MIRA INFORM REPORT

Report Date :

07.09.2013

IDENTIFICATION DETAILS

Name :	INCAP CONTRACT MANUFACTURING SERVICES PRIVATE LIMITED
Registered Office :	1^st Floor, Corniche Al Latheef, 25, Cunningham Road, Bangalore - 560052, Karnataka
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	09.04.2007
Com. Reg. No.:	08-042418
Capital Investment / Paid-up Capital :	Rs. 556.286 Millions
CIN No.: [Company Identification No.]	u29128KA2007PTC042418
TAN No.: [Tax Deduction & Collection Account No.]	blrI03027D
PAN No.: [Permanent Account No.]	AABCI6651H
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing of Electronic Equipments, Sub-systems, Inverter Power Products and Power Electronic Products and also Rendering Contract Manufacturing Services for Electronic and Electromechanical Industry.
No. of Employees :	Not Available

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 515600
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. Profitability of the company is under pressure. However, trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings on a secured trade terms and conditions.

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 :	1^st Floor, Corniche Al Latheef, 25, Cunningham Road, Bangalore – 560052, Karnataka, India
Tel. No.:	91-80-30621100/ 40751100
Fax No.:	91-80-40751199
E-Mail :	hanumanthrayappa@incapcms.com kirsti.parvi@incapcms.com forename.surname@incapcms.com
Website :	http://www.incap.fi
Tumkur Factory :	Pandithanahalli, Hirehalli Post, Tumkur – 572168, Karnataka, India
Tel. No.:	91-81-62243270-75
Fax No.:	91-81-62243278
Hong Kong Office :	Room 4405, Hopewell Centre 183, Queen´s Road East, WanChai, Hong Kong
Tel. No.:	+852 2520 0690
Fax No.:	+852 2520 0870

DIRECTORS

AS ON 28.09.2012

Name :

Hanumantharayappa Lenkappa

Designation :

Whole-time director

Address :

Anjanadri Nilaya, Behind Lakshmi Theatre, Chethana Extension, Batawadi, Tumkur – 572104, Karnataka, India

Date of Birth/Age :

02.05.1964

Date of Appointment :

15.07.2008

PAN No.:

AAQPH0744J

DIN No.:

01689136

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	Company/ LLP Status	Defaulting status
1	U29128KA2007PTC042418	INCAP CONTRACT MANUFACTURING SERVICES PRIVATE LIMITED	Whole-time director	15/07/2008	06/06/2007	Active	NO

Name :

Kirsti Paivi Helena Parvi

Designation :

Director

Address :

Oltermannintie,10A, Helsinki, Finland

Date of Birth/Age :

31.10.1958

Date of Appointment :

15.07.2008

PAN No.:

ATRPP0531H

DIN No.:

01773483

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	Company/ LLP Status	Defaulting status
1	U29128KA2007PTC042418	INCAP CONTRACT MANUFACTURING SERVICES PRIVATE LIMITED	Director	15/07/2008	28/08/2007	Active	NO

Name :

Mr. Munipalli Murthy Ramanathan

Designation :

Additional director

Address :

26, 7th Block, Bhavani, HBCS, BSK III Stage, Bangalore – 560085, Karanataka, India

Date of Birth/Age :

15.01.1964

Date of Appointment :

08.12.2011

PAN No.:

AKBPM8181F

DIN No.:

03543993

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 28.09.2012

Names of Shareholders	No. of Shares
Incap Corporation, Finland	43084599
Euro Ketju OY, Finland	1
Finnish Fund for Industrial Co-Operation, Finland	12544000
Total	55628600

AS ON 28.09.2012

Equity Share Breakup	Percentage of Holding
Category
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 :

Manufacturing of Electronic Equipments, Sub-systems, Inverter Power Products and Power Electronic Products and also Rendering Contract Manufacturing Services for Electronic and Electromechanical Industry.

Products/ Services :

ITC Code No.	Product Descriptions
85340000	Printed Circuit Boards

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
Inverters/UPS	Nos	72,000	62,811
PCBA	Nos	162,000	72,445
Vehicle Monitoring Unit	Nos	5,000	--

Note:

(i) Licensed capacity is not required to be disclosed since there is no requirement under the Industrial (Development and Regulation) Act for the Company to apply for the license.

(ii) Installed Capacity is as certified by the management and relied on by the Auditors as this is a technical matter. The installed capacity for the previous period has been furnished for 15 months.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

State Bank of India, Vokkaligara Sangha Complex, M G Road, Tumkur - 572101, Karnataka, India

Facilities :

Secured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
SHORT TERM BORROWINGS
Working capital loans from banks [Hypothecation over Inventory, Receivables and all current assets]	48.632	0.000
Total	48.632	0.000

Banking Relations :	--
Auditors :
Name :	S.V. Ghatalia and Associates Chartered Accountants
Address :	12th and 13th Floor, "U B City" Canberra Block, No.24, Vittal Mallya Road, Bangalore - 560001, Karnataka, India
Income-tax PAN of auditor or auditor's firm :	AACFS6921Q
Holding company :	Incap Corporation, Finland
Fellow Subsidiary company :	· Incap Electronics Incap Hongkong

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
56,000,000	Equity Shares	Rs. 10/- each	Rs. 560.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
55,628,600	Equity Shares	Rs. 10/- each	Rs. 556.286 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	556.286	331.286
(b) Reserves & Surplus	(427.384)	(367.485)
(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)	128.902	(36.199)
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	225.000
(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)	0.000	225.000
(4) Current Liabilities
(a) Short term borrowings	162.132	115.448
(b) Trade payables	333.471	309.386
(c) Other current liabilities	13.011	39.079
(d) Short-term provisions	9.614	8.715
Total Current Liabilities (4)	518.228	472.628
TOTAL	647.130	661.429
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	162.461	189.773
(ii) Intangible Assets	3.629	23.768
(iii) Capital work-in-progress	0.124	0.010
(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	46.033	30.688
(e) Other Non-current assets	3.059	7.608
Total Non-Current Assets	215.306	251.847
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	236.282	198.380
(c) Trade receivables	129.884	142.281
(d) Cash and cash equivalents	22.934	15.320
(e) Short-term loans and advances	42.724	52.156
(f) Other current assets	0.000	1.445
Total Current Assets	431.824	409.582
TOTAL	647.130	661.429

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		331.286
2] Share Application Money		0.000
3] Reserves & Surplus		51.059
4] (Accumulated Losses)		(325.959)
NETWORTH		56.386
LOAN FUNDS
1] Secured Loans		224.419
2] Unsecured Loans		117.688
TOTAL BORROWING		342.107
DEFERRED TAX LIABILITIES		0.000
TOTAL		398.493
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		258.747
Capital work-in-progress		1.014
INVESTMENT		0.000
DEFERRED TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	150.064
	Sundry Debtors	104.575
	Cash & Bank Balances	15.709
	Other Current Assets	1.276
	Loans & Advances	82.218
Total Current Assets		353.842
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	190.036
	Other Current Liabilities	19.941
	Provisions	5.133
Total Current Liabilities		215.110
Net Current Assets		138.732
MISCELLANEOUS EXPENSES		0.000
TOTAL		398.493

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
SALES
	Income
	Other Income
	TOTAL	938.972	769.142	717.698
EXPENSES
	Office Expenses
	Administrative Expenses
	Advertising Expenses
	TOTAL	998.870	861.728	847.584
PROFIT/ (LOSS) BEFORE TAX		(59.898)	(92.586)	(130.177)
TAX		0.000	0.000	NA
PROFIT/ (LOSS) AFTER TAX		(59.898)	(92.586)	NA
EARNINGS IN FOREIGN CURRENCY
	Exports at F.O.B. Value		546.507	553.193
	Service Income		1.416	8.265
TOTAL EARNINGS		666.586	547.923	561.458
IMPORTS
	Raw Materials, components and spares		371.824	364.146
	Capital Goods		0.733	49.199
TOTAL IMPORTS		459.153	372.557	413.345
Earnings/ (Loss) Per Share (Rs.)		(1.08)	(2.79)	NA

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	(6.38)	(12.04)	NA
Return on Total Assets (PBT/Total Assets}	(%)	(9.26)	(14.00)	(21.25)
Return on Investment (ROI) (PBT/Networth)		(0.46)	2.56	(2.31)
Debt Equity Ratio (Total Debt/Networth)		1.26	(9.40)	6.07
Current Ratio (Current Asset/Current Liability)		0.83	0.87	1.64

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

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10289301	15/04/2011	50,000,000.00	STATE BANK OF INDIA	VOKKALIGARA SANGHA COMPLEX, M G ROAD, TUMKUR - 572101, KARNATAKA, INDIA	B13908736
2	10156639	11/05/2010 *	225,000,000.00	STATE BANK OF INDIA	NO 42, 1ST FLOOR, VOKKALIGARA SANGHA COMPLEX, M.G. ROAD, TUMKUR - 572101, KARNATAKA, INDIA	A87397360

* Date of charge modification

UNSECURED LOANS

Unsecured Loans	31.03.2012	31.03.2011
	(Rs. In Millions)
LONG-TERM BORROWINGS
Fully convertible debentures intercorporate	0.000	225.000
SHORT TERM BORROWINGS
Term loans from banks	113.500	115.448
Total	113.500	340.448

Note:

The registered office of the company has been shifted from No. 415, 2^nd Floor, 2ns Main, 1^st Block, R.T. Nagar, Bangalore – 560032, Karnataka, India to the present w.e.f.10.10.2010

FIXED ASSETS:

· Land

· Buildings

· Office building

· Plant and equipment

· Other plant and equipment

· Furniture and fixtures

· Vehicles

· Motor vehicles

· Office equipment

· Computer equipments

· Other equipments

· Leasehold improvements

· Goodwill

· Computer software

PRESS RELEASE:

INCAP INDIA SIGNS MANUFACTURING AGREEMENT OF ELECTRONICS WITH TOKHEIM INDIA

MON JUNE 3, 2013

INCAP INDIA SIGNS MANUFACTURING AGREEMENT WITH TOKHEIM INDIA

Incap Contract Manufacturing Services Private Limited has signed a manufacturing agreement with Tokheim India Private Limited to manufacture PCBAs for the electronic assemblies of fuel retailing equipment. The PCBAs are manufactured at Incap's factory at Tumkur, India and delivered to Tokheim factory in Mumbai.

Murthy Munipalli, Managing Director of Incap CMS Private Limited said: "We are very happy to get associated with Tokheim, pioneers and global leader, catering to the needs of the fuel retailing business.  We will be manufacturing different PCBAs for the equipment supplied by Tokheim to its wide market base and do foresee a strong growth potential in this association and look forward for the same in the years ahead."

Mr. Antoine Gin, Director Purchasing Tokheim said:  "Tokheim is happy to reinforce its supply base in India, reinforcing its worldwide positioning on deliveries of quality and cost effective products for key markets."

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. 65.96
UK Pound	1	Rs. 102.91
Euro	1	Rs. 86.58

INFORMATION DETAILS

Report Prepared by :

BVA

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
DEFAULTERS
--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.