MIRA INFORM REPORT

Report Date :

19.06.2013

IDENTIFICATION DETAILS

Name :	IMPERIAL AUTO INDUS-TRIES LIMITED
Registered Office :	202, Kusal Bazar, 32-33 Nehru Place, New Delhi – 110019
Country :	India
Financials (as on) :	31.03.2012 (Profit and Loss Account)
Date of Incorporation :	22.04.1975
Com. Reg. No.:	55-007737
Capital Investment / Paid-up Capital :	6039637 Euro
CIN No.: [Company Identification No.]	U74899DL1975PLC007737
TAN No.: [Tax Deduction & Collection Account No.]	RTKI00449B
PAN No.: [Permanent Account No.]	AAACI0645J
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturers and Exporters of Motor Vehicle Parts, Hydraulic Parts, IC Engine Parts and other Auto Parts.
No. of Employees :	Not Available [Not able to contact the company on the available number.]

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	EURO 3510000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track record. Balance Sheet Statement for the year 2012 is not available. However, there seems a growth in the turnover and profitability of the company during the current year. From the previous year financial it seems that the company is performing well. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for 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 – March 31^st, 2013

Country Name	Previous Rating (31.12.2012)	Current Rating (31.03.2013)
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	BBB+ (Long Term Rating)
Rating Explanation	This rating indicate that expectation of default risk are currently low.
Date	March 15, 2012

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 :	202, Kusal Bazar, 32-33 Nehru Place, New Delhi - 110019, India
Tel. No.:	91-11-26419619/ 22619619/ 26412022
Fax No.:	91-11-26412736
E-Mail :	csimperial@impauto.com info@impauto.com
Website :	http://www.impauto.com
Corporate Office / Factory 1 :	Opposite Railway Goods Shed, Faridabad – 121001, Haryana, India
Tel. No.:	91-129-2423791/ 2412311/ 2412736
Fax No.:	91-129-2412136/ 2428158
E-Mail :	iai@impauto.com
Factory 2 :	Plot No. 94, Sector 25, Faridabad - 121004, Haryana, India
Tel. No.:	91-129-5062744/ 5062741/ 5062742/ 2441027
Fax No.:	91-129-2441028
E-Mail :	iail2@vsnl.net
Factory 3 :	Plot No. 32, Sector 27, Faridabad - 121003, Haryana, India
Tel. No.:	91-129-2273692/ 2271792/ 2271146
Factory 4 :	Plot No. 83, Sector 25, Faridabad - 121004, Haryana, India
Tel. No.:	91-129-2231148/ 2232993/ 5062744
Fax No.:	91-129-2441028
Detroit Warehouse :	18840 Kelly Ct. Clinton Township ML 48035, USA Tel. No.: +1 586 415 0297 Fax No.: +1 586 415 6231 E-Mail : shawncox734@cs.com HEL- London, U.K.
Warehouse :	Located At: · Pune · Lucknow · Jamshedpur

DIRECTORS

AS ON 29.09.2012

Name :	Mr. Jagjit Singh
Designation :	Chairman cum Joint Managing director
Address :	House No. 9, Sector 16-A, Faridabad – 121003, Haryana, India
Date of Birth/Age :	15.09.1938
Qualification :	Fellow of Science
Experience :	45 Years
Date of Appointment :	01.04.2005
PAN No.:	AEZPS1137F
Voter ID No.:	HR/06/52/546011
DIN No.:	00109439
Name :	Mr. Sham Behari Sardana
Designation :	Managing director
Address :	D-99, Panchsheel Enclave, New Delhi – 110016, India
Date of Birth/Age :	21.03.1944
Qualification :	Diploma in Mechanical Engineering
Experience :	42 Years
Date of Appointment :	01.04.2005
PAN No.:	AEZPS1136E
Voter ID No.:	DL/02/008/21920
DIN No.:	00109418
Name :	Mr. Chander Prakash Kohli
Designation :	Whole-time director
Address :	House No. 1211, Sector 15, Faridabad, Haryana, India
Date of Birth/Age :	02.01.1946
Date of Appointment :	01.03.2012
DIN No.:	01411571
Name :	Mr. Ravindra Nath Malik
Designation :	Director
Address :	House No. 15, Sector 16-A Faridabad, Haryana, India
Date of Birth/Age :	20.02.1937
Date of Appointment :	28.09.1998
PAN No.:	ACYPM9686L
Voter ID No.:	HR/06/52/546027
DIN No.:	00109448
Name :	Mr. Vimal Kampani
Designation :	Director
Address :	B-1/31, Malviya Nagar, New Delhi, India
Date of Birth/Age :	24.02.1942
Date of Appointment :	09.02.2010
PAN No.:	AEYPK3840G
DIN No.:	01543054

KEY EXECUTIVES

Name :	Mr. Vikram Mehra
Designation :	Secretary
Address :	502, Sabzaar Apartments, Sector 45, Faridabad, Haryana, India
Date of Birth/Age :	25.01.1972
Date of Appointment :	14.12.2009
PAN No.:	AAUPM4954B

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2012

Names of Shareholders	No. of Shares
Vishan Devi	1095075
Sham Behari Sardana	27273075
Jagjit Singh Karta of Jagjit Singh (HUF)	952728
Jagjit Singh	30907865
Manjeet Lamba	2709000
Sham Bihari Sardana Karta of S B Sardana (HUF)	2394150
Manav Sardana	696232
Shobha Sardana	2322375
Tarun Lamba	906750
Sham Bihari Sardana Karta of P D Sardana (HUF)	271125
Tarun Lamba Karta of Tarun Lamba HUF	159750
Total	69688125

AS ON 29.09.2012

Equity Share Breakup	Percentage of Holding
Category
Directors or relatives of directors	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturers and Exporters of Motor Vehicle Parts, Hydraulic Parts, IC Engine Parts and other Auto Parts.

Products :

ITC CODE	PRODUCT DESCRIPTIONS
87089900/86079100	Motor Vehicle/ Locomotive Parts
40092200/4200/4100	Hydraulic Parts
84099990	I.C. Engine Parts
87100000	Main Battle Tank Parts
87100000	Harvester Parts

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Licensed Capacity*	Installed Capacity**	Actual Production
Motor Vehicles Parts/ Hydraulic Parts/ I.C. Engine Parts/Other Auto Parts	Nos	N.A.	N.A.	14,00,00,000

NOTE:

* The Company’s products are exempt from licensing requirements under New Industrial Policy in terms of Notification no S.O.477 (E) dated 25th July, 1991.

**On single shift basis, as certified by the management and relied on by the auditors being a technical matter.

GENERAL INFORMATION

No. of Employees :

Not Available [Not able to contact the company on the available number.]

Bankers :

• Bank of Baroda, A-5, Nehru Ground, N.I.T., Faridabad - 121001, Haryana, India
• Kotak Mahindra Bank Limited, 15-16 Upper Ground Floor, Ambadeep Building, 14, Kasturba Gandhi Marg, New Delhi - 110001, India
• The Hongkong and Shanghai Banking Corporation Limited, Birla Towers, 25 Barakhamba Road, New Delhi - 110001, India
• Citibank N.A., Jeevan Bharti Building, 4th Floor, 124 Connaught Circus, Connaught Place, New Delhi - 110001, India

Facilities :

Secured Loans	31.03.2012	31.03.2011
	(In Euro)
Rupee term loans banks secured		4035487
Working capital loans banks secured		23940212
Loans taken for vehicles secured		49632
Total	N.A.	28025331

Banking Relations :	--
Auditors :
Name :	Rakesh Raj and Associates Chartered Accountants
Address :	B-565, Sector 7, Faridabad, Haryana, India
Income-tax PAN of auditor or auditor's firm :	AAEFR1998J
Associated Company :	Imperial Auto Nylon Tubing Limited [U34300DL1997PLC084252] Solar Glass Works Limited [U74899DL1974PLC007063] S J Rubber Industries Limited [U25199DL2010PLC207562] Auto Ignition Limited [U34300DL1971PLC207710]
Associated Enterprise :	Imperial Auto Industries Ideal Auto Industries S J Industries S A Industries Goodwell Industries Santokh Industries
Joint Venture :	Tokai Imperial Rubber India Private Limited [U25191DL2005PTC142682] Imperial Martor Engine Tubes Private Limited [U29299PN2008PTC131281]
Wholly Owned Subsidiary :	IAI Industries Limited [U74899DL1995PLC069837]

CAPITAL STRUCTURE

AS ON 29.09.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
100000000	Equity Shares	0.13 Euro Each	13000000 Euro

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
69688125	Equity Shares	0.13 Euro Each	9059456 Euro

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
75000000	Equity Shares	0.13 Euro Each	9750000 Euro

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
46458750	Equity Shares	0.13 Euro Each	6039637 Euro

FINANCIAL DATA

[all figures are in Euro]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		6039637	5799137
2] Share Application Money		000	000
3] Reserves & Surplus		11534659	8445921
4] (Accumulated Losses)		000	000
NETWORTH		17574296	14245058
LOAN FUNDS
1] Secured Loans		28025331	22738286
2] Unsecured Loans		000	000
TOTAL BORROWING		28025331	22738286
DEFERRED TAX LIABILITIES		429703	431073
TOTAL		46029330	37414417
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		14800694	13680500
Capital work-in-progress		000	000
INVESTMENT		2271287	1582051
DEFERREX TAX ASSETS		000	000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	15762043	13507828
	Sundry Debtors	22235557	16279289
	Cash & Bank Balances	1363815	1238989
	Other Current Assets	5571194	5134003
	Loans & Advances	1458065	1735965
Total Current Assets		46390674	37896074
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	15232101	13200739
	Other Current Liabilities	1515380	2046613
	Provisions	769230	576923
Total Current Liabilities		17516711	15824275
Net Current Assets		28873963	22071799
MISCELLANEOUS EXPENSES		000	000
OTHERS		83386	80067
TOTAL		46029330	37414417

NOTE: Balance Sheet Statement for the current year i.e. 2011-2012 is not available, only Profit and Loss account is available.

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	111547921	89330416	63217686
		Other Income	379029	849837	1388029
		TOTAL (A)	111926950	90180253	64605715
Less	EXPENSES
		Cost of material consumed	76364231	59762037
		Employee related expenses	5307511	4333635
		Other Expenses	19833564	16890866	57932443
		Prior Period items	86836	32874
		Increase/Decrease in stocks	(349330)	508402
		TOTAL (B)	101242812	81527814	57932443
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		10684138	8652439	6673272
Less	FINANCIAL EXPENSES (D)		3420215	3082769	2468605
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		7263923	5569670	4204667
Less/ Add	DEPRECIATION/ AMORTISATION (F)		1961724	1707558	1535710
	PROFIT BEFORE TAX (E-F) (G)		5302199	3862112	2668957
Less	TAX (I)		1206833	767862	652484
	PROFIT AFTER TAX (G-I) (J)		4095366	3094250	2016473
	BALANCE CARRIED TO THE B/S		NA	NA	2610751
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	14270256	12236589
	IMPORTS
		Raw Materials	NA	15458448	9667205
		Capital Goods		301230	259230
	TOTAL IMPORTS		NA	15759678	9926435
	Earnings Per Share (Rs.)		0.09	0.07	--

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	3.66	3.43	3.12
Net Profit Margin (PBT/Sales)	(%)	4.75	4.32	4.22
Return on Total Assets (PBT/Total Assets}	(%)	NA	6.31	5.17
Return on Investment (ROI) (PBT/Networth)		NA	0.22	0.19
Debt Equity Ratio (Total Debt/Networth)		NA	1.59	1.60
Current Ratio (Current Asset/Current Liability)		NA	2.65	2.39

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

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U74899DL1975PLC007737
Name of the company	IMPERIAL AUTO INDUS-TRIES LIMITED
Address of the registered office or of the principal place of business in India of the company	202, Kusal Bazar, 32-33 Nehru Place, New Delhi – 110019, India Email: csimperial@impauto.com
This form is for	Creation of charge
Type of charge	Movable property (not being pledge) Floating charge Others (Present and Future Fixed Assets)
Particular of charge holder	Citibank N.A., Jeevan Bharti Building, 4th Floor, 124 Connaught Circus, Connaught Place, New Delhi - 110001, India Email: tushar.makkar@citi.com
Nature of description of the instrument creating or modifying the charge	Deed of hypothecation
Date of instrument Creating the charge	21.01.2013
Amount secured by the charge	Euro 2192307
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest 3 Month USD Libor Terms of Repayment 15 Equal Quarterly Installments starting from end of 18 months of first drawdown. Margin 2.50% p.a. Extent and Operation of the charge First pari-passu charge over whole of the movable fixed assets comprising of plant and machinery, computers, furniture and fixtures, machinery spares, tools and accessories and other assets, both present and future of Deed of Hypothecation. First exclusive charge over the plant and machinery purchased out of the facility amount of Deed of Hypothecation.
Short particulars of the property charged	First pari-passu charge over whole of the movable fixed assets comprising of plant and machinery, computers, furniture and fixtures, machinery spares, tools and accessories and other assets, both present and future of Deed of Hypothecation. First exclusive charge over the plant and machinery purchased out of the facility amount of Deed of Hypothecation.

CONTINGENT LIABILITIES:

(In Euro)

Particulars	31.03.2011	31.03.2010
1) Capital contracts remaining to be executed	15858	131371
2) Bank guarantee outstanding with third party	40577	20512
3) Liabilities in respect of re-export of returned goods	000	287295
4) Liabilities in respect letter of credit outstanding with the bank.	1127743	563512
5) Liabilities in respect of pending labour court/ sales tax cases (app.)*	229077	30358
* The above matters are subject to legal proceedings in the ordinary course of business.

FIXED ASSETS:

· Land and Building

· Furniture and fittings

· Machinery

· Vehicles

· Technical know how  

NEWS:

NEW IMPERIAL AUTO MANUFACTURING UNIT AT CHAKAN

MARCH 26, 2011

Imperial Auto Industries, an auto component company and manufacturer of fluid transmission products, has set up a new manufacturing unit at Chakan.

The unit was inaugurated by Rajan Wadhera, chief executive, technology, product development and sourcing, Mahindra and Mahindra limited last week. Jagjit Singh, chairman, S B Sardana, managing director, Imperial Auto Industries were present on the occasion.

Speaking on the occasion, Rajan Wadhera, said, "The coming of Imperial Auto close to Chakan plant will not only help us in saving on the logistics and inventory carrying costs but will also facilitate better control over supply chain."

"We have been encouraging suppliers to be part of our supplier's park, have a satellite unit or have a plant in the vicinity of our Chakan plant. So far over a dozen suppliers have come to Pune of which six are part of our supplier's park, located within Chakan plant premises," he added.

Singh said, "This is our fourth plant in Pune and will strengthen our ties further. We have invested over Euro 3205128 in setting up the plant."

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.58.45
UK Pound	1	Rs.91.60
Euro	1	Rs.77.91

INFORMATION DETAILS

Report Prepared by :

TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
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	5
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		50

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.