MIRA INFORM REPORT

Report Date :

19.10.2013

IDENTIFICATION DETAILS

Name :	GL AND V INDIA PRIVATE LIMITED
Registered Office :	GL and V House, Plot No. 2C, Serial No.162/4A-5A Off. D.P. Road, Aundh, Pune – 411007, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	25.08.2005
Com. Reg. No.:	11-021183
Capital Investment / Paid-up Capital :	Rs.50.000 millions
CIN No.: [Company Identification No.]	U29299PN2005PTC021183
PAN No.: [Permanent Account No.]	AACCG4425A
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Pulp and Paper Machinery.
No. of Employees :	41 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ca (18)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having a moderate track record. There appear huge accumulated losses recorded by the company. The profitability is under pressure. However, trade relations are reported to be fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings on a safe and secured 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

INDIAN ECONOMIC OVERVIEW

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

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 :	GL and V House, Plot No. 2C, Serial No.162/4A-5A Off. D.P. Road, Aundh, Pune – 411007, Maharashtra, India
Tel. No.:	91-20-25800000
Fax No.:	91-20-25800213
E-Mail :	Info.pune@glv.com shirish.kale@glv.com abhay.warhadpande@glv.com
Website :	http://www.glv.com
Location :	Owned
Factory :	Dhanori, Pune, Maharashtra, India

DIRECTORS

(AS ON 27.11.2012)

Name :	Mr. Abhay Madhukar Warhadpande
Designation :	Managing director
Address :	F – 204, Shefalika Heights, Balwanti Puram Paud road Kothrud Pune – 411038, Maharashtra, India
Date of Birth/Age :	14.07.1956
Date of Appointment :	25.08.2005
DIN No.:	00107060
Name :	Mr. J A William Mahoney
Designation :	Director
Address :	6, spring field circle, merri,ack Nh United state of America - 03054
Date of Birth/Age :	04.06.1955
Date of Appointment :	15.01.07
DIN No.:	01519935
Name :	Mr. Laurent Adelard Verreault
Designation :	Director
Address :	1300, South Ocean, BLVD 704, Pompano Beach Florida USA - 330626917
Date of Birth/Age :	14.09.1941
Date of Appointment :	18.08.2006
DIN No.:	01779695
Name :	Mr. Marc Barbeau
Designation :	Director
Address :	3157, Rue de la Fougere Saint Bruno QC – J3V0A9, Canada
Date of Birth/Age :	18.12.1967
Date of Appointment :	25.08.2005
DIN No.:	02450756

KEY EXECUTIVES

Name :	Mr. Kedar
Designation :	Vice – President
Name :	Ms. Mitali Prafull Khasbag
Designation :	Company Secretary
Address :	C – 6, Saket Co – Op Housing Society, shivtirth nagar, Off Paud Road Kothud, Pune – 411038, Maharashtra, India
Date of Birth/Age :	15.09.1983
Date of Appointment :	20.08.2012
PAN No.:	ARUPP2034Q

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 27.11.2012)

Names of Shareholders	No. of Shares
GLandV Canada Inc.	21249900
GLV Inc.	100
Total	21250000

(AS ON 27.11.2012)

Equity Shares Break – up

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Pulp and Paper Machinery.
Exports :
Products :	Pulp and Paper Machinery.
Countries :	· Canada · USA · Sweden · Thailand
Imports :
Products :	Raw Material
Countries :	· USA · Canada
Terms :
Selling :	Cash and Credit
Purchasing :	Cash and Credit

GENERAL INFORMATION

Suppliers :

· Jindal Steel Power Limited

Customers :

Wholesaler and Retailer

· Ballarpur Industries Limited

No. of Employees :

41 (Approximately)

Bankers :

· HSBC Bank

Pune Branch, Maharashtra, India

Facilities :

L/C – Rs. 50.000 Millions (From HSBC Bank)

Secured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
Short Term Borrowings
Other loans and advances	134.602	147.572
Total	134.602	147.572

Banking Relations :	--
Auditors :
Name :	S. R. Batliboi and Company Chartered Accountants
Address :	C-401, 4th Floor, Panchshil Tech Park, Yerwada , Pune-411006, Maharashtra, India
Tel. No.:	91-20-25656687 / 25675239
PAN No.:	AALFS0506L
Holding Company	· GL and V Canada Inc.
Ultimate Holding Company:	· GLV Inc.
Fellow subsidiaries	· GL and V USA Inc · GL and V Canada Inc. (Pulp and Paper) · GL and V Sweden AB · Ovivo India Private Limited · Ovivo UK Limited · Ovivo USA Inc. · GL and V Brazil · Ovivo Australia Pty Limited

CAPITAL STRUCTURE

(AS ON 27.11.2012)

Authorised Capital :

No. of Shares	Type	Value	Amount
25000000	Equity Shares	Rs.10/- each	Rs.250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
21250000	Equity Shares	Rs.10/- each	Rs.212.500 Millions

(AS ON 31.03.2012)

Authorised Capital :

No. of Shares	Type	Value	Amount
25000000	Equity Shares	Rs.10/- each	Rs.250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs.10/- each	Rs.50.000 Millions

FINANCIAL DATA

[All figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	50.000	5.000
(b) Reserves & Surplus	(103.735)	(68.545)
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1)+(2)	(53.735)	(63.545)
(3) Non-Current Liabilities
(a) long-term borrowings	86.322	77.530
(b) Deferred tax liabilities (Net)	0.000	0.000
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	0.000	0.000
Total Non-current Liabilities (3)	86.322	77.530
(4) Current Liabilities
(a) Short term borrowings	134.602	147.572
(b) Trade payables	59.585	44.995
(c) Other current liabilities	94.526	40.860
(d) Short-term provisions	4.081	2.223
Total Current Liabilities (4)	292.794	235.650
TOTAL	325.381	249.635
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	63.252	64.146
(ii) Intangible Assets	0.096	0.139
(iii) Capital work-in-progress	0.000	0.070
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000
(d) Long-term Loan and Advances	24.184	25.245
(e) Other Non-current assets	5.465	5.067
Total Non-Current Assets	92.997	94.667
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	101.545	59.682
(c) Trade receivables	66.399	36.912
(d) Cash and cash equivalents	6.538	6.813
(e) Short-term loans and advances	57.902	51.561
(f) Other current assets	0.000	0.000
Total Current Assets	232.384	154.968
TOTAL	325.381	249.635

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		5.000
2] Share Application Money		0.000
3] Reserves & Surplus		(33.593)
4] (Accumulated Losses)		0.000
NETWORTH		(28.593)
LOAN FUNDS
1] Secured Loans		0.000
2] Unsecured Loans		173.938
TOTAL BORROWING		173.938
DEFERRED TAX LIABILITIES		0.000
TOTAL		145.345
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		56.919
Capital work-in-progress		7.876
INVESTMENT		0.000
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	33.040
	Sundry Debtors	31.440
	Cash & Bank Balances	4.644
	Other Current Assets	0.000
	Loans & Advances	67.720
Total Current Assets		136.844
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	28.719
	Other Current Liabilities	20.156
	Provisions	7.419
Total Current Liabilities		56.294
Net Current Assets		80.550
MISCELLANEOUS EXPENSES		0.000
TOTAL		145.345

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	TOTAL INCOME		252.602	181.169	214.332
Less	TOTAL EXPENDITURE		287.795	216.121	246.711
	PROFIT BEFORE TAX		(35.193)	(34.952)	(32.379)
Less	TAX		(0.003)	0.000	(0.188)
	PROFIT AFTER TAX		(35.190)	(34.952)	(32.191)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(68.545)	(33.593)	(1.402)
	BALANCE CARRIED TO THE B/S		(103.735)	(68.545)	(33.593)
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Export	NA	85.999	73.503
	TOTAL EARNINGS		NA	85.999	73.503
	IMPORTS
		Raw Materials	NA	58.542	62.005
		Capital Goods	NA	0.000	7.357
	TOTAL IMPORTS		NA	58.542	69.362
	Earnings Per Share (Rs.)		(7.04)	(69.90)	(67.18)

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	(13.93)	(19.29)	(15.02)
Return on Total Assets (PBT/Total Assets}	(%)	(10.82)	(14.01)	(16.71)
Return on Investment (ROI) (PBT/Networth)		0.65	0.55	1.13
Debt Equity Ratio (Total Debt/Networth)		(4.10)	(3.54)	(6.08)
Current Ratio (Current Asset/Current Liability)		0.79	0.66	2.43

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

UNSECURED LOAN

Particulars	31.03.2012	31.03.2011
	(Rs. in Millions)
Long Term Borrowings
Term loans from Others	86.322	77.530
Total	86.322	77.530

CORPORATE INFORMATION

The Company was incorporated on August 25, 2005 under the Companies Act, 1956. The Company’s immediate Holding Company ('Holding Company') is GL and V Canada Inc. and its Ultimate Parent Company is GLV Inc., both entities registered in Canada. The Company caters both domestic and international markets. The Company is engaged in sale of manufacturing, trading and designing of equipments used in pulp and paper industry and water treatment covering Municipal, Power and Industrial sector.

OPERATIONAL REVIEW

During the current financial year the company has reported the total income of Rs. 25.26 Millions and has reported a loss of Rs. 35.100 Millions. During the year, the Company had increased its Authorized share capital from Rs. 50.000 Millions to Rs. 250.000 Millions vide ordinary resolution passed in the Extra Ordinary General Meeting held on 17th May, 2012, and had allotted 162,500,000 equity shares which resulted in increase in the paid up capital of the Company from Rs. 50.000 Millions to Rs 212.500 Millions.

FUTURE OUTLOOK

The company expects good business and turnover in future.

INDEX OF CHARGES: NO CHARGES EXIST FOR COMPANY

FIXED ASSETS

· Land

· Plant and equipment

· Furniture and fixtures

· Vehicles

· Motor vehicles

· Office equipment

· Computer equipments

· Leasehold improvements

· Computer 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.61.28
UK Pound	1	Rs.99.02
Euro	1	Rs.83.80

INFORMATION DETAILS

Report Prepared by :

NIT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	2
PAID-UP CAPITAL	1~10	2
OPERATING SCALE	1~10	2
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	2
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	2
--LEVERAGE	1~10	2
--RESERVES	1~10	2
--CREDIT LINES	1~10	2
--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		18

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.