MIRA INFORM REPORT

Report Date :

11.09.2013

IDENTIFICATION DETAILS

Name :	ESMECH EQUIPMENT PRIVATE LIMITED
Registered Office :	A-4, A-6, Gundecha Onclave, Kherani Road, Andheri (East), Mumbai - 400 072, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	04.03.2008
Com. Reg. No.:	11-179671
Capital Investment / Paid-up Capital :	Rs.50.000 Millions
CIN No.: [Company Identification No.]	U29255MH2008PTC179671
TAN No.: [Tax Deduction & Collection Account No.]	MUME07800C
PAN No.: [Permanent Account No.]	AABCE9492J
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of World Class Cold Rolling Mills and Strip Metal Process Line Equipments.
No. of Employees :	400 [Approximately]

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 2980000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a Joint Venture between SMS Siemay AG, Germany and HB Esmech Private Limited engaged in manufacturing of world class cold rolling mills and strip metal process line equipment. It is an established company having satisfactory track. Trade relations are fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered for normal business dealings at usual 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.

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.

INFORMATION PARTED BY

Name :	Mr. Murlidharan
Designation :	General Manager of Accounts
Contact No.:	91-22-25821295
Date :	07.09.2013

LOCATIONS

Registered Office :	A-4, A-6, Gundecha Onclave, Kherani Road, Andheri (East), Mumbai - 400 072, Maharashtra , India
Tel. No.:	91-22-25821295
Fax No.:	91-22-25826560
E-Mail :	vjoshi@esmech.com esmech@esmech.com
Website :	http://www.esmech.com
Factory 1 :	Plot Nos.A-254-259 and A283, Road No.30A, Wagle Industrial Estate, Thane (West) – 400 604, Maharashtra, India
Tel. No.:	91-22-25821295, 25821733, 25823417
Fax No.:	91-22-25826550
Factory 2 :	Also Located at: Wada

DIRECTORS

AS ON 29.09.2012

Name :	Mr. Suresh Laxman Joshi
Designation :	Chairman
Address :	Pitruvandana, Plot No.11, Kala Nagar, Bandra (East), Mumbai – 400 051, Maharashtra, India
Date of Birth/Age :	24.12.1940
Qualification :	B.E. (Mechanical)
Date of Appointment :	04.03.2008
DIN No.:	01934030
Name :	Mr. Vijay Suresh Joshi
Designation :	Managing Director
Address :	Pitruvandana, Plot No.11, Kala Nagar, Bandra (East), Mumbai – 400 051, Maharashtra, India
Date of Birth/Age :	08.03.1969
Qualification :	B.E. (Mechanical), PGDM (IIM Ahmadabad)
Date of Appointment :	04.03.2008
DIN No.:	01550964
Name :	Mr. Peter Joachim Piepers
Designation :	Director
Address :	10, Feldstrasse, Scheuerfeld-57584, Germany
Date of Birth/Age :	12.07.1953
Date of Appointment :	30.09.2010
DIN No.:	03025580
Name :	Mr. Ruediger Gerhard Holz
Designation :	Director
Address :	10, Tannenstrasse, Struthuetten, Neunkirchen-57290, Germany
Date of Birth/Age :	25.01.1960
Date of Appointment :	30.09.2010
DIN No.:	03025657
Name :	Mr. Hansgeorge Kurt Hartung
Designation :	Director
Address :	Pulheim, Schlehenweg 12, Pulheim, NA, Germany
Date of Birth/Age :	28.08.1958
Date of Appointment :	12.04.2012
DIN No.:	05356411

KEY EXECUTIVES

Name :	Mr. Murlidharan
Designation :	General Manager of Accounts

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2012

Names of Shareholders	No. of Shares
Suresh Laxman Joshi	250000
Vijay Suresh Joshi	250000
HB Esmech Private Limited, India	1950000
SMS Siemag, Germany	2550000
TOTAL	5000000

AS ON 29.09.2012

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]	51.00
Bodies corporate	39.00
Directors or relatives of directors	10.00
TOTAL	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of World Class Cold Rolling Mills and Strip Metal Process Line Equipments.
Products :	Coil Processing Lines Cold Rolling Mills / Skin Pass Mills Pickling Lines Cut-to-Length Lines Slitting Lines Tension Levelling Lines Coating Lines Rewinding and Trimming Lines Blanking Line Electrolytic Cleaning Line Special Purpose Lines
Exports :
Products :	Metal Process Line Equipments
Countries :	Thailand Bangalore
Imports :
Products :	Components
Countries :	China Germany
Terms :
Selling :	Cash and Credit
Purchasing :	Cash and Credit

PRODUCTION STATUS [AS ON 31.03.2011]

Particulars	Licensed Capacity	Installed Capacity *	Actual Production *
Coil Processing Equipments and Spares	Not Applicable	--	--

* Note: The Company manufactures custom designed coil processing equipment and spares thereof, hence the concept of "Installed Capacity" and "Actual Production" is difficult to quantify.

This being technical matter, is as certified by the Management and relied upon by Auditors.

GENERAL INFORMATION

Customers :

OEM’s and Others

No. of Employees :

400 [Approximately]

Bankers :

Canara Bank, Bhandup Branch, Mumbai, Maharashtra, India

Facilities :

Secured Loan	As on 31.03.2012 [Rs. in Millions]	As on 31.03.2011 [Rs. in Millions]
Long Term Borrowings
Term Loans From Banks	0.168	0.350
TOTAL	0.168	0.350

Banking Relations :	--
Auditors :
Name :	Haribhakti and Company Chartered Accountants
Address :	42, Free Press House, 4^th Floor, 125, Nariman Point, Mumbai – 400 021, Maharashtra, India
Tel. No.:	91-22-61326999
Fax No.:	91-22-22856237
Website :	www.bdoindia.co.in
PAN No:	AAAFH2010F
Holding Company :	SMS Siemag AG (SMS) Address: Eduard-Schloeman-Strabe 4, D-40237, Dusseldoorf, Germany
Subsidiary Company :	Pitel Engineering Private Limited (PEPL)
Other Related Parties :	HB Esmech Private Limited (HBEPL) Kennovation Software Services Private Limited (KSSPL)

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs.10/- each	Rs.50.000 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	50.000
(b) Reserves & Surplus	695.824	651.048
(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)	745.824	701.048
(3) Non-Current Liabilities
(a) long-term borrowings	0.168	0.350
(b) Deferred tax liabilities (Net)	1.115	0.000
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	3.786	7.740
Total Non-current Liabilities (3)	5.069	8.090
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000
(b) Trade payables	342.279	137.835
(c) Other current liabilities	890.050	447.236
(d) Short-term provisions	6.812	0.041
Total Current Liabilities (4)	1239.141	585.112
TOTAL	1990.034	1294.250
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	302.252	219.946
(ii) Intangible Assets	20.967	19.154
(iii) Capital work-in-progress	6.641	4.502
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	5.865	5.865
(c) Deferred tax assets (net)	0.000	0.673
(d) Long-term Loan and Advances	21.350	19.643
(e) Other Non-current assets	0.000	0.000
Total Non-Current Assets	357.075	269.783
(2) Current assets
(a) Current investments	293.413	180.701
(b) Inventories	640.762	239.937
(c) Trade receivables	444.357	397.746
(d) Cash and cash equivalents	71.341	111.602
(e) Short-term loans and advances	85.422	51.619
(f) Other current assets	97.664	42.862
Total Current Assets	1632.959	1024.467
TOTAL	1990.034	1294.250

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		50.000
2] Share Application Money		0.000
3] Reserves & Surplus		541.001
4] (Accumulated Losses)		0.000
NETWORTH		591.001
LOAN FUNDS
1] Secured Loans		1.045
2] Unsecured Loans		0.027
TOTAL BORROWING		1.072
DEFERRED TAX LIABILITIES		0.933
TOTAL		593.006
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		199.176
Capital work-in-progress		31.409
INVESTMENT		5.865
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	224.503
	Sundry Debtors	396.907
	Cash & Bank Balances	51.776
	Other Current Assets	0.000
	Loans & Advances	58.965
Total Current Assets		732.151
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	203.755
	Other Current Liabilities	143.019
	Provisions	28.821
Total Current Liabilities		375.595
Net Current Assets		356.556
MISCELLANEOUS EXPENSES		0.000
TOTAL		593.006

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income
		Other Income
		TOTAL	1471.290	1085.539	389.765
Less	EXPENSES
		TOTAL	1378.347	890.741	262.057
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		92.943	194.798	127.708
Less/ Add	DEPRECIATION/ AMORTISATION		34.877	26.057	5.377
	PROFIT / (LOSS) BEFORE TAX		58.066	168.741	122.331
Less	TAX		13.289	58.694	43.957
	PROFIT / (LOSS) AFTER TAX		44.777	110.047	78.374
Add/ Less	LOSS OF EARLIER YEARS		NA	78.353	0.021
	BALANCE CARRIED TO THE B/S		NA	188.400	78.353
	EARNINGS IN FOREIGN CURRENCY
		Value of Exports	NA	NA	117.528
	IMPORTS
		Raw Materials	NA	NA	16.271
	Earnings / (Loss) Per Share (Rs.)		8.95	22.00	617.85

Particulars	31.03.2013
Sales Turnover [Approximately]	1560.000

Expected Sales (2013-14) : Rs.1720.000 Millions.

The above information has been parted by Mr. Murlidharan.

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	3.04	10.14	20.11
Return on Total Assets (PBT/Total Assets}	(%)	2.94	13.15	13.13
Return on Investment (ROI) (PBT/Networth)		0.07	0.24	0.21
Debt Equity Ratio (Total Debt/Networth)		0.00	0.05	0.02
Current Ratio (Current Asset/Current Liability)		1.32	1.75	1.95

LOCAL AGENCY FURTHER INFORMATION

DETAILS OF CURRENT MATURITIES OF LONG TERM DEBT:

Particulars	31.03.2012 [Rs. in millions]	31.03.2011 [Rs. in millions]	31.03.2010 [Rs. in millions]
Current Maturities of Long Term Debt	0.181	0.185	NA

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	Yes
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	Yes
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	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]	PAN of Proprietor/Partner/Director, if available	No
32]	Date of Birth 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: NO CHARGES EXIST FOR COMPANY

NOTE:

The registered office of the company has been shifted from A254-259 and A 283, Road No.30A, Wagle Industrial Estate, Thane – 400 604, Maharashtra, India to the present address w.e.f. 05.03.2008.

FIXED ASSETS:

Tangible Assets:

• Plant and Machinery
• Furniture, Fixture and Fittings
• Electrical Installation
• Vehicles
• Office Equipments
• Computer
• Air Conditioner
• Factory Building
• Factor Shed
• Land

Intangible Assets:

• Goodwill
• 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 records 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.64.21
UK Pound	1	Rs.100.83
Euro	1	Rs.85.21

INFORMATION DETAILS

Information Gathered by :	PLV
Report Prepared by :	TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		49

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.