MIRA INFORM REPORT

Report Date :

31.08.2014

IDENTIFICATION DETAILS

Name :	ASIA MINERALS LTD.

Registered Office :	7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai

Country :	Hong Kong

Date of Incorporation :	23.12.1992

Com. Reg. No.:	16667234

Legal Form :	Private Limited Company

Line of Business :	· engaged in trading manganese ores and ferroalloys. Subject is specialize in all Manganese related business from Ores to Ferroalloys as well as Metals and Chemicals

No of Employees :	13

RATING & COMMENTS

MIRA’s Rating :

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

Status :	Satisfactory
Payment Behaviour :	No Complaints
Litigation :	Clear

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 01, 2014

Country Name

Previous Rating

(31.03.2014)

Current Rating

(01.06.2014)

Hong Kong

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

HONG KONG - ECONOMIC OVERVIEW

Hong Kong has a free market economy, highly dependent on international trade and finance - the value of goods and services trade, including the sizable share of re-exports, is about four times GDP. Hong Kong has no tariffs on imported goods, and it levies excise duties on only four commodities, whether imported or produced locally: hard alcohol, tobacco, hydrocarbon oil, and methyl alcohol. There are no quotas or dumping laws. Hong Kong's open economy left it exposed to the global economic slowdown that began in 2008. Although increasing integration with China, through trade, tourism, and financial links, helped it to make an initial recovery more quickly than many observers anticipated, its continued reliance on foreign trade and investment leaves it vulnerable to renewed global financial market volatility or a slowdown in the global economy. The Hong Kong government is promoting the Special Administrative Region (SAR) as the site for Chinese renminbi (RMB) internationalization. Hong Kong residents are allowed to establish RMB-denominated savings accounts; RMB-denominated corporate and Chinese government bonds have been issued in Hong Kong; and RMB trade settlement is allowed. The territory far exceeded the RMB conversion quota set by Beijing for trade settlements in 2010 due to the growth of earnings from exports to the mainland. RMB deposits grew to roughly 12% of total system deposits in Hong Kong by the end of 2013. The government is pursuing efforts to introduce additional use of RMB in Hong Kong financial markets and is seeking to expand the RMB quota. The mainland has long been Hong Kong's largest trading partner, accounting for about half of Hong Kong's total trade by value. Hong Kong's natural resources are limited, and food and raw materials must be imported. As a result of China's easing of travel restrictions, the number of mainland tourists to the territory has surged from 4.5 million in 2001 to 34.9 million in 2012, outnumbering visitors from all other countries combined. Hong Kong has also established itself as the premier stock market for Chinese firms seeking to list abroad. In 2012 mainland Chinese companies constituted about 46.6% of the firms listed on the Hong Kong Stock Exchange and accounted for about 57.4% of the Exchange's market capitalization. During the past decade, as Hong Kong's manufacturing industry moved to the mainland, its service industry has grown rapidly. Credit expansion and tight housing supply conditions have caused Hong Kong property prices to rise rapidly; consumer prices increased by more than 4% in 2013. Lower and middle income segments of the population are increasingly unable to afford adequate housing. Hong Kong continues to link its currency closely to the US dollar, maintaining an arrangement established in 1983. In 2013, Hong Kong and China signed new agreements under the Closer Economic Partnership Agreement, adopted in 2003 to forge closer ties between Hong Kong and the mainland. The new measures, effective from January 2014, cover services and trade facilitation, and will improve access to the mainland's service sector for Hong Kong-based companies.

Source : CIA

Company name

ASIA MINERALS LTD.

Company ADDRESS

7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.

PHONE: 852-2856 3350, 2586 3321, 2586 3333

FAX: 852-2827 6552, 2511 2481, 2827 1396

E-MAIL: h.suzuki@smart-alloy.com

hk.inquiry@asia-minerals.com

MANAGEMENT

Managing Director: Mr. Hirotaka Suzuki

SUMMARY

Incorporated on: 23rd December, 1992.

Organization: Private Limited Company.

Capital: Nominal: HK$5,000,000.00

Issued: HK$2,863,127.00

Business Category: Importer, Exporter and Wholesaler.

Employees: 13.

Main Dealing Banker: Standard Chartered Bank (Hong Kong) Ltd., Hong Kong.

Banking Relation: Satisfactory.

Company ADDRESS

Registered Head Office:-

7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.

Holding Company:-

Sharprofit Trading Ltd., Hong Kong. (Same address)

Associated Companies:-

AML China Ltd., China.

AML Europe SAS, France.

AML Japan Ltd., Japan.

AML Jinzhou Resources Co. Ltd., China.

AML Korea Ltd., Korea.

Asia Minerals India Private Ltd., India.

Asia Minerals Investment Ltd., Hong Kong. (Same address)

Asia Minerals North America LLC, USA.

Asia Minerals South Africa (Pty) Ltd., South Africa.

Asia Minerals Trading Ltd., Hong Kong.

Asia Minerals Zambia Ltd., Zambia.

CITIC Jinzhou Ferroalloy Works Co. Ltd., China.

IMA Resource Ltd., China.

Mountainous Ltd., Hong Kong. (Same address)

Pertama Ferroalloys Sdn. Bhd., Malaysia.

Sarda Energy & Mineral Ltd., India.

Sichuan Chuantou Emei Ferroalloy (Group) Co. Ltd., China.

etc.

BUSINESS REGISTRATION NUMBER

16667234

COMPANY FILE NUMBER

0395821

MANAGEMENT

Managing Director: Mr. Hirotaka Suzuki

CAPITAL

Nominal Share Capital: HK$5,000,000.00 (Divided into 5,000,000 shares of HK$1.00 each)

Issued Share Capital: HK$2,863,127.00

SHAREHOLDERS

(As per registry dated 23-12-2013)

Name		No. of shares
Mountainous Ltd., Hong Kong.		607,600
Sharprofit Trading Ltd., Hong Kong.		2,255,527
		––––––––
	Total:	2,863,127 =======

DIRECTORS

(As per registry dated 23-12-2013)

Name (Nationality)	Address
Hirotaka SUZUKI	7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.
Setsuo SUZUKI	7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.
JIANG Jian Tao	7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.

SECRETARY

(As per registry dated 23-12-2013)

Name	Address
CHEUNG Yuen Bing, Belinda	7/F., Luk Kwok Centre, 72 Gloucester Road, Wanchai, Hong Kong.

HISTORY

The subject was incorporated on 23rd December, 1992 as a private limited liability company under the Hong Kong Companies Ordinance.

Originally the subject was registered under the name of Stanley Development Ltd., name changed to the present style on 29th June, 1993.

Apart from these, neither material change nor amendment has been ever traced and noted.

OPERATIONS

Activities: Importer, Exporter and Wholesaler.

Lines: All kinds of mineral ore.

Employees: 13.

Commodities Imported: China, Korea, Ukraine, South Africa, Australia, etc.

Markets: China, Japan, Korea, North America, Taiwan, Western Europe, etc.

Terms/Sales: L/C or as per contracted.

Terms/Buying: L/C, D/P, or as per contracted.

FINANCIAL INFORMATION

Nominal Share Capital: HK$5,000,000.00 (Divided into 5,000,000 shares of HK$1.00 each)

Issued Share Capital: HK$2,863,127.00

Mortgage or Charge

(Since 2011): (See attachment)

Profit or Loss: Making a small profit every year.

Condition: Keeping in an active manner.

Facilities: Making rather active use of general banking facilities.

Payment: Met trade commitments as required.

Commercial Morality: Satisfactory.

Bankers:-

· Standard Chartered Bank (Hong Kong) Ltd., Hong Kong.

Indover Asia Ltd., Hong Kong.

BNP Paribas, Hong Kong Branch.

Standing: Very Good.

GENERAL

Having issued 2,863,127 ordinary shares of HK$1.00 each, Asia Minerals Ltd. is a joint venture between the following two firms:-

Mountainous Ltd., Hong Kong……………….……………… 21%

Sharprofit Trading Ltd., Hong Kong………………………… 79%

The subject commenced business in 1993. It is specialized in all manganese related business from ores to alloys as well as metals and chemicals. It is committed to provide services to its clients through its global organizations in Asia, Africa, Europe, CIS and the United States.

The subject is chiefly trading in manganese ores and ferroalloys.

The subject acquired its first ferro-alloy smelting plant in Inner Mongolia in 2005 and acquired its second smelting plant in Liaoning Province in 2009.

The subject intends to become a 20% supplier of manganese to the world’s demand in 2020 through developing a manganese mine in Kalahari in South Africa and constructing a greenfield plant of manganese group ferroalloys in Sarawak in Malaysia. The South Africa manganese mine is a joint venture.

The subject has had the following two projects:-

· Kudumane Manganese Mine Project, South Africa
The mine is located in Kalahari, Northern Cape Province, South Africa. Commercial scale production commenced in late 2012. Estimated ore reserves are 200 million tons. Products are approximately 2 million per year of Grade A ore assaying Mn: 37% to 38%, F4e: 4.5%, P: 0.02% and approximately 0.9 million tonnes per year Grade B ore assaying Mn: 42%, Fe: 7%, P: 0.03%.

Sarawak Manganese Group Ferroalloys Plant, Malaysia
Land preparation work commenced early 2011 at Samalaju Industrial Estate, Sarawak State, where the subject has been allocated 180 hectare for the plant construction. So far preparation of 80 hectare has been completed. Construction of the ferroalloy plant commenced in April 2012, and production began in September 2013. The plant will reach a full production stage of 330,000 tons per year by the end of 2014.

Besides, the subject keeps a strong relationship with many large steel producers worldwide and supplies Manganese Alloys to those consumers, some of which are listed below:

· Japan: Nippon Steel Corporation, JFE Steel Corporation, Kobe Steel Ltd., Mitsubishi Steel Mfg Co. Ltd.;

South Korea: Hyundai Steel Company, Dongkuk Steel Mill Co. Ltd., YK Steel Corporation, Korea Iron & Steel Co. Ltd., Seah Besteel Corporation, Daehan Steel Co., Ltd.;

China: Bao Steel, Angang Steel, Baotou Steel;

United States: Allegheny Ludlum Corporation, SSAB Alabama Inc., SSAB Iowa Inc., United States Steel Corporation, Steel Dynamics, Inc.;

EU: ArcelorMittal, ThyssenKrupp Nirosta GmbH, Compania Espanola de Laminacion, S.L.;

CIS: Novolipetsk Steel (NLMK); &

Middle East: Saudi Iron and Steel Company, Societe Nationale de Siderurgie S.A., Eregli Iron and Steel Works Company.

In 2009, the subject acquired majority stakes of a Manganese smelting plant, “Nichiden Jinzhou”, which is located in Liaoning province, China, and formed a joint venture company named “AML Jinzhou Resources Co., Ltd.”. In the same year, the subject started selling its own Manganese ferroalloys products produced by IMA in China market.

In 2010, trading business of Anthracite started in India and CIS. In 2011, the subject acquired minority stakes in a listed Indian ferroalloy smelting smelter “Sarda Engery and Minerals Ltd.”. In the same years, development of the green field ferroalloy smelting plant project located in Samalaju Industrial Zone, Sarawak State, Malaysia got kick-off. Land levelling of the plant site location commenced.

The subject is fully supported by its China shareholder Sichuan Chuantou Emei Ferroalloy (Group) Co. Ltd. which is a rather significant firm in China.

As the history of the subject is over twenty-one years in Hong Kong, on the whole, consider it good for normal business engagements.

MORTGAGE OR CHARGE

(Since 2011)

Date	Particulars	Amount
04-03-2011	Instrument: Security Agreement over Bank Account Property: By way of a first fixed charge all of the Chargor’s rights in respect of any amount standing to the credit of the Account Mortgagee: Standard Chartered Bank (Hong Kong) Ltd., Hong Kong.	To secure the payment and satisfaction of all present and future obligations and liabilities
08-05-2012	Instrument: Deed of Charge and Assignment of Receivables Property: The Assignor executes and delivers this Deed in favour of the Assignee as security for the payment of the Secured Amounts and the performance and discharge of all undertakings, covenants, terms and conditions on the part of the Assignor under or in connection with the Facilities or this Deed. Mortgagee: ING Bank N.V., Hong Kong Branch.	All monies
30-12-2013	Instrument: Unattested Share Pledge Agreement Property: The Pledgor irrevocably and unconditionally on and from the Agreement Date(a) pledges to the security agent for the benefit of the Bank, by way of a first ranking priority charge, the Pledge shares along with all other rights, titles, claims, demands, distributions and interests whatsoever of the Pledgor or in respect of the Pledge shares, and (b) pledges to the security agent fot the benefit of the Bank, as a continuing security interest, all of the pledgor’s rights, titles, interests, distributions, claims and demands whatsoever in respect of the pledge shares and any indemnity, warranty or guarantee, payable by reason of loss to or otherwise with respect to any of the pledge shares upon the terms and conditions in the share pledge Mortgagee: Standard Chartered Bank Narain Manzil, 23 Barakhamba Road, 110001, New Delhi Branch.	To secure the due performance, payment and discharge in full of all the present and future obligations and liabilities of the obligors in relation to the Facility under or pursuant to the Finance Documents

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.60.47
UK Pound	1	Rs.100.35
Euro	1	Rs.79.86

INFORMATION DETAILS

Report Prepared by :

SHG

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	--

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%)

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.