work in progress	(49.756)	(87.099)
		Employee benefit expenses	64.524	61.954
		Other expenses	241.788	166.692
		TOTAL (B)	1697.515	1217.200	883.798
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		126.618	82.165	56.462
Less	FINANCIAL EXPENSES (D)		79.937	45.767	27.733
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		46.681	36.398	28.729
Less/ Add	DEPRECIATION/ AMORTISATION (F)		29.003	26.870	25.745
	PROFIT BEFORE TAX (E-F) (G)		17.678	9.528	2.984
Less	TAX (H)		4.876	0.677	(5.045)
	PROFIT AFTER TAX (G-H) (I)		12.802	8.851	8.029
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		117.977	119.126	121.097
Less	APPROPRIATIONS
		Transfer to General Reserve	5.000	10.000	10.000
	BALANCE CARRIED TO THE B/S		125.779	117.977	119.126
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	221.276	132.323	121.701
	IMPORTS
		Raw Materials	927.339	822.372	309.136
		Stores and Spare Parts	2.503	0.703	0.000
		Fixed Assets	7.167	5.065	52.449
	TOTAL IMPORTS		937.009	828.140	361.585
	Earnings Per Share (Rs.)		1.34	0.92	0.84

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
	1^st Quarter	2^nd Quarter
Net Sales	433.930	485.400
Total Expenditure	402.27	454.220
PBIDT (Excl OI)	31.660	31.180
Other Income	0.640	0.640
Operating Profit	32.300	31.820
Interest	20.200	18.070
Exceptional Items	0.000	0.000
PBDT	12.280	13.750
Depreciation	7.700	8.280
Profit Before Tax	4.590	5.480
Tax	1.240	2.100
Provisions and contingencies	0.000	0.000
Profit After Tax	3.350	3.380
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	3.350	3.380

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	0.70	0.68	0.85
Net Profit Margin (PBT/Sales)	(%)	0.97	0.74	0.33
Return on Total Assets (PBT/Total Assets}	(%)	1.31	0.75	0.32
Return on Investment (ROI) (PBT/Networth)		0.04	0.02	0.01
Debt Equity Ratio (Total Debt/Networth)		1.37	1.15	0.85
Current Ratio (Current Asset/Current Liability)		3.38	3.08	3.99

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	No
8]	No. of employees	No
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
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	Yes

UNSECURED LOANS

Unsecured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
Inter Corporate Loans	56.277	42.693
Deferred Sales Tax Liabilities	84.320	91.409
Inter Corporate Loans from Related Parties	54.457	35.953
Total	195.054	170.055

OPERATIONS:

The year ended March, 2012 has been a turbulent year for the Global as well as the Indian Economy. The Indian Rupee was very volatile and has experienced new lifetime lows against the US Dollar. Apart from this phenomenon, the high interest rate regime in the Indian Economy has taken its toll on the Capital Goods Industry. In spite of these negatives, the Company has achieved higher production by 54% volume, registering a growth of 30% which helped to achieve an EBIDTA growth of over the last year. The NP of the Company increased by 44.64% on the strength of higher EBIDTA. The benefit of the increased volume and sales did not reflect in the profitability due to the depreciating Rupee/ higher interest burden.

The adverse market conditions were tackled by the Company by its continuous effort of focusing on specialty product sectors, especially in the Energy Sectors. The management believes that further focus on these sectors is imperative for the Company’s growth and continues to focus on these specialty sectors. The expansion programme initiated in the previous year is under implementation. Certain up-gradations have been completed by March while the remaining would be completed in the coming year. The benefits of this would be accrued partially in the coming year and thereafter reflect in the future performance. The Company has received approval from the American Petroleum Institute (API) which would help selling its products in the Petroleum sector in India and overseas.

The management believes that the product portfolio up-gradation (derived from the expansion programmed undertaken) coupled with the measures to control the financial cost would help in achieving a better performance in the coming year.

MANAGEMENT DISCUSSION AND ANALYSIS

INDUSTRY STRUCTURE AND DEVELOPMENT:

The Stainless steel tube and pipe industry can be classified in the organized sector, in which the Company operates has witnessed sharp growth in capacity over the past few years. The growth in the product markets have shifted from the traditional focus on oil and petrochemical sector to the power sector. This shift stands to become more prominent in the next few years as the installation of nuclear power plants becomes more critical for the growth of the economy. There has been a revival in demand in the Fertilizer sector owing to the governments focus on increasing the agricultural produce.

OUTLOOK:

The management firmly believes that the Stainless Steel Tubular industry has strong fundamentals and views that thesis an essential product required during the further industrialization of the country. Its expansion programmed which catered to meeting the demand for value added products is going to give the Company a chance to participate in the specialized markets which are currently dominated with few manufacturers. The approvals received from users abroad will help in redevelopment of an export market which is currently negligible in the Company's portfolio.

CONTINGENT LIABILITIES

(Rs. in Millions)

Particulars	31.03.2012	31.03.2011
Bank guarantee given by bankers on behalf of the company	72.849	86.486
Guarantee given by the company to bakers on behalf of Associate Company	66.500	66.500
Bills discounted	31.260	48.727
Claims of collection	35.347	35.347
Central Excise (Disputed in Appeal)	7.094	7.094
Subletting Charges	0.000	0.137
In respect of custom Duty	3.301	1.067
Income tax matter	0.000	0.602

FIXED ASSETS

Tangible Assets

Ø Leasehold Land

Ø Land

Ø Leasehold Land

Ø Windmill

Ø Dies and Moulds

Ø Electrical Installation

Ø Office Equipments

Ø Air Conditioners

Ø Computers

Ø Furniture and Fixtures

Ø Vehicles

Intangible Asset

Ø Computer Software

WEBSITE DETAILS

PROFILE:

Subject is a highly acclaimed company initiated its stainless steel manufacturing processes in 1970, in association with M/s. KOBE STEEL, Japan. For making the products conveniently available to the customers under a single purview, Subject has centralised its manufacturing functions at Tarapur in an industrial plot of 51,000 sq. mtrs. Eventually through relentless endeavours, Subject has carved an unmatched standing in the industry for multiple series of seamless and welded construction of tubes and pipes holding a capacity of 12,000 MT per annum.

Subject constantly elevates product excellence and performance by Quality testing in a well equipped laboratory. Subject is honourably approved by all chief consultants in India and abroad, such as TUV, Bureau Veritas, TOYO, UHDE, FWL, Bechtel, Technip etc.

Subject is extremely vigilant about health and safety of the environment and society as a whole. Hence, as a responsible Corporate Company, they meet their power requisites from renewable energy sources. Their products have been a boon to various sectors like Refineries, Petrochemicals, Fertilizers, Pharmaceuticals, Paper and Pulp Industries, etc. Subject’s true asset is its experienced and dedicated team delivering exceptional products round the year. Superior products, Quality packaging, Timely delivery, Competent prices and Effective support is what REMI offers explicitly.

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 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. 53.29
UK Pound	1	Rs. 84.22
Euro	1	Rs. 72.33

INFORMATION DETAILS

Information Gathered by :	JML
Report Prepared by :	BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		28

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	-

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.