MIRA INFORM REPORT

Report Date :

01.11.2013

IDENTIFICATION DETAILS

Name :	RHODIA POLYMERS AND SPECIALTIES INDIA PRIVATE LIMITED
Registered Office :	Phoenix House “A” Wing, 4^th Floor, 462, S.B. Marg, Lower Parel (West), Mumbai – 400 013, Maharashtra
Country :	India
Financials (as on) :	31.12.2011
Date of Incorporation :	31.01.2011
Com. Reg. No.:	11-212834
Capital Investment / Paid-up Capital :	Rs.14.344 Millions
CIN No.: [Company Identification No.]	U24100MH2011PTC212834
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer, Exporter and Importer of Chemicals.
No. of Employees :	60 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (27)

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

Maximum Credit Limit :	USD 912000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having a moderate track record. Latest financials for the year 2013 are not available. The company has changed the financial filing year to 31^st March 2013. As per the available financials (31.12.2011), External Borrowings of the company appears to be huge. The company has incurred loss due to depreciation, interest and new IT infrastructure has been placed. However, trade relations are improving. Business is active. Payments are reported to be slow.

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

INDIAN ECONOMIC OVERVIEW

India’s current account deficit or CAD in April-June widened to 4.9 % of gross domestic product. High imports of gold and oil led to a worsening of the trade deficit, resulting in CAD jumping to $ 21.8 billion to the latest quarter from $ 16.9 billion in the corresponding quarter of the previous financial year. The government aims to bring down CAD to 3.7 % or $ 70 billion, in 2013/14, from 4.8 % or $ 88.2 billion in 2012/13.

The finance ministry has started preparations for Budget 2014/15. With general elections scheduled to be held by May next year, there will only be an interim budget. The new government will present the fiscal Budget.

The Supreme Court has barred clinical trials for new drugs till a monitoring mechanism is put in place to protect the lives of people on which the drugs are tested.

Mumbai has been named the world’s second most honest city according to a survey on 15 cities worldwide by Readers’ Digest magazine. Finnish capital Helsinki bagged the top spot for the world’s most honest city while Lisbon, the capital of Portugal, proved to be the least honest.  The survey put hundreds of people to test in four continents to find out just how honest they were by dropping wallets and seeing how many would be returned.

3.7 % Growth of the core sector in August, a seven month high. This takes the overall growth in April-August this year to 2.3 % compared with 6.3 % in the corresponding period next financial year.

$19 million Estimated average spending by companies across the globe including India, on social media this year, according to a global study by information technology major Tata Consultancy Services. This will rise to $ 24 million in 2015.

Rising inflation, fewer employment avenues and dwindling earnings are taking a toll on the spending capacity in India. Over 72 % respondents from middle and lower middle income families would be forced to slash their Diwali expenditure by 40 % and on average spend nearly 25 % of their monthly salary on Diwali, according to a survey by Assochem.

Analysts believe the shutdown of the US government would have limited impact in sectors such as IT or tourism that are dependent on Visa clearances.

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION PARTED BY

Name :	Mr. Niraj Mishra
Designation :	Finance Controller
Contact No.:	91-22-6637100
Date :	29.10.2013

LOCATIONS

Registered Office :	Phoenix House “A” Wing, 4^th Floor, 462, S.B. Marg, Lower Parel (West), Mumbai – 400 013, Maharashtra, India
Tel. No.:	91-22-6637100
Fax No.:	91-22-24952834
E-Mail :	Niraj.mishra@solvay.com c.napoleon@ap.rhodia.com
Location :	Owned
Factory :	Village Umarwada Survey No 432/2, 433/2, Ankleshwar – 393 001, Bharuch, Gujarat, India

DIRECTORS

AS ON 28.07.2012

Name :

Mr. Mikesh Malhotra

Designation :

Managing Director

Address :

H35 / 17, DLF Phase 1, Gurgaon – 122 002, India

Date of Birth/Age :

29.08.1963

Date of Appointment :

01.07.2011

DIN No.:

01131063

Other Directorship:

S. No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74899DL1995PTC072863	GATES INDIA PRIVATE LIMITED	Whole-time director	06-12-06	06-12-06	01-10-08	Active	NO
2	U24100MH2011PTC212834	RHODIA POLYMERS AND SPECIALTIES INDIA PRIVATE LIMITED	Managing director	01-07-11	01-07-11	-	Active	NO

Name :

Mr. Napoleon Chelliah

Designation :

Director

Address :

S-3/33, Vishram Sthal, Bangur Nagar, Goregaon (West), Mumbai – 400 090, Maharashtra, India

Date of Birth/Age :

08.05.1961

Date of Appointment :

31.01.2011

DIN No.:

03317025

Other Directorship:

Top of Form S.No. Bottom of Form	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U24100MH2011PTC212834	RHODIA POLYMERS AND SPECIALTIES INDIA PRIVATE LIMITED	Director	31-01-11	31-01-11	-	Active	NO
2	U24299HR1962PLC007739	HINDUSTAN GUM AND CHEMICALS LIMITED	Alternate director	10-11-11	10-11-11	10-01-13	Active	NO

Name :

Mr. Frank Laganier

Designation :

Additional Director

Address :

211, Xingfu Lu, BAT 3-Appt 1501, Shanghai – 200 052, China

Date of Birth/Age :

14.09.1965

Date of Appointment :

26.03.2012

DIN No.:

05233323

KEY EXECUTIVES

Name :	Mr. Niraj Mishra
Designation :	Finance Controller

MAJOR SHAREHOLDERS

AS ON 28.07.2012

Names of Shareholders	No. of Shares
Rhodianyl S.A.S., France	1434374
Thomas Leutner Jointly with Rhodianyl S.A.S., France	1
Total	1434375

LIST OF ALLOTTESS:

AS ON 26.03.2013

Names of Shareholders	No. of Shares
Rhodianyl S.A.S., France	8256100
Total	8256100

Equity Share Break up (Percentage of Total Equity)

AS ON 28.07.2012

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer, Exporter and Importer of Chemicals.
Products :	· Polymer Doors · Ptfe Compound · Frls Compounds · High Polymer Adhesive · Plastic Polymers · Polyacetal Polymer
Imports :
Products :	Raw Material
Countries :	Korea China
Terms :
Purchasing :	Depend

GENERAL INFORMATION

Customers :	Others
No. of Employees :	60 (Approximately)
Bankers :	· IDBI Bank · Axis Bank · Corporation Bank

Banking Relations :	--
Financial Institution :	BNP Paribas
Auditors :
Name :	B S R and Company Chartered Accountants
Address :	Lodha Excelus, 1^st Floor, Apollo Mills Compound, N M Joshi Marg, Mahalaxmi, Mumbai – 400 001, Maharashtra, India
PAN No.:	AAIFB4734C
Sister Concern :	Solvey (Belgium)

CAPITAL STRUCTURE

AS ON 31.12.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
2000000	Equity Shares	Rs. 10/- each	Rs.20.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1434375	Equity Shares	Rs. 10/- each	Rs.14.344 Millions

AS ON 28.07.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
11000000	Equity Shares	Rs. 10/- each	Rs.110.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
9690475	Equity Shares	Rs. 10/- each	Rs.96.905 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2011
SHAREHOLDERS FUNDS
1] Share Capital		14.344
2] Share Application Money		0.000
3] Reserves & Surplus		213.656
4] (Accumulated Losses)		0.000
NETWORTH		228.000
LOAN FUNDS
1] Secured Loans		0.000
2] Unsecured Loans		557.835
TOTAL BORROWING		557.835
DEFERRED TAX LIABILITIES		0.000
TOTAL		785.835
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		397.101
Capital work-in-progress		1.470
Capital Advances		33.004
INVESTMENT
DEFERRED TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	105.724
	Sundry Debtors	181.594
	Cash & Bank Balances	23.286
	Other Current Assets	0.000
	Loans & Advances	8.773
Total Current Assets		319.377
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	0.000
	Other Current Liabilities	132.505
	Provisions	2.072
Total Current Liabilities		134.577
Net Current Assets		184.800
MISCELLANEOUS EXPENSES		0.000
PROFIT AND LOSS ACCOUNT		169.460
TOTAL		785.835

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2011
	SALES
		Income	484.866
		Other Income	5.062
		TOTAL	489.928
Less	TOTAL EXPENSES		620.772
	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(130.844)
Less	DEPRECIATION/ AMORTISATION		38.616
	PROFIT/(LOSS) BEFORE TAX		(169.460)
Less	TAX		0.000
	PROFIT/(LOSS) AFTER TAX		(169.460)
	IMPORTS
		Raw Materials	84.139
		Stores and Spares	0.485
	TOTAL IMPORTS		84.624
	Earnings Per Share (Rs.)		(178.44)

NOTE: Subject has change the Accounting year 31.03.2013

KEY RATIOS

PARTICULARS		31.03.2011
PAT / Total Income	(%)	(34.59)
Net Profit Margin (PBT/Sales)	(%)	(34.95)
Return on Total Assets (PBT/Total Assets}	(%)	(23.65)
Return on Investment (ROI) (PBT/Networth)		0.74
Debt Equity Ratio (Total Debt /Networth)		2.45
Current Ratio (Current Asset/Current Liability)		2.37

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	Yes
9]	Name of person contacted	Yes
10]	Designation of contact person	Yea
11]	Turnover of firm for last one years	Yes
12]	Profitability for last one years	Yes
13]	Reasons for variation <> 20%	-----------
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	Yes
20]	Export / Import details (if applicable)	Yes
21]	Market information	----------
22]	Litigations that the firm / promoter involved in	----------
23]	Banking Details	Yes
24]	Banking facility details	No
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

TOTAL INCOME:

Income from sales and other income during the year amounted to Rs.489.928 Millions.

PERFORMANCE:

Subject incurred a loss before tax of Rs. 169.460 Millions. Subject incurred a loss in the current year mainly due to onetime costs of putting new IT infrastructure, higher depreciation, and interest cost.

OPERATIONS:

This being the first year of operation, after taking over of polymer division of P.I. Industries Limited, the Company has started building its own infrastructure to substitute the shared services hitherto provided by PI Industries. The Company is in the process of constructing buildings for administrative office and a warehouse which are necessary for the manufacturing operations of the Company. The company is also expanding its capacity by adding one more manufacturing line, which is expected to be commissioned during the second half of 2012. The benefit of the additional line can be seen in the coming years. The Company is taking every step to improve the market share of subject products.

During the year subject earned a total income of Rs.489.900 Millions and incurred a loss of Rs.169.400 Millions. The loss is mainly on account of depreciation of Rs.38.600 Millions and interest of Rs.39.400 Millions and onetime costs of putting new IT infrastructure in place. Subject is taking all efforts to improve the income and bring subject into profitability.

UNSECURED LOANS:

Particulars	31.12.2011 Rs. In Millions
Long Term Borrowings
Long Term Loan from Bank [Amount repayable within one year-Rs. Nil]	325.000
Short Term Borrowings
Short Term Loan from Bank	232.500
Bank Overdraft [All the above loans are guaranteed by Rhodia SA, France, the ultimate holding Company]	0.335
Total	557.835

NOTE: No Charges Exist for Company.

FIXED ASSETS:

Tangible Assets:

· Freehold Land

· Buildings and Roads

· Plant and Machinery

· IT Equipments

· Furniture and Fixture

· Office Equipments

Intangible Assets:

· Goodwill

· Trademarks

· Technical Know-how

· Software

CMT REPORT (Corruption, Money Laundering & Terrorism]

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

1] INFORMATION ON DESIGNATED PARTY

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

2] Court Declaration :

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

3] Asset Declaration :

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

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

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

Charges or investigation registered against subject: None

7] Criminal Records

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

8] Affiliation with Government :

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

9] Compensation Package :

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

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

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

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

CONTRAVENTION

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

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.61.41
UK Pound	1	Rs.98.29
Euro	1	Rs.84.12

INFORMATION DETAILS

Information Gathered by :	PDT
Report Prepared by :	NKT

SCORE & RATING EXPLANATIONS

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

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
NB		NEW BUSINESS

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.