MIRA INFORM REPORT

Report Date :

22.03.2013

IDENTIFICATION DETAILS

Name :	SIKA INDIA PRIVATE LIMITED
Formerly Known As :	SIKA QUALCRETE PRIVATE LIMITED QUALCRETE INDIA PRIVATE LIMITED
Registered Office :	620, Diamond Harbour Road, Commercial Complex II, Kolkata – 700 034, West Bengal
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	22.06.1984
Com. Reg. No.:	21-037631
Paid up Capital :	Rs.14.478 Millions
CIN No.: [Company Identification No.]	U24119WB1984PTC037631
TAN No.: [Tax Deduction & Collection Account No.]	CALS13302C
PAN No.: [Permanent Account No.]	AAECS1119F
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Trader of Construction Chemicals.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (33)

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

Maximum Credit Limit :	USD 1200000
Status :	Moderate
Payment Behaviour :	Slow but correct
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. The company has achieved better growth in the sales turnover but it has also incurred loss during the current year. However, trade relations are reported as 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.

ECGC Country Risk Classification List – June 30, 2012

Country Name	Previous Rating (31.03.2012)	Current Rating (30.06.2012)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

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 / Head Office :	620, Diamond Harbour Road, Commercial Complex II, Kolkata – 700 034, West Bengal, India
Tel. No.:	91-33-24466594 / 6958 / 24472448 / 2449 / 2501 / /2505 /9503 / 6594 / 8480, 24582134
Fax No.:	91-33-24688688 / 2665 / 23978688
E-Mail :	sika.cal@gncal.global.net.in corporate.comm@in.sika.com
Website :	http://www.sikaindia.net http://www.sika.in
Area :	5000 Sq.fts. (including plant no.2 and warehouse)
Location :	Owned (Industrial)
Corporate Office :	601, A Wing, Infinity Tower, Mindspace Offlink Road, Malad West, Mumbai- 400 064, Maharashtra, India
Tel. No.:	91-22-40384038
Fax No.:	91-22-40384039
E-Mail :	info@in.sika.com
Factory 1 :	Industrial Estate (New), Shed No. 1/b-5, 9, 15, 18, 19, 20 & 21, Block – D, District Nadia, Kalyani – 741235, West Bengal, India
Tel No.:	91-33-25827756
Fax No.:	91-33-25829418
Factory 2 :	L -41, Verna Industrial Estate, Verna – 403 722, Salcete , Goa, India
Tel. No.:	91-832-2783144 / 6680335 / 36 / 37 / 34
Fax No.:	91-832-2783433 / 6680341
E-Mail :	info.india@in.sika.com
Area :	7280 Sq.fts
Location :	Owned (Industrial)
Factory 3 :	C/302, TTC Industrial Area, MIDC Pawane Village, Navi Mumbai-400704, Maharashtra, India
Tel No.:	91-22-65162615
Fax No.:	91-22-65131634
Factory 4 :	Plot # F-1/F-2, RIICO Industrial Estate, Bagru Extexsion -II, Bagru - 302 009, District- Jaipur, Rajasthan, India
Tele No.:	91-141-5123746 / 5173835
Fax No.:	91-141-5123746
Area :	12000 Sq.fts
Location :	Owned (Industrial)
Factory 5 :	23, GST ROAD, Pukkathurai Village, Madurantagam Taluk, Kanchipuram District, Chennai- 603308, Tamilnadu, India
Tele No.:	91-44-27565771
Fax No.:	91-44-27565776
Branch Office :	Located at: · Ahmedabad · Chennai · Kolkata · Bangalore · Cuttack · Mumbai · Chandigarh · Hyderabad · Noida · Pune · Navi Mumbai · Siliguri · Visakhapatnam

DIRECTORS

As on 28.09.2012

Name :	Mr. Subramanian Venkataraman
Designation :	Managing Director
Address :	Flat 63, Block 1A, Widermere, 6^th Floor, Off New Link, Road Goregaon (West), Near Mega Mall, Lokhandwala, Mumbai – 400 062, Maharashtra, India
Date of Birth/Age :	22.11.1963
Date of Appointment :	11.02.2010
DIN No.:	02889803
Name :	Mr. Steafan Mosli
Designation :	Director
Address :	Hofsrasse 66C, 2 UG-416300, Switzerland
Date of Birth/Age :	24.12.1960
Date of Appointment :	22.09.2006
DIN No.:	02712730
Name :	Mr. Ivan Peter Chandwick
Designation :	Director
Address:	Villa 23/9, 395, Emirates Hills Fourth, Dubai 971000
Date of Birth:	16.05.1960
Date of Appointment:	03.07.2007
DIN No.:	02442695

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 28.09.2012

Names of Shareholders	No. of Shares
Sika AG, Switzerland	868650
Sika Schweiz AG, Switzerland	579100
Total	1447750

Equity Share Breakup (Percentage of Total Equity)

As on 28.09.2012

Category	Percentage of Holding
Foreign holdings (Foreign institutional investor(s), Foreign comapnie(s) Foreign financial institution(s), Non-resident indian(s) or Overseas corporate bodies or others)	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Trader of Construction Chemicals.

Products:

Product Description	ITC Code
Prepared Additives for Cements Mortars and Concretes	3823.40
Reaction initiators, accelators and Catalytic Preparations	3815.90
Refactory Cements, Mortars, Concretes and similar impositions	3816.00

· Construction Chemicals

· Sealants

· Adhesive materials

· Concrete Admixtures

· Mortar Admixtures

· Polymer Modified Cement Mortars

· Epoxy Adhesive and Mortars

· Protective Coatings and Impregnations

· Primers

· Floor Treatment and Toppings

· Joint Sealing Compounds

· Butyl

· Dispersions

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	The Hong Kong and Shanghai Banking Corporation Limited Indian Overseas Bank, International Business Branch, 2, Wood Street, Kolkata – 700 016, West Bengal, India Citi Bank N.A.
Banking Relations :	--
Auditors :
Name:	S.R. Batliboi and Company Chartered Accountants
Address:	14th Floor, The Ruby, 29 Senapati Bapat Marg, Dadar (West), Mumbai – 400028, Maharashtra, India
Tel. No.:	91-22-40356300
Fax No.:	91-22-40356400
PAN No.:	AALFS0506L
Holding Company :	Sika AG, Switzerland
Fellow Subsidiaries :	Sika Schweiz AG Sika Deutschland GMBH Sika Italia S.P.A. Sika Limited, Japan Sika Engineering Silicones Sika Corporation, USA Sika Technology AG Sika Services AG Sika Informationssysteme AG Sika Gulf B.S.C. © Sika Denmark A/S Sika Supply Centre AG Sika Automotive GMBH Sika Yapi Kimyasallah A.S Sika Sarnafil Waterproofing Sys.(Shanghai) Limited Sika Limited , UK Sika (Guangzhou) Trading Co Limited Sika (Guangzhou) Limited Sika UAE LLC Sika Limited Dalian (China North) Sika Portugal - Produtos Contrucao E Industria, S.A. BV Descol Sika China Limited Sika Liquid Plastic Sika FZCO Sika France SA Sika CZ, s.r.o. Sika Australia Pty Limited Sika Osterreich GMBH Sika Poland Sp. z.o.o. Sumam chemicals Company Sika Services IMEA

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
4400000	Equity shares	Rs.10/- each	Rs.44.000 Millions
10000	Preference Shares	Rs.100/- each	Rs.1.000 Million
	Total		Rs.45.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1447750	Equity shares	Rs.10/- each	Rs.14.478 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		14.478	14.478	14.478
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		297.322	429.851	425.322
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		311.800	444.329	439.800
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		479.723	298.215	212.006
TOTAL BORROWING		479.723	298.215	212.006
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		791.523	742.544	651.806
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		186.607	144.308	121.137
Capital work-in-progress		206.810	175.658	154.714
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		39.479	58.414	28.996
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	432.845	478.788	303.588
	Sundry Debtors	656.827	615.043	458.068
	Cash & Bank Balances	46.859	32.561	153.907
	Other Current Assets	0.953	4.237	0.000
	Loans & Advances	200.419	143.297	93.022
Total Current Assets		1337.903	1273.926	1008.585
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	558.833	533.595	470.575
	Other Current Liabilities	298.820	268.762	129.171
	Provisions	121.623	107.405	61.880
Total Current Liabilities		979.276	909.762	661.626
Net Current Assets		358.627	364.164	346.959
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		791.523	742.544	651.806

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Turnover	3266.280	2628.610	2193.885
		Other Income	NA	140.230
		TOTAL	NA	2768.840	2193.885
Less	EXPENSES
		Office Expenses	NA	NA	2107.161
		Administrative Expenses
		Advertising Expenses
		TOTAL	NA	NA	2107.161
	PROFIT / (LOSS) BEFORE TAX		NA	NA	86.724
Less	TAX		NA	NA	8.201
	PROFIT / LOSS) AFTER TAX		(132.529)	4.529	78.523
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		77.684	73.155	(5.368)
	BALANCE CARRIED TO THE B/S		(54.845)	77.684	73.155
	EARNINGS IN FOREIGN CURRENCY
		Value of Export (FOB basis)	26.290	14.300	22.421
	TOTAL EARNINGS		26.290	14.300	22.421
	IMPORTS
		Raw Materials	NA	NA	173.771
		Purchased Products	NA	NA	342.146
	TOTAL IMPORTS		NA	NA	515.917
	Earnings Per Share (Rs.)		(91.54)	3.13	54.24

KEY RATIOS

PARTICULARS		31.03.2012	31.303.2011	31.03.2010
PAT / Total Income	(%)	NA	0.16	3.58
Return on Total Assets (PBT/Total Assets}	(%)	NA	NA	7.68
Return on Investment (ROI) (PBT/Networth)		NA	NA	0.20
Debt Equity Ratio (Total Debt/Networth)		1.54	0.67	0.48
Current Ratio (Current Asset/Current Liability)		1.37	1.40	1.52

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	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

DETAILS OF UNSECURED LOANS

(Rs. In Millions)

Particulars	31.03.2012	31.03.2011
Term Loan from Banks (Foreign Currency) (From Sika AG, the Holding Company)	238.951	209.426
Working Capital Loan from Banks (Buyer's Credit)	0.000	43.207
Loans Repayable on Demand from Bank (The overdraft is repayable on demand and carries interest varying from 11.50% p.a. to 12.25% p.a).	240.772	45.582
Total	479.723	298.215

OPERATIONS:

The turnover of the Company Rs.3266.280 Millions during the financial year has increased by 24% as compared to the previous year (Rs.2628.610 Millions).

In view of the increase in operations, the management has reviewed the report of the internal auditors covering the activities of the factories and increased the scope of checks and balances therein to have adequate control on the state of affairs on the same.

CONTINGENT LIABILITIES NOT PROVIDED FOR

(Rs. In Millions)

Particulars	31.03.2012	31.03.2011
a) Claims against the company not acknowledged as debts
i) A Case filed by a party demanding reimbursement of promotional expenses, against which company is currently enjoying injunction	3.780	3.780
ii) Cases filed by parties for replacement of products contested by the company	0.265	0.265
b) Show Cause/ Demand of Sales Tax for non availability/ Inadvertent Non Consideration by assessing officers of various Sales Tax declaration Forms	271.756	202.935
c) Show Cause/ Demand of Profession Tax	0.145	0.145
d) Show Cause/ Demand excise duty arising on account of Classification and dutiability of products and service tax matters	244.801	254.276
e) Show Cause/ demand for improper use of BIS Mark	0.150	0.150
f) Income Tax matter in dispute	25.840	23.995
(g) SVB Orders from Customs department for additional loading on assessable value of imports from group companies	4.351	4.351
(h) Value added tax matters in dispute with the local tax authorities	16.186	17.263
(i) Corporate Guarantee on behalf of others	49.100	0.000
Note: "Crystalisation of liabilities in respect of above matters are determinable only on receipt of judgements / decisions pending at various forums / authorities. The management does not expect the claims to succeed and accordingly, no provisions for the contingent liability has been recognized in the financial statements.

FIXED ASSETS

· Leasehold Land

· Building

· Plant and Machinery

· Furniture

· Vehicles

· Office Equipments

· Electrical Equipments

· IT Hardware

· Software

WEBSITE DETAILS

PROFILE

The company had started its operations in 1985 as an Indian company and was known as Qualcrete India Limited.

In 1987, Qualcrete India Limited forged an alliance with Sika AG, Switzerland and was renamed as Sika Qualcrete Limited.

In 2002, Sika AG, Switzerland acquired 100% stake in the company and since then the company has been rechristened as subject. It is a wholly owned subsidiary of Sika AG.

Sika India has 11 branch offices and requisite strength of sales personnel spread across India to meet the varied needs of the market.

It has 5 state-of-the-art manufacturing units at Verna (Goa), Kalyani (West Bengal), Jaipur (Rajasthan), Navi Mumbai (Maharashtra), and Kanchipuram (Tamil Nadu).

Sika India also serves five export markets namely Sri Lanka, Nepal, Bhutan, Maldives and Bangladesh through a network of associates.

Currently, Sika India has 450 employees covering Sales and Marketing, R and D, Technical, Production, Finance and other functions.

Sika India is an ISO 9001-2008 Company and our Research and Development Centre is recognised by the Ministry of Science and Technology, Government of India

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

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

2] Court Declaration :

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

3] Asset Declaration :

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

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

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

Charges or investigation registered against subject: None

7] Criminal Records

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

8] Affiliation with Government :

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

9] Compensation Package :

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

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

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

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

CONTRAVENTION

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

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.54.28
UK Pound	1	Rs.82.06
Euro	1	Rs.70.23

INFORMATION DETAILS

Report Prepared by :

BSN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	4
--LEVERAGE	1~10	4
--RESERVES	1~10	5
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		33

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.