MIRA INFORM REPORT

Report Date :

04.02.2013

IDENTIFICATION DETAILS

Name :	SUMITOMO CHEMICAL INDIA PRIVATE LIMITED
Registered Office :	Moti Mahal, 7th Floor, 195, Jamshedji Tata Road, Churchgate, Mumbai – 400020, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	15.02.2000
Com. Reg. No.:	11-124224
Capital Investment / Paid-up Capital :	Rs.2329.850 Millions
CIN No.: [Company Identification No.]	U24110MH2000PTC124224
TAN No.: [Tax Deduction & Collection Account No.]	MUMS37630F
PAN No.: [Permanent Account No.]	AAECS3750L
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacture and Exporter of Organic, Inorganic and Agro Chemical.
No. of Employees :	500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (36)

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

Maximum Credit Limit :	USD 6000000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is a part of Sumitomo Chemical Company Limited, Japan. It is established company having moderate track record. There appears accumulated losses recorded by the company. However, capital base of the company seems to be strong. Subject gets good support from its holding companies. Trade relations are reported to be 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.

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

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 PARTED BY

Name :	Mr. Bharat Malik
Designation :	Senior Manager Finance
Contact No.:	91-22-22892610
Date :	02.02.2013

LOCATIONS

Registered Office :	Moti Mahal, 7th Floor, 195, Jamshedji Tata Road, Churchgate, Mumbai – 400020, Maharashtra
Tel. No.:	91-22-22892610-19 / 228292611
Fax No.:	91-22-22892600
E-Mail :	scmarfatia@sumichemindia.com bharatmalik@sumichemindia.com
Area :	1000 Sq ft
Location :	Leased
Factory :	C-5/184-185, GIDC, Vapi – 396195, Gujarat, India
Area :	5000 Sq ft
Location :	Leased

DIRECTORS

As on: 29.09.2012

Name :	Mr. Tadahisa Ooka
Designation :	Managing Director
Address :	B-182, 18th, Floor, Grand Paradi Co-Operative Housing Society, Dady Seth Hill, August Kranti, Near Shalimar Hotel, Kemps Corner, Mumbai – 400036, Maharashtra, India
Date of Birth/Age :	13.09.1945
Date of Appointment :	24.05.2010
Voter ID No.:	03080249
Name :	Mr. Chetan Shantilal Shah
Designation :	Joint Managing Director
Address :	Bhagwati Bhuvan , 5th Floor, 31-B, Carmichael Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	22.07.1954
Date of Appointment :	13.06.2010
PAN No.:	AABPS6839G
DIN No.:	00488127
Name :	Mr. Rohit Berry
Designation :	Director
Address :	B-605/606, Som Vihar Apartments, R K Puram, New Delhi-110022, India
Date of Birth/Age :	25.08.1970
Date of Appointment :	05.10.2009
DIN No.:	00453642
Name :	Mr. Rei Nishimoto
Designation :	Director
Address :	4-43-201, Shinsuna, 3 Chome, Koto- Ku, Tokoyo- 1360075, Japan
Date of Birth/Age :	23.04.1957
Date of Appointment :	09.10.2006
DIN No.:	02673518
Name :	Mr. Keiichi Sakata
Designation :	Director
Address :	2-10-16, Sakuragaoka, Setagaya-Ku, Tokyo- 156 0054 Japan
Date of Birth/Age :	22.10.1959
Date of Appointment :	21.05.2009
DIN No.:	02662456
Name :	Mr. Akira Taniuchi
Designation :	Director
Address :	2-13-1-508 Sakurzutsumi, Musashino-Shi, Tokyo- 180 0021, Japan
Date of Birth/Age :	30.08.1961
Date of Appointment :	13.06.2010
DIN No.:	03080268
Name :	Mr. Hideo Wada
Designation :	Director
Address :	Dai 1980-60, Kamakura-Shi, Kanagawa, 2470061-Japan
Date of Birth/Age :	24.03.1962
Date of Appointment :	10.01.2011
DIN No.:	03373574

KEY EXECUTIVES

Name :	Mr. Bharat Malik
Designation :	Senior Manager Finance
Name :	Mr. Viral Ghanshyambhai Somani
Designation :	Secretary
Address :	Flat No. 504, Bldg No.2, Labh Krupa Co-Operative Housing Society, Navagaon, Dahisar (West), Mumbai – 400103, Maharashtra, India
Date of Birth/Age :	22.03.1980
Date of Appointment :	28.09.2012
PAN No.:	AURPS4425J

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 29.09.2012

Names of Shareholders	No. of Shares
Sumika Life Tech Limited, Japan	2
Sumitomo Chemical Company Limited, Japan	218484519
Chetan Shantilal Shah	14500000
Total	232984521

Equity Share Break up (Percentage of Total Equity)

As on: 29.09.2012

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	93.80
Directors or relatives of directors	6.20
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacture and Exporter of Organic, Inorganic and Agro Chemical.
Exports :
Products :	Organic Inorganic Agro Chemical
Countries :	Japan Belgium Singapore
Imports :
Products :	Raw Material
Countries :	USA Japan Singapore Vietnam
Terms :
Selling :	Cash and Credit
Purchasing :	Cash and Credit

GENERAL INFORMATION

Suppliers :

• Crystal Phosphates Limited

Customers :

End Users

• Godrej Sara Lee Limited

No. of Employees :

500 (Approximately)

Bankers :

• City Bank, Fort Branch, Mumbai, Maharashtra, India

Tel. No.: 91-22-22695757

• Standard Charter Bank, Fort Branch, Mumbai, Maharashtra, India

Facilities :

(Rs. In Millions)

Unsecured Loan	As on 31.03.2012	As on 31.03.2011
Term loans from banks	0.000	519.500
Total	0.000	519.500

Banking Relations :	--
Auditors :
Name :	B S R and Company Chartered Accountants
Address :	1st Floor Lodha Excelus, Apollo Mills Compound, N M Joshi Marg,Mahalaxmi, Mumbai - 400011, Maharashtra, India
PAN No.:	AAAFB9852F
Fellow Subsidiary Company:	Valent Biosciences Corporation, USA Sumitomo Chemical Singapore Pte. Limited SCA South Asia Petrochemicals Private Limited CIN No.: U24231DL2009FTC189533 Sumitomo Chemical Australia Pty Limited Sc Enviro Agro India Private Limited CIN No.: U01110MH1987PTC044936 New Chemi Industries Limited CIN No.: U74999MH1966PLC013452
Holding Company :	Sumitomo Chemicals Company Limited, Japan

CAPITAL STRUCTURE

As on: 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
250000000	Equity Shares	Rs.10/- each	Rs.2500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
232984521	Equity Shares	Rs.10/- each	Rs.2329.850 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		2329.850	1362.310	1362.310
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(823.100)	(716.180)	(519.027)
NETWORTH		1506.750	646.130	843.283
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		0.000	519.500	396.603
TOTAL BORROWING		0.000	519.500	396.603
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		1506.750	1165.630	1239.886
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		532.150	103.900	238.807
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.380	0.360	0.364
DEFERREX TAX ASSETS		0.000	0.000	0.000
OTHER NON CURRENT ASSETS		0.040	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1130.150	580.220	546.331
	Sundry Debtors	1294.200	866.900	901.556
	Cash & Bank Balances	353.490	63.910	62.791
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	281.040	235.090	124.637
Total Current Assets		3058.880	1746.120	1635.315
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1821.230	494.310	432.037
	Other Current Liabilities	253.170	186.340	197.158
	Provisions	10.300	4.100	5.405
Total Current Liabilities		2084.700	684.750	634.600
Net Current Assets		974.180	1061.370	1000.715
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1506.750	1165.630	1239.886

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	4506.590	2292.960
		Other Income	13.960	9.650
		TOTAL	4520.550	2302.610	2327.460
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	4627.470	2499.770	2815.850
	PROFIT/ (LOSS) BEFORE TAX		(106.920)	(197.160)	(488.390)
Less	TAX		NA	NA	(36.190)
	PROFIT/ (LOSS) AFTER TAX		NA	NA	(452.200)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	NA	(78.230)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	NA	584.920
	TOTAL EARNINGS		NA	NA	584.920
	Earnings Per Share (Rs.)		NA	NA	(3.32)

Expected Sales (2012-2013): Rs.5000.000 Millions

The above information has been parted by Mr. Bharat Malik

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	NA	NA	(19.43)
Return on Total Assets (PBT/Total Assets}	(%)	(2.98)	(18.17)	(26.06)
Return on Investment (ROI) (PBT/Networth)		0.08	0.31	(0.58)
Debt Equity Ratio (Total Debt/Networth)		0.00	0.80	0.47
Current Ratio (Current Asset/Current Liability)		1.47	2.55	2.57

LOCAL AGENCY FURTHER INFORMATION

Details of Sundry Creditors:

(Rs. In Millions)

Particulars	31.03.2012	31.03.2011	31.03.2010
Sundry Creditors	1821.230	494.310	432.037
Total	1821.230	494.310	432.037

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	Yes
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	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	Yes
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	Yes
20]	Export / Import details (if applicable)	Yes
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	Yes
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

FINANCIAL PERFORMANCE:

During the year, the turnover of the Company was Rs.4506.590 millions as compared to Rs.2292.960 millions in the previous year. After making provision for Depreciation, Interest and Tax, the Net Loss incurred by the Company during the year under report was Rs.106.920 millions as against Rs.197.160 millions in the previous year. The turnover of the Company has doubled this year as compared to previous year due to approval of Scheme of arrangement entered between the Company and SC Enviro Agro India Private Limited and New Chemi Industries Limited and Scott Pharmaceuticals Private Limited. During the year, the Company has introduced Animal Nutrition Division which has contributed to the net turnover of the Company of Rs. 834.000 millions. The amount of loss incurred by the Company during the year under report has also reduced as compared to previous year. Losses incurred during the current year is mainly because of exchange loss incurred of Rs. 91.000 millions.

FUTURE OUTLOOK:

In the face of escalating input costs, stiffer competition, and a struggling global economy, Sumitomo has continued its quest to increase the operational size and reduce operating cost and adhere to the principal of deriving incremental profits through higher volumes. Despite economic headwinds, the chemical sector has experienced some positive momentum in the year under report. The improved cash positions will allow the company to be more aggressive to drive growth and innovation – both organically and inorganically. Ongoing business challenges such as the prolonged global economic crisis, volatile input prices and increased pricing pressures are dampening company’s expectations.

The business of household insecticides is growing at a steady rate. The company has plans to further expand its activities in the areas of Household Insecticides, (such as the Company has obtained registration of one of its product named as “SUMI ONE”), Crop Protection and Public Health. If normal conditions prevail, the company is hopeful of achieving better results in coming years.

CONTINGENT LIABILITIES:

(Rs. In Millions)

Particular	31.03.2012	31.03.2011
Disputed Sales Tax demand – matter under appeal	8.770	8.270
Disputed Income Tax demand – matter under appeal	114.500	48.120
Disputed rent of premises	2.710	2.710
Bank guarantee given	5.550	0.000
Disputes Service Tax demand –matter under appeal	6.410	0.000
Disputes Demand under the Central Excise Act – matter under appeal	3.380	0.000

TRADE REFERENCE:

• Godrej Sara Lee Limited
• Crystal Phosphates Limited

FIXED ASSETS:

Tangible Assets

• Land
• Buildings
• Residential Building
• Office Building
• Factory Building
• Plant and Equipment
• Furniture and Fixtures
• Vehicles
• Office Equipment
• Leasehold Improvements
• Computers
• Electrical Installation
• Piping and Structure

Intangible Assets

• Goodwill
• Brands
• Trade Marks
• Copyrights
• Patents
• Licenses
• Franchise
• Know-How

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.53.32
UK Pound	1	Rs.84.60
Euro	1	Rs.72.63

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	4
--CREDIT LINES	1~10	4
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		36

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.