MIRA INFORM REPORT

Report Date :

04.06.2013

IDENTIFICATION DETAILS

Name :	GREAVES COTTON LIMITED
Registered Office :	Industry Manor, Off Appasahab Marathe Marg, Prabhadevi, Mumbai – 400025, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	29.03.1922
Com. Reg. No.:	11-000987
Capital Investment / Paid-up Capital :	Rs. 488.400 Millions
CIN No.: [Company Identification No.]	L99999MH1922PLC000987
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing of Engines and Contraction Equipment and Trading of Power Tillers, Motor Graders etc.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

A (63)

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 25970000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and reputed company having a good track record. Financially company appears to be strong. Liquidity position of the company is good. The performance capability seems to be high. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitment. The company can be considered for normal business dealings at usual trade terms and condition.

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	FITCH
Rating	Long Term Rating AA
Rating Explanation	Having very low default risk. It indicate very strong capacity for payments of financial commitment.
Date	December 2011

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 / Corporate Office :	Industry Manor, Appasaheb Marathe Marg, Prabhadevi, Mumbai – 400025, Maharashtra, India
Tel. No.:	91-22-24397575
Fax No.:	91-22-24377730
E-Mail :	rahul.rao@greavescotton.com investorservices@greavescotton.com
Website :	www.greavescotton.com
Factory :	Diesel Engine Unit, Mumbai Pune Road, Chinchwad, Pune – 411019, Maharashtra, India Also Located at: Maharashtra Ø Chakan, Pune Ø Chiklthana, Aurangabad Ø Shendra, Aurangabad Ø Waluj, Aurangabad Tamilnadu Ø Gummidipoondi Ø Ranipet
Regional Office :	Located : Ø Mumbai Ø Ahmedabad Ø New Delhi Ø Kolkata Ø Jharkhand Ø Bangalore Ø Chennai Ø Cochin Ø Hyderabad

DIRECTORS

AS ON 31.03.2012

Name :	Mr. Karan Thapar
Designation :	Chairman
Name :	Mr. Sunil Pahilajani
Designation :	Managing Director and CEO (Effective November 5, 2011)
Name :	Mr. Prabhakar Dev
Designation :	Managing Director and CEO (Up to November 4, 2011)
Name :	Mr. Vijay Rai
Designation :	Director
Name :	Mr. Suresh N. Talwar
Designation :	Director
Name :	Mr. Vikram Tandon
Designation :	Director
Name :	Mr. Sukh Dev Nayyar
Designation :	Director
Name :	Clive Hickman
Designation :	Director

KEY EXECUTIVES

Name :	K. K. Saraf
Designation :	Executive Vice President and Company Secretary
Name :	Mr. Ashok Kumar Sonthalia
Designation :	Chief Financial Officer
Name :	Mr. Anil Gole
Designation :	Chief Human Resources Officer
Name :	Mr. Sanjiv Kumar
Designation :	Chief Executive Officer (Automotive Engine Business)
Name :	Mr. Ramachandran Nandagopal
Designation :	Chief Executive Officer (Construction Equipment)
Name :	Mr. Vinay Khanolkar
Designation :	Chief Executive Officer (Aftermarket)
Name :	C.M. Ashok Muni
Designation :	Chief Executive Officer (Farm Equipment Business)
Name :	Mr. Prakash Bhalekar
Designation :	Chief Executive Officer (Engine Component Technologies, Industrial Engine Business and Auxiliary Power Business)

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.03.2013

Category of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	1000	0.00
Bodies Corporate	125920566	51.56
Sub Total	125921566	51.56
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	125921566	51.56
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	36885278	15.10
Financial Institutions / Banks	91629	0.04
Insurance Companies	28933066	11.85
Foreign Institutional Investors	21331706	8.74
Sub Total	87241679	35.72
(2) Non-Institutions
Bodies Corporate	7939852	3.25
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 million	18641051	7.63
Individual shareholders holding nominal share capital in excess of Rs.0.100 million	2398772	0.98
Any Others (Specify)	2063875	0.85
Overseas Corporate Bodies	775000	0.32
Non Resident Indians	1249430	0.51
Trusts	39445	0.02
Sub Total	31043550	12.71
Total Public shareholding (B)	118285229	48.44
Total (A)+(B)	244206795	100.00
© 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)	244206795	0.00

BUSINESS DETAILS

Line of Business :

Manufacturing of Engines and Contraction Equipment and Trading of Power Tillers, Motor Graders etc.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Ø State Bank of India

Ø Bank of India

Ø ICICI Bank

Ø HDFC Bank

Ø Royal Bank of Scotland N.V.

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Cash Credit/ Short Term Finance From Bank	0.000	22.900
Total	0.000	22.900

Note:

Cash Credit and Short Term Finance from Banks are secured by hypothecation of all stock-in-trade, spares, tools and book debts, present and future, of the Company. The charges on these assets also extend to letters of credit and bank guarantees upto Rs. 278.500 million (Previous Period Rs.807.700 million) and Rs.42.100 million (Previous Period Rs. 62.900 million) respectively.

Banking Relations :	--
Auditors :
Name :	Walker, Chandiok and Company Chartered Accountants
Associates :	Ø Bharat Starch Products Limited Ø DBH Consulting Limited Ø DBH Global Holdings Limited Ø DBH International Private Limited Ø DBH Investments Private Limited Ø DBH Stephan Limited Ø English Indian Clays Limited Ø Karun Carpets Private Limited Ø Pembril Industrial and Engineering Company Private Limited Ø Premium Stephan B.V., Netherlands Ø Premium Transmission Cooperatie UA Ø Premium Transmission Limited
Subsidiary of Greaves Cotton Netherlands B.V. :	Ascot International FZC
Wholly Owned Subsidiary of Greaves Leasing Finance Limited :	Dee Greaves Limited
Wholly Owned Subsidiary :	Ø Greaves Auto Limited Ø Greaves Cotton Netherlands B.V. Ø Greaves Leasing Finance Limited
Wholly Owned Subsidiary of Greaves Cotton Netherlands B.V. :	Greaves Farymann Diesel GmbH

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
250000000	Equity Shares	Rs.2/- each	Rs. 500.000 Millions
2500000	Preference Shares	Rs.100/- each	Rs. 250.000 Millions
	Total		Rs. 750.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
244206795	Equity Shares	Rs.2/- each	Rs.488.400 Millions

Shares in the Company held by each shareholder holding more than 5% shares

Name of the shareholder	31.03.2012
	Number of shares	Percentage of shares held ( % )
DBH International Private Limited	98537502	40.35
Reliance Capital Trustee Company Limited	14815042	6.07
Bharat Starch Products Limited	13775865	5.64
Karun Carpets Private Limited	13657899	5.59

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012 [12 Months]	31.03.2011 [9 Months]	30.06.2010
SHAREHOLDERS FUNDS
1] Share Capital		488.400	488.400	488.400
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		6005.300	4772.100	3924.200
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		6493.700	5260.500	4412.600
LOAN FUNDS
1] Secured Loans		0.000	22.900	3.700
2] Unsecured Loans		201.700	3.600	47.900
TOTAL BORROWING		201.700	26.500	51.600
DEFERRED TAX LIABILITIES		299.600	263.600	245.000
TOTAL		6995.000	5550.600	4709.200
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		3295.100	2641.300	2378.000
Capital work-in-progress		167.800	92.900	281.800
INVESTMENT		1114.200	838.400	1301.300
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1699.700	1868.400	1532.900
	Sundry Debtors	2559.200	2580.900	2024.800
	Cash & Bank Balances	702.500	601.800	218.500
	Other Current Assets	18.600	26.900	0.000
	Loans & Advances	1359.300	1157.600	1003.400
Total Current Assets		6339.300	6235.600	4779.600
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1935.500	2141.000	2452.600
	Other Current Liabilities	822.600	1082.000	247.00
	Provisions	1163.300	1034.600	1331.900
Total Current Liabilities		3921.400	4257.600	4031.500
Net Current Assets		2417.900	1978.000	748.100
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		6995.000	5550.600	4709.200

PROFIT & LOSS ACCOUNT

	PARTICULARS			31.03.2012 [12 Months]	31.03.2011 [9 Months]	30.06.2010
	SALES
		Revenue from operations		17534.400	12521.700	13472.100
		Other Income		59.800	123.800	68.500
		TOTAL		17594.200	12645.500	13540.600
Less	EXPENSES
		Cost of material consumed		12054.500	8167.400
		Purchase of stock-in-trade		424.000	580.900
		Changes in inventories of finished goods, work-in-progress and stock-in-trade		(151.700)	(62.800)
		Employee benefit		1275.100	831.500
		Other expenses		1567.300	1071.400
		TOTAL		15169.200	10588.400	11407.200
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION			2425.000	2057.100	2133.400
Less	FINANCIAL EXPENSES			34.800	10.500	129.100
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION			2390.200	2046.600	2004.300
Less/ Add	DEPRECIATION/ AMORTISATION			317.300	209.800	270.300
	PROFIT BEFORE EXCEPTIONAL AND EXTRAORDINARY ITEMS AND TAX			2072.900	1836.800	1734.000
Add	EXCEPTIONAL ITEMS			432.900	0.000	0.000
	PROFIT BEFORE TAX			2505.800	1836.800	1734.000
Less	TAX			650.900	564.000	554.300
	PROFIT AFTER TAX			1854.900	1272.800	1179.700
	IMPORTS
			Raw Materials	202.000	116.800	169.500
			Components and Spare Parts	679.200	1005.100	552.700
			Capital Goods	143.700	90.400	275.700
	TOTAL IMPORTS			1024.900	1212.300	997.900
	EARNINGS IN FOREIGN CURRENCY
			Export of goods on F.O.B. basis ( including foreign branch)	522.500	192.100	275.700
			Direct Sales Compensation (including foreign branch)	4.300	6.400	18.100
	TOTAL EARNINGS			526.800	198.500	293.800
	Earnings Per Share (Rs.)			7.60	5.21	4.83

QUARTERLY RESULTS

PARTICULARS (Rs. Millions)	30.06.2012	30.09.2012	31.12.2012
Audited/ Unaudited	1^ST Quarter	2^ndQuarter	3^rd Quarter
Net sales	4115.800	4501.300	5157.800
Total Expenditure	3619.000	3924.800	4440.800
PBIDT (Excl ol)	496.800	576.500	717.000
Other Income	29.400	20.400	68.500
Operating Profit	526.200	596.900	785.500
Interest	3.100	1.600	2.200
Exceptional items	0.000	(34.300)	(141.800)
PBDT	523.100	561.000	641.500
Depreciation	88.900	94.000	98.600
Profit Before Tax	434.200	467.000	542.900
Tax	118.700	131.400	199.300
Provision and Contingencies	0.000	0.000	0.000
Profit After Tax	315.500	335.600	343.600

KEY RATIOS

PARTICULARS		31.03.2012 [12 Months]	31.03.2011 [9 Months]	30.06.2010
PAT / Total Income	(%)	10.54	10.07	8.71
Net Profit Margin (PBT/Sales)	(%)	14.29	14.67	12.87
Return on Total Assets (PBT/Total Assets}	(%)	26.01	20.69	24.23
Return on Investment (ROI) (PBT/Networth)		0.39	0.35	0.39
Debt Equity Ratio (Total Debt /Networth)		0.03	0.01	0.01
Current Ratio (Current Asset/Current Liability)		1.62	1.46	1.19

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	No
8]	No. of employees	No
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	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	No
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

Particular	As on 31.03.2012	As on 31.03.2011
Interest-Free Sales Tax Loan And Special Incentive Loan	1.700	3.600
Short term From Others	200.00	0.000
Total	201.700	3.600

GENERAL INFORMATION:

Subject is engaged in manufacturing of engines and construction equipment and trading of power tillers, motor graders etc. The Company has manufacturing facilities in the states of Maharashtra and Tamilnadu. The products are mainly sold in India with some export to Middle East, Africa and South East Asia Region. The Company has four direct and two indirect subsidiaries having operations in India, Netherlands, Germany and Sharjah.

PERFORMANCE OVERVIEW

The financial year began on a positive note. However, the economy started witnessing a rise in inflationary trend during the second half of the year which together with tightening of the monetary policy and a widening trade deficit resulted in a slow-down in the overall demand scenario. This affected the performance of almost all business segments in which Greaves operates. The Company achieved gross revenue of Rs.17594.200 million and Profit after Tax (excluding exceptional items) of Rs.1444.000 million for the financial year ended March 31, 2012 as against Rs.12645.5000 million and Rs.1272.8000 million respectively, for the previous financial period (nine months). On a comparative basis (April to March period) the Revenue and the Profit after Tax before exceptional items registered a growth of 8.7% and drop of 6.9% respectively. The profits were lower due to higher material costs and certain one-off items of expenditures/write-offs. The Company commissioned in October 2011, its new unit at Shendra (Aurangabad) for manufacture of Light Diesel Engines. This together with the ongoing expansion at the Ranipet Unit, will enhance the production capacity of Light Diesel Engines for automotive applications to 525,000 nos. per annum.

During the year the Company sold its land at Thoraipakkam, Chennai, for a consideration of Rs.800.000 millions thus making a gain amounting to Rs.694.000 millions, net of tax.

SUBSIDIARIES

1. Greaves Farymann Diesel GmbH, Lampertheim, Germany (GFD)

The entire share capital of GFD is held by the Company’s wholly owned subsidiary viz. Greaves Cotton Netherlands B.V.

GFD reported improved performance for the financial year ended March 31, 2012 with a total income of Euro 5.541 million and loss of Euro 0.033 million. The Company has taken certain strategic moves in order to improve the performance of GFD.

2. Greaves Cotton Netherlands B.V. (GCN)

The entire equity capital of GCN is held by Greaves Cotton Limited. GCN acts as an investment Company in Netherlands B.V. During the financial year under review, the Company invested a further sum of Euro 35,000 in the ordinary shares of GCN. GCN reported a Loss of Euro 35,410 for the year ended March 31, 2012.

3. Ascot International FZC (Ascot), Sharjah

The entire share capital of Ascot is held jointly by Greaves Cotton Netherlands B.V. (90%) and Greaves Cotton Limited (10%). Ascot is engaged in the distribution of Greaves products, largely DG sets. Ascot earned total revenue of AED 2.926 million and incurred a loss of AED 0.367 million for the year ended March 31, 2012. The Company has initiated various steps to improve the business of Ascot on the back of extensive service network for the products sold by Ascot. These measures are expected to improve Ascot’s performance substantially in the coming years.

4. Greaves Leasing Finance Limited (GLFL)

GLFL is a wholly- owned subsidiary of the Company. GLFL is engaged in leasing and finance activities confined only to Greaves Group. It reported total revenue of Rs. 44.700 millions and Profit after Tax of Rs.27.200 millions for the financial year 2011-12.

5. Dee Greaves Limited (DGL)

DGL is a wholly owned subsidiary of GLFL. During the financial year 2011-12, it did not do any business. It earned a marginal profit presenting interest income, net of expenses.

6. Greaves Auto Limited (GAL)

GAL is a wholly owned subsidiary of Greaves Cotton Limited. GAL is yet to commence any business activity. GAL earned marginalprofit on account of interest income net of administrative expenses.

COMPANY OVERVIEW

During the year the Company’s performance mirrored the apparent decelerated growth across vital sectors of the Indian economy. However, demand from Small Commercial Vehicle (SCV) segment facilitated the Company to achieve net sales at 17594.2000 millions a growth of 8.7 % on a comparative basis (April to March period). The PAT (before exceptional items) stood at 1444.0000 millions down by 6.9 % compared to previous 12 months period. Many economic indicators affected businesses at large, with high interest rates in particular impacting the construction equipment business.

AUTOMOTIVE ENGINE BUSINESS

INDUSTRY OVERVIEW

Despite near flat growth of Indian Automobile Sector during financial year 2011-12 (FY12), Small Commercial Vehicle (SCV) segment grew at a robust rate of 27 %, albeit on a small base. Connecting nooks and corners of Indian hinterland through last mile transportation SCVs recorded impressive growth. Sales of three-wheeled diesel vehicles recorded a modest growth of 5% as compared to 18% in the previous year, while four wheeled vehicles maintained a growth of 32%. Courtesy the competitive advantages that SCV’s bring, the demand from the cargo segment picked up demonstrating an increasing adoption of the hub and spoke model.

BUSINESS OVERVIEW

Greaves Cotton’s Automotive Engine Business manufactures a wide range of single-cylinder and twin-cylinder diesel and gasoline engines. These highly fuel efficient, lightweight and compact engines cater to the Original Equipment Manufacturers (OEMs) of three-wheeled and small four-wheeled (sub one tonne category) commercial vehicles.

One of the world’s largest manufacturers of single-cylinder diesel engines, Greaves Cotton continues to be a preferred engine manufacturer to leading automobile companies in India including Piaggio, Tata Motors and Mahindra & Mahindra (M&M), amongst others. Greaves Cotton’s engines command leadership with over 80% market share in the three-wheeled segment and are gradually penetrating into the four wheeled segment. Though still at a nascent stage, the Small Commercial Vehicle (SCV) holds tremendous potential of accelarated growth considering the growing adoption of hub-and-spoke model in logistics sector coupled with rapid urbanization of semi urban geographies. Greaves engines’ market share in the four wheeled SCV segment rose to around 9% in FY12, from less than 3% in FY11. The Business aims to emerge as the second largest supplier of engines to this segment in coming three to five years.

During the year under consideration, Greaves commenced supplies of its new G600 WIII single cylinder engines to Tata Motors for their sub one tone SCVs, Ace Zip and Magic Iris which have gained market acceptance. It also commissioned its5th Light Engines Plant at Shendra, Aurangabad, during the year. With an initial investment of Rs.50.000 million, this plant has an installed capacity of 87,000 engines annually and will manufacture single-cylinder engines for supply to SCV manufacturers. This facility is environment friendly with keen focus on, energy efficiency and conservation, rain water harvesting etc.

To address the growing demands of the Industry, the Company has taken up a brownfield expansion at the Ranipet unit to double its installed capacity to 300,000 engines annually. The expansion will be completed in the first quarter of FY13. Upon its completion, the total annual installed capacity of engines for the Automotive Engine Business will go up to 525,000.

Automotive Engine Business recorded a 14% growth over the number of engines produced in the last fiscal on an annualized basis. The growth compares very well with the Industry growth of just 6% achieved in FY12. It achieved the highest ever monthly production and despatch of about 41,000 engines in the month of November 2011. It is actively pursuing newmarket development and has initiated various steps to strengthen its competitive position in the four-wheeled SCV segment besides exploring applications beyond the auto segment. It is also identifying opportunities in export markets. Through a dedicated Research & Development (R&D) team at its Technology Centre, the Automotive Engine Business is also proactively working on achieving BS-IV emission compliance for its engines well ahead of April 2015, the stipulated implementation schedule as of date. In view of the Government mandating the use of alternate fuels in major metro cities, Greaves Cotton initiated steps to design/manufacture Air–cooled petrol engine for alternate fuel i.e. CNG/LPG on three/four wheeled SCVs.

OUTLOOK

While the market for three wheeled SCVs is expected to grow at a slower rate, the market for four wheeled sub one tonne SCVs seem to be moving to a high growth trajectory. These segments require engines with proven capability and performance. Customised engines, technology transfers and contract manufacturing could well become catalysts in growing this business.

The increasing cost of finance to buy vehicles impacted the demand, especially during the last two quarters of FY12. With peaking of interest rate and early signs of rate reversal witnessed recently, Automotive Engine Business expects demand growth to pick up in the months to follow. Growing urbanisation, improving spending power & consumption pattern, faster adoption of hub & spoke model – all augur well for continued growth of SCV

segment.

AUXILIARY POWER BUSINESS

INDUSTRY OVERVIEW

Uninterrupted and reliable power supply is of paramount importance to all the key constituents of economy. India, with a considerable power deficit, in peak as well as off-peak periods, leaves much to be addressed impacting businesses at large. Gensets are stable and reliable alternative to unreliable grid power and also as a back-up to it.

The financial year 2011-12 saw sluggish demand scenario caused by macro economic factors, higher cost of borrowing, tightened liquidity, macroeconomic headwinds and slowing down of the decision making process across private and public sectors which decelerated the growth momentum for the sector as a whole and the Company in particular. The Diesel Generating (DG) set Industry witnessed a drop of around 10% during financial year 2011-12. The Industry consolidated the move towards Single Window Concept for sales and Aftermarket support to the customers.

BUSINESS OVERVIEW

Auxiliary Power Business manufactures a range between 25-500 KVA Silent Diesel Gensets and control panels, provides Installation & Commissioning services and Aftermarket support to its customers through its nationwide presence of distributors. It caters to demand from customers across the segments such as retail, hospitality, healthcare, real estate, infrastructure, manufacturing, pharma, etc. The Business relocated its manufacturing unit to Chakan, near Pune, from the existing location at Chinchwad in Pune as a cost saving measure, aiming to become a low cost manufacturer supplying bestin- class Diesel Gensets.

The slowdown in markets due to macro economic factors led to low demand which triggered price wars in the markets putting pricing pressure on Business. Company’s LHP range (25 to 125 KVA) of Gensets performed well, achieving a growth of 18% over the previous year.

Greaves Cotton decided to approach this slowdown as an opportunity to get back to the drawing board and revisit its business strategy for a better future. It has taken various initiatives which include strengthening distribution network by roping in large distributors with Pan India presence, launching of new compact design sub-15 KVA DG sets, developing new DC DG sets, having tremendous energy saving potential for Telecom Towers and Initiating a slew of customer engagement programmes like Customer Bridge, Key Account Management, and Voice of Customer to ensure that customers are serviced better.

Greaves Cotton also plans to expand its footprints into higher KVA segment and emerge as a one stop-shop for varying customer needs.

Aiming to produce best-in-class cost effective products, Auxiliary Power Business is leveraging the power of Information Technology (IT) in overall supply chain management from demand forecast to complete order management. It is planning to initiate a focused leadership development program and aims to tap the underlying growth potential in Aftermarket segment including those in Spares, Annual Maintenance Contracts, and lubricants / Coolant business.

OUTLOOK

The growth of Auxiliary Power Business is linked with the economy in general and telecom, real estate and infrastructure sectorsin particular. Likely softening of interest rate, pickup in infrastructural investment and faster implementation of Government plans, should help in reviving the sector. Given the backdrop of chronic power shortages, growing industrialisation, revival of investment cycle and improved lifestyle, the Company expects demand for lower HP Gensets i.e. less than 15KVA and the range above 750 KVA to grow much faster.

Aided by multiple initiatives taken during financial year 2011-12, the Auxiliary Power Business is poised to grow its revenues at a healthy rate during financial year 2012-13 and expects the growth momentum to continue in years to come.

FARM EQUIPMENT BUSINESS

INDUSTRY OVERVIEW

Over the last several years, the agricultural topography has undergone several changes. In its endevour to empower farmers and transform rural productivity, the Government awarded subsidies, improved power availability and facilitated easy financing under priority sector lending by banks. Added to this, better crop realisations, and good monsoon increased productivity and yield. All these factors gave fillip to the agriculture sector and thereby the resultant demand for Farm Equipment in India However, FY12 turned out to be a testing year. The year saw bumper kharif and rabi crop leading to lower realisations, which unexpectedly slowed agricultural growth and in turn the Farm Equipment Industry.

BUSINESS OVERVIEW

Greaves Cotton’s Farm Equipment Business deals in a wide range of agricultural equipment like Power Tillers, Paddy Reapers, Brush Cutters, Sprayers, Weeders and Transplanters etc. These equipment help small and marginal farmers to increase productivity by mechanising various farming processes like soil preparation, seeding & transplanting, irrigation, plant protection & harvesting.

It also manufactures lightweight, portable pumpsets in the range of 1.5-10 HP and portable eco-friendly silent Gensets in its ISO 9001 certified manufacturing unit located at Gummudipoondi, Chennai. The Business leverages on Greaves Cotton’s strong brand equity that has been built over decades. It continues to offer value-for-money products backed by a well established pan-India service network and a huge base of satisfied customers.

In order to usher in techno-farm productivity, the Business launched new products that have gained market acceptance. Weeder, being the case in point. In order to maximise benefits from the growing demand in the years ahead and to address increasing competition, the Company has undertaken a few initiatives which include setting up a dedicated R&D centre for widening product portfolio through product indigenization as well as product upgrade. It plans to leverage its vast dealer network by adding aftermarket services through authorized service centres. It aims to seek sustained growth on the principle of 4 A’s – Awareness, Acceptance, Availability and Affordability.

OUTLOOK

Mechanisation in India is still at a nascent stage and farmers continue to rely on primitive tools and methods of farming. In the 12th five year plan, the Government has set a high growth target of 4% for agriculture which would be tough to achieve without further mechanization of the sector.

Both structural and cyclical factors should continue to support the sector. Increasing farm wages, labour shortages, central and state subsidies, higher food prices, changing dietary habits and increasing per capita income should keep the demand for Farm Equipment high. An 18% increase for financial year 2012-13 in Central Government’s outlay, shall provide desired boost in farm credits and interest subvention should provide additional fillip to the demand of farm equipment.

Demand for Farm Equipment is also likely to increase on back of demand from additional avenues like custom hiring/providing machines on rentcoupled with various strategic initiatives undertaken, Greaves Cotton is cautiously optimistic of the performance of the Business in FY13 and years ahead.al basis which is being promoted by the Government to increase mechanisation. With this industry outlook

INDUSTRIAL ENGINE BUSINESS

INDUSTRY OVERVIEW

Industrial engines are used for a wide range of stationary as well as mobile applications. The industrial engines market is very diverse & well spread out. The market for these engines comprises of construction equipment

for concrete & road making applications, earthmoving, mining equipment, agriculture equipment, marine, fire fighting pumps & other pumps, compressors, railway applications, Defence & power generation.

In financial year 2011-12, the Industrial engine market witnessed modest growth. Deceleration in India’s growth, high cost of capital, delays in land acquisition and environmental clearances coupled with overall depressionary sentiments impacted the pace of execution and appetite for expansion. As a result, the industrial sector also did not perform in line with expectation. Slowdown was witnessed in most of the user industries of Industrial Engines including Mining, Marine, Construction and Oil & Gas.

BUSINESS OVERVIEW

Greaves Cotton’s Industrial Engine Business (IEB) thrives on development of specific applications of its engines and offers customised products for various industries like Construction, Marine, Fire Control, Mining, Material Handling, Rail Cars, Defence and Power. It manufactures high-horsepower engines at its unit located at Pune and sources low-horsepower engines from the Company’s Agriculture Equipment and Automotive Engine Business. Greaves engines have been well accepted for firefighting pumps and marine applications.

Since the creation of this Business in 2009, Greaves has adopted a much focused approach to develop markets for these engines. With less than two percent share of the estimated market size of 40.00000 millions it has potential to grow manifold over the next few years.

With a strong market share of 25%, Greaves Cotton has established itself as a recognised player in fire fighting pumps segment. With fire safety guidelines becoming more stringent, this segment is expected to grow annually in the range of 12-15 % over coming years. The Business has also made significant inroads in Marine, Small Construction Equipment and Offshore Cranes segment.

Despite the Industrial slowdown and tough economic environment, Industrial Engine Business grew at a healthy rate during the year under review, albeit from a small base. Industrial Engine Business also made inroads into new applications for its engines, selling its products to manufacturers of Transit Mixers, Harvesters, Soil Compactors, Pavers, Road Sweepers, Concrete Pumps, Fishing trawlers & Marine Gensets. Industrial Engine Business also initiated many cost reduction and efficiency improvement measures by adding processes like heat treatment and induction hardening and commissioned a high-pressure moulding line during the year.

Industrial Engine Business came out with a contemporary product in the range of 15 HP to 200 HP that has applications across most of the markets. The Business plans to further enhance its technological prowess in high-horsepower (>200hp) segment and has begun work for launching a technologically advanced new series of engines in this range. IEB increased resources in R&D and application engineering marketing to garner a higher share of market. The engines are designed and tested at its state-of-the-art technology centre at Chinchwad, Pune. This testing facility is among the best in the Industry and is equipped with emission measurement capabilities, integrated digital controls, conditioned air, fuel conditioning and water temperature control for testing engines up to 2MW. It is also capable of testing gas engines.

OUTLOOK

With interest rates already peaking and early signs of reversal, business sentiments are slated to improve, going forward. This will also help improve the investment appetite of Industrial segments. With fire safety measures and its implementation getting stringent, demand for firefighting pumps shall continue to grow at a healthy rate. The Government’s thrust on infrastructure development; project execution will accelerate the demand for the Industrial Engine Business products. Riding on these factors, Industrial Engine Business is likely to continue its fast paced growth and has a promising outlook.

INFRA

STRUCTURE EQUIPMENT SEGMENT

CONSTRUCTION EQUIPMENT BUSINESS

INDUSTRY OVERVIEW

India is one of the fastest growing markets for construction equipment and also the second largest in Asia after China. Confederation of Indian Industries (CII) estimates the Indian Construction Equipment sector to grow from USD 3.3 billon in 2010 to USD 20-25 billion by 2020 at a CAGR of 19-22%.

The growth of Construction Equipment sector is intrinsically linked to the growth in infrastructure development. Owing to a slowdown in key sectors like infrastructure, mining, real estate, etc. coupled with higher interest rates, Construction Equipment industry countered a difficult year in financial year 2011-12.

BUSINESS OVERVIEW

Greaves Cotton is one of the few Indian Companies to offer products across core Construction Equipment segment of compaction, concreting and earthmoving. It manufactures a wide range of equipment at its plants in Gummidipoondi, near Chennai. Greaves Cotton’s products are rated amongst the best in the Industry and are marketed through its wide distribution network across the Country. Its products in Road segment are supported by the world class technology from BOMAG, a prominent global player.

COMPACTION EQUIPMENT

Greaves manufactures a range of compaction equipment like single-drum vibratory rollers, tandem vibratory rollers and pneumatic tyred rollers. These equipment are used for compaction of soil and asphalt and primarily used in development of new roads.

Well below forecasts and targets, road construction in India is lagging behind; with the total road addition of 1591 Kms against the target of 4582 Kms. Despite the adverse impact of the slowdown on the Company’s business in this segment, the Construction Equipment Business went ahead with its plans to expand the road equipment portfolio by adding Milling Machines and Pavers in its product portfolio and strengthened its positioning as an integrated player offering complete solutions to the road construction Industry.

With the order backlog with the Government of 2991 Kms and a proposed target of awarding contracts for another 8000 Kms of roads to be built in the fiscal year 2012-13, the outlook for this segment appears quite positive.

CONCRETING EQUIPMENT

Greaves Cotton manufactures various concreting equipment like Batching Plants, Transit Mixers, Concrete Pumps and truck mounted Metro Pumps. Besides the slowdown in real estate sector, the concrete equipment Industry did not perform to expectations given the background of less than expected industrial development across India, specially roads.

During the year under review, the Company added 60 cubic meter Batching Plant to its portfolio. Having launched new products, Construction Equipment Business plans to grow and strengthen its product portfolio to emerge as a leading infrastructure player. It also plans to augment its revenues through additional streams like rental and trading services. Going forward the aim is to enhance share of wallet in the concreting industry by offering integrated solutions including power solutions with its batching plants.

OUTLOOK

Increasing cost as well as an absolute shortage of labour will encourage faster mechanisation and the same augurs well for the growth of the Construction Equipment segment. As per CII study, the volume of construction equipment sales is expected to increase from over 60,000 units in 2010 to 330,000 units in 2020. The huge infrastructure deficit juxtaposed with high growth aspirations provides an optimistic outlook for the construction sector, and the Construction Equipment segment in particular appears promising in medium-to-long-term. Government’s plan of doubling the infrastructure expenditure outlay to USD 1 trillion for the 12th five year plan (2012-2017) shall provide further fillip to the demand in this segment. Government’s thrust on road projects, cooling down of interest rates and improved availability of long-term credit bode well for the road-making sector.

INTERNATIONAL BUSINESS

Greaves Cotton’s International Business is currently focused on fast growing geographies of Middle East, Africa, South Asia and Southeast Asia. It is also focusing on growing sales of Greaves Gensets in the Middle East and construction equipment in the South Asian region. Despite political uncertainties holding back growth in first half of the year, FY12 proved to be a good year for International Business with its revenues growing by 172 %.

Following a region-specific approach, it has identified & developed products relevant for each of these regions and is accordingly developing its network and sales strategy. Last year, the Company acquired one of its distributor firms, M/s. Ascot International FZC (Ascot) in Sharjah with the prime objective of serving its network in the Middle East. Despite strong macroeconomic headwinds, International Business is confident of strong growth in these markets.

OUTLOOK

With improving global sentiments and growth in the Middle East & North Africa (MENA) region, Greaves International Business expects a further improved performance in FY13. With gradual political stabilization in most of the areas of its operations, backed by increase in income from high crude oil and mineral prices, IOD expects substantially improved performance in coming years.

STATEMENT OF AUDITED FINANCIAL RESULTS FOR THE YEAR ENDED 31^st MARCH 2013

(Rs. in Millions)

Sr. No.		Quarter ended		Year ended
	Particulars	31.03.2013	31.12.2012	31.03.2013
	Gross Sales	5533.300	5758.200	20909.000
	Less: Excise Duty	584.700	614.500	2230.400
1	Income from Operations
	a) Net Sales	4948.600	5143.700	18678.600
	b) Other Operating Income	9.400	14.100	54.300
	Total Income from Operations (net)	4958.000	5157.800	18732.900
2	Expenses
	a) Cost of Materials Consumed	3308.100	3531.700	12608.000
	b) Purchase of Stock-in-Trade	148.000	94.000	389.100
	c) Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade	34.300	(1.800)	131.800
	d) Employee Benefits Expense	378.700	375.900	1479.200
	e) Depreciation	108.100	98.600	389.600
	f) Other expenses	456.300	441.000	1701.900
	Total Expenses	4433.500	4539.400	16699.600
3	Profit from Operations before Other Income, Finance Costs & Exceptional Items (1-2)	524.500	618.400	2033.300
4	Other Income	37.200	68.500	155.500
5	Profit from ordinary activities before finance costs & Exceptional Items (3+4)	561.700	686.900	2188.800
6	Finance Costs	4.300	2.200	11.200
7	Profit from ordinary activities after finance costs but before Exceptional Items (5-6)	557.400	684.700	2177.600
8	Exceptional Items (Refer Note 1)	-	(141.800)	(176.100)
9	Profit from Ordinary Activities before Tax (7+8)	557.400	542.900	2001.500
10	Tax Expense
	a) Current Tax	155.000	180.000	585.000
	b) Tax adjustment in respect of earlier years	-	-	(10.700)
	c) Deferred Tax	17.500	19.300	47.600
11	Net Profit from Ordinary Activities after Tax (9-10)	384.900	343.600	1379.600
12	Extraordinary Item (net of tax expense)	-	-	-
13	Net Profit for the period (11-12)	384.900	343.600	1379.600
14	Paid-up equity share capital (face value of Rs. 2/- each)	488.400	488.400	488.400
15	Reserves excluding revaluation reserves	--	--	6891.800
16	Earning Per Share (Not Annualised) (Rs.)
	- Basic	1.58	1.41	5.65
	- Diluted	1.58	1.41	5.65
A	Particulars of Shareholding
1	Public Shareholding
	- Number of Shares	118,285,229	118,285,229	118,285,229
	- Percentage of Shareholding	48.44	48.44	48.44
2	Promoter and Promoter Group Shareholding a) Pledged / Encumbered - Number of Shares - Percentage of Shares b) Non-encumbered	-	-	-
	- Number of Shares	125,921,566	125,921,566	125,921,566
	- Percentage of Shares ( as a % of the total
	shareholding of Promoter and Promoter Group)	100.00	100.00	100.00
	- Percentage of Shares ( as a % of the total
	share capital of the Company)	51.56	51.56	51.56
B	Investor Complaints Pending at the beginning of the quarter Received during the quarter Disposed off during the quarter Remaining unresolved at the end of the quarter	NIL 3 3 NIL

SEGMENT-WISE REVENUE, RESULTS AND CAPITAL EMPLOYED FOR THE YEAR ENDED 31^st MARCH 2013

(Rs. in Millions)

Particulars	Quarter ended		Year ended
	31.03.2013	31.12.2012	31.03.2013
1. Segment Revenue
a. Engines	4201.600	4577.700	16485.700
b. Infrastructure Equipment	516.300	430.200	1620.200
c. Other	248.200	164.200	664.100
Total	4966.100	5172.100	18770.000
Less: Inter – segment revenue	8.100	14.300	37.100
Net Sales/Income from operations	4958.000	5157.800	18732.900
2. Segment Results
Profit/ (loss) before tax and interest
a. Engines	7052.000	778.000	2730.500
b. Infrastructure Equipment	(32.000)	(11.400)	(89.800)
c. Other	50.400	29.600	115.400
Total	723.600	796.200	2756.100
Less: Unallocable Expenditure
Interest and Finance charges	4.300	2.200	11.200
Other expenditure (net of other income)	161.900	109.300	567.300
Exceptional Items	0.000	141.800	176.100
Profit Before Tax	557.400	542.900	2001.500
3. Capital Employed
(Segment Assets – Segment Liabilities)
a. Engines	4741.300	4754.600	4741.300
b. Infrastructure Equipment	1235.700	1100.900	1235.700
c. Other	16.100	(13.800)	16.100
Total Capital Employed in segment	5993.100	5841.700	5993.100
Add: Unallocable Corporate Assets Including Investments net of Liabilities	1427.300	1447.500	1427.300
Total Capital Employed in the Company	7420.400	7289.200	7420.400
SECONDARY SEGMENT
PARTICULARS	Domestic	Overseas	Total
External revenue by location of customers carrying amount of segment by	18094.700	638.200	18732.900
Location of assets	9009.600	34.300	9043.900
Cost incurred on acquisition of tangible and intangible fixed assets	647.800	0.000	647.800

STATEMENT OF ASSETS AND LIABILITIES

(Rs. in Millions)

Particulars		31.03.2012
A. EQUITY AND LIABILITIES		Unaudited
1. Shareholders Funds
a] Share Capital		488.400
b] Reserves and Surplus		6932.000
Sub-total – Shareholders’ funds		7420.400
2. Non-current Liabilities
a] Long term Borrowings		0.400
b] Deferred Tax Liabilities		347.200
c] Other current liabilities		37.800
d] Long term provisions		131.700
Sub-total - Non-current Liabilities		517.100
3. Current Liabilities
a] Short term Borrowings		22.000
b] Trade Payables		2329.200
c] Other Current Liabilities		630.500
d] Short Term Provision		883.400
Sub-total - Current Liabilities		3865.100
TOTAL - EQUITY AND LIABILITIES		11802.600
B ASSETS
1. Non-current assets
a] Fixed assets		3760.600
b] Non-current investment		253.500
c] long Term loans and Advances		211.500
d] Other non-current assets		14.100
Sub-total – Non- current assets		4239.700
2. CURRENT ASSETS
	Current Investments	685.400
	Inventories	1609.900
	Trade Receivables	3750.800
	Cash & Bank Balances	413.500
	Short Term loans and advances	1101.000
	Other Current Assets	2.300
Sub-total – Current Assets		7562.900
TOTAL - ASSETS		11802.600

Notes:

(Rs. in Millions)

1.	Standalone Results
	Quarter ended 31.03.2013	Quarter ended 31.12.2012	Year ended 31.03.2013
1. Exceptional Items constitute: a) Profit on sale of Land and Building b) Devaluation of Inventories c) Provision for diminution in value of investment d) Employee separation compensation	- - - -	- - (1,418) -	- - (1,418) (343)
Total	-	(1,418)	(1,761)

2. The Board of Directors has recommended a final dividend at the rate of ` 0.50 per share, of the face value of Rs.2.00 (Cash outgo Rs. 141.573 Millions). The total dividend for the financial year 2012-13 amounts to Rs.1.60 per share of the face value of Rs.2.00 including three interim dividends aggregating to Rs.1.10 per share of the face value of Rs.2.00.

3. Figures for the previous periods have been regrouped/reclassified, wherever necessary, to make them comparable with the figures of the current period.

4. In accordance with the requirements of Clause 41 of the Listing Agreement with the Stock Exchanges, the Statutory Auditors have performed an audit of the stand-alone and consolidated financial results of the Company for financial year ended 31st March 2013. There are no qualifications in the audit report issued for the said period.

5. The above financial results were reviewed by the Audit Committee on 30th April 2013 and then approved by the Board at its meeting held on the same day.

CONTINGENT LIABILITIES:

(Rs. in Millions)

	As at 31.03.2012	As at 31.03.2011
a) Sales Tax liability that may arise in respect of matters in appeal	64.100	74.400
b) Excise Duty liability that may arise in respect of matters in appeal	23.100	22.100
c) Income Tax liability that may arise in respect of matters in appeal	28.400	28.400
d) Claims made against the Company, not acknowledged as debts	148.000	139.800
e) Wage demand not acknowledged by the Company in respect of matter in appeal	-	33.700
f) Bonds executed in favour of Collector of Customs/Central Excise	88.900	88.800
g) Guarantees given on behalf of a subsidiary company	139.100	130.100

Notes:

1. The Company does not expect any reimbursement in respect of the above contingent liabilities.

2. It is not practical to estimate the timing of cash outflows, if any, in respect of matters (a) to (e)

Above, pending resolution of the appellate proceedings.

FIXED ASSETS:

Ø Freehold Land

Ø Leasehold Land

Ø Freehold Building

Ø Leasehold Building

Ø Plant and Machinery

Ø Office Equipment

Ø Furniture and Fixture

Ø Vehicles

Ø Technical Know-how

Ø Computer software

PRESS RELEASES:

GREAVES COTTON POSTS INCREASE IN SALES BY 6.8% AMIDST CHALLENGING TIMES

Mumbai, April 30, 2013: Greaves Cotton Limited, one of India's leading engineering companies reported Net Sales of Rs.4958.000 Millions for the quarter ended 31st March 2013 as against Rs.4454.000 Millions for the corresponding period last year; a rise of 11.3%. During the three month period, the company reported Net Profit of Rs.385.000 Millions.

The Company declared a final dividend of 25% or, Rs.0.50 on a face value Rs. 2/-. Following this full and final dividend the total dividend for the fiscal including interim dividend stood at 80% or, Rs 1.60.

The EBIDTA margin for the quarter stood at 12.8%.

For the full year, the Company registered Net Sales of Rs.18733.000 Millions as against Rs. 17534.000 Millions during the year-ago period a rise of 6.8%. Net profit for the year was at Rs. 1380.000 Millions as against Rs. 1855.000 Millions. It should be stated that the Company had an advantage of exceptional income of Rs 433.000 Millions during Q4 and FY 11-12. The net exceptional gain comprised of sale of land and building Rs 778.000 Millions and provision for obsolescence and utility and impairment of investment Rs 203.000 Millions and Rs. 142.00 Millions respectively.

The company reported EPS of Rs 5.65 during the financial year 2012-13.

Greaves Automotive Engine Business has been a key contributor to the growth story. The strategy of product shift to the emerging four wheeled small commercial vehicles industry, with regular supplies to Tata Motors’s Ace Zip and Magic Iris, from the traditional three wheeled segment has been welcomed by the industry and customers alike. This apart, addition of new customer Vibgyor Vehicles Limited, part of Vibgyor Group and entering a long standing agreement of seven year supply to Atul Auto have been initiatives to ensure smooth and efficient supplies across the year. The Power business has recorded reasonable growth in spite of the prevailing diffidence in the market place. Farm Equipment business will focus on newer products as part of its growth plan to improve its present market share.

The Construction Equipment business has shown signs of recovery. The approach of expanding product range by adding relevant products through technological transfer from SAMIL, Korea, has been a key to this recovery. The recovery has been supported by the overall performance of the construction equipment industry and Greaves has improved its market share.

Greaves Cotton has consciously worked on consolidating the Aftermarket vertical in order to partner with its customers in co-creating demand. The Company has a focused Aftermarket vertical that caters to the products and spares across businesses with the objective of providing minimum down time to any Greaves product.

Commenting on the company's performance during the year, Mr. Sunil Pahilajani, MD & CEO, said: "All our businesses are intrinsically woven with the growth of the key sectors of the Indian economy. In spite of the turbulent economic backdrop we have been able to deliver growth. As an organisation we remain performance driven and customer centric. We are confident that clear focus on our multi- dimensional growth strategy through expansion of product portfolio, expansion of markets and expansion of geographies will translate into sustainable and profitable growth. We as a Company have invested significant efforts and resources to streamline systems and processes, both internally and externally. This we believe will lead itself to efficient and continuous improvements in product development and customer delight which in turn will usher innovation and value creation."

About Greaves Cotton

Greaves Cotton Limited, a Rs. 19000.000 Millions, multi-product, multi-locational company is one of the leading engineering companies in India with core competencies in diesel / petrol engines, gensets and construction equipment. The Company sustains its leadership through ten manufacturing units which produce world class products backed by comprehensive marketing and service / parts network throughout the country.

GREAVES LAUNCHES ‘USTAD’

April 15, 2013

…Forays into the mini- tractor 11-12 HP range  Adds new products to augment Farm Equipment product portfolio….

Valsad, Gujarat, April 15, 2013: Greaves Farm Equipment Business, part of Greaves Cotton Limited, one of India's leading engineering companies, today launched its first –ever, compact, mini - tractor, ‘Ustad’. Greaves Ustad is present in the 11-12 HP range of entry level tractors and caters to a land holding size of 3-5 acres. This smart working mini - tractor comes with a variety of unique features. Designed primarily for farming operations, Ustad lends itself to multiple operations such as haulage, cultivator, seed drill, pesticide sprayer, rotavator etc.

Greaves Ustad is fitted with an emission compliant, easy to service, economical and fuel-efficient Greaves G 600 W II engine with a Low Diesel consumption of 1 lit./ hr. The 4 stroke direct injection single cylinder engine offers a Maximum torque of 32 NM.

Greaves Ustad features forward - reverse with eight forward and two reverse gears, completely sealed water proof mechanical brakes and a pawl and ratchet type locking arrangement as a standard fitment. Ustad comes with a combination of synchromesh, constant and sliding mesh gear shifting with epicyclical planetary reduction gear that is suited for all agricultural operations and haulage. Ustad presents a three point linkage allowing for attachment of various implements like plough, cultivator, and harrow seed drill and for movement of implements.

Speaking at the launch, Mr. Sunil Pahilajani, MD & CEO, said, “The launch of Greaves Ustad is a testimony of our continuous focus on new product development and innovation. It symbolizes our commitment of providing the farming community a value for money product backed by a strong after market support.”

“Our foray into the tractor segment completes the wide range of existing farm offerings. Greaves Ustad is a smart mini- tractor option available in the entry level 11 HP range. Farmers can now avail of a fuel efficient, easily maneuverable mini- tractor that can perform multi tasks. Fuel efficient features and advanced ergonomic design provide farmers a comfortable driving experience coupled with functional superiority”, said Mr. C.M. Ashok Muni, CEO, Farm Equipment Business. He added, “Our endevour is to provide agricultural products that suit the Indian soil condition and crop pattern. The newly launched Greaves Power Weeder and Paddy Weeder have received a positive response in the market. We are confident that Ustad will also help in further improving the lives of farmers through mechanized farming.”

About Farm Equipment Business

Greaves Farm Equipment Business is one of the largest suppliers of portable pumpsets in India. Aimed at providing happy and faster harvesting experience, the business offers multiple solutions with fuel variants, power variants and price variants to suit the farming requirements, Indian soil type and crop pattern. As a single source for farm mechanization equipment covering every stage of agriculture, the product offerings include petrol/kerosene engines and pumpsets, diesel pumpsets, power tillers, paddy transplanters, brush cutters, power reapers, power sprayers and mini combined harvesters. The manufacturing facility is located at Gummudipoondi.

Greaves Automotive Engines Business, part of Greaves Cotton Limited, one of India's leading engineering companies, has entered into a Long Term Supply Agreement with Atul Auto Limited for supply of diesel engines for their 3 wheeled diesel vehicles. The Agreement comes into force with immediate effect and is for a period of seven years. Currently, Greaves engines power Atul Smart, Atul Shakti and Atul Gem vehicles plying across the country.

Mr. Sanjiv Kumar, CEO - Automotive Engines Business, said "Greaves engines have been driving vehicles from the Atul Auto stable for almost three decades. This Agreement has reposed faith in each other and strengthened the business relationship further. With a customer focused approach, we believe that our technologically superior engines backed by a strong after market network will compliment Atul Auto's business plans and will together help grow the business."

Mr. JJ Chandra, CMD, Atul Auto added, "We enjoy a long standing relationship with Greaves and they continue to be our preferred choice of engine suppliers. Their understanding of customer requirements, commitment to quality and highest service levels have catalysed and indeed partnered our growth. With emerging categories in the auto segment we believe that new vehicle platforms can be developed faster and more time efficiently with a partner we can trust."

Greaves Automotive Engines Business has a wide portfolio in automotive engines and in single cylinder engines they are among the largest independent manufacturers with a production of over 4.5 lakh engines annually. These eco-friendly light diesel engines are supplied to major automotive players like Piaggio, M&M, Tata Motors, Scooters India among others.

The Company's manufacturing units, located at Ranipet in Tamil Nadu and Aurangabad in Maharashtra, are ISO/TS 16949 certified. The plants at both the locations are equipped with world class manufacturing facilities. The company's state-of-the-art Technology Centre is located at Aurangabad. The automotive diesel engines are also available for adaptation on CNG/LPG usage. Greaves Cotton has an excellent after-market product support infrastructure throughout India with a countrywide network of offices and over 1200 authorised dealers.

GREAVES COTTON PLANS 3-PRONGED STRATEGY TO DERISK BIZ

April 17, 2013

Auto industry body Society of Indian Automobile Manufacturers (SIAM) says growth in FY14 will be among the low single-digits. So, an engineering giant Greaves Cotton whose main focus was automotive segment has begun taking steps at derisking its business. Steps like banking on products like the mini-tractor, 'Ustad' to pull it back on the path of high growth.

The company is one of the largest suppliers to the commercial vehicle business of Tata Motors and M&M and with projections that the auto industry will not speed up anytime soon, it hopes to reduce its dependence on its auto component vertical for revenues from the current 55 percent reports CNBC-TV18's Sunanda Jayaseelan. However, vehicles like the Ustad are just one part of a three-pronged strategy.

Commenting on their three-pronged strategy, Sunil Pahilajani, MD & CEO, Greaves Cotton said, "The three dimensions in which we are working is one is you extend your product range, second you extend your  market range and third is  you extend your geographies."

Extending market range includes entering and strengthening its presence across the Middle East, South East Asia and South Africa and increasing the contribution of exports from the approximate 1% right now to 10% in the next 4-5years.

Ustad marks the start of an exercise to strengthen its farm equipment portfolio. An expansion that will increase this vertical's share of revenues from the current 15 percent and more new products are expected to roll out soon.

"Challenges are of cyclic nature. The industry is going through difficult period for most and growth is subdued. But this is the right time when we should introspect and focus on several things and our product strategy is one key element in that, added Pahilajani.

However Pahilajani is being realistic when he says that any uptick in the farm equipment business may take a couple of quarters more,

So, while the company waits for the market to pick up, it will invest 1000.000 Millions rupees to build capacity across verticals.

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. 56.57
UK Pound	1	Rs. 86.15
Euro	1	Rs. 73.64

INFORMATION DETAILS

Report Prepared by :

BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		63

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.