MIRA INFORM REPORT

Report Date :

29.07.2013

IDENTIFICATION DETAILS

Name :	YAPP INDIA AUTOMOTIVE SYSTEMS PRIVATE LIMITED
Formerly Known As :	YAPP-ZOOM AUTOMOTIVE SYSTEMS PRIVATE LIMITED
Registered Office :	Ford New Suppliers Park, Melrosapuram, Chittamannur Village, S.P. Koil (Post), Chengalpattu Taluk, Kancheepuram District – 603 204, Tamilnadu
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	08.04.2008
Com. Reg. No.:	18-067267
Capital Investment / Paid-up Capital :	Rs.622.776 millions
CIN No.: [Company Identification No.]	U34300TN2008PTC067267
PAN No.: [Permanent Account No.]	AAACY3406H
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing and Selling of Plastic Fuel Tanks for the automotive industries.
No. of Employees :	300 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (27)

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

Maximum Credit Limit :	USD 1583000
Status :	Moderate
Payment Behaviour :	Unknown
Litigation :	Clear
Comments :	Subject is an established company having a moderate track record. There appear accumulated losses recorded by the company. However, capital base of the company seems to be strong. Trade relations are reported to be fair. Business is active. Payments are reported to be slow but correct. The company can be considered for business dealings with some caution.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

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 (GENERAL DETAILS)

Name :	Mr. V. Srinivasan
Designation :	Senior Manager – Sales Department
Contact No.:	91-9566004278
Date :	26.07.2013

LOCATIONS

Registered Office :	Ford New Suppliers Park, Melrosapuram, Chittamannur Village, S.P. Koil (Post), Chengalpattu Taluk, Kancheepuram District – 603 204, Tamilnadu, India
Tel. No.:	91-44-27458500
Mobile No.:	91-9566004278 (Mr. V. Srinivasan)
Fax No.:	Not Available
E-Mail :	dharmveerkumar@yappzoom.com rsbalajii@yappzoom.com
Factory 1 :	Plot NoA-3/A, Phase-II, Village Khalumbre, Chakan Industrial Area, Taluk Khed, Chakan, Pune – 410 501, Maharashtra, India
Factory 2 :	Located at: · Maraimalai Nagar, Chengalpattu, Tamilnadu

DIRECTORS

AS ON 29.09.2012

Name :	Mr. Sun Yan
Designation :	Director
Address :	Room No.201, Gate No.3, Zhong 1, Lou 30, Ling Nam Road, Dian District, Bejing, China
Date of Birth/Age :	26.08.1963
Date of Appointment :	08.04.2008
DIN No.:	02005477
Name :	Zhang Liang
Designation :	Director
Address :	302, 17^th Unit, 1^st Mashen Temple, Haidian District, Bejing, China
Date of Birth/Age :	27.04.1961
Date of Appointment :	08.04.2008
DIN No.:	02005476
Name :	Chen Huazhu
Designation :	Director
Address :	Room No.303, Building 3, Century Home, 268 Yangzijiang South Road, Tangzhou Jiangsu, China 225009
Date of Birth/Age :	19.08.1973
Date of Appointment :	29.09.2011
DIN No.:	03593203

KEY EXECUTIVES

Name :	Mr. V. Srinivasan
Designation :	Senior Manager – Sales Department

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2012

Names of Shareholders	No. of Shares
Yapp Automotive Parts Company Limited, China	62277582
Yapp Automotive Parts (Foshan) Company Limited, China	1
Total	62277583

AS ON 29.09.2012

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00

BUSINESS DETAILS

Line of Business :

Manufacturing and Selling of Plastic Fuel Tanks for the automotive industries.

Products :

Item Code No. (ITC Code)	87089900
Product Description	Plastic Fuel Tank
Item Code No. (ITC Code)	87089900
Product Description	Scrap
Item Code No. (ITC Code)	87089900
Product Description	Tools

Imports :

Products :

• Raw Materials

Countries :

• China
• Germany
• Korea

Terms :

Selling :

Cash and Credit

Purchasing :

Cash and Credit

PRODUCTION STATUS [AS ON 31.03.2011]

Particulars	Unit	March 31, 2011
* Licensed Capacity	Nos.	*
** Installed Capacity	Nos.	250000
Actual Production	Nos.	152157

*Licensed / Installed Capacity is not furnished as the same is not applicable to the company.

** Installed Capacity is the annual installed capacity and being a technical matter, is as certified by the management and relied by the auditors.

GENERAL INFORMATION

Customers :

End Users

No. of Employees :

300 (Approximately)

Bankers :

IDBI Bank Limited, 115, Anna Salai, Chennai – 600 015, Tamilnadu, India

Facilities :

Secured Loan	As on 31.03.2012 (Rs. in Millions)	As on 31.03.2011 (Rs. in Millions)
LONG-TERM BORROWINGS
Rupee term loans from banks First charge on the movable and immovable property of the company Irrevocable and unconditional guarantee-51% from Yapp Automotive Parts Company Limited and 49% from Zoom Developers Private Limited 72 equal monthly installments commencing from April 2011	0.000	233.333
Total	0.000	233.333

Banking Relations :	--
Auditors :
Name :	S.V. Ghatalia and Associates Chartered Accountants
Address :	6 and 7^th Floor, A Block, Tidel Park, Rajiv Gandhi Salai, Taramani, Chennai - 600 113, Tamilnadu, India
PAN No:	AACFS6921Q
Holding Company :	Yapp Automotive Parts Company Limited, China
Joint Venture :	Zoom Developers Private Limited, India (CIN No.: U70101MP1991PTC006729)

CAPITAL STRUCTURE

AFTER 29.09.2012

Authorised Capital : Rs.1200.000 millions

Issued, Subscribed & Paid-up Capital : Rs.1160.975 millions

AS ON 29.09.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
70000000	Equity Shares	Rs.10/- each	Rs.700.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
62277583	Equity Shares	Rs.10/- each	Rs.622.776 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1) Shareholders' Funds
(a) Share Capital	622.776	488.054
(b) Reserves & Surplus	(227.150)	(124.668)
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1) + (2)	395.626	363.386
(3) Non-Current Liabilities
(a) Long-term borrowings	736.560	233.333
(b) Deferred tax liabilities (Net)	0.000	0.000
(c) Other long term liabilities	0.000	0.000
(d) Long-term provisions	0.781	0.469
Total Non-current Liabilities (3)	737.341	233.802
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000
(b) Trade payables	114.327	139.288
(c) Other current liabilities	108.964	175.255
(d) Short-term provisions	1.350	0.620
Total Current Liabilities (4)	224.641	315.163
TOTAL	1357.608	912.351
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	374.467	379.049
(ii) Intangible Assets	0.188	0.311
(iii) Capital work-in-progress	225.009	12.592
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000
(d) Long-term Loan and Advances	123.947	105.054
(e) Other Non-current assets	21.384	10.095
Total Non-Current Assets	744.995	507.101
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	85.605	73.719
(c) Trade receivables	114.833	90.261
(d) Cash and cash equivalents	259.826	170.922
(e) Short-term loans and advances	149.871	70.039
(f) Other current assets	2.478	0.309
Total Current Assets	612.613	405.250
TOTAL	1357.608	912.351

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		214.050
2] Share Application Money		68.742
3] Reserves & Surplus		0.000
4] (Accumulated Losses)		(39.975)
NETWORTH		242.817
LOAN FUNDS
1] Secured Loans		280.000
2] Unsecured Loans		0.000
TOTAL BORROWING		280.000
DEFERRED TAX LIABILITIES		0.000
TOTAL		522.817
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		139.815
Capital work-in-progress		303.142
INVESTMENT		0.000
DEFERRED TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	14.060
	Sundry Debtors	4.827
	Cash & Bank Balances	92.904
	Other Current Assets	0.117
	Loans & Advances	45.415
Total Current Assets		157.323
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	52.867
	Other Current Liabilities	24.596
	Provisions	0.000
Total Current Liabilities		77.463
Net Current Assets		79.860
MISCELLANEOUS EXPENSES		0.000
TOTAL		522.817

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Net Sales	805.591	422.670	7.213
		Trading Sales			0.642
		Other Income			1.889
		TOTAL (A)	805.591	422.670	9.744
Less	EXPENSES
		Raw material consumption	839.950	451.530	10.165
		Purchase of traded goods			0.612
		Increase/ Decrease in inventories			(0.573)
		Personnel costs			9.682
		Operating and Other Expenses			19.849
		TOTAL (B)	839.950 (including interest & financial expenses)	451.530 (including interest & financial expenses)	39.735
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)				(29.991)
Less	INTEREST & FINANCIAL EXPENSES (D)				0.338
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(34.359)	(28.860)	(30.329)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		68.123	57.641	3.891
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		(102.482)	(86.501)	(34.220)
Less	TAX (H)		0.000	0.000	0.449
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		(102.482)	(86.501)	(34.669)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(126.476)	(39.975)	(5.306)
	BALANCE CARRIED TO THE B/S		(228.958)	(126.476)	(39.975)
	IMPORTS
		Raw Materials	NA	98.540	11.099
		Plastic fuel tanks	NA	6.691	7.744
		Child Parts & Components	NA	129.059	9.011
		Machinery & Spare Parts items	NA	3.604	314.980
	TOTAL IMPORTS		NA	237.894	342.834
	Earnings / (Loss) Per Share (Rs.)		(1.65)	(1.77)	(1.62)

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	(12.72)	(20.47)	(355.80)
Net Profit Margin (PBT/Sales)	(%)	NA	NA	(435.65)
Return on Total Assets (PBT/Total Assets}	(%)	(9.05)	(9.61)	(11.52)
Return on Investment (ROI) (PBT/Networth)		(0.26)	(0.24)	(0.14)
Debt Equity Ratio (Total Debt/Networth)		1.86	0.64	1.15
Current Ratio (Current Asset/Current Liability)		2.73	1.29	2.03

LOCAL AGENCY FURTHER INFORMATION

Details of Current maturities of long-term debt:

Particulars	31.03.2012 (Rs. in millions)	31.03.2011 (Rs. in millions)	31.03.2010 (Rs. in millions)
Current maturities of long-term debt	8.333	46.667	NA

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	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	Yes
20) Export / Import details (if applicable)	Yes
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes
31) Date of Birth of Proprietor/Partner/Director, if available	Yes
32) PAN of Proprietor/Partner/Director, if available	No
33) Voter ID No of Proprietor/Partner/Director, if available	No
34) External Agency Rating, if available	No

Unsecured Loan	As on 31.03.2012 (Rs. in Millions)	As on 31.03.2011 (Rs. in Millions)
LONG-TERM BORROWINGS
Rupee term loans from banks 2 years from the date of draw down	225.000	0.000
Foreign currency term loans from banks 16 half yearly installments after a moratorium period of 36 months commencing from 19^th December 2014	511.560	0.000
Total	736.560	0.000

Note:

The registered office of the company has been shifted from New No.11, Kanakasri Nagar (Behind Music Academy), Cathedral Road, Chennai – 600 086, Tamilnadu to the present address w.e.f. 09.04.2010.

CORPORATE INFORMATION:

The Company was incorporated in India on April 8, 2008 as Yapp-Zoom Automotive Systems Private Limited with its registered office in Chennai. Yapp India was set up as a joint venture between Yapp Automotive Parts Company Limited, China (Yapp, China) and Zoom Developers Private Limited, India. The Company is into the business of manufacture and sales of plastic fuel tanks for the automotive industries. The Company has its manufacturing facility at Maraimalai Nagar, Chengalpattu in Tamilnadu. Subsequent to the year end, the shareholder "Zoom Developers Private Limited." has sold its entire stake to Yapp, China thus becoming a wholly owned subsidiary of Yapp, China. The Company is in the process of setting up its second manufacturing facility in Pune, Maharashtra, India. For this, during the year, the Company has obtained a 28,000 square metre of land under lease from Maharashtra Industrial Development Corporation in the Chakan Industrial estate of Pune. "

OPERATING PERFORMANCE:

The Company’s performance in terms of sales/ gross revenue for the year ended 31^st March, 2012 was excellent due to favourable market conditions and addition of a major OEM, viz. Mahindra and Mahindra. However the Company has recently observed a slowdown in the market but is confident of improved sales after sometime.

NEW PLANT AT PUNE:

The company’s new plant at Pune has been successfully commissioned and trial runs have begun. It is expected to commence the commercial operations soon.

FIXED ASSETS:

Tangible Assets

· Leasehold Land

· Buildings

· Plant and Machinery

· Office Equipments

· Furniture and Fittings

· Computers

· Vehicles

Intangible Assets

· 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.58.91
UK Pound	1	Rs.90.68
Euro	1	Rs.78.22

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		27

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.