MIRA INFORM REPORT

Report Date :

12.02.2013

IDENTIFICATION DETAILS

Name :		SE FORGE LIMITED
Registered Office :		5, Shrimali Society, Navrangpura, Ahmedabad – 360009, Gujarat
Country :		India
Financials (as on) :		31.03.2011
Date of Incorporation :		26.06.2006
Com. Reg. No.:		04-48563
Capital Investment / Paid-up Capital :		Rs.2412.541 Millions
CIN No.: [Company Identification No.]		U27310GJ2006PLC048563
TAN No.: [Tax Deduction & Collection Account No.]		AHMS13124G
Legal Form :		A Closely Held Public Limited Liability Company
Line of Business :		Manufacturer of Castings and Forged parts required primarily for use in Wind Turbine Generators. (WTG’s).
No. of Employees :	900 (Approximately)

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 11420028
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is a subsidiary of Suzlon Energy Limited. It is an established company having moderate track. Profitability of the company appears to be under pressure. There appears some accumulated losses recorded by the company. However, trade relations are reported as fair. Business is active. Payments are reported to be slow. 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.

INFORMATION PARTED BY

Name :	Mr. Jayesh Gandhi
Designation :	AGM in Finance
Contact No.:	91-9979864609
Date :	28.03.2012

LOCATIONS

Registered Office/ Factory 1:	5, Shrimali Society, Navrangpura, Ahmedabad – 380009, Gujarat, India
Tel. No.:	91-79-26471100
Mobile No. :	91-9979864609 (Mr. Jayesh Gandhi)
Fax No.:	91-79-26565540
E-Mail :	mca@suzlon.com jayeshkumar.gandhi@seforge.com
Website :	www.seforge.com
Area :	5000 sq. ft. (Approximately)
Location :	Owned
Factory 2 :	Plot No. 1, Sez Unit, Suzlon Sez at NPO Piparia Taluka Vakhadiya, District, Vadodara – 391760, Gujarat, India
Tel. No.:	91-2668-245086/ 87/ 88/ 89/ 90
Fax No.:	91-2668-245226
Area :	25000 Sq. ft.
Location :	Leased
Factory 3 :	Plot No.1, SIL Hi-Tech Engineering, SEZ Karumathampatty, Coimbatore – 641659, Tamilnadu, India
Tel. No.:	91-421-2362800/ 2362971 to 73
Fax No.:	91-421-2362802
Location :	Leased

DIRECTORS

As on 20.08.2011 

Name :	Mr. Kirtikumar Jasvantlal Vagadia
Designation :	Director
Address :	D – 302, Kalptaru Regency – 2, Phase – 2, Kalyani Nagar, Near Joggers Park, Pune – 411006, Maharashtra, India
Qualification :	Graduate
Date of Birth/Age :	12.03.1965
Date of Appointment :	31.01.2009
Name :	Mr. Vinod R. Tanti
Designation :	Director
Address :	A – 901, Ssilver Woods Mundhwa, Pune – 411 036, Maharashtra, India
Date of Birth/Age :	29.06.1962
Qualification :	Graduate
Date of Appointment :	01.04.2008
Name :	Mr. Manfred Otto Wilhelm Egelwisse
Designation :	Director
Date of Birth/Age :	28.01.1955
Date of Appointment :	16.08.2010
Name :	Mr. Robin Banerjee
Designation :	Director
Date of Birth/Age :	20.08.1955
Date of Appointment :	04.02.2011

KEY EXECUTIVES

Name :	Ms. Geetanjali Godse
Designation :	Company Secretary
Address :	A2, 414, Mangalmurti Co-operative Housing Society, Sinhagad Road, Pune – 411006, Maharashtra, India
Date of Birth/Age :	06.11.1981
Date of Appointment :	01.11.2008
Name :	Mr. Jayesh Gandhi
Designation :	AGM in Finance

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 20.08.2011 

Names of Shareholders	No. of Shares (Equity)
Suzlon Energy Limited, Ahmedabad, Gujarat	241253525
Tulsi R Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Vinod R Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Girish R Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Gita T Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Sangita V Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Lina J Tanti Jointly with Suzlon Energy Limited, Ahmedabad, Gujarat	100
Total	241254125

As on 20.08.2011 

Category	Percentage
Bodies Corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Castings and Forged parts required primarily for use in Wind Turbine Generators. (WTG’s).

Products :

Products Descriptions	Item Code No.
Forging and Foundry	730710
Parts of Generators	85030010
Windmill Parts	85030090

Exports :

Countries :

European Countries, USA, Australia

Imports :

Products :

Raw Material

Countries :

European Countries

Terms :

Selling :

L/C

Purchasing :

L/C

GENERAL INFORMATION

Customers :

Manufacturer

No. of Employees :

900 (Approximately)

Bankers :

· State Bank of Patiala,

Commercial Branch, 1^st Floor, Atlanta, Jamnalal Bajaj Marg, Nariman Point, Mumbai – 400021, Maharashtra, India

· State Bank of India,

Overseas Branch, Amrit Jayanthi Bhavan, Navjivan Post Office, Ahmedabad – 380 014, Gujarat, India

· HDFC Bank Limited

· State Bank of Bikaner and Jaipur

· Punjab National Bank

International Banking Branch, DCM Building, Barakhamba Road, New Delhi 110001, India

Facilities :

(Rs. In Millions)

Secured Loans	31.03.2011	31.03.2010
Term Loan From Banks (Secured by first charge on all immovable and/or movable fixed assets and second charge on current assets)	4094.201	4166.377
Working Capital Facilities From Banks (Secured by hypothecation of inventories, book-debts and other current assets of the company, both present and future, second charge on all immovable fixed assets)	889.032	950.777
Total	4983.233	5117.154

Unsecured Loans :	31.03.2011	31.03.2010
Foreign Currency Loans Banks Unsecured	642.394	711.304
Working Capital Loans Banks Unsecured	480.558	187.696
Total	1122.952	899.000

Banking Relations :	--
Auditors :
Name :	S. R. Batlibol and Company Chartered Accountant
Address :	C – 401, Fourth Floor, Panchshil Tech Park, CTS No.2175, Yerwada (Near Don Bosco Scheel), Pune – 411006, Maharashtra, India
Tel No. :	91-20-66036000
Fax No. :	91-20-66015900
Holding Company :	· Suzlon Energy Limited CIN No.: L40100GJ1995PLC025447
Fellow Subsidiary :	· Suzlon Structures Private Limited · Suzlon Wind International Limited · Suzlon Towers and Structures Limited · SE Electricals Limited

CAPITAL STRUCTURE

As on 20.08.2011 

Authorised Capital :

No. of Shares	Type	Value	Amount
250000000	Equity Shares	Rs.10/- each	Rs.2500.000 Millions
27500000	Preference Shares	Rs.100/- each	Rs.2750.000 Millions
	Total		Rs.5250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
241254125	Equity Shares	Rs.10/- each	Rs.2412.541 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		2412.541	2412.541	2412.541
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		3435.967	3435.968	3435.968
4] (Accumulated Losses)		(2993.501)	(1833.050)	(594.843)
NETWORTH		2855.007	4015.459	5253.666
LOAN FUNDS
1] Secured Loans		4983.233	5117.154	3880.616
2] Unsecured Loans		1122.952	899.000	937.771
TOTAL BORROWING		6106.185	6016.154	4818.387
DEFERRED TAX LIABILITIES		0.000	0.000	19.067
TOTAL		8961.192	10031.613	10091.120
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		7735.627	8137.302	7035.984
Capital work-in-progress		531.895	649.250	1789.923
INVESTMENT		0.020	0.020	0.020
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	650.434	968.022	1156.443
	Sundry Debtors	1162.149	434.301	112.868
	Cash & Bank Balances	268.453	562.386	1110.009
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	150.648	141.843	138.741
Total Current Assets		2231.684	2106.552	2518.061
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	1338.865	662.446	1090.110
	Other Current Liabilities	174.948	184.250	156.314
	Provisions	24.221	14.815	6.444
Total Current Liabilities		1538.034	861.511	1252.868
Net Current Assets		693.650	1245.041	1265.193
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		8961.192	10031.613	10091.120

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	3576.069	1041.099	171.824
		Other Income	28.004	39.341	70.875
		TOTAL (A)	3604.073	1080.440	242.699
Less	EXPENSES
		Cost of goods sold	2212.502	609.868	35.214
		Manufacturing Expenses	479.037	216.102	0.000
		Manufacturing Service Costs	47.794	16.503	0.000
		Employees’ remuneration and benefits	273.454	213.393	83.063
		Administrative Expenses	302.351	280.149	319.343
		TOTAL (B)	3315.138	1336.015	437.620
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		288.935	(255.575)	(194.921)
Less	FINANCIAL EXPENSES (D)		744.318	583.040	157.031
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(455.383)	(838.615)	(351.952)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		705.068	418.526	175.675
	PROFIT BEFORE TAX (E-F) (G)		(1160.451)	(1257.141)	(527.627)
Less	TAX (H)		0.000	(18.934)	20.744
	PROFIT AFTER TAX (G-H) (I)		(1160.451)	(1238.207)	(548.371)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(1833.050)	(594.843)	(85.826)
Add	Exchange differences of earlier years capitalized to fixed assets.		0.000	0.000	39.354
	BALANCE CARRIED TO THE B/S		(2993.501)	(1833.050)	(594.843)
	EARNINGS IN FOREIGN EXCHANGE		NA	110.326	3.322
	Import
	Raw materials		NA	205.478	1084.752
	Stores and Spares		NA	13.459	12.960
	Capital Goods		NA	76.238	2423.500
	Total Imports		NA	295.175	3521.212
	Earning/(Loss) Per Share (Rs.)		(4.81)	(5.13)	(3.53)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	(32.19)	(114.60)	(225.95)
Net Profit Margin (PBT/Sales)	(%)	(32.45)	(120.75)	(307.07)
Return on Total Assets (PBT/Total Assets}	(%)	(11.64)	(12.27)	(5.52)
Return on Investment (ROI) (PBT/Networth)		(0.40)	(0.31)	(0.10)
Debt Equity Ratio (Total Liability/Networth)		2.67	1.71	1.16
Current Ratio (Current Asset/Current Liability)		1.45	2.44	2.01

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS

(Rs. In millions)

Particulars	31.03.2011	31.03.2010	31.03.2009
Sundry Creditors :	1338.865	662.446	1090.110
Total	1338.865	662.446	1090.110

NATURE OF OPERATIONS:

Subject is engaged in the manufacture of Castings and Forged Parts required primarily for use in Wind Turbine Generators ('WTGs'). The Company has set up its manufacturing facilities as "Units in Notified SEZWat Vadodara and Coimbatore, in the states of Gujarat and Tamil Nadu respectively. The Company has obtained an approval from the Development Commissioner for setting up of the manufacturing facilities as "Units in the Notified SEZ" vide letter No KASEZ/P&C/6/57/07-0814744 dated 31st July 2007 for Vadodara Unit; and letter No. 81112007-Suzlon lnfra dated 18th September 2007 for Coimbatore Unit.

change of address:

The situation of the registered office of the company was changed from Suzlon, 5, Shrimali Society, Navarangapura, Ahmedabad – 380 009, Gujarat to the present address w.e.f. 01.08.2006.

BUSINESS REVIEW:

During the year under review, the Company has achieved Sales Turnover of Rs.3576.070 millions and achieved growth of 243% in Sales as compared to previous year. The Company has also achieved a Direct Export of Rs.529.902 millions (Previous Year Rs.110.326 millions) and Deemed Export (Sales to Other SEZ entities / EOU units) Rs.243.486 millions (Previous Year Rs.283.825 millions), achieving growth of 96% in Total Exports as compared to previous year. The Company has also achieved positive EBIDTA for all the quarters.

During the year under review, the Company has also developed New Customers for Wind and Non Wind application of its products and have added new customers to its Customer Portfolio. As a Business Strategy, the Company continuously explores new geographies in Europe, U.S.A and Latin America for its products, by active marketing initiatives.

The Company has identified and continuously explores Non Wind Application of its products like Oil and Gas Sector, Process Equipments etc.

FORM: 8

Corporate identity number of the company	U27310GJ2006PLC048563
Name of the company	SE FORGE LIMITED
Address of the registered office or of the principal place of business in India of the company	5, Shrimali Society, Navrangpura, Ahmedabad – 360009, Gujarat, India
This form is for	Modification of charge
Type of charge	Immovable property Book debts Movable property (not being pledge) Floating charge
Particular of charge holder	· Punjab National Bank International Banking Branch, DCM Building, Barakhamba Road, New Delhi 110001, India Email: shobhakathuria@pnb.co.in
Nature of instrument creating charge	Supplemental Loan Agreement dated 12th July 2011
Date of instrument Creating the charge	12.07.2011
Amount secured by the charge	Rs. 2768.182 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest 4.75% (Term Premium 0.50% plus Spread applicable 4.25%) above 10% Base Rate i.e. 14.75% per annum at monthly rest Terms of repayment The outstanding loan amount shall be repayable in 20 equal quarterly instalments of Rs.131.818 millions each and 1 instalment of Rs.131.822 millions commencing from September 2011 and ending on September 2016 Margin 51.72% Extent and operation of the charge There is no change in extent and operation of the charge
Short particulars of the property charged (Including location of the property)	first pari passu charge on whole of the movable fixed assets second pari passu charge on whole of the current assets of the Company, situate at Village Karumathampatti and Kittampalayam, Taluka Palladam, District Coimbatore, Tamilnadu second pari passu charge on whole of the current assets of the Company, situate at Village Pipalia and Alwa, Taluka Waghodia, District Vadodara, Gujarat first pari passu charge on all immovable properties of the Company, situate at Village Karumathampatti and Kittampalayam, Taluka Palladam, District Coimbatore, Tamilnadu first pari passu charge on all immovable properties of the Company, situate at Village Pipalia and Alwa, Taluka Waghodia, District Vadodara, Gujarat There is no change in particulars of the property or assets charged. 1) First pari passu charge over whole of the movable fixed assets of the Company situate at Special Economic Zone (SEZ) at (i) Village Karumathampatti and Kittampalayam, Taluka Palladam, District Coimbatore in the State of Tamilnadu and (ii) Village Pipalia and Alwa, Taluka Waghodia, District Vadodara in the State of Gujarat; and 2) Second pari passu charge on whole of the current assets of the Company, namely, stocks of raw materials, stocks in process, semi-finished and finished goods, stores and spares not relating to plant and machinery (Consumable stores and spares), bills receivable and book-debts and all other movables, both present and future, whether now lying loose or in case or which are not lying or stored in or about or shall hereafter from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about of the Company’s factories, premises and godowns situate at Special Economic Zone (SEZ) at (i) Village Karumathampatti and Kittampalayam, Taluka Palladam, District Coimbatore in the State of Tamilnadu and (ii) Village Pipalia and Alwa, Taluka Waghodia, District Vadodara in the State of Gujarat or wherever else the same may or be held by any party to the order or disposition of the Company or in the course of transit or on high seas or on order or delivery, howsoever and wheresoever in the possession of the Company and either by way of substitution or addition.
Date of instrument modifying the charge	15.04.2009
Particulars of the present modification	By virtue of Supplemental Loan Agreement dated 12th July 2011, there has been revision in the repayment schedule and rate of interest for the outstanding loan - the revised repayment schedule and the rate of interest are as also stated in the Supplemental Loan Agreement

FIXED ASSETS:

· Factory Building

· Plant and Machinery

· Furniture and Fixture

· Computers and Peripherals

· Office Equipment

· Vehicles

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	--
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	--
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	--
15) Capital in the business	Yes
16) Details of sister concerns	No
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	No
28) Incorporation details, if applicable	--
29) Last accounts filed at ROC	--
30) Major Shareholders, if available	--

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. 53.68
UK Pound	1	Rs. 84.84
Euro	1	Rs. 71.87

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--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	-

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.