MIRA INFORM REPORT

Report Date :

26.03.2014

IDENTIFICATION DETAILS

Name :	OWENS-CORNING (INDIA) PRIVATE LIMITED (w.e.f. 12.05.2011)
Formerly Known As :	OWENS-CORNING (INDIA) LIMITED
Registered Office :	7^th Floor, Alpha Building, Hiranandani Gardens, Powai, Mumbai – 400076, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	05.07.1995
Com. Reg. No.:	11-124707
Capital Investment / Paid-up Capital :	Rs.1308.130 Millions
CIN No.: [Company Identification No.]	U73100MH1995PTC124707
TAN No.: [Tax Deduction & Collection Account No.]	MUMO01785A
PAN No.: [Permanent Account No.]	AAACO1739M
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Trader of Glass Fiber Products for use in composites.
No. of Employees :	Information denied by the management

RATING & COMMENTS

MIRA’s Rating :

Ba (48)

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

Maximum Credit Limit :	USD 16300000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is a subsidiary of IPM Inc. Delaware, USA. It is an established company having satisfactory track record. There appears dip in profitability of the company during the financial year 2013. However, general financial position of the company seems to be sound and healthy. 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.

ECGC Country Risk Classification List – December 1, 2013

Country Name	Previous Rating (30.09.2013)	Current Rating (01.12.2013)
India	A1	A1

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

INDIAN ECONOMIC OVERVIEW

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.

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 DENIED BY

Name :	Mr. Parash Shah
Designation :	Accounts Manager
Contact No.:	91-22-66681797

LOCATIONS

Registered Office :	7^th Floor, Alpha Building, Hiranandani Gardens, Powai, Mumbai-400076, Maharashtra, India
Tel. No.:	91-22-66681700
Fax No.:	91-22-66681701
E-Mail :	anil.kaul@owenscorning.com phani.kumar@owenscorning.com appaswamy@owenscorning.com
Website :	http://www2.owenscorning.com
Corporate Office :	301-310, A Wing, Bonanza, Sahar Plaza Complex, M. V. Road, Andheri (East), Mumbai-400059, Maharashtra, India
Tel. No.:	91-22-28398250
Fax No.:	91-22-28398251
Factory 1 :	Plot No. T 28, MIDC, Phase 2, Taloja, District Raigad-410208, Maharashtra, India
Tel. No.:	91-22-39219100/ 27402108
Fax No.:	91-22-39219101
Branch Office :	Located At: · New Delhi · Mumbai

DIRECTORS

As on 25.09.2013

Name :

Marcio Anacleto Sandri

Designation :

Director

Address :

7760 Honeysuckle Ln, Maumee Ch, Maumee 43537, United States of America

Date of Appointment :

14.09.2012

DIN No.:

05172008

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
	U26102AP1998FTC030183	OWENS CORNING INDUSTRIES (INDIA) PRIVATE LIMITED	Director	28/09/2012	17/01/2012	-	Active	NO
2	U73100MH1995PTC124707	OWENS-CORNING (INDIA) PRIVATE LIMITED	Director	14/09/2012	17/01/2012	-	Active	NO

Name :

Anindya Ghosh

Designation :

Director

Address :

U 7 Vidyasagar Niketan, Salt Lake, Kolkata – 700064, West Bengal, India

Date of Appointment :

25.09.2013

PAN No.:

ABMPG9277E

DIN No.:

05221554

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	U26102MH2003FTC143522	OWENS CORNING ENTERPRISE (INDIA) PRIVATE LIMITED	Director	28/09/2012	12/03/2012	-	Active	NO
2	U26102AP1998FTC030183	OWENS CORNING INDUSTRIES (INDIA) PRIVATE LIMITED	Director	25/09/2013	07/12/2012	-	Active	NO
3	U73100MH1995PTC124707	OWENS-CORNING (INDIA) Private Limited	Director	25/09/2013	07/12/2012	-	Active	NO

Name :

Linling Wu

Designation :

Additional director

Address :

Room 1002, No.7, Lane 500, Huang Jin Cheng Avenue, Changning District, Shanghai 201103

Date of Birth/Age :

26.05.1963

Date of Appointment :

11.12.2013

DIN No.:

06754034

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	U26102MH2003FTC143522	OWENS CORNING ENTERPRISE (INDIA) PRIVATE LIMITED	Additional director	06/12/2013	06/12/2013	-	Active	NO
2	U73100MH1995PTC124707	OWENS-CORNING (INDIA) Private Limited	Additional director	11/12/2013	11/12/2013	-	Active	NO
3	U26102AP1998FTC030183	OWENS CORNING INDUSTRIES (INDIA) PRIVATE LIMITED	Additional director	11/12/2013	11/12/2013	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Parash Shah
Designation :	Accounts Manager

MAJOR SHAREHOLDERS

As on 25.09.2013

Names of Shareholders	No. of Shares
IPM Inc. Delaware	78487796
OC NL Invest Cooperatief U. A.	52325196
OC NL Invest Cooperatief U. A jointly with Satish Kulkarni	1
OC NL Invest Cooperatief U. A jointly with Phani Kumar	1
OC NL Invest Cooperatief U. A, Jointly with Edward Neunuebel	1
OC NL Invest Cooperatief U. A, Jointly with Claire Dagommer	1
OC NL Invest Cooperatief U. A, Jointly with Magali Leroux	1
Total	130812997

Equity Share Break up (Percentage of Total Equity)

As on 25.09.2013

Category	Percentage
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 and Trader of Glass Fiber Products for use in composites.

PRODUCTION STATUS [AS ON 31.03.2011]

Particulars	Unit	Installed Capacity*	Actual Production
Glass Fiber Products
Reinforcements@	Tonnes	51010	50049
Technical Fabrics	Tonnes	10800	9351

Notes:

* As Certified by the Management.

@ The actual production of reinforcements includes captive consumption of 5,733 Tonnes (Previous Year - 8,419 Tonnes) for Technical Fabrics.

GENERAL INFORMATION

No. of Employees :

Information declined by the management

Bankers :

· HDFC Bank Limited, HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai - 400013, Maharashtra, India

· Citibank

· ICICI Bank

· State Bank of India

· JP Morgan Chase Bank

Facilities :

SECURED LOANS	31.03.2013 Rs. In Millions	31.03.2012 Rs. In Millions
Long Term Borrowings
Vehicle Loans from a Bank (Secured against underlying asset and is repayable in forty eight equal instalments from the date loan is taken along with interest as per terms of agreement.)	3.700	1.200
Total	3.700	1.200

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address :	252, Veer Savarkar Marg, Opposite Shivaji Park, Dadar (West), Mumbai – 400028, Maharashtra, India
Income-tax PAN of auditor or auditor's firm :	AAEFP3641G
Holding Company :	IPM Inc. Delaware, USA
Ultimate Holding company :	Owens Corning Inc.
Fellow Subsidiary Company :	· Owens Corning Composite Materials, LLC · Owens Corning Korea · Owens Corning Australia Pty Limited · Owens Corning Fiberglas Espana S.L. · OCV Mexico S DE RL DE CV · European Owens Corning Fiberglas SA · OCV Reinforcements (Beijing) Company Limited · OCV Reinforcements Hangzhou Company Limited · OCV Composites (China) Company Limited · OCV Fabrics (Changzhou) Company Limited · OCV Chambery France · Owens Corning Industries (India) Private Limited CIN No.: U26102AP1998FTC030183 · Owens Corning, Hong Kong · Owens Corning Japan Limited · Owens Corning Veil UK Limited · Owens Corning Fiberglas France · OCV Czech SRO · OCV Reinforcements Alcala Spain, S.L · OCV Chambery International · Owens Corning Singapore Pte Limited · OC NL Invest Cooperatief U.A · Owens Corning Veil Netherlands B.V. · Owens Corning Enterprise (India) Private Limited CIN No.: U26102MH2003FTC143522 · OCV Italia SRL., Besana · OCV Thailand Company Limited · Owens Corning Britinvest Limited · Owens Corning (India Branch Office) · OC Insulating Systems Canada LP · Owens Corning Sales, LLC · OC Pro CV

CAPITAL STRUCTURE

As on 25.09.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
200000000	Equity Shares	Rs.10/- each	Rs.2000.000 Millions
2500000	Preference Shares	Rs.100/- each	Rs.250.000 Millions
	Total		Rs.2250.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
130812997	Equity Shares	Rs.10/- each	Rs.1308.130 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	1308.130	1308.130
(b) Reserves & Surplus	2777.000	2668.700
(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)	4085.130	3976.830
(3) Non-Current Liabilities
(a) long-term borrowings	3.700	1.200
(b) Deferred tax liabilities (Net)	452.200	504.500
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	33.300	41.300
Total Non-current Liabilities (3)	489.200	547.000
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000
(b) Trade payables	375.170	277.170
(c) Other current liabilities	99.900	110.700
(d) Short-term provisions	165.000	156.500
Total Current Liabilities (4)	640.070	544.370
TOTAL	5214.400	5068.200
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	2850.500	3169.300
(ii) Intangible Assets	4.200	5.600
(iii) Capital work-in-progress	59.900	96.900
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000
(d) Long-term Loan and Advances	84.000	70.000
(e) Other Non-current assets	0.000	0.000
Total Non-Current Assets	2998.600	3341.800
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	544.600	786.700
(c) Trade receivables	825.400	618.100
(d) Cash and cash equivalents	626.300	184.600
(e) Short-term loans and advances	219.200	135.700
(f) Other current assets	0.300	1.300
Total Current Assets	2215.800	1726.400
TOTAL	5214.400	5068.200

SOURCES OF FUNDS		31.03.2011
SHAREHOLDERS FUNDS
1] Share Capital		1308.130
2] Share Application Money		0.000
3] Reserves & Surplus		2164.700
4] (Accumulated Losses)		0.000
NETWORTH		3472.830
LOAN FUNDS
1] Secured Loans		244.700
2] Unsecured Loans		0.000
TOTAL BORROWING		244.700
DEFERRED TAX LIABILITIES		533.200
TOTAL		4250.730
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		3267.600
Capital work-in-progress		210.000
INVESTMENT		0.000
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	535.100
	Sundry Debtors	649.400
	Cash & Bank Balances	266.600
	Other Current Assets	2.400
	Loans & Advances	188.500
Total Current Assets		1642.000
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	475.970
	Other Current Liabilities	327.900
	Provisions	65.000
Total Current Liabilities		868.870
Net Current Assets		773.130
MISCELLANEOUS EXPENSES		0.000
TOTAL		4250.730

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Sales	3843.500	3857.100	4020.313
		Other Income	NA	NA	NA
		TOTAL	NA	NA	NA
Less	EXPENSES		NA	NA	NA
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		541.500	1086.800	1149.637
Less	FINANCIAL EXPENSES		9.900	19.300	11.973
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		531.600	1067.500	1137.664
Less/ Add	DEPRECIATION/ AMORTISATION		339.500	323.000	298.615
	PROFIT BEFORE TAX		192.100	744.500	839.049
Less	TAX		83.800	240.500	224.368
	PROFIT AFTER TAX		108.300	504.000	614.681
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1823.300	1319.300	704.656
	BALANCE CARRIED TO THE B/S		1931.600	1823.300	1319.337
	Earnings Per Share (Rs.)		0.83	3.85	4.70

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
Net Profit Margin (PBT/Sales)	(%)	5.00	19.30	20.87
Return on Total Assets (PBT/Total Assets}	(%)	3.73	14.98	17.09
Return on Investment (ROI) (PBT/Networth)		0.05	0.19	0.24
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.07
Current Ratio (Current Asset/Current Liability)		3.46	3.17	1.89

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	1308.130	1308.130	1308.130
Reserves & Surplus	2164.700	2668.700	2777.000
Net worth	3472.830	3976.830	4085.130
Secured Borrowings	244.700	1.200	3.700
Unsecured Borrowings	0.000	0.000	0.000
Total borrowings	244.700	1.200	3.700
Debt/Equity ratio	0.070	0.000	0.001

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	4,020.313	3,857.100	3,843.500
		(4.060)	(0.353)

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	4,020.313	3,857.100	3,843.500
Profit	614.681	504.000	108.300
	15.29%	13.07%	2.82%

AL 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	No

CHANGE OF ADDRESS:

The registered address of the company Mahindra Towers, Ground Floor, Road No. 13, Worli, Mumbai – 400018, Maharashtra, India has been shifted to present address w.e.f. 25.03.2009.

COMPANY PROFILE

Subject was incorporated in India on July 5, 1995. The Company is involved in the manufacture of glass fiber products for use in composites. The Company's manufacturing location is situated at Taloja, District Raigarh (Maharashtra) and head office/registered office is at Powai, Mumbai. The Company was converted into a private limited company effective May 12, 2011 and accordingly, the name of Company was changed to Owens-Corning (India) Private Limited.

OPERATIONS REVIEW:

The Company continues to be a leading player of glassfibre market in India. The Industry continues to face pricing pressure due to cheaper imports. During the year the Industry demand remained flat with noticeable drop in certain sectors like wind energy and in Exports. The company resorted to curtailing its operations for few months during the year. The Company recorded sales of 47,461 MT (PY 48,679 MT) and 5.9 MMm 2 (PY 0.11 MMm 2) out of own manufactured products and 2,054 MT (PY 2,269 MT) and 0.88 MMm 2 (PY 1.4 MMm 2) out of traded products of both Glass Reinforcements and Engineered Solutions during the year ended March 31, 2013.

The manufacturing facility continues to pursue various cost saving measures including sourcing, energy efficiency and productivity improvement initiatives. During the year your Company received ‘National Energy Award’ and ‘Safety Award’. The Plant continued its injury free operations and crossed 1,000 days in April 2013.

The Manufacturing Facility at Taloja had a fire on August 5, 2013 causing asset damage and impacting the manufacturing process. The Plant resumed partial production within 2 days and is in full production in early September 2013. Stabilized operations are expected to be in few days. The company is working closely with the insurance company to claim damages and business interruption losses.

CONTINGENT LIABILITIES:

Particulars	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
(a) Service Tax Matters	48.000	42.000
(b) Excise Matters	4.100	82.600
(c) Sales Tax Matters	70.900	87.900
(d) Income Tax Matters	44.400	44.400

Notes:

a) Future cash outflows in respect of (a) to (d) above, if any, are determinable only on receipt of judgments/ decisions pending with various forums/ authorities. The Company does not expect any outflow in respect of the same.

b) Based on the opinion obtained by the Management and certain available precedence in the industry, the Management has taken the view that the amount of Rs. 465.100 Millions arising out of remission of a loan liability in Year 2002, is capital in nature, and hence was credited to the Capital Reserve Account. Further, in view of the Management and based on the independent opinion obtained, the aforesaid amount of Rs. 465.100 Millions is not considered as income chargeable to tax under the Income Tax Act, 1961 of India and this is being presently contested by the Company with income tax authorities.

FIXED ASSETS:

· Land

· Buildings

· Plant and equipment

· Furniture and fixtures

· Vehicles

· Motor vehicles

· Office equipment

· Leasehold improvements

· 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.60.49
UK Pound	1	Rs.99.77
Euro	1	Rs.83.67

INFORMATION DETAILS

Information Gathered by :	HTL
Report Prepared by :	VNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--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	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		48

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.