MIRA INFORM REPORT

Report Date :

08.01.2013

IDENTIFICATION DETAILS

Name :	SPICER INDIA LIMITED
Registered Office :	29 Milestone Pune Nasik Highway, Village Kuruli, Taluka Khed Pune - 410501, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	29.07.1993
Com. Reg. No.:	11-073227
Capital Investment / Paid-up Capital :	Rs. 978.300 millions
CIN No.: [Company Identification No.]	U34300MH1993PLC073227
TAN No.: [Tax Deduction & Collection Account No.]	PNES11424A
PAN No.: [Permanent Account No.]	AAECS1869C
Legal Form :	A Closely Held Public Limited Liability Company.
Line of Business :	Manufacturer of Auto Part Components.
No. of Employees :	2500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (54)

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

Maximum Credit Limit :	USD 8100000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established as a Joint Venture between Dana Holding Corporation USA and Anand Automotive Limited. It is a well established company having fine track record. The company is progressing well. Financial position of the company is good. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitment. The company can be considered normal for business dealings at usual trade terms and conditions.

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. Rajarshi
Designation :	Account Manager
Contact No.:	91-2135-301100
Date :	05.01.2013

LOCATIONS

Registered Office :	29, Milestone, Pune Nashik Highway, Village Kuruli Taluka Khed, Pune- 410501, Maharashtra, India
Tel. No.:	91-2135-301100 / 301125 91-20-24102501/ 02 / 03/ 04 / 05 / 562501 / 2135-2301125 / 301100
Mobile No. :	91-9623121814 [Mr. Pravin]
Fax No.:	91-2135-301122 91-20-24102516 / 2135-252229/24120516 / 562516 / 2301122 (General office) / 301133 (Axle Office)
E-Mail :	rk.jain@dana.com krishna.kumar@dana.com rajarshi.daharwd@dana.com
Website :	www.dana.com www.spicerindia.com
Location :	Owned
Corporate Office:	Survey No. 24/P and 29 /9 Village, Jodalli – 580 114, Karnataka, India
Factory 1:	Village, Jodalli, Taluka Kalghatgi, District Dharwad, Jodalli - 580 114, Karnataka, India.
Tel No:	91-836-2310482/3
Fax No:	91-836-2310481
Factory 2:	Plot 144, Sipcot Industrial Comples, Phase – I, Hosur - 635126, Tamilnadu, India.
Tel No:	91-4344-277026
Fax No:	91-4344-277803
Factory 3:	Gat No. 74/A, Tulja Bhavani Industrial Estate, Near to Additional M. I. D. C. Karandwadi, Satara –415004, Maharashtra, India.
Tel No:	91-2162-246503/4/6
Fax No:	91-2162-246505
Factory 4:	622-626, Kuruli, Chakan, Pune- 410 501, Maharashtra, India.
Tel No:	91-2135-252228
Factory 5:	Santnagar, Uttarakhand, India
Factory 6:	Hobli Uttarakhand, India

DIRECTORS

As on: 09.07.2012

Name :	Mr. Deepak Chopra
Designation :	Managing Director
Address :	7 and 8, Anfilco Housing Colony, Palam Gurgaon Road, Dundhara, Gurgaon – 122 001, Haryana, India
Date of Birth/Age :	15.12.1954
Date of Appointment :	19.01.2009
DIN No.:	00028770
Name :	Mr. Deep Chand Anand
Designation :	Chairman
Address :	No. 1, Sri Aurobindo Marg, Hauz Khas, New Delhi - 110 016, India
Date of Birth/Age :	26.08.1933
Date of Appointment :	29.07.1993
DIN No.:	00090123
Name :	Mr. Bharat Dev Singh Kanwar
Designation :	Director
Address :	A-701, Eves Garden, Baner Road, Baner, Pune – 411 045, Maharashtra, India
Date of Birth/Age :	08.11.1956
Qualification :	B.E. Chemical
Date of Appointment :	06.12.2010
DIN No.:	00428180
Name :	Mr. Mahendra Kumar Goyal
Designation :	Director
Address :	Building A/3, Flat No.201, Kunal Icon Pimple Saudagar, Aundh Annex, Pune – 411 027, Maharashtra, India
Date of Birth/Age :	01.11.1969
Qualification :	ACA, ACS, CWA
Date of Appointment :	08.12.2009
DIN No.:	02605616
Name :	Mr. Robert David Pyle
Designation :	Director Appointed in Casual Vacancy
Address :	No.4, Gao An Road, Xuhui District, Shanghai 200030, China
Date of Birth/Age :	12.12.1966
Date of Appointment :	05.06.2012
DIN No.:	03622775
Name :	Mr. Mark Emerson Wallace
Designation :	Director appointed in casual vacancy
Address :	790 Broad CT N, Naples Fl, 34102, United States of America
Date of Birth/Age :	16.01.1967
Date of Appointment :	16.09.2011
DIN No.:	03645546
Name :	Mr. Jason Wesley Johnson
Designation :	Director appointed in casual vacancy
Address :	2311 Gibley Park Road, Toledo OH, 43617, United States of America
Date of Birth/Age :	15.03.1972
Date of Appointment :	07.03.2012
DIN No.:	05226025

KEY EXECUTIVES

Name :	Mr. Rajendra Kumar Jain
Designation :	Company Secretary
Address :	R 5, Gulmohar Park, Vishal Nagar, Pimple Nilakh, Chinchwad, Pune 411027, Maharashtra, India
Date of Birth/Age :	12.09.1972
Date of Appointment :	28.03.2012
PAN No.:	AEAPJ8408D
Name :	Mr. Rajarshi
Designation :	Account Manager
Name :	P. Arul Kumar
Designation :	Chief Operating Officer
Name :	R K Jain
Designation :	Finance, IT and Costing
Name :	NN Vakil
Designation :	Operations
Name :	MR Raghu
Designation :	Application Engg. and Central Quality
Name :	P Duvedi
Designation :	Strategic Sourcing and VA/VE
Name :	Kaushik Trivedi
Designation :	SCMG
Name :	A Soman
Designation :	Business Development and Project Management
Name :	Manoj Sharma
Designation :	Human Resources
Name :	Gagan Bindra
Designation :	Managerial Flow Management

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 09.07.2012

Names of Shareholders	No. of Shares
Dana World Trade Corporation, USA	73274670
Asia Investments Limited, New Delhi, India	24555325
Praveshkumar Srivastava	1
Chandrakant Somabhai Patel	1
K. K. Jaggi	1
Deepak R. Chopra	1
Charanjit Singh	1
Total	97830000

Equity Share Break up (Percentage of Total Equity)

As on: 09.07.2012

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	74.90
Bodies corporate	25.10
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Auto Part Components.

Products :

Item Code No.	Product Description
87085000	Axles
87089900	Propeller Shaft Assembly
87089900	Yokes
87089900	Companion Flanges
87089900	Diff-Cases

· Light Axles

· Driveshaft

· Compact 2000 Series

Imports :

Products :

Raw Material

Countries :

· USA

· UK

Terms :

Selling :

Cash / Credit

Purchasing :

Cash / Credit

PRODUCTION STATUS (as on 31.03.2011):-

Particulars	Unit	Installed Capacity [ 000’Per Annum]	Actual Production**
Yokes	Nos.	3500	1951297
Propeller Shaft Assembly	Nos.	975	588279
Axles	Nos.	375	264848
Companion Flanges	Nos.	1980	1311073
Diff-Cases	Nos.	420	288840

Notes : * *Actual Production includes items used as components in own production.

GENERAL INFORMATION

Suppliers :

Mungi Engineers Private Limited

Customers :

Wholesalers and Retailers

· Ashok Leyland Limited

· Asia Motor Works Limited

· Bharat Earth Movers Limited

· Caterpillar India

· Force Motors

· Ford

· General Motors India

· International Cars and Motors Limited

· Man Force Trucks Private Limited

· Mahindra and Mahindra

· Tata Motors

No. of Employees :

2500 (Approximately)

Bankers :

· Deutsche Bank, Hazarimal Somani Marg, Fort, Mumbai – 400001, Maharashtra, India

· Bank of Nova Scotia, Mittal Towers, 'B' Wing, Nariman Point, Mumbai - 400 021, Maharashtra, India

· Standard Charted Grindlays Bank Limited

· HDFC Bank Limited, HDFC Bank House Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Tel. No.: 91-20-61606161 / 66034332

· Yes Bank

· Kotak Mahindra Bank

Facilities :

CC, OD, TL Rs.1500.000 Millions (From HDFC Bank Limited)

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Borrowings (Buyers Import Credit for Capital Goods are secured by hypothecation of specific Plant and Machinery procured using the loan)	152.653	107.268
Total	152.653	107.268

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address :	Muttha Towers, 5^th Floor, Suite No. 8, Airport Road, Yerawada, Pune – 411 006, Maharashtra, India
Pan No.:	AAEFP3641G
Holding Company :	DANA World Trade Corporation, USA
Ultimate Holding Company:	DANA Holding Corporation, USA
Fellow Subsidiaries :	Dana Austria GmBH Dana Automotive Systems Group, LLC Dana Global Products, Inc Dana GmbH Dana Heavy Vehicle Systems Group, LLC Dana India Private Limited Dana Italia, SpA Dana Japan Limited Dana Spicer (Thailand) Limited Dana Spicer Europe Limited Dana Spicer Industria e Commercio Antopeca Limited Dana UK Driveshaft Limited Fujian Spicer Drivestrain Systems Company Limited Industria de Ejes y Transmissiones S.A. ROC Spicer, Limited Spicer Axle Australia Pty Limited Spicer Ayra Cardon, S.A. Spicer France S.A.S. Spicer Gelenkwellenbau GmbH Spicer Nordiska Kardan AB
Enterprises which are owned, or have significant influence of or are partners with Key management personnel and their relatives	Asia Investments Private Limited CIN : U65993MH1966PTC206200

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
109000000	Equity Shares	Rs. 10/- each	Rs.1090.000 millions
100000	Redeemable Preference Shares	Rs. 100/- each	Rs. 10.000 millions
	Total		Rs. 1100.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
97830000	Equity Shares	Rs. 10/- each	Rs.978.300 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		978.300	978.300	978.300
2] Share Application Money		0.000	0.0000	0.000
3] Reserves & Surplus		1065.641	829.362	808.651
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		2043.941	1807.662	1786.951
LOAN FUNDS
1] Secured Loans		152.653	107.268	0.000
2] Unsecured Loans		0.000	0.000	4.660
TOTAL BORROWING		152.653	107.268	4.660
DEFERRED TAX LIABILITIES		20.665	6.682	12.172
TOTAL		2217.259	1921.612	1803.783
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		1612.275	1024.402	1034.524
Capital work-in-progress		127.146	327.446	18.999
INVESTMENT		0.007	0.012	0.012
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	929.669	842.084	556.456
	Sundry Debtors	1403.044	1141.922	851.365
	Cash & Bank Balances	450.165	322.402	1006.943
	Other Current Assets	13.418	69.516	5.292
	Loans & Advances	503.870	538.863	214.211
Total Current Assets		3300.166	2914.787	2634.267
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	2231.418	2027.089	913.601
	Other Current Liabilities	205.460	146.098	756.190
	Provisions	385.457	171.848	214.228
Total Current Liabilities		2822.335	2345.035	1884.019
Net Current Assets		477.831	569.752	750.248
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		2217.259	1921.612	1803.783

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	10438.479	8582.501	6428.311
		Other Income	26.635	104.967	81.167
		TOTAL (A)	10465.114	8687.468	6509.478
Less	EXPENSES
		Cost of materials consumed	7347.130	6326.073
		Purchases of stock-in-trade	6.756	0.000
		Changes in inventories of finished goods, work-in-progress and stock-in-trade	(15.716)	(137.392)	5764.729
		Employee benefit expense	488.204	360.510
			1674.437	1414.632
		TOTAL (B)	9500.811	7963.823	5764.729
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		964.303	723.645	744.749
Less	FINANCIAL EXPENSES (D)		14.479	4.981	1.128
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		949.824	718.664	743.621
Less/ Add	DEPRECIATION/ AMORTISATION (F)		152.344	109.815	120.834
	PROFIT BEFORE TAX (E-F) (G)		797.480	608.849	622.787
Less	TAX (H)		220.100	75.163	123.962
	PROFIT AFTER TAX (G-H) (I)		577.380	533.686	498.825
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		470.309	502.966	339.598
Less	APPROPRIATIONS
		Transfer to General Reserve	58.000	53.369	49.883
		Proposed Dividend on Equity	294.000	97.830	146.745
		Interim Dividend – Equity	48.000	342.405	97.830
		Tax on Proposed Dividend		15.870	24.373
		Tax on Interim Dividend		56.869	16.626
	BALANCE CARRIED TO THE B/S		647.689	470.309	502.966
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	1510.695	1231.084
	TOTAL EARNINGS		NA	1510.695	1231.084
	IMPORTS
		Raw Materials	NA	625.865	386.516
		Stores & Spares	NA	15.440	1.846
		Capital Goods	NA	210.007	4.236
	TOTAL IMPORTS		NA	851.312	392.598
	Earnings Per Share (Rs.)		5.91	5.46	5.10

Expected Sales (2012-13) : Rs.12000.000 Millions

The above information has been parted by Mr. Rajarshi

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	5.52	6.14	7.66
Net Profit Margin (PBT/Sales)	(%)	7.64	7.09	9.69
Return on Total Assets (PBT/Total Assets}	(%)	16.23	15.46	16.98
Return on Investment (ROI) (PBT/Networth)		0.39	0.34	0.35
Debt Equity Ratio (Total Liability/Networth)		1.46	1.36	1.06
Current Ratio (Current Asset/Current Liability)		1.17	1.24	1.40

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF SUNDRY CREDITORS

Rs. In Millions

Particular	31.03.2012	31.03.2011	31.03.2010
Creditors Due Others	2231.418	2027.089	913.601
Total	2231.418	2027.089	913.601

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	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	Yes
18]	Major customers	Yes
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	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

TRADE REFERENCES

· Mungi Engineers Private Limited

· Tata Motors

INDIAN ECONOMY

The Indian GDP grew around 7.0% after having grown at 8.4% in preceding two years. The Industrial sector witnessed a growth of 3.6% as against 8.3% in previous year. Growth in Service sector continues to broad based 9.4% as against 9.3% in previous year. Agricultural sector grew by 2.5% against 7.0% previous years. The Indian rupee has depreciated by 5.5% against the US $ in 2011-12.

AUTOMOTIVE INDUSTRY

The overall auto industry recorded a growth of around 14% in the financial year 2011-12, as compared to the previous year. Utility Vehicle, LCV and M and HCV segments in which the Company has presence, registered an increase of 20% compared to the previous year. While Utility Vehicle and LCV segments recorded an increase of 19% and 27%, respectively, M and HCV segment recorded an increase of 11% in comparison to the previous year.

PERFORMANCE ANALYSIS

During the financial year, the Company achieved the highest ever sales turnover of Rs.10438.000 millions, as compared to Rs.8583.000 millions in the previous year registering a growth of 21.6 %. Domestic sales recorded an increase of 21.6% during the financial year aligned to overall market in its business segment and export sales were up by 21.7% as compared to the previous year. The Company continues to be a market leader in its domestic product range. The Directors wish to inform that despite major challenges of global market recession, higher input costs and increase in conversion costs due to high inflation, the Company has been successful in improving its profitability and cash flow through effective cost control, and improvement in conversion cost and working capital management. Consequently, during the financial year, the Profit before Tax and Profit after Tax were at Rs.797.480 millions and Rs.577.380 millions, respectively, as compared to Rs.608.849 millions and Rs.533.686 millions, respectively in the previous year. Maximising stakeholders’ value and managing of the changing auto market dynamics and cost factors and successfully sustaining the margins shall be the key focus of the Company and the Company is committed and well poised to continue all efforts in this direction. The Company continues to measure and improve operational excellence through KPI, DOS, 5S, Reduction in conversion cost and COPQ (Cost of Poor Quality) across all its plants. The manufacturing work culture imbibes continuous and productivity improvement process through Dana Operating System and (DOS) and Anand Production System (APS) implemented and regularly monitored as a key KPI at all manufacturing locations. These KPIs are integrated in to the Employees Performance Measurement System to sustain operational excellence and continuous improvement. The Company has continued to take various initiatives and to focus its efforts towards quality/Safety/Productivity improvement, thereby targeting to achieve zero PPM and Accidents, while assuring that their processes are cost effective. Supply Chain management is the key factor for the Company’s success. Visionary small and medium enterprises (VSME) initiatives have been extended to the suppliers and vendors of the Company to ensure manufacturing excellence at suppliers’ end, towards improving quality, cost and delivery. The Company is constantly exploring the supply chain area to enter into strategic alliances with key suppliers to ensure uninterrupted supplies of key raw parts and components. The Company is committed and is confident to improve supply chain management, quality, productivity and effective utilization of capacity, while ensuring the growth of the key supplier. Light Axle During the financial year, the Company’s light axle sales were at Rs.5964.000 millions, as compared to Rs.4753.000 millions in previous year, thus recording an increase of 25.5%, with the domestic sales and exports increasing @ 21.5% and 45.1% based on the auto industry recovery both in the domestic and export markets. The directors are pleased to record that the Company has won MandM U-203 Axle, In addition to this, in the LCV segment range, the Company expects to win the Ashok Leyland Nissan CNG Dost, Dost 1 Ton and JLR 660. During 2011-12 Chakan plant developed JLR defender Diffcase with this, the Company expects to maintain and continue this growth momentum. During financial year 2011-12, Pantnagar plant produced 175789 Axles and record 275075 Driveshafts for Tata Ace vehicle. The directors are also happy to inform that State of the art Gear Manufacturing plant at Chakan facility commenced operations during Quarter III of 2011 for the manufacture of “advantek” series of gears to be used in axle manufacturing. Drive Shaft During the financial year, Drive Shafts sales were at Rs.4400.000 millions, as compared to Rs.3768.000 millions in the previous year, thus registering an increase of 16.8%. Domestic business was increased by 19.8% due to sustained increase in the heavy and medium commercial vehicle segments. Export sales were, decreased by 1% as compared to previous year. The Directors are pleased to note that the Company has won Force One Driveshaft and Daimler HDT Driveshafts business Satara Plant developed Proto Samples for TML Y1 and Daimler HD and LD, Mahindra Navistar 40T for M and MHCV Segment. The Company continues its efforts on after-market sales and is targeting to grow @ 40% in 2011-12. The Company is also expecting further export orders for the supply of inter axle shafts and T6 drive shaft components in the ensuing year. People continue to be the most focused and valuable asset and the Company believe that business is 90% people. The Company focuses on their personal and professional development to align individual and organizational goals. The Company also believes in continuous development of people through multi skilling, mentoring program, ALDP, VLFM, 40 hours training per person in a year, higher education, internal transfers, ideas schemes, 30% women employment etc. During the financial year, deserving employees are also sent abroad for short/long duration training at Dana manufacturing facilities, technical centers and business schools, helping them to upgrade knowledge with the latest technology and methodology. Apart from this, the employees are also motivated to self study by offering sponsorship in professional colleges. Depending upon capabilities and potential, employees were also given opportunities within the organization by upgrading their profile and enriching jobs. Management Development Dialogue, ALDP and Identification of Key Talent are the concept used for appraising employees to nurture their strength and overcome weaknesses so that people are assigned right jobs and perform their best. This has helped the Company to retain key talent, resulting into employee satisfaction, competency and job commitment enhancing organizational efficiencies. During the financial year, the Company has sustained and accelerate the Great Place to Work (GPTW) initiative at all its locations. Employee relations at all locations remained very cordial and employees remained motivated, resulting in higher productivity and significant contribution towards all round improvements, including quality, cost, delivery and productivity.

CONTINGENT LIABILITY

(Rs in Millions)

Particular	31.03.2012	31.03.2011
Income Tax Appeal	137.488	107.802
Central Excise	1.056	1.681

Fixed Assets:

· Freehold Land

· Leasehold Land

· Buildings

· Plant and Machinery

· Furniture and Fixtures

· Office Equipments

· Computers

· Vehicles

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.54.98
UK Pound	1	Rs.88.11
Euro	1	Rs.71.67

INFORMATION DETAILS

Information Gathered by :	PJA
Report Prepared by :	NTH / UDS

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--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
TOTAL		54

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.