MIRA INFORM REPORT

Report Date :

16.01.2013

IDENTIFICATION DETAILS

Name :	HSIL LIMITED (w.e.f. 27.04.2009)
Formerly Known As :	HINDUSTAN SANITARYWARE INDUSTRIES LIMITED
Registered Office :	2, Red Cross Place, Post Box 2359, Kolkata - 700001, West Bengal
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	08.02.1960
Com. Reg. No.:	21-024539
Capital Investment / Paid-up Capital :	Rs. 132.097 Millions
CIN No.: [Company Identification No.]	L51433WB1960PLC024539
TAN No.: [Tax Deduction & Collection Account No.]	HYDH00554B / RTKH01805G
PAN No.: [Permanent Account No.]	AAACH7564H
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer, Exporter and Trader of Sanitaryware and Fittings, Plaster of Paris, Refactories etc.
No. of Employees :	3511 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (69)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 40500000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company with good track record. There has been a good increase in the turnover and profits of the company. Trade relations are reported as fair. Business is active. Payments are regular and as per commitments. The company can be considered good for normal business dealings under 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.

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	Fund based facilities : (ICRA) A+
Rating Explanation	Having adequate degree of safety regarding timely servicing of financial obligations. It carry low 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 PARTED BY

Name :	Mr. Vipin
Designation :	Junior Officer
Contact No.:	91-1276-230485
Date :	14.01.2013

LOCATIONS

Registered Office :	2, Red Cross Place, Post Box 2359, Kolkata - 700001, West Bengal, India
Tel. No.:	91-33-22487406/ 07
Fax No.:	91-33-22487045
E-Mail :	hindware@somanyent.com hsikolsale@somanyent.com ngoenka@hindware.co.in
Website :	http://www.hindwarebathrooms.com http://www.hindwarehomes.com
Location :	Owned
Corporate Office :	Unit No. 301-302, III Floor, Park Centra, Sector 30, N.H-8, Gurgaon – 122001, Haryana, India
Tel No.:	91-124-4779200
Fax No.:	91-124-4292899/ 4292898
Email :	delhi@hindware.co.in
Manufacturing Unit 1 :	Hindustan Sanitaryware and Industries Limited (CD I), Bahadurgarh District Jhajjar - 124507, Haryana, India
Tel No.:	91-1276-230485/ 86/ 87/ 232226/ 7/ 8
Fax No.:	91-1276-230138
Manufacturing Unit 2 :	Hindustan Sanitaryware and Industries Limited (CD II), Somanypuram, Brahmanapally Village, Bibinagar District Nalgonda - 508126, Andhra Pradesh, India
Tel No.:	91-8685-651448/ 651773
Glass Division-I :	Glass Factory Road, Off Motinagar, P.B No. 1930, Sanathnagar P.O. Hyderabad - 500018, Andhra Pradesh, India
Glass Division-II :	Glass Factory Road, Thukkapur Road, Bhongir, District Nalgonda - 508116, Andhra Pradesh, India
Faucet Division :	G 470-471, Phase I, RIICO Industrial Area, Bhiwadi - 301019, Rajasthan, India
AGI Glasspac :	304-305, Ashoka Bhoopal Chambers, Sardar Patel Road, Secunderabad – 500003, Andhra Pradesh, India
Tel No.:	91-40-66288000
Fax No.:	91-40-66288080/ 66288090
Email :	marketing.hyd@hindware.co.in
Regional Offices :	Located at: · Bangalore · Chennai · Ernakulum · Mumbai · Pune · Secunderabad
EVOK Stores:	Located at: · Delhi · Haryana · Uttar Pradesh · Noida · Punjab · Ferozpur · Maharashtra · Andhra Pradesh · Karnataka · Rajasthan · Kerala · Madhya Pradesh

DIRECTORS

AS ON 31.03.2012

Name :	Mr. Rajendra K. Somany
Designation :	Chairman and Managing Director
Date of Birth/Age :	75 Years
Qualification :	B.Com., FI(Ceramics) (U.K.), LFAIMA, FCMI (UK), Member - IOM3 (U.K.), Emeritus Member- American Ceramic Society
Experience :	57 Years
Date of Appointment :	09.01.1988
Name :	Mr. Sandip Somany
Designation :	Joint Managing Director
Date of Birth/Age :	49 Years
Qualification :	B. Com, Diploma in Ceramics
Experience :	27 Years
Date of Appointment :	11.11.1994
Name :	Mr. Ashok Jaipuria
Designation :	Independent Director
Qualification :	Degree Holder in Associate of Arts in Business Administration
Date of Appointment :	15.05.2004
Name :	Mr. Binay Kumar
Designation :	Director
Qualification :	BSC
Date of Appointment :	21.09.1996
Name :	Mr. G L Sultania
Designation :	Director
Qualification :	B .Com, F.C.A., F.C.S.
Date of Appointment :	09.01.2006
Name :	Mr. N. G. Khaitan
Designation :	Independent Director
Qualification :	B. Com, LLB, Bar at Law From Kolkata High Court
Date of Appointment :	29.06.1996
Name :	Dr. Rainer Siegfried Simon
Designation :	Independent Director
Date of Appointment :	18.05.2011
Name :	Mr. S. B. Budhiraja
Designation :	Independent Director
Qualification :	BSC (Hons), BE Mechanical, FIMC
Date of Appointment :	30.10.2003
Name :	Mr. Salil Kumar Bhandari
Designation :	Independent Director
Date of Appointment :	29.05.2012
Name :	Mr. Vishal Marwaha
Designation :	Independent Director
Date of Appointment :	14.07.2005
Name :	Mr. V. K. Bhandari
Designation :	Independent Director
Date of Appointment :	17.01.2004

KEY EXECUTIVES

Name :	Ms. Payal M. Puri
Designation :	Company Secretary
Name :	Mr. Vipin
Designation :	Junior Officer
Name :	Mr. Ram Babu Kabra
Designation :	President - BPD
Date of Birth/Age :	54 Years
Qualification :	B.Com., FCA, ACS
Experience :	31 Years
Name :	Mr. Santosh Nema
Designation :	President - BPD
Date of Birth/Age :	53 Years
Qualification :	PGDBM (IIM-A)
Experience :	29 Years
Name :	Mr. Arun Kumar D
Designation :	President - Glass Division
Date of Birth/Age :	65 Years
Qualification :	B.E. (Mechanical)
Experience :	40 Years
Name :	Mr. J K Somani
Designation :	Sr. Vice President - BPD
Date of Birth/Age :	55 Years
Qualification :	B. Com., ACS
Experience :	34 Years

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	5747719	8.70
Bodies Corporate	28314530	42.87
Sub Total	34062249	51.57
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	34062249	51.57
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	1742555	2.64
Financial Institutions / Banks	17531	0.03
Insurance Companies	500	0.00
Foreign Institutional Investors	13562958	20.54
Sub Total	15323544	23.20
(2) Non-Institutions
Bodies Corporate	1438082	2.18
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 million	7661284	11.60
Individual shareholders holding nominal share capital in excess of Rs. 0.100 million	1362189	2.06
Any Others (Specify)	6199047	9.39
Non Resident Indians	255470	0.39
Foreign Corporate Bodies	5812600	8.80
Trusts	63881	0.10
Clearing Members	67096	0.10
Sub Total	16660602	25.23
Total Public shareholding (B)	31984146	48.43
Total (A)+(B)	66046395	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)	66046395	0.00

BUSINESS DETAILS

Line of Business :	Manufacturer, Exporter and Trader of Sanitaryware and Fittings, Plaster of Paris, Refactories etc.
Brand Names :	Ø Hindware Ø Hindware Art Ø Hindware Italian Collection Ø RAASI Ø Benelave Ø QUEO
Exports :
Products :	Finished Goods
Countries :	Ø UK Ø New Zealand Ø Australia
Imports :
Products :	Raw Material
Countries :	Ø UK Ø Australia
Terms :
Selling :	L/C, Cash, Credit and Cheque
Purchasing :	L/C, Cash, Credit and Cheque

PRODUCTION STATUS (AS ON 31.03.2011)

Class of Goods	Unit	Licensed Capacity	Installed Capacity	Actual Production Qty.
Sanitaryware, fittings and other allied products	M.T.	NA	28,000	31,166
Plaster of Paris	M.T.	NA	3,000	894
Refractories	M.T.	NA	1,200	--
Zirconium Opacifier	M.T.	NA	600	--
Heat Rings	NOS.	NA	5,00,000	32,500
Acid Resistant Tiles	NOS.	NA	6,50,000	--
Glass Bottles / Containers	Lac Pcs.	NA	16,431	12,677
Scrap & Other Sales	--	--	--	--

Note:

1 Installed capacity has been certified by the management, which the auditors have relied on without verification as this is a technical matter

2 Production includes captive consumption.

GENERAL INFORMATION

Suppliers :

Harish Clay, Rajasthan, India

Customers :

Wholesalers and Agencies

Ø Sanico India, Kolkata, West Bengal, India

No. of Employees :

3511 (Approximately)

Bankers :

Ø HDFC Bank, Bahadurgarh Branch, Haryana, India

Ø Standard Chartered Bank, Ansari Road, New Delhi, India

Ø Andhra Bank

Ø Canara Bank

Ø Central Bank of India

Ø Citibank, N.A.

Ø DBS Bank

Ø The Honkong and Shanghai Banking Corporation

Facilities :

Secured Loans	31.03.2012	31.03.2011
Term loans from banks	(Rs. In Millions)
Foreign currency loans	4662.532	1917.623
Rupee loans	200.000	525.000
Car finance loans	4.070	9.262
Cash credit facilities from banks	225.336	79.456
Buyer’s credit facilities from banks	103.635	337.554
Total	5195.573	2868.895

Banking Relations :	--
Statutory Auditors :
Name :	Walker, Chandiok and Company Chartered Accountants
Address :	L 41, Connaught Circus, New Delhi – 110001, India
Tel No.:	91-11-42787070
Fax No.:	91-11-42797071
Email :	newdelhi@in.gt.com
Internal Auditors :
Name :	BDO Consulting Private Limited
Cost Auditors :
Name :	Narasimha Murthy and Company Cost Accountants
Wholly owned subsidiaries :	Ø AGI Glasspack Limited Ø Hindware Home Retail Private Limited Ø HSIL Associates Limited Ø Alchemy International Cooperatief U.A. Ø Haas International B.V. Ø Halis International Limited, Mauritius Ø Barwood Products Limited (formerly Barwood Products (Staffordshire) Limited, name changed w.e.f. 16 December 2010) Ø Garden Polymers Private Limited (w.e.f. 12 August 2011)
Entities where significant influence is exercised by KPM and / or their relatives having transactions with the Company :	Ø Textool Mercantile Private Limited Ø Paco Exports Limited Ø New Delhi Industrial Promotors and Investors Limited Ø Soma Investments Limited

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
10,00,00,000	Equity Shares	Rs. 2/- each	Rs. 200.000 Millions

Issued Capital :

No. of Shares	Type	Value	Amount
6,60,50,220	Equity Shares	Rs. 2/- each	Rs. 132.100 Millions

Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
6,60,46,395	Equity Shares	Rs. 2/- each	Rs. 132.093 Millions
	Add : Forfeited shares		Rs. 0.004 Million
	Total		Rs. 132.097 Millions

(a) Reconciliation of share outstanding at the beginning and at the end of reporting year

Particulars	31.03.2012
	Number	Amount in millions
Equity shares outstanding at the beginning of the year	6,60,46,395	132.093
Add: Equity shares issued during the year	--	--
Equity shares outstanding at the end of the year	6,60,46,395	132.093

(b) Terms and rights attached to equity shares

The Company has only one class of equity shares having par value of ` 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. During the year ended 31 March 2012, the amount of per share dividend is recognised as distribution to equity shareholder was ` 3 per share (previous year ` 2.50 per share)

In the event of liquidation of the Company, the holder of 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) List of shareholders holding more than 5% of the equity share capital of the Company at the beginning and at the end of the reporting year

Name of shareholders	31.03.2012
	No. of equity shares held	% of holding
Paco Exports Limited	2,06,64,530	31.29
Soma Investments Limited	40,00,000	6.06
New Delhi Industrial Promotors & Investors Limited	36,50,000	5.53
HPC (Mauritius) Limited	58,12,600	8.80

The above information is furnished as per shareholder register as at the year end.

(d) Aggregate number of bonus shares, equity share issued for consideration other than cash and shares

bought back during the period of five years immediately preceding the reporting date are as follows :-

	2011-12	2010-11
	No.	No.
Equity shares allotted as fully paid shares by way of bonus shares	Nil	Nil
Equity shares allotted as fully paid up pursuant to contracts for consideration other than cash	Nil	Nil
Equity shares bought back by the Company	Nil	Nil

(e) T he above figure of subscribed and paid up capital includes application and allotment money received on forfeited shares amounting to Rs. 0.004 Million (originally amount paid up: Rs. 0.004 Million).

(f) On 06 October 2010, the Company allotted 1,10,20,887 equity shares of Rs. 2 each at a price of Rs. 13.610 aggregating to Rs. 1499.943 Millions to Qualified Institutional Buyers (QIBs) under a qualified institutional placement offer. The abovementioned shares have been listed on both BSE and NSE and trading permission were received on 08 October 2010. Detail of utilization of funds so raised is as follows:-

Particulars	31.03.2012	31.03.2011
Issue expenses debited to the securities premium account	--	47.482
Repayment of working capital facilities	--	1300.000
Temporary investments made in mutual funds	--	152.461

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		132.097	132.097	110.055
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		10000.259	6879.551	4767.514
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		10132.356	7011.648	4877.569
LOAN FUNDS
1] Secured Loans		5195.573	2868.895	3102.664
2] Unsecured Loans		2460.400	484.032	1788.911
TOTAL BORROWING		7655.973	3352.927	4891.575
DEFERRED TAX LIABILITIES		738.286	731.184	541.185
TOTAL		18526.615	11095.759	10310.329
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		10619.785	7798.511	7457.943
Capital work-in-progress		3329.514	295.346	77.926
INVESTMENT		1864.672	1003.823	554.070
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	2732.753	2069.896	1565.867
	Sundry Debtors	2247.122	1614.808	1397.372
	Cash & Bank Balances	714.049	200.344	162.112
	Other Current Assets	64.976	57.603	4.499
	Loans & Advances	1032.536	790.223	722.412
Total Current Assets		6791.436	4732.874	3852.262
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1062.597	828.393	979.487
	Other Current Liabilities	2710.359	1661.151	479.425
	Provisions	305.836	245.251	172.960
Total Current Liabilities		4078.792	2734.795	1631.872
Net Current Assets		2712.644	1998.079	2220.390
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		18526.615	11095.759	10310.329

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income from operations (net)	13393.311	10521.734	7887.351
		Other Income	55.288	36.449	139.171
		TOTAL (A)	13448.599	10558.183	8026.522
Less	EXPENSES
		Cost of raw materials consumed	2280.085	1750.059
		Purchases of traded goods	2127.404	1585.594
		Changes in stock of finished goods and work in progress	(329.554)	(284.350)
		Employee benefits expense	1401.779	1150.878
		Other expenses	5386.099	4190.060
		TOTAL (B)	10865.813	8392.241	6478.513
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2582.786	2165.942	1548.009
Less	FINANCIAL EXPENSES (D)		389.121	356.327	400.867
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		2193.665	1809.615	1147.142
Less/ Add	DEPRECIATION/ AMORTISATION (F)		567.028	534.981	490.381
	PROFIT BEFORE TAX (E-F) (G)		1626.637	1274.634	656.761
Less	TAX (H)		525.647	401.114	132.490
	PROFIT AFTER TAX (G-H) (I)		1100.990	873.520	524.271
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		2081.888	1500.270	1164.753
Less	APPROPRIATIONS
		Transfer to General Reserve	200.000	100.000	60.000
		Proposed Dividend on Equity Shares	198.082	165.116	110.051
		Tax on Dividend	32.200	26.786	18.703
	BALANCE CARRIED TO THE B/S		2752.596	2081.888	1500.270
	EARNINGS IN FOREIGN CURRENCY
		FOB value of export of goods	324.161	240.864	197.549
	IMPORTS
		Raw Materials and Components	778.135	575.090	466.861
		Spares	102.303	144.909	82.209
		Capital Goods	1116.135	79.946	143.205
		Goods purchased for resale	691.201	510.716	344.153
	TOTAL IMPORTS		2687.774	1310.661	1036.428
	Earnings Per Share (Rs.)
	Basic and diluted earnings per share before prior period item		16.70	14.50	10.28
	Basic and diluted earnings per share after prior period item		16.67	14.47	9.53

Expected Sales (2012-2013): Rs. 20000.000 Millions

The above information has been parted by Mr. Vipin (Junior Officer)

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
Type	1^st Quarter	2^nd Quarter
Sales Turnover	3240.000	3493.800
Total Expenditure	2670.000	2819.600
PBIDT (Excl OI)	570.000	674.200
Other Income	10.200	8.000
Operating Profit	580.200	682.200
Interest	139.100	153.400
Exceptional Items	0.000	0.000
PBDT	441.100	528.800
Depreciation	174.300	226.200
Profit Before Tax	266.800	302.600
Tax	84.300	97.600
Provisions and Contingencies	0.000	0.000
Reported PAT	182.500	205.000
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	182.500	205.000

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	12.10	8.27	6.65
Net Profit Margin (PBT/Sales)	(%)	12.15	12.11	8.33
Return on Total Assets (PBT/Total Assets}	(%)	9.34	10.17	5.81
Return on Investment (ROI) (PBT/Networth)		0.16	0.18	0.13
Debt Equity Ratio (Total Liability/Networth)		1.16	0.87	1.34
Current Ratio (Current Asset/Current Liability)		1.67	1.73	2.36

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	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	Yes

UNSECURED LOANS

Unsecured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
Deferred payment liabilities	468.062	380.816
Others	0.000	7.697
Buyer’s credit facilities from banks	342.338	95.519
Short term loans from banks	50.000	0.000
Commercial papers	1600.000	0.000
Total	2460.400	484.032

PERFORMANCE ANALYSIS

During the year 2011-12, revenues strengthened 27.83% from Rs. 11297.738 Millions to Rs. 14441.587 Millions, EBIDTA increased 19.25% from Rs. 2165.942 Millions to Rs. 2582.786 Millions, cash profits improved 4.79% from Rs. 1598.500 Millions to Rs. 1675.120 Millions and PAT surged 26.04% from Rs. 873.520 Millions to Rs. 1100.990 Millions. The gross revenues from the Container Glass Division increased 31.21% from Rs. 6008.921 Millions to Rs. 7884.227 Millions while the Building Products Division witnessed a gross revenue growth of 23.85% from Rs. 5268.106 Millions to Rs. 6524.665 Millions.

PAT and EBIDTA margins, however, declined marginally owing to higher raw material, logistics, fuel cost and initial cost of new product / brand launches. Thanks to the Company’s excellent operational efficiencies, the overall impact on the margins was much lower.

Interest cover went up from 6.08 to 6.64 times, reflecting balance sheet strength. EPS went up 15.21% from Rs. 1.447 to Rs. 1.667, strengthening shareholder’s value.

There are number of factors attributable to Company’s satisfactory performance despite a challenging scenario. These include:

Ø Ongoing business expansions, resulting in higher volumes

Ø Consistent product quality aligned to customer expectations resulting in higher realisations

Ø Introduction of new product range in the existing line of business

Ø Introduction of products targeting premium and super premium segment of the market

Ø Strengthening distribution reach to tier II and tier III cities by adding new dealers and retailers

Ø Focussing towards improving operational excellence

BUSINESS DIVISION REVIEW

Performance of the Building Products Division

The divisional net revenues increased 23.70%, owing to additional sale generated from the increased capacities at the Bibinagar facility as well as introduction of new products.

Major initiatives

Ø Added 510 dealers and penetrated into 125 new towns

Ø Added new products in the sanitaryware, faucets, kitchen appliances and tiles

Ø Introduced extractor fans through a strategic alliance with one of the largest European manufacturer

Ø Added new brand QUEO targeting the luxury and super premium segment of the market

Ø Chalked out greenfield expansion plans for sanitaryware and faucets

Ø Completed brownfield expansion at Bibinagar adding 0.7 million pieces

Performance of the Container Glass Division

The divisional net revenues increased 30.62%, owing to higher production volumes and addition of new customers during the year.

Major initiatives

Ø Completed brownfield capacity expansion, increasing its total capacity from 1,125 tpd (1,643 million units) to 1,600 tpd (2,300 million units)

Ø Acquired Garden Polymers Private Limited and marked an entry into the PET bottle segment

Ø Implemented measures towards improving plant efficiencies and cost reduction

MANAGEMENT DISCUSSION AND ANALYSIS

At HSIL, they try to transcend the ephemeral challenges of business to bring a youthful exuberance in the way they work and the products or services they deliver. Their products or services bear the imprint of their confidence to feel the pulse of the consumer and attune their capabilities to cater to his/her evolving aspirations. The result is that HSIL products possess functional quality (which is innovative and world-class), aesthetic appeal (which is industry-beating) and a personality (which is unique). This key differentiator is their X-Factor, which creates a compelling positive recall in the minds of a wide customer spectrum. Different people with varied preferences, earnings and cultural underpinnings come together, when they give an overwhelming response to their products, belonging to the Building Products Division and the Container Glass Division. They believe, customers who use their products imbibe and exude their confidence, when they go forth into the world. Then their X-Factor becomes their X-Factor.

Amid rising global volatilities and India’s economic performance falling short of expectations, one reality stands out and creates business optimism: emerging cities will account for 47% of global growth by 2025 (Source: McKinsey Global Institute Report, 2012). India will play a major role in this unprecedented wave of urbanisation, as the population of the country’s cities and towns expand and enjoy rising income. India’s economic growth rate is still comfortably above most other economies, producing a new wave of consumers with considerable spending power. This emerging cult of consumerism and investments in building and architecture will benefit innovation-driven companies like HSIL. However, they need to be more scientific in their approach to target these markets in order to harness their potential. Consumer demand in Tier I cities will take some time to revive, as economic slowdown (and more of the hype related to that) has made the consumer more circumspect and risk averse. However, there are bright spots elsewhere: India’s Tier II and Tier III population will now drive the national economy. Spectacular economic growth since 2003-04 has entwined people from these areas with the national economy. Today, they have the courage, credit facilities and the competence to elevate their quality of life. At HSIL, they are tapping these markets with their exclusive range of products and services to sustain market leadership across the Building Products Division and Container Glass Division.

THE BUILDING PRODUCTS DIVISION

The Division’s products bandwidth ranges from sanitaryware, wellness products, faucets, kitchen appliances, tiles to extractor fans. Backed by superior technology and world-class aesthetics, these products bring to the customer’s doorsteps the X-Factor that helps HSIL brands counter competition. Growing urbanisation, aspirations for an elevated quality of life and burgeoning population with high disposable income are the primary demand drivers. Besides, shortage of housing (49 million at the end of 2011) provides an additional impetus to the growth of this sector. HSIL’s innovative, designer, eco-friendly and efficient range of products, along with a strong distribution network provide the Company an edge over its peers.

SANITARYWARE

INDUSTRY STRUCTURE AND DEVELOPMENTS

India’s sanitaryware industry has touched a Rs. 20000.000 Millions market size, growing by 15-16% over the past few years, thanks to improving living standards and increasing awareness levels. It continues to rank second in terms of volumes in the Asia-Pacific region.

According to the census data 2011, around 47% of the total Indian households have proper sanitation facilities. Around 69% of the total rural households and 18.6% of the total urban households still do not enjoy even basic sanitation access. However, increasing cross-country sanitation drive and improving literacy levels will correct the anomaly and accelerate sanitaryware industry growth.

MARKET SEGMENT

The sanitaryware industry (organised sector) comprises 60% of the market, while the unorganised segment accounts for the rest. The organised segment provides high-end and better quality products across the value chain. This market is likely to register a CAGR of 15-16% in the next few years. HSIL is a leading player in the organised segment with a 40% market share. The unorganised players still provide high market volumes, using inferior raw materials and local technology resulting in inferior products.

It is interesting to note here that the premium market segment is outpacing overall industry growth. There is a gradual shift from the mid-segment to the premium segment. The overall industry is growing by 15-16%, whereas the premium segment is growing by 20-25%. This shift in consumer perceptions will augur well for HSIL. They have forayed into the high-end luxury brand in 2012, marking an entry into the niche segment.

Customer category

The customers are segregated under two categories i) B2B (business to business) and ii) B2C (business to consumer). Under the B2B segment, institutional clients are catered to and under the B2C segment the requirements of the retail consumers are addressed. HSIL’s products range caters to both the segments with greater focus on B2C segment, resulting in a significant market share.

Demand

Sanitaryware caters to new demand or replacement demand. In India, 90% of the sanitaryware market comprises new demand, compared to a mere 20% in the developed economies. However, this trend is gradually shifting and the replacement demand is slowly picking up pace, thanks to the growing consumer awareness.

Key trends

Ø Moving up the rung: With changing lifestyle and increasing disposable income, customers are gradually migrating from the mid-segment to premium quality products with an aesthetic appeal. This has created a new demand surge for premium sanitaryware products.

Ø Scaling up: There has been a constant scaling up of capacities in the industry to benefit from the economies of scale, as well as to meet the increasing market demand. Low domestic production cost: The production cost of sanitaryware products in India is low, compared to other countries, owing to the abundance of labour and raw materials. The majority of the small scale manufacturers are located in Gujarat.

Ø Bespoke solutions: In order to cater to the changing needs of customers, the industry is enhancing production capabilities and incorporating advanced technologies. This has resulted in customised solutions for different customer segments.

Ø International players: International players are investing in the premium segment of the market to leverage the evolving customer preference for product premiumisation. Green initiatives: The industry leaders are manufacturing various flush mechanisms with an emphasis on water conservation. This has reduced the water consumption from 6 litres and 3 litres (6/3) earlier to 4 and 2 litres (4/2) per flush. They are the leader in this green initiative.

Ø Rural awareness: Various campaigns are now being held to spread the importance of sanitation in rural areas. With growing awareness, rural people are gradually responding to this awareness drive and hence aiding the market growth.

GROWTH PROSPECTS

Housing demand: The sanitaryware industry enjoys correlation with the housing demand as 93% of the total demand for the sanitaryware industry is derived from this segment. The segment witnessed a 2.5% CAGR in the construction of houses between 2001 and 2011, owing to IT / ITeS boom and urbanisation drive. As per CRISIL estimates, India would further add around 2.2 million houses annually, resulting in 2.8% CAGR between 2011 and 2016. However, the housing demand is expected to surpass the addition, sustaining market growth for sanitaryware products.

Government impetus: The government has allotted USD 1 trillion for the development and infrastructure in the 12th Five- Year Plan period. Besides, the government has also proposed to extend the interest subvention of 1% on housing loan. This will boost the demand for housing and in turn the sanitaryware sector.

100% FDI in housing sector: The government has allowed 100% Foreign Direct Investment through the automatic route. Such a strategy would further augment the demand in the housing sector. Increasing demand from the middle income strata: The population in the middle income strata is expected to touch 585 million by 2025. This will result in an increasing preference for high-quality branded sanitaryware.

Urbanisation: India’s urban population is 29%, compared to China’s 40% and Korea’s 81%. However, over the past few years, the country has been witnessing rapid urbanisation. According to the estimates of the United Nations, enhanced urban population is expected to touch 37% in India by 2025. This will drive the demand for discretionary products, resulting out of strong income growth.

THE CONTAINER GLASS DIVISION

HSIL’s Container Glass Division is targeting emerging markets, while catering to the requirements of traditional markets. Their ability to predict market trends and expand capacities to cater to the demand for container glass entail a flexibility of approach and agility in strategy implementation. This characteristic is the X-Factor of their business philosophy.

HSIL’s container glass division, AGI Glaspac, is the second largest producer of container glass in India, commanding a market share of 22% and is the biggest player in South India with 74% market share. Operating at near-100% levels, the Division caters to diverse (beverage, pharmaceuticals, beer, liquor and food) industry needs. It also exports its products to African and South East Asian markets, and is continuously exploring emerging opportunities. The glass industry successfully counters competition from plastics, thanks to its ability to preserve the taste for a longer period of time and its 100% recyclable properties.

CONTAINER GLASS

INDUSTRY STRUCTURE AND DEVELOPMENTS

India occupies 11th position in the world packaging industry, worth USD 550 billion. Glass contributes 12% to India’s total packaging pie.

During 2011-12, the glass industry is expected to have touched a market of Rs. 40000.000 Millions. Despite robust growth of the related industries, the per capita consumption of glass is as low as 1.5 Kg, compared to 89.0 Kg in South Korea, 63.9 Kg in France, 50.3 Kg in Spain, 27.5 Kg in the US and UK, 10.2 Kg in Japan and 5.9 Kg in China. The glass industry is growing 11% annually and is anticipated to touch a market value of USD 21.59 billion by 2015. The demand will be driven by liquor, beer, food, beverage and pharmaceutical industries, which are witnessing higher growth than the country’s GDP.

Key trends

Ø High entry barriers: Being a high capital-intensive industry, the threat of new entrants is very low for high quality containers.

Ø Growing capacities: The industry has been continuously adding capacities, aligned to the growth of user industries.

Ø Modernisation: There has been a paradigm shift in the manufacturing process and process control, with increasing focus on automation and operational efficiencies.

Ø Overseas markets: The industry has seen higher exports, owing to robust demand from the related industries.

Ø Environment management: The manufacturers are concentrating on efficient waste management and recycling as a measure towards cleaner environment.

GROWTH PROSPECTS

Growth in population: The world population is expected to grow by 2.4 billion between 2010 and 2040. Around a quarter of this incremental growth would be contributed by India and is likely to be aged between 15 - 64 years (Source: Economic Times, dated 28 February 2011).

Growth in liquor and beer industry: The liquor and beer industry represents the largest container glass consumer, and are expected to witness a 14-15% CAGR over the next few years. India’s per capita beer consumption is 1.5 litres, compared to China’s 34.5 litres, Brazil’s 64.5 litres and Russia’s 76.1 litres. Increasing social acceptance for beer consumption, along with a shift from country liquor to Indian-made foreign liquor (IMFL) has strengthened the demand for container glass

Growth in pharmaceutical industry: Driven by a growth in bulk drug demand, the pharmaceutical industry is likely to grow by 15-17% CAGR by 2015.

Growth in food industry: The government has envisaged Vision 2025, according to which the food processing industry is anticipated to more than double from USD 70 billion in 2010 to USD 150 billion in 2025. At present, 10-12% of food and beverages in India as against 40-50% in the developed markets are packaged in glass containers.

Growth in beverages: The Indian soft drink market is likely to grow at a CAGR of 9.1% over 2010-2015, to reach a market value of USD 5.9 billion by 2015 (Source: Research and Markets). This will further drive the growth of the container glass industry.

2011-12, A SUCCINCT REVIEW

2011-12 has witnessed significant activity across both the Divisions to cater to customer aspirations and preferences. They have expanded capacities and launched new products across both the Divisions. Today, their brands in the Building Products Division are no longer regarded as a means of convenience or utility. They are looked upon as a holistic lifestyle statement for discerning clients. These products add an extra edge to their quality of life. Simply put, the X-Factor.

The Container Glass Division has also expanded capacities and launched new products to create more choices for customers. The prudent strategy and agile implementation reinforce the spirit of X-Factor.

STATEMENT OF UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED 30.09.2012

(Rs. in millions)

Particular	For the Quarter Ended		Six Months Ended
	30.09.2012 (Unaudited)	30.06.2012 (Unaudited)	30.09.2012 (Unaudited)
Income from Operations
Gross Sales	3697.000	3473.500	7170.500
Less: Excise Duty	278.500	268.500	547.000
Net Sales/Income from Operations	3418.500	3205.000	6623.500
Other Operating Income	75.300	35.000	110.300
Total Income from operations (net)	3493.800	3240.000	6733.800
Expenses
(a) Cost of materials consumed	745.800	654.900	1400.700
(b) Purchases of stock-in-trade	575.300	536.400	1111.700
(c) Changes in inventories of finished goods, work in progress and stock in trade	(632.300)	(516.200)	(1148.500)
(d) Employee benefit expenses	393.700	357.600	751.300
(e) Depreciation and amortization expenses	226.200	174.300	400.500
(f) Power and fuel	974.600	896.500	1871.100
(g) Other Expenses	762.500	740.800	1503.300
Total Expenses	3045.800	2844.300	5890.100
Profit from Operations before Other Income, Finance costs and Exceptional item	448.000	395.700	843.700
Other Income	8.000	10.200	18.200
Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item	456.000	405.900	861.900
Finance costs	153.400	139.100	292.500
Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item	302.600	266.800	569.400
Exceptional item
Profit/ Loss from Ordinary Activities before tax	302.600	266.800	569.400
Tax Expenses
- Current Tax	64.100	52.700	116.800
- Deferred Tax Liability/ Assets	94.000	84.300	178.300
- MAT Credit adjustment	(60.500)	(52.700)	(113.200)
Net Profit/ Loss from Ordinary Activities after tax	205.000	182.500	387.500
Extraordinary Items
Net Profit for the period	205.000	182.500	387.500
Net profit after taxes, minority interest and share of profit/(loss) of associates	205.000	182.500	387.500
Operating profit (EBIDTA)	682.200	580.200	1262.400
Paid- up Equity Share Capital (Face value of the share – Rs. 10)	132.100	132.100	132.100
Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year
Earnings per share (before extraordinary items) (of Rs. 10/- each) (not annualized) - Basic	3.10	2.76	5.87
- Diluted	3.10	2.76	5.87
Earnings per share (after extraordinary items) (of Rs. 10/- each) (not annualized) - Basic	3.10	2.76	5.87
- Diluted	3.10	2.76	5.87
PARTICULARS OF SHAREHOLDING
1. Public shareholding
Number of Shares	31984146	31984146	31984146
Percentage of Shareholding	48.43	48.43	48.43
2. Promoters and promoter group shareholding
a) Pledged/Encumbered
- Number of Shares	Nil	Nil	Nil
- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	Nil	Nil	Nil
- Percentage of Shares (as a % of the Total Share Capital of the Company)	Nil	Nil	Nil
Non - encumbered
- Number of Shares	34062249	34062249	34062249
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group)	100	100	100
- Percentage of Shares (as a % of the total share capital of the company)	51.57	51.57	51.57

	Particulars	Quarter Ended 30.09.2012
B	Investor complaints
	Pending at the beginning of the quarter	Nil
	Received during the quarter	16
	Disposed of during the quarter	16
	Remaining unresolved at the end of the quarter	Nil

SEGMENT – WISE REVENUE, RESULTS AND CAPITAL EMPLOYED

(Rs. In Millions)

Particulars	For the Quarter Ended		Six Months Ended
	30.09.2012 (Unaudited)	30.06.2012 (Unaudited)	30.09.2012 (Unaudited)
1. Segment Revenue
a. Building Products	1829.900	1592.000	3421.900
b. Container Glass	1637.400	1640.300	3297.700
c. Others	6.500	7.700	14.200
Total	3493.800	3240.000	6733.800
Less: Inter – segment revenue	-	-	-
Total income from operations (net)	5493.800	3240.000	6733.800
2. Segment Results
Profit/ (loss) before tax and interest
a. Building Products	340.800	298.200	639.000
b. Container Glass	130.800	161.100	341.900
c. Others	4.200	5.300	9.500
Total	525.800	464.600	990.400
Less: Finance Costs	153.400	139.100	292.500
Other un-allocable expenditure
Net off un-allocable income	69.800	58.700	128.500
Total Profit Before Tax	302.600	266.800	539.400
3. Capital Employed
(Segment Assets – Segment Liabilities)
a. Building Products	6617.400	6442.600	6617.400
b. Container Glass	11661.000	11818.700	11661.000
c. Others	95.500	98.800	95.500
d. Unallocated	2561.100	2099.600	2561.100
Total	20935.000	20439.700	20935.000

STANDALONE STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED)

(Rs. in Millions)

Particulars		Six Months Ended 30.09.2012
A. EQUITY AND LIABILITIES
1. Shareholders’ Funds
a] Share Capital		132.100
b] Reserves and Surplus		10387.800
Sub-total – Shareholders’ funds		10519.900
2. Non-current Liabilities
a] Long term Borrowings		5027.100
b] Deferred Tax Liabilities		916.500
c] Other current liabilities		136.600
d] Long term provisions		31.200
Sub-total - Non-current Liabilities		6111.400
3. Current Liabilities
a] Short term Borrowings		3479.200
b] Trade Payables		1319.800
c] Other Current Liabilities		2673.600
d] Short Term Provision		9.400
Sub-total - Current Liabilities		7482.000
TOTAL - EQUITY AND LIABILITIES		24113.300
B ASSETS
1. Non-current assets
a] Fixed assets		14292.100
b] Non-current investment		2027.500
c] long Term loans and Advances		419.800
d] Other non-current assets		28.800
Sub-total – Non- current assets		16768.200
2. CURRENT ASSETS
	Current Investments
	Inventories	4265.400
	Trade Receivables	2284.200
	Cash & Bank Balances	216.700
	Short Term loans and advances	572.600
	Other Current Assets	6.200
Sub-total – Current Assets		7345.100
TOTAL - ASSETS		24113.300

Notes:

(1) The Statutory Auditors of the Company have carried out a limited review of unaudited financial results for the quarter ended September 30, 2012.

(1) The above financial results of the Company have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 30, 2012.

(2) Capital Employed as at September 30, 2012 includes:

(i) Rs.2526.700 Millions and Rs.l700.000 Millions in Building Product Division and Container Glass Division respectively on account of revaluation of land.

(ii) Capital Work in Progress Rs.353.300 Millions in Building Product Division and Rs.185.400 Millions in Container Glass Division.

(3) Previous year's/period's figures have been re-grouped / re-arranged, wherever considered necessary.

(4) The Board of Directors has approved a scheme of Amalgamation in their meeting held on 25th September 2012 for the amalgamation of a wholly owned subsidiary company Garden Polymers Private Limited with the Company subject to requisite approvals, consents and sanctions of the Hon'ble High Court of Calcutta, regulatory authorities and other concerned parties with appointed date as April 1, 2012.The above results do not include any impact of this scheme.

CONTINGENT LIABILITIES NOT PROVIDED FOR IN RESPECT OF:

(Rs. in millions)

Particulars	31.03.2012	31.03.2011
a) Demands raised by the excise authorities against which appeals have been filed	30.289	30.289
b) Demands raised by the income tax authorities against which appeals have been filed	--	0.571
c) Demands made by the sales tax authorities against which appeals have been filed	24.459	21.991
d) Duty availed on imports against EPCG licenses	309.805	256.982
e) Bank guarantees outstanding	310.096	281.525
f) Claims against the Company not acknowledged as debts	202.954	200.130

TRADE REFERENCES:

Ø Sanico India, Kolkata, West Bengal, India

Ø Harish Clay, Rajasthan, India

FIXED ASSETS:

Ø Land Freehold

Ø Leasehold Land

Ø Building

Ø Leasehold Improvements

Ø Plant and Machinery

Ø Office Equipments

Ø Vehicles

Ø Computers

Ø Furniture and Fixtures

AS PER WEBSITE DETAILS:

PROFILE:

Subject (Formerly Hindustan Sanitaryware and Industries Limited) is the flagship Company of the Somany Group and was established in 1962 with a joint venture of the Group with Twyfords, UK. Subject is the largest Indian manufacturer of Sanitaryware products (FY’08-09 revenue: Rs. 6710.000 Millions) with a dominant market share of 40% in the industry. HSIL Limited products are available across the length and breadth of the country and are supported by over 1000 direct dealers and 12000 sub dealers subject was the first Company in India to manufacture Vitreous China Sanitaryware.

The Company’s sanitaryware manufacturing facilities are based in Bahadurgarh (Haryana) and Bibinagar (Andhra Pradesh). All the plants of subject have been endorsed for their quality-consciousness and environment-friendliness by ISO 9001:2000(E) and ISO 14001:96 certifications as well as for their safety and health consciousness by OHSAS 18001: 1999 certifications. Subject is the only Indian Company to have its R and D Centre recognized by the Government of India’s Ministry of Science and Technology for over 3 decades.

Subject’s installed capacity of 600 tonnes /year at the time of inception has now reached 32000 tonnes/year (2.8 million pieces /year). This is an outcome of significant expansion and modernization at Bahadurgarh Plant, acquisition of Krishna Ceramics Limited at Bibinagar in 1989 and its merger into subject (Ceramic Divn.II) followed by extensive modernisation and expansion. The key focus of the Company is on strengthening the business model by moving into higher value-added segments combined with developing growth strategies for the existing product range. One key aspect of Hindware business strategy is to take MNC brands head on and deliver world class products that speak for themselves.

Subject has entered into a strategic alliance with US $ 1.5 Billion Sanitec Group of Finland, Europe’s No. 1 Bathroom solutions company, to exclusively market their flagship brand Keramag in India.

Subject has also tied up with world renowned brand, “TEUCO”, the largest Italian designer brand, to launch high-end, very premium bathtubs and multifunctions in India. This is being done through subject’s extensive all India sales and distribution network.

The Company is increasingly focusing on newer product ranges and has already introduced more than 250 products in the last 18 months. It also innovates and develops eco-friendly products and an example of this is their ‘dual flush’ that conserves water. Infact, Hindustan Sanitaryware were the pioneers in introducing the first waterless urinal in the country.

Over the years, Subject is evolving from a Sanitaryware manufacturer to a comprehensive Bathroom solutions Company. Its retail presence is being reinforced by establishing exclusive showrooms and an increased number of shop-in-shop concepts within India. The Company has also increased its exports to Europe and Australia, African and Middle East Countries. Subject complements its existing Hindware and Raasi brands by marketing global premium brands like Keramag (German Sanitaryware) and TEUCO (Italian designer brand) in India.

Hindware products are best known for their reliability, durability, performance and aesthetic appeal. Subject’s quality obsession has translated into strong brand credentials that commands respect for the manufacture of products with highest consistency and quality standards. Subject has ambitious plans to continuously expand the basket of product offerings for the consumers by introducing new product mix within the extended umbrella of Bathrooms, Kitchens and Beyond.

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. 54.54
UK Pound	1	Rs. 87.69
Euro	1	Rs. 72.85

INFORMATION DETAILS

Information Gathered by :	PLK
Report Prepared by :	BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	8
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		69

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.