MIRA INFORM REPORT

Report Date :

29.01.2013

IDENTIFICATION DETAILS

Name :	MANALI PETROCHEMICALS LIMITED
Registered Office :	SPIC House 88, Old No.97, Mount Road, Guindy, Chennai - 600032, Tamilnadu
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	11.06.1986
Com. Reg. No.:	18-013087
Capital Investment / Paid-up Capital :	Rs.860.347 Millions
CIN No.: [Company Identification No.]	L24294TN1986PLC013087
TAN No.: [Tax Deduction & Collection Account No.]	CHEM00306F
Legal Form :	A Public Limited Liability Company. Company’s shares are listed on Stock Exchanges.
Line of Business :	Subject is engaged in the business of Manufacture of Petrochemicals.
No. of Employees :	332 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 6900000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a well established company having a satisfactory track record. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Payments are reported to be usually correct and as per commitments. 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.

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

EXTERNAL AGENCY RATING

Rating Agency Name	Care
Rating	A1 (Short Term Bank Facilities)
Rating Explanation	Very strong degree of safety and lowest credit risk.

Rating Agency Name	Care
Rating	A- (Long Term Bank Facilities)
Rating Explanation	Adequate degree of safety and low credit risk.

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.

LOCATIONS

Registered Office :	SPIC House 88, Old No. 97, Mount Road, Guindy, Chennai - 600032, Tamilnadu, India
Tel. No.:	Not Available
Fax No.:	Not Available
E-mail:	companysecretary@manalipetro.com cs@manalipetro.com
Website:	http://www.manalipetro.com
Principal Office and Plant I:	Ponneri High Road, Manali, Chennai – 600068, Tamilnadu, India
Tel. No.:	91-44-25941025/ 25941249/ 25941253/ 25941557/ 25943910/ 25941421
Fax No.:	91-44-25941199
E-Mail :	it@manalipetro.com mkt@manalipetro.com
Plant II:	Sathangadu Village, Manali, Chennai – 6000680, Tamilnadu, India
Tel. No.:	91-44-25941698/ 25941402
Secretarial Department:	Ponneri High Road, Manali, Chennai 600068, Tamilnadu, India
Tel. No.:	91-44-25943895
E-Mail :	companysecretary@manalipetro.com
Website:	http://www.manalipetro.com
Branches	Located at: Delhi Mumbai Kolkata

DIRECTORS

AS ON 31.03.2012

Name :	Mr. Ashwin C Muthiah
Designation :	Chairman
Name :	Mr. T K Arun
Designation :	Director (Nominee of TIDCO)
Name :	Mr. Babu K Verghese
Designation :	Director
Name :	Mr. Brig (Retd.) Harish Chandra Chawla
Designation :	Director
Name :	Mr. Sanjiv Ralph Noronha
Designation :	Director
Name :	Mr. Muthukrishnan Ravi
Designation :	Managing Director

KEY EXECUTIVES

Name :	Mr. R. Kothandaraman
Designation :	Company Secretary
Name :	Mr. Sanjiv Ralph Noronha
Designation :	Chairman
Name :	Mr. Brig (Retd.) Harish Chandra Chawla
Designation :	Member
Name :	Mr. T K Arun
Designation :	Member
Name :	Mr. S Vasudevan
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.12.2012

Category of Shareholders	Total No. of Shares	Total Shareholding as a % of total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Bodies Corporate	65856053	38.29
Financial Institutions / Banks	11212500	6.52
Any Others (Specify)	12550	0.01
Directors/Promoters & their Relatives & Friends	12550	0.01
Sub Total	77081103	44.81
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	77081103	44.81
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	185100	0.11
Financial Institutions / Banks	47325	0.03
Foreign Institutional Investors	2260000	1.31
Sub Total	2492425	1.45
(2) Non-Institutions
Bodies Corporate	12076472	7.02
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	59927736	34.84
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	14929484	8.68
Any Others (Specify)	5492009	3.19
Clearing Members	144376	0.08
Hindu Undivided Families	2648741	1.54
Non Resident Indians	2611342	1.52
Overseas Corporate Bodies	85050	0.05
Trusts	2500	0.00
Sub Total	92425701	53.74
Total Public shareholding (B)	94918126	55.19
Total (A)+(B)	171999229	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)	171999229	0.00

BUSINESS DETAILS

Line of Business :

Subject is engaged in the business of Manufacture of Petrochemicals.

Products :

ITC Code	Product Description
39072010	Polyol
29053200	Propylene Glycol
29291010	Isocyanates

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
Propylene Oxide	MT	36000	32149
Propylene Glycol	MT	20000	19224
Polyols # # #	MT	# # # 50000	21461
PGMME	MT	2700	939
DCP and DCIPE	MT	7200	6339
Di – Propylene Glycol	MT	2320	1711
Tri – Propylene Glycol	MT	288	164
DPGMME	MT	460	217

Note:

• # From March 2010
• ## From February 2011
• ### Grade Dependent
• Including Captive Consumption.
• * As certified by management and relied on by the auditors, this being a technical matter.

GENERAL INFORMATION

No. of Employees :

332 (Approximately)

Bankers :

• State Bank of India
• State Bank of Hyderabad
• State Bank of Patiala
• Indian Bank
• Canara Bank
• Punjab National Bank
• Corporation Bank
• State Bank of Bikaner and Jaipur

Facilities :

Secured Loan	As on 31.03.2012 (Rs. in Millions)	As on 31.03.2011 (Rs. in Millions)
Cash Credit from Banks	11.872	59.217
Total	11.872	59.217

Note:

1. Cash Credit from banks is secured by hypothecation of inventories, book debts and other receivables, both present and future, and by way of a second charge on the Company’s immovable properties. The Cash Credit is repayable on demand.
2. Interest-free sales tax loan has been fully settled. However the charge created on the immovable and movable properties of the Company on which the said loan was secured has not been released pending receipt of “No Dues Certificate” from Sales Tax department.

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells, Chennai Chartered Accountants
Address :	ASV N Ramana Tower, 52, Venkatnarayana Road, T. Nagar, Chennai- 600017, Tamilnadu, India
Cost Auditor :
Name :	S Gopalan and Associates
Address :	F-1, Nethrambigai Apartments 15, Vembuli Amman Koil Street, K K Nagar West, Chennai – 600078, Tamilnadu, India
Associates/Subsidiaries :	SIDD Life Sciences Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
240000000	Equity Shares	Rs.5/- each	Rs.1200.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
171999229	Equity Shares	Rs.5/- each	Rs.859.996 Millions
	Add: Shares Forfeited		Rs.0.351 Million
	Total		Rs.860.347 Millions

Note:

1. There has been no movement in the Share Capital during the year. The Company has only one class of equity shares having a par value of Rs.5 per share. Each holder of the equity shares is entitled to one vote per share. In the event of repayment of Share Capital, the same will be in proportion to the number of equity shares held.

2. The Dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. For the year ended 31st March 2012, the amount of dividend recognized as distributions to equity shareholders is Re.0.60 per share (Previous year: Re.0.50).

Details of shares held by shareholders holding more than 5% shares in the Company:

	31.03.2012
Name of shareholders	No. of shares	% holding
SIDD Life Sciences Private Limited	65846053	38.28
Tamilnadu Industrial Development Corporation Limited	11212500	6.52
Southern Petrochemical Industries Corporation Limited	10000	0.01

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		860.347	860.347	860.347
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		883.373	566.518	413.694
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1743.720	1426.865	1274.041
LOAN FUNDS
1] Secured Loans		11.872	59.217	59.001
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		11.872	59.217	59.001
DEFERRED TAX LIABILITIES		134.420	131.358	117.199
TOTAL		1890.012	1617.440	1450.241
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		989.897	915.330	762.932
Capital work-in-progress		47.155	101.054	27.343
INVESTMENT		180.390	339.429	244.678
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	654.381	431.299	316.038
	Sundry Debtors	383.541	286.893	343.822
	Cash & Bank Balances	63.178	46.014	117.260
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	386.562	125.506	151.605
Total Current Assets		1487.662	889.712	928.725
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	503.615		259.727
	Other Current Liabilities	88.657	526.742	162.227
	Provisions	222.820	101.343	91.483
Total Current Liabilities		815.092	628.085	513.437
Net Current Assets		672.570	261.627	415.288
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1890.012	1617.440	1450.241

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	5739.630	4519.027	3886.981
		Other Income	68.321	47.506	47.081
		TOTAL	5807.951	4566.533	3934.062
Less	EXPENSES
		Raw Material and Packing Material Consumed	3943.227	3116.184	2548.857
		Purchase of Traded Goods	136.505	135.307	140.022
		Power and Fuel	0.000	401.842	362.559
		Employee Cost	248.374	148.128	136.529
		Other Expenses	951.034	385.366	394.682
		Increase/ Decrease in Stock	(138.146)	(27.895)	(4.038)
		TOTAL	5140.994	4158.932	3578.611
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		666.957	407.601	355.451
Less	FINANCIAL EXPENSES		19.229	15.401	15.001
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		647.728	392.200	340.450
Less/ Add	DEPRECIATION/ AMORTISATION		58.840	49.075	40.407
	PROFIT BEFORE TAX		588.888	343.125	300.043
Less	TAX		152.091	90.350	89.416
	PROFIT AFTER TAX		436.797	252.775	210.627
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		557.373	404.549	269.135
Less	APPROPRIATIONS
		Proposed Dividend Current Year	NA	86.000	64.500
		Tax on Dividend	NA	13.951	10.713
	BALANCE CARRIED TO THE B/S		NA	557.373	404.549
	EARNINGS IN FOREIGN CURRENCY
		FOB value of Exports	34.089	25.154	8.346
		Freight and Insurances	1.002	1.076	0.162
		Commission	0.000	0.000	4.996
	TOTAL EARNINGS		35.091	26.230	13.504
	IMPORTS
		Raw Materials	1184.559	865.797	718.381
		Traded Goods	102.961	103.135	86.673
	TOTAL IMPORTS		1287.520	968.932	805.054
	Earnings Per Share (Rs.)		2.54	1.47	1.22

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
Type	1^st Quarter	2^nd Quarter
Net Sales	1550.810	1373.670
Total Expenditure	1403.050	1244.400
PBIDT (Excl OI)	147.760	129.270
Other Income	12.070	26.570
Operating Profit	159.830	155.840
Interest	7.990	5.680
Exceptional Items	0.000	0.000
PBDT	151.840	150.160
Depreciation	15.450	15.890
Profit Before Tax	136.390	134.270
Tax	35.460	34.910
Provisions and contingencies	0.000	0.000
Profit After Tax	100.930	99.360
Extraordinary Items	0.000	0.000
Prior Period Expenses	0.000	0.000
Other Adjustments	0.000	0.000
Net Profit	100.930	99.360

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	7.52	5.53	5.35
Net Profit Margin (PBT/Sales)	(%)	10.26	7.59	7.72
Return on Total Assets (PBT/Total Assets}	(%)	23.77	19.00	17.74
Return on Investment (ROI) (PBT/Networth)		0.34	0.24	0.24
Debt Equity Ratio (Total Liability/Networth)		0.47	0.48	0.45
Current Ratio (Current Asset/Current Liability)		1.83	1.42	1.81

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	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	No
31]	PAN of Proprietor/Partner/Director, if available	No
32]	Passport No 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

HISTORY

Subject was incorporated on 11th June 1986 in Tamil Nadu as a public limited company. It was promoted by Southern Petrochemical Industries Corporation Limited (SPIC). The Construction began in the year 1989 and the production commenced in July 1990. The main object of the Company is to manufacture Propylene Oxide / Propylene Glycol (PO / PG) and Polyols used as industrial raw materials.

During the same time, UB Petro Products Limited, established jointly by TIDCO and UB group also commenced production of the same product group in another green field site in the Manali area itself. This company was taken over by SPIC in 1995 and was renamed as SPIC Organics Limited, and merged into MPL in the year 2000. Subsequent to the merger, the plants set up by SPIC is being referred to as MPL PLANT I and the other one being referred to as MPL PLANT II

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

OPERATIONAL HIGHLIGHTS

During the year, the process units were continued to be operated at higher capacity and production was stepped up and streamlined. The Company embarked on capital proposals for adding certain balancing equipments and facilities to optimize the capacity utilization. The new polyol facility in Plant 2, which was commissioned in Feb. 2011, was operated satisfactorily during the year. The bio-mass fired 4.2 MW co-generation captive power plant also performed well, enabling the Company to overcome the problems on account of restrictions imposed on power consumption.

In order to ensure availability of sufficient quantities of Propylene Oxide (PO) for the derivative plants, the Company has entered into agreement for storage of imported PO in bulk, which is expected to be ready by early 2013.

During the year, 1,14,51,053 equity shares were transferred by SPIC to Dr. A C Muthiah and SIDD Life Sciences Private Limited as inter se transfer among promoters.

The Registrar of Companies, Tamilnadu, Chennai accorded his approval for change of the name of the Company as Manali Petrochemicals Limited vide fresh certificate of incorporation dated 18th August 2011.

MARKET SCENARIO

The Company achieved a turnover of Rs. 6304.500 Millions against Rs. 4976.300 Millions in FY 2010-11, an increase of 27%. This was possible due to better selling price for the products and a marginal increase in sales volume.

During the year, the country witnessed a slowdown in economic growth and the manufacturing sector’s performance was adversely affected due to various factors like high inflation, higher interest rates and frequent power cuts etc. Contrary to the general trend, the Indian Polyurethane market registered a positive growth in the last financial year. Sale of various grades of polyol like base polyol, slab stock polyol and elastomers improved considerably. However, reduction of duty on polyols to zero percent under Free Trade Agreements with ASEAN countries caused severe margin pressure on the Company. This was managed by a combination of better raw material sourcing and restructuring of the product portfolio.

FUTURE OUTLOOK AND NEW PRODUCTS

Indian Polyurethane industry’s performance during 2007-2012 has been impressive with double-digit growth. The industry is expected to grow further in the medium term and the Company is confident of increasing its market share. Steps have also been initiated to foray into new segments by developing polyols for visco elastic and flexible slab stock memory foam application and to improve physical properties of moulded foam. In keeping with its commitment to environment, the Company is developing formulations that are more environment friendly and widely based on the international markets.

CONTINGENT LIABILITIES

Particular	As on 31.03.2012 (Rs. In Millions)	As on 31.03.2011 (Rs. In Millions)
a)Bills discounted	41.344	30.839
b) Letters of Credit / Guarantees	307.575	201.629
c) Disputed Excise and Customs demands	6.807	7.405
d) Disputed Sales Tax demands	5.888	5.771
e) Disputed Income Tax demands	11.867	48.802

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

Rs. In Millions

Sl. No.	Particulars	Quarter ended 30.09.2012	Quarter ended 30.06.2012	Half year ended 30.09.2012
1	Income from operations
	a)  Net sales/income from operations (Net of excise duty)	1369.454	1546.417	2915.871
	b) Other Operating Income	4.214	1.943	6.157
	Total income from operations (net)	1373.668	1548.360	2922.028
2	Expenditure
	a) Cost of materials consumed	846.250	1107.510	1953.760
	b) Purchase of traded goods	37.042	53.134	90.196
	c) Changes in inventories of finished goods, work-in-process and stock -in -trade	133.253	(42.890)	90.363
	d) Employee benefits expense	48.256	46.131	94.387
	e) Power and Fuel	98.907	117.100	216.007
	f) Depreciation and amortisation expense	15.892	15.444	31.346
	g) Other expense	80.687	119.600	200.287
	Total expenses	1260.287	1416.059	2676.346
3	Profit from Operations before Other Income, finance costs and exceptional items (1-2)	113.381	132.301	245.682
4	Other Income	26.568	12.070	38.638
5	Profit from ordinary activites after finance costs but before exceptional item (3+4)	139.949	144.371	284.320
6	Finance costs	5.678	7.994	13.672
7	Profit from ordinary activites after finance costs but before exceptional item (5-6)	134.271	136.377	270.648
8	Exceptional Items	-	-	-
9	Profit from ordinary activites before tax (7+8)	134.271	136.377	270.648
10	Tax Expense   -     Current Tax	32.225	32.732	64.957
	Deferred Tax	2.686	2.727	5.413
11	Net Profit after taxes	99.360	100.918	200.278
12	Paid-up equity share capital (Face value of Rs. 5/- each)	860.347	860.347	860.347
13	Reserves excluding Revaluation Reserves as per balance sheet of previous accounting year	-		-
14	Basic and Diluted Earnings Per Share (EPS) (of Rs. 5/- each) (not annualised)	0.58	0.59	1.17
A 15	Public shareholding
	- Number of shares	94,918,126	94,918,126	94,918,126
	- Percentage of shareholding	55.19%	55.19%	55.19%
16	Promoters and Promoter Group Shareholding
	a) Pledged / Encumbered
	- Number of shares	-	-	-
	- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	-	-	-
	- Percentage of shares (as a % of the total share capital of the company)	-	-	-
	b) Non – encumbered
	- Number of shares	77,081,103	77,081,103	77,081,103
	- Percentage of shares (as a % of the total shareholding of the Promoter and Promoter group)	100.00%	100.00%	100.00%
	- Percentage of shares (as a % of the total share capital of the company)	44.81%	44.81%	44.81%
B	INVESTOR COMPLAINTS FOR THE 3 MONTHS
	Pending at the beginning of the quarter	Nil
	Received during the quarter	22
	Disposed off during the quarter	19
	Remaining unresolved at the end of the quarter	3

STAND-ALONE STATEMENT OF ASSETS AND LIABILITIES

Rs. In Millions

Sl .No	Particulars	As at 30.09.2012 (Unaudited)
A	EQUITY AND LIABILITIES
1	Shareholders’ funds
	(a) Share capital	860.347
	(b) Reserves and surplus	1083.651
	Sub-total - Shareholders' funds	1943.998
2	Non-current liabilities
	(a) Deferred tax liabilities (net)	139.833
	(b) Other long-term liabilities	19.933
	(c) Long-term provisions	15.064
	Sub-total - Non-current liabilities	174.830
3	Current liabilities
	(a) Short-term borrowings	26.314
	(b) Trade payables	352.981
	(c) Other current liabilities	95.365
	(d) Short-term provisions	81.140
	Sub-total - Current liabilities	555.800
	TOTAL - EQUITY AND LIABILITIES	2674.628
B	ASSETS
1	Non-current assets
	(a) Fixed assets	1065.437
	(b) Non-current investments	0.045
	(c) Long-term loans and advances	78.903
	Sub-total - Non-current assets	1144.385
2	Current assets
	(a) Current investments	143.036
	(b) Inventories	539.669
	(c) Trade Receivables	426.143
	(d) Cash and cash equivalents	59.550
	(e) Short-term loans and advances	361.845
	Sub-total - Current assets	1530.243
	TOTAL - ASSETS	2674.628

Notes:

1. The above results were reviewed by the Audit Committee and approved at the Meeting of the Board of Directors held on 30th October, 2012 and have been subjected to a limited review by the statutory auditors of the Company.

2. The Company operates only in one business segment, viz., Petrochemicals.

3. Previous period figures have been regrouped / reclassified wherever necessary.

FIXED ASSETS:

Tangible Assets

• Land

• Development on lease-hold land
• Plant and Machinery
• Building
• Furniture and Fixture
• Office Equipments
• Computers
• Vehicles

Intangible Assets

• Computer Software

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 53.89
UK Pound	1	Rs. 84.93
Euro	1	Rs. 72.51

INFORMATION DETAILS

Report Prepared by :

NTH

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--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	NO
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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.