MIRA INFORM REPORT

Report Date :

10.07.2014

IDENTIFICATION DETAILS

Name :	YAZAKI INDIA LIMITED (w.e.f. 13.02.2013)
Formerly Known As :	TATA YAZAICI AUTO COMPANY LIMITED
Registered Office :	Gat No. 93, Survey No. 166, High Cliff Industrial Estate, Wagholi Rahu Road, Kesnand, Pune – 412207, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	06.10.1997
Com. Reg. No.:	11-015436
Capital Investment / Paid-up Capital :	Rs. 1000.000 Millions
CIN No.: [Company Identification No.]	U34300PN1997PLC015436
PAN No.: [Permanent Account No.]	AAACT5570F
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Manufacturer of Integrated Wiring Harness for Automobiles and Parts/ Components.
No. of Employees :	Not Divulged

RATING & COMMENTS

MIRA’s Rating :

Ba (44)

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

Maximum Credit Limit :	USD 1970000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is a subsidiary of Yazaki Corporation. It is an established company having a satisfactory track record. There seems accumulated losses recorded by the company during the financial year 2013. However, the company receives strong business and financial support from its parent company. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct. In view of strong holding, the company can be considered normal for 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.

ECGC Country Risk Classification List – March 31, 2014

Country Name	Previous Rating (31.12.2013)	Current Rating (31.03.2014)
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

N E W S

The economy grew 4.7 %in 2013/14, marking a second straight year of sub-5 % growth – the worst slowdown in more than a quarter of a century. The data was below an official estimate of 4.9 % annual growth and compared with 4.5 % in the last fiscal year. However, the current account deficit narrowed sharply to $ 32.4 billion at 1.7 % of gross domestic product, in 2013/14 from a record high of $ 98.8 billion or 4.7 %, the year before.A sharp fall in gold imports due to restrictions on overseas purchases and muted import of capital goods helped shrink the current account deficit.

Online retailer Flipkart has acquired fashion portal Myntra as it prepares to battle with the rapidly expanding India arm of the global e-commerce giant Amazon. The company raised $ 210 million from Russian Investment firm DST Global which has also invested in companies like Facebook, Twitter and Alibaba Group.

General Motors will start exporting vehicles from its Talegaon plant near Pune in the second half of 2014. GM was one of the few global carmakers that was using its India plant only for the domestic market.

Google has overtaken Apple as the world’s top brand in terms of value, according to global market research agency Millward Brown. Google’s brand value shot up 40 % in a year to $ 158.84 billion. The top 10 of the 100 slots were dominated by US companies.

Infosys lost another heavy weight when B G Srinivas, a board member put in his papers. He is the third CEO-hopeful to quit after Chairman N R Narayana Murthy’s return to the company – Ashok Vemuri and V Balakrishnan being the other two.While Vemuri went on to lead IGate, Balakrishnan joined politics.

Naresh Goyal – promoted Jet Airways posted biggest quarterly loss – Rs 2153.37 crore – in the three months ended March 31, mainly because it has been offering discounts to passengers to fill planes.

William S Pinckney – Chairman and CEO of Amway India was arrested by the Andhra Pradesh Police in connection with a complaint against the direct selling firm. This is the second time that he has been taken into custody. A year, ago the Kerala Police had arrested Pinckney and two company directors on charges of financial irregularities.

China has told its state-owned enterprises to sever links with American consulting firms after the United States charged five Chinese military officers wih hacking US companies. China’s action which targets consultancies like McKinsey & Co. and the Boston Consulting Group, sterns from fears that the first are providing trade secrets to the US governments.

India has emerged as a country with some of the highest unregistered businesses in the world. Indonesia has the maximum number of shadow businesses, says a study of 68 countries by Imperial College Business School in London.

Pfizer has abandoned its attempt to buy AstraZeneca for nearly $ 118 billion after the latter refused an offer of 55 pounds a share.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Long term rating: “BBB+”
Rating Explanation	Have moderate degree of safety and carry moderate credit risk.
Date	31.07.2013

Rating Agency Name	CRISIL
Rating	Short term rating: “A2+”
Rating Explanation	Have strong degree of safety and carry low credit risk.
Date	31.07.2013

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 DECLINED BY

Name :	Mr. Amit Agarwal
Designation :	Finance Head
Contact No.:	91-20-66315116
Date :	09.07.2014

LOCATIONS

Registered Office :	Gat No. 93, Survey No. 166, High Cliff Industrial Estate, Wagholi Rahu Road, Kesnand, Pune – 412207, Maharashtra, India
Tel. No.:	91-20-66315116/ 66315152
Fax No.:	Not Available
E-Mail :	rakesh.sehgal@tatayazaki.com rakesh.sehgal@in.yazaki.com

DIRECTORS

As on 31.05.2013

Name :

Mr. Koji Yoshinami

Designation :

Whole time director

Address :

4-25-16 Nishiochai, Shinjuku, KU Tokyo, Japan

Indian Address: Oakwood Residency, 1C Naylor Road, Pune – 411001, Maharashtra, India

Date of Birth/Age :

06.01.1948

Date of Appointment :

21.06.2013

DIN No.:

03578953

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	U34300PN1997PLC015436	YAZAKI INDIA LIMITED	Managing director	21/06/2013	27/07/2011	Active	NO
2	U63031TN1998PTC051285	YAZAKI WIRING TECHNOLOGIES INDIA PRIVATE LIMITED	Director	27/08/2013	28/07/2011	Active	NO

Name :

Mr. Kazunori Nishimoto

Designation :

Director

Address :

1-13-1-611 Park Heim Mizonokuchi Takatsu, Ku Samoto, Kawasaki City, Kanagawa Prefecture, Japan

Date of Birth/Age :

12.01.1955

Date of Appointment :

19.08.2011

DIN No.:

03581484

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	U34300PN1997PLC015436	YAZAKI INDIA LIMITED	Director	19/08/2011	27/07/2011	Active	NO
2	U63031TN1998PTC051285	YAZAKI WIRING TECHNOLOGIES INDIA PRIVATE LIMITED	Director	27/08/2013	27/08/2013	Active	NO

Name :

Mr. Prashanth Raghunath Nayak

Designation :

Whole-time director

Address :

803, Kumar Presidency, II Lane No.6, Koregaon Park, Pune – 411001, Maharashtra, India

Date of Birth/Age :

06.03.1971

Date of Appointment :

01.04.2013

DIN No. :

03371824

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	U34200PN2011PTC139594	JOHNSON CONTROLS PRICOL PRIVATE LIMITED	Director	20/06/2012	26/03/2012	05/05/2013	Active	NO
2	U34300PN1997PLC015436	YAZAKI INDIA LIMITED	Whole-time director	01/04/2013	01/04/2013	-	Active	NO
3	U63031TN1998PTC051285	YAZAKI WIRING TECHNOLOGIES INDIA PRIVATE LIMITED	Additional director	18/11/2013	18/11/2013	-	Active	NO

Name :

Mr. Sanjay Sharadchandra Vamburkar

Designation :

Director

Address :

C-402, Kapil Abhijat, Dahanukar Colony, Kothrud, Pune – 411038, Maharashtra, India

Date of Birth/Age :

16.07.1960

Date of Appointment :

31.05.2013

DIN No. :

06547864

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	U34300PN1997PLC015436	YAZAKI INDIA LIMITED	Director	31/05/2013	05/04/2013	-	Active	NO
2	U63031TN1998PTC051285	YAZAKI WIRING TECHNOLOGIES INDIA PRIVATE LIMITED	Additional director	18/11/2013	18/11/2013	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Rakesh Chandermohan Sehgal
Designation :	Secretary
Address :	HB 13/8, Jai Plaza, Sai Chowk Pimpri, Pune – 411017, Maharashtra, India
Date of Birth/Age :	14.03.1984
Date of Appointment :	15.09.2009
PAN No.:	BYFPS2729J
Name :	Mr. Amit Agarwal
Designation :	Finance Head

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.05.2013

Names of Equity Shareholders	No. of Shares
Yazaki Corporation (YC), Japan	94999994
YC J/W Kazunori Nishimoto	1
YC J/W Nigel John Thompson	1
YC J/W Naoki II	1
YC J/W Satyabrata Raychaudhuri	1
YC J/W Mitsugu Watanabe	1
YC J/W Naoki Sugie	1
Total	95000000

Names of Preference Shareholders	No. of Shares
Yazaki Corporation (YC), Japan	5000000
Total	5000000

Allottee as on 18.09.2013

Names of Allottee	No. of Shares
Yazaki Corporation (YC), Japan	52000000
Total	52000000

As on 31.05.2013

Equity Share Break up (Percentage of Total Equity)

Category	Percentage of Holding
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Integrated Wiring Harness for Automobiles and Parts/ Components.

Products :

Item Code No. (ITC Code)	Product Description
87089900	Automaive Wiring Harness

PRODUCTION STATUS (As on 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
Wiring Harness	Nos	83	5955
Glow Plug Strip	Nos	--	342
Tools	Nos	--	5

GENERAL INFORMATION

No. of Employees :

Not Divulged

Bankers :

· Axis Bank Limited, Sai Capital, Second Floor, Opposite ICC, Senapati Bapat Raod, Pune – 411016, Maharashtra, India

State Bank of India, Industrial Finance Branch, Tara Chambers, Mumbai Pune Road,Wakdewadi, Pune - 411003, Maharashtra, India

Facilities :

SECURED LOANS	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
LONG TERM BORROWINGS
Term loans from Banks	432.870	448.890
SHORT TERM BORROWINGS
Loans repayable on demand from Bank Cash Credit	198.000	347.120
Other loans and advances from Bank Short Term Loan	300.000	270.000
Total	930.870	1066.010

NOTE:

LONG TERM BORROWINGS

Term loans (secured) are secured by an equitable mortagage (first priority charge) of immovable properties (land and building) and extension of charge (on pari passu basis) on fixed assets (existing and to be acquired) of the company and second charge (pari passu) on the current asset of the company.

SHORT TERM BORROWINGS

Cash credit and Short term Loans from bank are secured by hypothecation of entire current asset of the company and additionally subsequent second charge by way of mortgage properties and fixed plant and machinery.

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	706, 'B' Wing, 7th Floor, ICC Trade Towers, International Convention CENTER, Senapati Bapad Road, Pune – 411016, Maharashtra, India
Income-tax PAN of auditor or auditor's firm :	AABFD7919A
Holding company :	Yazaki Corporation, Japan
Fellow Subsidiary Company:	· Yazaki Europe Limited,Koln Thai Arrow Products YGP Pte Limited Yazaki Haiphong Vietnam Limited Yazaki EDS Vietnam Limited Tianjin Yazaki Automotive Yazaki Ukraine LLC PT Autocomp Manufacturing Indonesia Yazaki Wiring Technologies India Private Limited CIN No.: U63031TN1998PTC051285 Yazaki Parts Company Limited Yazaki Do Brazil Limited Hangzhou Yazaki Parts Company PT. E D S Manufacturing Yazaki Europe Limited Yazaki North America Yazaki Saltano De Ovar
Other Related Parties:	Tata Autocomp Systems Limited CIN No.: U34100MH1995PLC093733

CAPITAL STRUCTURE

After 31.05.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
147,000,000	Equity Shares	Rs.10/- each	Rs. 1470.000 Millions
12500000	Preference Shares	Rs.10/- each	Rs. 125.000 Millions
	Total		Rs. 1595.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
147,000,000	Equity Shares	Rs.10/- each	Rs. 1470.000 Millions
5,000,000	Preference Shares	Rs.10/- each	Rs. 50.000 Millions
	Total		Rs. 1520.000 Millions

As on 31.05.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
113000000	Equity Shares	Rs.10/- each	Rs. 1130.000 Millions
12500000	Preference Shares	Rs.10/- each	Rs. 125.000 Millions
	Total		Rs. 1255.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
95,000,000	Equity Shares	Rs.10/- each	Rs. 950.000 Millions
5,000,000	Preference Shares	Rs.10/- each	Rs. 50.000 Millions
	Total		Rs. 1000.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	1000.000	1000.000	900.000
(b) Reserves & Surplus	(506.890)	(325.600)	(432.290)
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	25.000
Total Shareholders’ Funds (1) + (2)	493.110	674.400	492.710
(3) Non-Current Liabilities
(a) long-term borrowings	632.870	448.890	266.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	31.930	30.150	27.460
(d) long-term provisions	47.630	36.740	27.520
Total Non-current Liabilities (3)	712.430	515.780	320.980
(4) Current Liabilities
(a) Short term borrowings	498.000	667.120	422.720
(b) Trade payables	1428.920	1586.790	1505.990
(c) Other current liabilities	275.370	331.140	298.800
(d) Short-term provisions	67.870	63.770	49.630
Total Current Liabilities (4)	2270.160	2648.820	2277.140
TOTAL	3475.700	3839.000	3090.830
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1266.190	1270.840	1044.380
(ii) Intangible Assets	32.120	16.300	15.210
(iii) Capital work-in-progress	0.910	34.070	24.700
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.000	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	257.140	210.270	171.710
(e) Other Non-current assets	29.340	36.640	30.640
Total Non-Current Assets	1585.700	1568.120	1286.640
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1101.360	1257.530	1092.560
(c) Trade receivables	621.870	769.660	515.590
(d) Cash and cash equivalents	29.320	55.400	25.570
(e) Short-term loans and advances	109.240	162.540	138.230
(f) Other current assets	28.210	25.750	32.240
Total Current Assets	1890.000	2270.880	1804.190
TOTAL	3475.700	3839.000	3090.830

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	7445.580	7903.560	5737.220
		Other Income	27.320	43.530	6.710
		TOTAL (A)	7472.900	7947.090	5743.930
Less	EXPENSES
		Cost of Materials Consumed	5645.240	5818.620	4119.870
		Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	(19.870)	(21.530)	(61.030)
		Employees benefits expense	871.420	723.770	406.250
		Other expenses	769.960	958.620	864.910
		TOTAL (B)	7266.750	7479.480	5330.000
	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		206.150	467.610	413.930
Less	FINANCIAL EXPENSES (D)		179.100	147.570	118.100
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		27.050	320.040	295.830
Less/ Add	DEPRECIATION/ AMORTISATION (F)		207.390	178.370	120.340
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)		(180.340)	141.670	175.490
Less	TAX (H)		0.950	29.430	8.300
	PROFIT/ (LOSS) AFTER TAX (G-H) (I)		(181.290)	112.240	167.190
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(320.600)	(432.290)	(599.480)
Less	APPROPRIATIONS
		Preference Dividend	0.000	4.780	0.000
		Tax on Preference Dividend	0.000	0.770	0.000
	BALANCE CARRIED TO THE B/S		(506.890)	(320.600)	(432.290)
	EARNINGS IN FOREIGN CURRENCY
		FOB value of Exports	10.160	16.500	13.340
	TOTAL EARNINGS		10.160	16.500	13.340
	IMPORTS
		Raw materials	2676.230	2627.060	2334.563
		Spare Parts	103.710	109.170	68.082
		Capital Goods	73.470	164.820	250.393
	TOTAL IMPORTS		2853.410	2901.050	2653.038
	Earnings / (Loss) Per Share (Rs.)		(2.03)	112.24	1.86

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	(2.43)	1.41	2.91
Net Profit Margin (PBT/Sales)	(%)	(2.42)	1.79	3.06
Return on Total Assets (PBT/Total Assets}	(%)	(5.19)	3.72	5.72
Return on Investment (ROI) (PBT/Networth)		(0.37)	0.21	0.36
Debt Equity Ratio (Total Debt/Networth)		2.29	1.65	1.40
Current Ratio (Current Asset/Current Liability)		0.83	0.86	0.79

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	900.000	1000.000	1000.000
Reserves & Surplus	(432.290)	(325.600)	(506.890)
Share Application money pending allotment	25.000	0.000	0.000
Net worth	492.710	674.400	493.110
long-term borrowings	266.000	448.890	632.870
Short term borrowings	422.720	667.120	498.000
Total borrowings	688.720	1116.010	1130.870
Debt/Equity ratio	1.398	1.655	2.293

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	5737.220	7903.560	7445.580
		37.759	(5.795)

NET PROFIT MARGIN

Net Profit Margin	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	5737.220	7903.560	7445.580
Profit	167.190	112.240	(181.290)
	2.91%	1.42%	(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	No
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	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	Yes

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10121247	27/03/2012 *	50,000,000.00	AXIS BANK LIMITED	SAI CAPITAL, SECOND FLOOR, OPPOSITE ICC SENAPATI BAPAT ROAD, PUNE, MAHARASHTRA - 411016, INDIA	B37517018
2	90088460	27/03/2012 *	2,199,400,000.00	STATE BANK OF INDIA	INDUSTRIAL FINANCE BRANCH,TARA CHAMBERS, MUMBAI PUNE ROAD,WAKDEWADI, PUNE, MAHARASHTRA - 411003, IN DIA	B37265360
3	90082769	08/11/2005 *	142,500,000.00	STATE BANK OF INDIA	INDUSTRIAL FINANCE BRANCH, TARA CHAMBERS; WAKDEWADI, PUNE, MAHARASHTRA - 411003, INDIA	-
4	90091132	30/06/2006 *	100,000,000.00	STATE BANK OF INDIA	INDUSTRIAL FINANCE BRANCH, TARA CHAMBERS, WAKDEWADI, PUNE, MAHARASHTRA - 411003, INDIA	-

* Date of charge modification

UNSECURED LOANS

PARTICULAR	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
LONG TERM BORROWINGS
Term loans from Banks	200.000	0.000
SHORT TERM BORROWINGS
Loans and Advances from related parties Inter Corporate Deposit	0.000	50.000
Total	200.000	50.000

REVIEW OF OPERATIONS

During the year, the Company has turnover of Rs. 7472.900 Millions. The Loss for the year under review has been Rs. 181.290 Millions as against the Profit of Rs. 112.24 Million during the previous financial year.

FUTURE OUTLOOK

During the year 2013-14 the Company plans to have initiatives to drive stronger and deeper integration with Yazaki Corporation, significantly address issues to the current business model’s cost structure and drive operational improvements at all plants.

Significant initiatives to drive such integration would include

a. Aligning shop floor practices to best-in-class Yazaki production standards

b. Feasibilities studies for in house manufacturing of components, connectors, wires and terminals.

c. Establishment of crimping evaluation lab

d. Establishment of Engineering softwares for smooth communication with Yazaki’s global engineering facilities

In alignment with Yazaki’s global standing in wiring harness, the Company would build relationships with all automakers including Maruti and Hyundai, and create the base to challenge 35% market share in India for wiring harness.

INDUSTRY STRUCTURE AND DEVELOPMENTS

· ECONOMIC GROWTH OF INDIA IN 2012-13:

The Indian economy registered a growth of 5.15 % in GDP (Gross Domestic Product) in the year 2012-13 as against India’s average growth rate of 6-8% per annum over last few years. This significant slowdown in comparison to the preceding years was primarily due to slowdown in industrial growth, unsustainable levels of suppressed inflation, rising cost of credit coupled with weak domestic business sentiment also added to this decline. Increasing oil prices, impact of Rupee depreciation, higher freight, rates and taxes, sustained wage pressures, structural nature of food inflation etc. had a further spiraling impact on inflation which remained high for most part of the year.

· INDIAN AUTOMOBILE INDUSTRY, 2012-13:

The slowing down of growth rate of the Indian economy resulted in high degree of fluctuations in the Indian Automobile Market. The Automobile Sector suffered badly and concluded financial year 2012-13 with almost flat passenger car segment and a negative growth in the commercial vehicle segment.

The cumulative production data for April-March, 2013 shows production growth of just 1.20% over the same period last year. The overall growth in domestic sales during April-March, 2013 was 2.61% over the same period last year. While in March, 2013 overall sales fell by 7.76% over March, 2012.

Passenger Vehicles segment grew hardly at 2.15% during April-March, 2013 over same period last year. Passenger Cars declined by 6.69% Utility Vehicles grew by 52.20% and Vans grew only by 1.08% during April-March, 2013 as compared to the same period last year. However, in March, 2013 passenger car sales further declined by 22.51% over March, 2012. Total passenger vehicles sales also declined by 13.01% percent in

March, 2013 over same month last year.

The overall Commercial Vehicles segment registered de-growth of 2.02% in April-March 2013 as compared to the same period last year. While Medium & Heavy Commercial Vehicles (M&HCVs) declined by 23.18%, Light Commercial Vehicles grew at 14.04%. In March 2013, M&HCVs sales further declined by 26.16% over March 2012.

During the year, overall automobile exports registered a de-growth of 1.34% compared to the same period last year. Passenger Vehicles exports grew by 9.02% while the Commercial Vehicle exports fell by 13.35%.In March 2013, Passenger Vehicles exports grew by 3.07%while Commercial Vehicle exports declined by 28.33% as compared to the same period last year.

· INDIAN AUTO-COMPONENT INDUSTRY, 2012-13:

During the year, the Indian auto components industry has faced and continues to face its most formidable challenge that of slowing demands. After a comfortable period of 2009-10 and 2010-11 when all automotive spots - domestic OEMs, exports and replacement market - were bright, the year 2011-12 marked the commencement of a slowdown phase as volumes in the domestic Passenger Vehicle (PV) and Medium and Heavy Commercial Vehicle (M&HCV) segments began to stutter. The year 2011-12 was bad, however, the year 2012-13 turned out to be worse as other segments too including the domestic Two-Wheeler (2W) segment as also exports to overseas OEMs and tier-1 players came into the grips of the slowdown. While the revenue growth of diversified auto component manufacturers was steady till Q1 2012-13, the across the board weakness in demand witnessed during the last two quarters tended to neutralize this structural advantage otherwise enjoyed by such players. On the exports front, auto component supplies to Europe had already witnessed sluggish growth over the last few years, but steady expansion in demand for Light Vehicles and Commercial Vehicles (CVs) in North America was adequately offsetting the overall exports weakness. However, starting Q2 2012-13, auto parts exports to USA also declined significantly, particularly related to parts meant for CV applications due to sharp contraction in demand. Over the short term, it is expected that the auto component industry’s revenue growth to will remain weak in the absence of immediate demand triggers for end-users across domestic automotive segments, besides an uncertain global economic environment resulting in slow automobile demand recovery and hence faltering export volumes.

CHANGE OF NAME

Pursuant to the withdrawal and exit of the JV partner Tata AutoComp Systems Limited from the Company, the Members had approved, at their meeting held on January 31, 2013, change of name of the Company. Consequent to receipt of all relevant approvals, the change in name of the Company from Tata Yazaki Autocomp Limited to Yazaki India Limited is effective from February 13, 2013.

CONTINGENT LIABILITIES (AS ON 31.03.2013)

a) Bill discounted with bank outstanding as on December 31, 2013: Rs. 482.370 Millions (Previous year Rs. 679.150 Millions)

b) The Company had received a show cause cum demand notice dated 12th April, 2006 from the Excise authorities in respect of certain irregularities and violation of the regulations relating to the 100% Export Oriented Unit detected by the Director General of Central Excise Intelligence. The Company had approached the Settlement Commission which had rejected the Company’s contention. Aggrieved by the said order the Company has filed a Writ Petition in Bombay High Court. The said writ petition has been admitted and is pending hearing. The amount in dispute which has not been provided for in the accounts aggregates Rs. 114.100 Millions as at 31st March, 2013. The Company has been legally advised that it has a fairly good chance to succeed in the matter. Arising out of these irregularities, the Company may also be liable to action/penalties under the Customs Act, 1962 and the Foreign Trade (Development and Regulation) Act, 1992.

The company is of the view, inter alia based on legal opinion obtained, that there would be no liability devolving against the company in this matter and, accordingly no provision has been considered necessary.

c) In respect of Income Tax matters: Tax Impact (including interest but excluding penalty) Rs. 104.490 Millions (Previous Year Rs. 88.540 Millions excluding interest and penalty)

d) In respect of Service tax matters (excluding interest and penalty) Rs. 0.320 Millions ( Previous Year Rs. 0.320 Millions)

e) In respect of Custom Duty matters (including penalty) Rs. 0.390 Millions (Previous Year Rs.0.390 Millions)

f) (i) In respect of certain labour matters Rs. 9.400 Millions (Previous Year Rs. 9.400 Millions)

(ii) In respect of other labour matters - Amounts not ascertainable

g) i) In respect of sales tax matters for the years 2002-03, 2003-04 and 2004-05 for which reassessment orders have been issued along with demand notice Rs. 107.240 Millions (including interest of Rs.76.580 Millions) (Previous year Rs. 102.640 Millions including interest Rs.71.990 Millions)

ii) In respect of sales tax assessment related for the year 2008-09 Rs. 32.100 Millions (Including interest of Rs. 7.420 Millions and penalty of Rs. 12.330 Millions) (Previous Year: Nil)

iii) Under the advance authorization scheme of Directorate General of Foreign Trade (DGFT), the Company has imported raw materials without payment of custom duty. This exemption is subject to the Company fulfilling the export obligation of USD 2.01 million which is to be met within a period of 1.6 years. The Company has fulfilled the export obligation but the procedural formalities of closing the license and retrieving the Bank guarantee is pending. The ultimate liability, if any, on this account is not ascertainable.

FIXED ASSETS

Tangible Assets

· Freehold Land

Leasehold Land

Improvements to Leasehold Premises

Buildings

Plant and Equipment

Furniture and Fixtures

Vehicles

Office Equipment

Intangible Assets

· 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.59.73
UK Pound	1	Rs.102.36
Euro	1	Rs.81.38

INFORMATION DETAILS

Information Gathered by :	PRT
Analysis Done by :	RAS
Report Prepared by :	MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	6
--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		44

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.