MIRA INFORM REPORT

Report Date :

21.03.2014

IDENTIFICATION DETAILS

Name :	TRANSFORMERS AND RECTIFIERS (INDIA) LIMITED
Registered Office :	Survey No.427 P/3-4 and 431 P/1-2, Sarkhej-Bavla Highway, Village Moraiya, Taluka Sanand, District Ahmedabad - 382213, Gujarat
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	11.07.1994
Com. Reg. No.:	04-022460
Capital Investment / Paid-up Capital :	Rs.129.236 Millions
CIN No.: [Company Identification No.]	L33121GJ1994PLC022460
TAN No.: [Tax Deduction & Collection Account No.]	AHMT00243F
PAN No.: [Permanent Account No.]	AAAFT9000B
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer of Transformers.
No. of Employees :	1000 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (45)

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

Maximum Credit Limit :	USD 13280000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track record. There appears dip in profitability of the company during the financial year 2013. However, the rating reflects sound financial risk profile marked by established track record of operations as one of the leading domestic transformer manufacturers and fair liquidity position. Trade relations are fair. Business is active. Payment terms are reported to be usually correct. The company can be considered 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.

INDIAN ECONOMIC OVERVIEW

State-run banks hired nearly 300000 personnel including more than 94000 officers in the last four years, according to the Indian Banks Association. A study by trade lobby Assocham in September 2013 indicated that banks would need 800000 people in the next six years. It estimated that state-run lenders alone would hire 50000 people in 2013/14.

The Competition Commission of India plans to issue final orders within a broad time-frame of one year in matters where it decides to carry out detailed investigations. The number of complaints received by the watchdog which keeps tabs on unfair trade practices in the marketplace.

The government has detected custom tax evasion totaling around Rs 37920 mn in 14 states until December. Maharashtra topped the list of Rs 14190 mn followed by Andhra Pradesh at Rs 8140 mn, Gujarat Rs 5240 mn, Karnataka Rs 1670 mn and Tamilnadu Rs 1610 mn.

Connaught Place in New Delhi slipped four notches to become the world’s eighth most expensive office locations. London’s West End is the world’s most expensive office market.

There are 4.072 mn number of high value spenders under the scanner of the income tax department. The income tax department has information that they have made cash deposits announcing to Rs 1 mn or more in their savings bank accounts in the current financial year. It plans to check potential evasion before the closing of the financial year on March 31.

Estimated pharmaceutical sales in the country for 2016 is $ 27 bn. It is 14.4 per cent higher than a year ago. The life sciences and health care industry is up against challenges such as quality management, says a recent Deloitte report.

The gross non-performing assets of listed banks rose 35.2 % to Rs 2.43 lakh crore during the first three months of the financial year. In absolute terms, the 40 listed banks added Rs 3386 crore to their gross NPAs in nine months with the State Bank of India leading with the State Bank of India leading with an accretion of Rs 16610 crore.

The inflow of smuggled gold doubled in 2013 following restrictions to curb the supply from official channels to contain the current account deficit. China surpassed India in the demand for gold for the first time in 2013 due to liberalization of gold trading norms by its local governments.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	BBB+ (Long Term Bank Facilities)
Rating Explanation	Moderate degree of safety and moderate credit risk.
Date	July 04, 2013

Rating Agency Name	CARE
Rating	A3+ (Short Term Bank Facilities)
Rating Explanation	Moderate degree of safety and higher credit risk.
Date	July 04, 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

MANAGEMENT NON-COOPERATIVE

(CONTACT NO.: 91-2717-661661)

LOCATIONS

Registered Office/ Factory 1 :	Survey No.427 P/3-4 and 431 P/1-2, Sarkhej-Bavla Highway, Village Moraiya, Taluka Sanand, District Ahmedabad - 382213, Gujarat, India
Tel. No.:	91-2717-661661 (10 Lines)
Fax No.:	91-2717-661716
E-Mail :	info@transformerindia.com cs@transfornerindia.com marketing@transformerindia.com purchase@transformerindia.com
Website :	www.transformerindia.com
Factory 2 :	Survey No. 344-350, Opposite PWD Store, Sarkhej Bavla Highway, Village Changodar, Taluka Sanand, Ahmedabad – 382210, Gujarat, India
Factory 3 :	Plot No.233, GVMSAV Limited, Odhav, Ahmedabad, Gujarat, India
Factory 4 :	Survey No.: 427/3/p, Village Moraiya, Ahmedabad, Gujarat, India
Factory 5 :	Changodar Unit Changodar, Ahmedabad, Gujarat, India
Factory 6 :	Fabrication Unit Odhav, Ahmedabad, Gujarat, India
Regional Offices :	Located at: · Bangalore · Chennai  · Hyderabad · Kolkata · New Delhi  · Raipur

DIRECTORS

AS ON 31.03.2013

Name :	Mr. Jitendra U. Mamtora
Designation :	Chairman and Whole Time Director
Date of Appointment :	01.04.2007
Name :	Mr. Satyen J Mamtora
Designation :	Managing Director
Date of Appointment :	01.04.2007
Name :	Mrs. Karuna J. Mamtora
Designation :	Executive Director
Qualification:	M.B.A
Date of Appointment :	01.04.2005
Name :	Mr. Vinod Masson
Designation :	Executive Director
Qualification:	B.E. Electrical
Date of Appointment :	11.04.2012
Name :	Mr. Bhaskar Sen
Designation :	Director
Date of Birth/Age:	72 Years
Qualification:	B.E Mechanical Engineering from Jadavpur University
Expertise in specific functional areas :	46 Years of working experience in switchgears, transformers, motor projects, REC equipment’s, etc.
Date of Appointment :	09.07.2007
Name :	Mr. Rajendra Shah
Designation :	Director
Date of Appointment :	09.07.2007
Name :	Mr. Harish Rangwala
Designation :	Director
Date of Birth/Age:	64 Years
Qualification:	B.E Mechanical Engineering from LE Engineering College Morbi
Expertise in specific functional areas :	Manufacture of small tools and engineering components.
Date of Appointment :	25.08.2005
Name :	Mr. Sureshchandra Agarwal
Designation :	Director
Qualification:	Mechanical Engineer
Date of Appointment :	13.08.2007

KEY EXECUTIVES

Name :	Mr. Abhishek
Designation :	Accounts Department
Name :	Mr. Tushar Shah
Designation :	Company Secretary
Name :	Mr. Rahul Shah
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.12.2013

Category of Shareholder	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	9928415	74.90
Sub Total	9928415	74.90
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	9928415	74.90
(B) Public Shareholding
(1) Institutions
Financial Institutions / Banks	23333	0.18
Foreign Institutional Investors	5555	0.04
Sub Total	28888	0.22
(2) Non-Institutions
Bodies Corporate	277525	2.09
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	2682305	20.23
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	216773	1.64
Any Others (Specify)	122505	0.92
Clearing Members	57688	0.44
Non-Resident Indians	50404	0.38
Directors & their Relatives & Friends	10177	0.08
Trusts	4236	0.03
Sub Total	3299108	24.89
Total Public shareholding (B)	3327996	25.10
Total (A)+(B)	13256411	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	13256411	100.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Sl. No.	Name of the Shareholders	Details of Shares held
		No. of Shares held	As a %
1	Jitendra Ujamshi Mamtora	8858992	66.83
2	Jitendra Ujamshi Mamtora HUF	682931	5.15
3	Karunaben Jitendra Mamtora	267736	2.02
4	Satyen Jitendra Mamtora	97000	0.73
5	Janki Jitendra Mamtora	21364	0.16
6	Dilip Ujamshi Mamtora	196	0.00
7	Bipin Ujamshi Mamtora	196	0.00
	Total	9928415	74.90

BUSINESS DETAILS

Line of Business :

Manufacturer of Transformers.

GENERAL INFORMATION

Customers :

End Users

No. of Employees :

1000 (Approximately)

Bankers :

· State Bank of India

· Bank of Baroda

· Axis Bank Limited

· Standard Chartered Bank

· IDBI Bank Limited

· HDFC Bank Limited

Facilities :

Secured Loan	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
LONG TERM BORROWINGS
Term Loans from Banks	52.896	0.000
SHORT TERM BORROWINGS
Cash credit and short term loan from banks	951.750	400.423
Total	1004.646	400.423

Notes:

1. Secured by Hypothecation of specific fixed assets purchased under Term Loan Agreements.

2. Repayable in Equated Monthly Installments of Rs.2.280 Millions (Previous year Nil).

3. Nature of Security:

The above cash credit and short term loan from banks are secured by hypothecation of current assets of the Company on paripassu basis and collaterally secured by residual value of net fixed assets of the Company excluding fixed assets of moraiya plant and also collaterally legal mortgage on paripassu basis on immovable properties situated at changodar, dhank and Ahmedabad and in addition to above secured by pledge of 2,110,000 equity shares of promoter and personal guarantees of some of the directors.

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	Heritage, Near Gujarat Vidhyapith, Ahmedabad – 380014, Gujarat, India
Subsidiaries :	· Transweld Mechanical Engineering Works Limited · Transpares Limited · TARIL Infrastructure Limited
Associate Company :	Savas Engineering Company Private Limited
Enterprises over which key Managerial Personnel is able to exercise significant Influence :	· Benchmark HR Solutions (India) Private Limited · Transpower · Skytrek Tours and Travels

CAPITAL STRUCTURE

AS ON 31.07.2013

Authorised Capital : Rs.150.000 Millions

Issued, Subscribed & Paid-up Capital : Rs.132.564 Millions

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
15,000,000	Equity Shares	Rs.10/- each	Rs. 150.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
12,923,611	Equity Shares	Rs.10/- each	Rs. 129.236 Millions

(i) Reconciliation of the number of Equity Shares outstanding at the beginning and at the end of the reporting period

	31.03.2013
At the Beginning of the period	12923611
Issued during the period	--
Outstanding at the end of the period	12923611

(ii) Details of shareholders holding more than 5% of equity shares

	31.03.2013
	Nos.	% Holding
Jitendra U. Mamtora	8858992	68.55%
Jitendra U. Mamtora (HUF)	682931	5.28%

(iii) Details of Equity Shares allotted as fully paid up by way of bonus shares, shares issued for consideration other than cash (During last 5 years immediately preceding reporting date)

	31.03.2013
Equity shares allotted as fully paid bonus shares	2836746

(iv) Rights of Equity Shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity share holders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	129.236	129.236	129.236
(b) Reserves & Surplus	3191.775	3155.619	3063.789
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	3321.011	3284.855	3193.025
(3) Non-Current Liabilities
(a) long-term borrowings	52.896	0.000	0.000
(b) Deferred tax liabilities (Net)	92.801	73.641	63.530
(c) Other long term liabilities	280.289	61.539	0.000
(d) long-term provisions	8.935	7.656	4.566
Total Non-current Liabilities (3)	434.921	142.836	68.096
(4) Current Liabilities
(a) Short term borrowings	951.750	400.423	637.098
(b) Trade payables	977.981	792.883	1011.393
(c) Other current liabilities	486.325	575.423	293.644
(d) Short-term provisions	12.909	0.558	74.788
Total Current Liabilities (4)	2428.965	1769.287	2016.923
TOTAL	6184.897	5196.978	5278.044
ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1430.599	979.193	859.879
(ii) Intangible Assets	11.036	14.158	15.549
(iii) Capital work-in-progress	170.532	272.203	163.380
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	23.619	21.119	21.119
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	99.674	97.702	46.278
(e) Other Non-current assets	43.337	68.751	89.439
Total Non-Current Assets	1778.797	1453.126	1195.644
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1029.457	940.503	1063.636
(c) Trade receivables	2285.192	1741.423	2228.649
(d) Cash and cash equivalents	301.649	779.802	541.991
(e) Short-term loans and advances	340.381	244.763	202.992
(f) Other current assets	449.421	37.361	45.132
Total Current Assets	4406.100	3743.852	4082.400
TOTAL	6184.897	5196.978	5278.044

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	5096.832	5137.587	5368.410
		Other Income	52.256	66.623	70.991
		TOTAL (A)	5149.088	5204.210	5439.401
Less	EXPENSES
		Cost of Raw Materials Consumed	4236.110	4246.922	4441.658
		(Increase)/Decrease in Stock of Finished Goods and Process Stock	(8.589)	(3.476)	(328.517)
		Manufacturing Expenses	279.633	232.739	195.108
		Employee Benefits Expense	142.633	165.428	160.748
		Other Expenses	266.451	287.827	280.069
		TOTAL (B)	4916.238	4929.440	4749.066
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		232.850	274.770	690.335
Less	FINANCIAL EXPENSES (D)		102.272	81.806	44.099
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		130.578	192.964	646.236
Less/ Add	DEPRECIATION/ AMORTISATION (F)		69.808	61.136	57.941
	PROFIT BEFORE TAX (E-F) (G)		60.770	131.828	588.295
Less	TAX (H)		13.442	39.998	187.191
	PROFIT AFTER TAX (G-H) (I)		47.328	91.830	401.104
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	211.143	473.568	639.267
	IMPORTS
		Raw Materials	229.876	282.392	365.901
		Capital Goods	35.788	30.350	14.858
	TOTAL IMPORTS		265.664	312.742	380.759
	Earnings Per Share (Rs.)		3.67	7.11	31.04

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	0.92	1.76	7.37
Net Profit Margin (PBT/Sales)	(%)	1.19	2.57	10.96
Return on Total Assets (PBT/Total Assets}	(%)	1.01	2.69	11.55
Return on Investment (ROI) (PBT/Networth)		0.02	0.04	0.18
Debt Equity Ratio (Total Debt/Networth)		0.30	0.12	0.20
Current Ratio (Current Asset/Current Liability)		1.81	2.12	2.02

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	129.236	129.236	129.236
Reserves & Surplus	3063.789	3155.619	3191.775
Net worth	3193.025	3284.855	3321.011
long-term borrowings	0.000	0.000	52.896
Short term borrowings	637.098	400.423	951.750
Total borrowings	637.098	400.423	1004.646
Debt/Equity ratio	0.200	0.122	0.303

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	5368.410	5137.587	5096.832
		(4.300)	(0.793)

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	5368.410	5137.587	5096.832
Profit	401.104	91.830	47.328
	7.47%	1.79%	0.93%

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG-TERM DEBT

Particulars	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)	31.03.2011 (Rs. In Millions)
Current maturities of long-term debt	27.359	0.000	0.000

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	Yes
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	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	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	Yes

CHARGES

ENTITY	PERSON	COMPETENT AUTHORITY	REGULATORY CHARGES	REGULATORY ACTION(S) / DATE OF ORDER	FURTHER DEVELOPMENTS
TRANSFORMERS AND RECTIFIERS (INDIA) LIMITED.   (Along with : JITENDRA UJAMSHI MAMTORA (HUF))	BHASKAR SEN BIPIN UJAMSHI MAMTORA DILIP UJAMSHI MAMTORA HARISH RANJIT RANGWALA JANKI JITENDRA MAMTORA JITENDRA UJAMSI MAMTORA KARUNABEN JITENDRA MAMTORA RAJENDRA SHANTILAL SHAH SATYEN JITENDRA MAMTORA SURESHCHANDRA RAMSARAN AGARWAL VINOD MASSON	SEBI	DID NOT COMPLY WITH MINIMUM PUBLIC SHAREHOLDING REQUIREMENT	DEBARRED/RESTRAINED FROM BUYING/SELLING/DEALING/IPOS IN SECURITIES/SPECIFIED SCRIPS DIRECTLY/INDIRECTLY FROM 04-JUN-2013 TILL COMPLIANCE MINIMUM PUBLIC SHAREHOLDING REQUIREMENT DIRECTED FREEZING OF VOTING RIGHTS AND CORPORATE BENEFITS LIKE DIVIDEND, RIGHTS, BONUS SHARES, SPLIT, ETC. WITH RESPECT TO EXCESS OF PROPORTIONATE PROMOTER / PROMOTERS GROUP SHAREHOLDING FROM 04-JUN-2013 TILL COMPLIANCE MINIMUM PUBLIC SHAREHOLDING REQUIREMENT RESTRAINED SHAREHOLDERS FORMING PART OF PROMOTER / PROMOTER GROUP FROM HOLDING ANY NEW POSITION AS DIRECTOR IN ANY LISTED COMPANY FROM 04-JUN-2013 TILL COMPLIANCE MINIMUM PUBLIC SHAREHOLDING REQUIREMENT RESTRAINED DIRECTORS FROM HOLDING ANY NEW POSITION AS DIRECTOR IN ANY LISTED COMPANY FROM 04-JUN-2013 TILL COMPLIANCE MINIMUM PUBLIC SHAREHOLDING REQUIREMENT 04-JUN-2013	SEBI VIDE ITS ORDER DATED 21/08/2013 REVOKED ITS DIRECTIONS ISSUED VIDE ITS INTERIM ORDER DATED 04/06/2013
TRANSFORMERS AND RECTIFIERS (INDIA) LIMITED		BSE	DID NOT SUBMIT SHAREHOLDING PATTERN UNDER PROVISIONS OF CLAUSE 35 FOR THE QUARTER ENDED 31-MARCH-2008	PUT UP ON BSE WEBSITE FOR PUBLIC NOTICE 17-JUL-2008	NOT APPEARING IN THE LIST FOR THE QUARTER ENDED 30-JUNE-2008

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10441484	02/08/2013	350,000,000.00	BANK OF BARODA	CORPORATE FINANCIAL SERVICES BRANCH 1ST FLOOR, BANK OF BARODA TOWERS, NEAR LAW GARDEN, ELLISBRIDGE, AHMEDABAD - 380006, GUJARAT, INDIA	B81219388
2	10419198	01/04/2013	5,470,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA	B73030447
3	10419321	01/04/2013	7,294,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA	B73060774
4	10418385	25/03/2013	7,000,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA	B72779325
5	10424726	25/03/2013	9,200,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA	B74758061
6	10371120	03/08/2012	28,200,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA	B55864540
7	10376431	25/07/2012	30,600,000.00	AXIS BANK LIMITED	RAC AHMEDABAD, CV/ CE DEPARTMENT, 4TH FLOOR, SHIVALIK ISHAN, NR. C. N. VIDHYALAYA, AMBAWADI, AHMEDABAD - 380006, GUJARAT, INDIA	B58063777
8	10363615	02/07/2012	16,250,000.00	AXIS BANK LIMITED	RAC AHMEDABAD, CV/ CE DEPARTMENT, 4TH FLOOR, SHIVALIK ISHAN, NR. C. N. VIDHYALAYA, AMBAWADI, AHMEDABAD - 380006, GUJARAT, INDIA	B42862995
9	90096923	14/02/2013 *	6,574,200,000.00	STATE BANK OF INDIA	3RD FLOOR,AMRIT JAYANTI BHAVAN, NAVJIVAN TRUST COMPLEX, PO NAVJIVAN, AHMEDABAD - 380014, GUJARAT, INDIA	B72558398

* Date of charge modification

REVIEW OF OPERATIONS

For the year ended 31st March, 2013, the Company has reported standalone turnover and net profit after taxation of Rs. 5149.088 Millions and Rs. 47.328 Millions respectively.

MVA Production

During the year 2012-13, The Company has manufactured 13217 MVA, out of which Changodar unit produced 354 transformers totaling 5744 MVA, Moraiya unit produced 46 transformers totaling 6892 MVA and Odhav unit produced 257 transformers totaling 581 MVA.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

ECONOMIC OUTLOOK

The New Year got off to a disappointing start as current account deficit (CAD) widened to a historic high, growth concern deepened and fiscal worries mounted. Extremely poor Infra show pulled down core growth. Bureaucratic hurdles, lack of progress in key issues, vindictive mindset have riles businessmen and top guns of corporate India, whose plans of investing millions of dollars in the country have been stymied by red tape and land related issues. GDP fell to a decade low of 4.5 % in the October- December quarter. The government has been trying to spur growth by prodding industrialists to increase investment. But the deterioration in the investment climate and the inability of the bureaucracy to take major decisions in time forced industrialists to consider shifting investments to overseas markets.

However, unexpectedly, things have started looking a little batter. The decline in inflation, coupled with a sharp fall in international crude and commodity prices in mid-April have rekindled new hopes. Green shoots seems to be in right again only future will tell if this is only a bubble, which may burst anytime. Expectation is high that RBI will cut interest rates in next financial year stimulate the economy growing at its slowest in a decade.

BUDGET (2013-14) IMPACT ON POWER/ELECTRICAL EQUIPMENT INDUSTRY

Central plan outlay for the Power sector has been pegged at Rs. 593294.100 Millions which is a tad lower than last year’s allocation, but more than the revised estimates of Rs. 546960.100 Millions. There has been a large cut in allocation for the R-APSRP, a scheme primarily focused on reduction of AT and C losses and power infrastructure development. The 10 year tax Holiday under section 80 IA has been extended by one more year (upto 31st March, 2014). A sum of Rs. 15000.000 Millions has been allocated to debt restructuring of DISCOMS. It is uniform rate however that only a few states have evinced interest in the package so far.

The union Budget 2013-14 left the Electrical Equipment Industry a wee bit disgruntled as it did not envisage any direct-impact measures. It was a case of expectation not being met. The main demand unmet was to create a duty regime to check the onslaught of cheap imports. However, the budget must get credit for addressing two issues power distribution and the MSME sector both of which are critical to overall health of the power sector value chain.

POWER EQUIPMENT INDUSTRY

The gloom surrounding the power sector has depended as the electrical equipment industry shrank 10.5% in the 3rd quarter of 2012-13. Turnover fell 10 % dipping for the third consecutive quarter, and falling in double digit for the first time. Almost all sectors declined particularly power cables and energy meter business. Imports grew by 16% during the period. Orders for transformers and capacitors brought marginal relief for the industry. Certain projects enabled transformer industry to limit the decline to 9.6% in the 3rd quarter, which was better than the fall of 16% in the 2nd quarter.

According to electrical financial health of state distribution utilities, coupled with uncertainty and credit crunch and high borrowing costs for private sector buyers, has led to this situation.

The situation has put pressure on the cash flow of equipment makers that are already under the burden of under utilization of capacities, escalating imports, lack of testing and calibration facilities in India.

CURRENT AND FUTURE PROSPECTS

It must be admitted that electrical equipment is passing through a rough patch. However, we would like to believe that slowdowns are transient. The power sector is the fountain head of socio-economic development. If India has to achieve its stated goals of economic development growth, there is no way in which the country can disregard the power sector. The main issue stifling the power and infra sectors is policy paralysis.

Technology is the only hope to bring about techno-commercial efficiency on the power T and D sector. The private sector always known to be the champions of technology, can therefore, be the agent of change. Facilitating private participation should not be just a political agenda, but an inviolate mission.

Given the highly uncertain times, it would be difficult to provide a firm perspective about the sector’s future performance. In the near term (FY 2013-14), the prospects continue to be bleak. Even in the next fiscal (FY 2014-15), the uncertainties are high, this being an election year. Things are expected to look up from FY 2015-16 only if they get a strong and stable government at the centre.

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 31ST DECEMBER, 2013

(RS. IN MILLIONS)

Sr. No.	Particulars	Quarter Ended		Nine Month Ended
		31.12.2013	30.09.2013	31.12.2013
		(Unaudited)
	PART-1
1	Income from Operations
	a. Net Sales/ Income from Operations (Net of Excise Duly)	1904.100	1458.600	4193.100
	b. Other Operating Income	33.700	25.100	77.600
	Total Income from operation (Net)	1937.800	1483.700	4270.700
2	Expenses
	a. Cost of Materials Consumed	1641.900	1339.500	3860.000
	b. Changes In Inventories of Finished Goods & Work-in-Progress	(21.900)	(217.200)	(384.500)
	c. Employee Benefits Expense	44.400	45.600	130.200
	d. Depreciation & Amortization Expense	23.900	23.500	70.100
	e. Other Expense	168.500	196.200	518.600
	Total Expenses	1856.800	1387.600	4194.400
3	Profit/ (Loss) from Operations before Other Income, Finance Costs & Exceptional items (1-2)	81.000	96.100	76.300
4	Other Income	7.200	9.100	20.800
5	Profit/(Loss) front Ordinary Activities before Finance Costs & Exceptional items(3-4)	88.200	105.200	97.100
6	Finance Costs	70.700	45.500	152.100
7	Profit/(Loss) from Ordinary Activities after Finance Costs but before Exceptional Items(5-6)	17.500	59.700	(55.000)
S	Exceptional Items	--	--	--
9	Profit/(Loss) from Ordinary Activities before Tax (7+8)	17.500	59.700	(55.000)
10	Tax Expense	6.000	20.600	(16.300)
11	Net Profit/(Loss) from Ordinary Activities after Tax (9-10)	11.500	39.100	(38.700)
12	Extraordinary Items (Nat of tax Expense)	--	--	--
13	Net Profit/ (Loss) for the period (11-12)	11.500	39.100	(38.700)
14	Paid-up equity share capital (Rs 10/- per share)	132.600	132.600	132.600
15	Reserves [excluding revaluation reserve)
16i	Earning Per Share (EPS) (Before Extraordinary Items) (of Rs. 10/-each) (not annualized)
	Basic & Diluted EPS	0.87	2.95	(2.92)
16ii	Earning Per Share (EPS) (After Extraordinary Hems) (of Rs. 10/-each)(not annualized)
	Basic & Diluted EPS	0.87	2.95	(2.92)
	PART-II
A	PARTICULARS OF SHAREHOLDING
1	Public Shareholding
	-Number of Shares	3327996	3327996	3327996
	- Percentage of Shareholding	25.10%	25.10%	25.10%
2	Promoters and Promoter group Shareholding a) Pledged/Encumbered
	- Number of Shares	2110000	2110000	2110000
	- Percentage of Shares (as a % of the total Shareholding of Promoter and Promoter Group)	21.25%	21.25%	21.25%
	- Percentage of Shares (as a % of the total share capital of Die Company)	15.92%	15.92%	15.92%
	b) Non-encumbered
	- Number of Shares	7818415	7818415	7818415
	- Percentage of Shares (as a % of the total Shareholding or Promoter and Promoter Group)	78.75%	78.75%	78.75%
	- Percentage of Shares (as a % of (he total Share capital of the Company)	58.98%	58.98%	58.98%

	Particulars	3 months ended 31.12.2013
B	INVESTOR COMPLAINTS Pending at the beginning of the quarter Received during the quarter Disposed of during the quarter Remaining unresolved et the end of the quarter	Nil 4 4 Nil

NOTES:

1. The above results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on Tuesday, 28^th January, 2014.

2. The Company operates in a single segment i.e. 'Electric Transformers". In the context of the Accounting Standard 17, on Segment Reporting issued by the Institute of Chartered Accountants of India, the same is considered to constitute one single primary segment.

3. The Statutory auditors have carried out limited review or the unaudited financial results of the Company for the quarter and nine months ended December 31, 2013.

4. Figures of the previous quarter/period/year have been regrouped, wherever necessary.

CONTINGENT LIABILITIES IN RESPECT OF

Particular	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
Disputed demand of Central Excise/Income Tax Department	24.722	30.561

FIXED ASSETS

Tangible Assets

• Land
• Building
• Plant and Equipment
• Electrifications
• Furniture and Fixtures
• Office Equipments
• Computer and Accessories
• Vehicles

Intangible Assets

• Computer Software

NEWS

TRANSFORMERS AND RECTIFIERS GETS ORDER WORTH RS.1260.000 MILLIONS FROM GETCO

Transformers and Rectifiers (India) has been awarded the order for supply of various voltage class transformers ranging from 132KV class to 400 KV class transformers aggregating to 3935 MVA and amounting to Rs.1260.000 Millions from Gujarat Energy Transmission Corporation Limited (GETCO).

Energy Transmission Corporation Limited (GETCO). With this order, Company's Order book as on date stands at Rs. 7330.000 Millions. The Company continuously thrives to deliver quality products and services and over a period of time has become a leading manufacturer of transformers in the Country.

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] on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs. 61.13
UK Pound	1	Rs. 101.17
Euro	1	Rs. 84.59

INFORMATION DETAILS

Information Gathered by :	NYA
Report Prepared by :	BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		45

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.