MIRA INFORM REPORT

Report Date :

06.05.2014

IDENTIFICATION DETAILS

Name :	TENOVA METALS INDIA PRIVATE LIMITED
Formerly Known As :	TENOVA MULTIFORM PRIVATE LIMITED
Registered Office :	No2114, C Wing, Second Floor, Oberoi Garden Estates, Off Chandivali farms Roads, Chandivali, Andheri (East), Mumbai-400 0072, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	05.12.2008
Com. Reg. No.:	188724
Capital Investment / Paid-up Capital :	Rs.5.762 Millions
CIN No.: [Company Identification No.]	U28990MH2008PTC188724
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing and Installation of cold Rolling Mills, Galvanizing Lines, Skin Pass Mills for ferrous and non-ferrous Industries
No. of Employees :	200 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (26)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 46000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track record. The rating reflects moderate financial risk profile marked by huge borrowing taken by the company and losses that company has incurred from its operational activities. However, trade relations are fair. Business is active. Payments terms are slow. The company can be considered for business dealings with some caution.

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

US investment bank Goldman Sachs  has upgraded its outlook on Indian markets as it expects positive impact of the election cycle.

India’s economy may grow 4.7 % in the current financial year, lower than the official estimate of 4.9 %, Fitch Rating said. The global rating agency expects the economy to pick up in the next two financial years.

Global ratings agency Standard & Poor said increasing focus by India Inc on lowering debt is likely to improve their credit profiles.

Singapore (1.1 million Indian tourists in 2012), Thailand (one million), the United Arab Emirates ().98 million) and Malaysia ().82 million) emerged as the preferred holidays hotspots for Indians. The total figure is expected to increase to 1.93 million by 2017, according to the latest Eurmonitor international report.

There is a $29.34 bn outward foreign direct investment by domestic companies between April and January of 2013/14 which has seen some signs of recovery according to a Care Ratings report.

There are 264 number of new companies being set up every day on average during 2014. Most of them are registered in Mumbai. India had 1.38 million registered companies at the end of January, 2014.

Twitter like messaging service Weibo Corporation has filed to raise $ 500 million via a US initial public offering. Alibaba, which owns a stake in Weibo is expected to raise about $ 15 billion New York this year in the highest profile Internet IPO since Facebook’s in 2012.

Bharti Airtel has raised Rs.2,453.2 crore (350 million Swiss Francs) by selling six-year bonds at a coupon rate of three per cent and maturing in 2020. This is the largest ever bond offering by an Indian company in Swiss Francs. Bharat Petroleum Corporation raised 175 million Swiss Francs by selling five year bonds at 2.98 % coupon rate in February.

Indian Oil Corporation plans to invest Rs 7650 crore in setting up a petrochemical complex at its almost complete Paradip refinery in Odhisha in three to four years. The company board is set to consider the setting up of a 700000 tonne per annum polypropylene plant at an estimated cost at Rs.3150 crore.

Global chief information officers at gathering in Bangalore in April to meet Indian startups at an event called Tech50 Watchout for Little Eye Labs-Facebook type deals in the making.

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAILTERS’ 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 :	Atul Laulkarni
Designation :	Senior Vice president
Contact No.:	91-9167620874
Date :	18.04.2014

LOCATIONS

Registered Office :	No2114 C Wing Second Floor, Oberoi Garden Estates, Off Chandivali farms Roads, Chandivali, Andheri (East), Mumbai-400 0072, Maharashtra
E-mail:	Joshi.vr@tenova.com

DIRECTORS

As on: 30.09.2013

Name :

Gope Hassanand Sajani

Designation :

Director

Address :

18, 2^nd Nav Nirman , 16^th Road, Santacruz West, Mumabai-400 054, Maharashtra, India

Date of Birth/Age :

21.10.1941

Date of Appointment :

01.02.2011

DIN No.:

01828735

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	U45200MH1975PTC018280	SANVICO CONSTRUCTION COMPANY PRIVATE LIMITED	Director	11/08/1979	11/08/1979	-	Active	NO
2	U74999MH1998PTC114893	SAJNANI THERMAL TECHNOLOGIES PRIVATE LIMITED	Director	13/05/1998	13/05/1998	-	Active	NO
3	U29305MH2001PTC133744	HEPL ENGINEERS PRIVATE LIMITED	Director	19/10/2001	19/10/2001	01/08/2006	Converted to LLP	NO
4	U29299MH2002PTC136812	HEPL TECHNICON PRIVATE LIMITED	Director	26/05/2003	26/05/2003	-	Active	NO
5	U28900MH2006PTC159394	TENOVA HYPERTHERM PRIVATE LIMITED	Director	01/02/2006	01/02/2006	-	Active	NO
6	U28990MH2008PTC188724	TENOVA METALS INDIA PRIVATE LIMITED	Director	30/09/2011	01/02/2011	-	Active	NO

Name :

Vijay Raghunath Joshi

Designation :

Director

Address :

Bhagyshree, 2^nd Floor, Anand Nagar, Andheri (East), Mumabai-400 069, Maharashtra, India

Date of Birth/Age :

12.02.1954

Date of Appointment :

03.10.2011

DIN No.:

00208455

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	U29305MH2001PTC133744	HEPL ENGINEERS PRIVATE LIMITED	Director	19/10/2001	19/10/2001	-	Converted to LLP	NO
2	U28900MH2006PTC159394	TENOVA HYPERTHERM PRIVATE LIMITED	Director	21/02/2011	31/07/2006	-	Active	NO
3	U28990MH2008PTC188724	TENOVA METALS INDIA PRIVATE LIMITED	Managing director	14/10/2011	03/10/2011	-	Active	NO
4	AAC-1331	HEPL ENGINEERS LLP	Designated Partner	28/02/2014	28/02/2014	-	Active	NO

Name :

Sergio Prati

Designation :

Director

Address :

VI A XX, Settembre, 137, Sesto San, Giovanni, MI-20079, Italy

Date of Birth/Age :

10.10.1953

Date of Appointment :

17.04.2009

DIN No.:

02577619

Name :

Gerolamo Fasce

Designation :

Director

Address :

VIA Algeria, 4/4, Santa Margherita, Ligure-16038, Italy

Date of Birth/Age :

20.12.1958

Date of Appointment :

17.04.2009

DIN No.:

02577537

Name :

Roberto Pancaldi

Designation :

Director

Address :

VI A Battistic, 1117, Parabiago (MI), Italy

Date of Birth/Age :

22.04.1962

Date of Appointment :

03.10.2011

DIN No.:

05135022

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 30.09.2013

Names of Shareholders	No. of Shares	% of shareholding
Tenova Spa (Italy)	576223	100.00%
Tenova HyperTherm Private Limited (India)	1	0.00%
Total	576224	100.00%

Equity Share Break up (Percentage of Total Equity)

As on: 30.09.2013

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	99.99%
Bodies corporate	0.01%
Total	100.00%

BUSINESS DETAILS

Line of Business :

Manufacturing and Installation of cold Rolling Mills, Galvanizing Lines, Skin Pass Mills for ferrous and non-ferrous Industries

GENERAL INFORMATION

No. of Employees :

200 (Approximately)

Bankers :

Yes Bank Limited, 9^th Floor, Nehru Centre, Discovery of India, Dr.Annie Besant Road, Worli, Mumbai-400 018, Maharashtra, India

(Rs. In Millions)

Facilities :

Secured Loan	As on 31.03.2013	As on 31.03.2012
Short Term Borrowing
Loans repayable on demand
From Banks
Short Term Loan/ Packing Credit	108.996	-
Cash Credit Account	121.680	152.013
(Secured by Hypothecation of Current Assets and SBLC of Rs.66 Crores Issued by holding Company, Tenova Spa)
Total	230.676	152.013

Banking Relations :	--
Auditors :
Name :	Haribhakti and Company Chartered Accountants
Address :	42, Free Press House,215 Nariman Point, Mumbai-400 021, Maharashtra, India
PAN No:	AAAFH2010F
Holding Company :-	Tenova SpA Italy
Associates/Subsidiaries :	· Key Technology · Tenova Hypertherm Private Limited · LOI Wesman Thermprocess Private Limited

CAPITAL STRUCTURE

As on : 30.09.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
600,000	Equity Shares	Rs.10/- each	Rs. 6.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
576,224	Equity Shares	Rs.10/- each	Rs.5.762 Millions

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	5.762	1.000	1.000
(b) Reserves & Surplus	5.811	(145.234)	(17.649)
(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)	11.573	(144.234)	(16.649)
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	16.744
(b) Deferred tax liabilities (Net)	0.000	0.000	0.168
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	2.957	1.931	3.981
Total Non-current Liabilities (3)	2.957	1.931	20.893
(4) Current Liabilities
(a) Short term borrowings	230.675	230.538	314.241
(b) Trade payables	56.845	37.152	56.882
(c) Other current liabilities	381.991	147.271	151.983
(d) Short-term provisions	2.770	1.780	0.114
Total Current Liabilities (4)	672.281	416.741	523.220
TOTAL	686.811	274.438	527.464
ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	50.842	17.394	21.383
(ii) Intangible Assets	5.252	9.725	14.545
(iii) Capital work-in-progress	0.000	0.000	0.000
(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)	3.950	1.901	0.000
(d) Long-term Loan and Advances	14.206	14.203	0.025
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	74.250	43.223	35.953
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	3.510	3.949	0.000
(c) Trade receivables	50.324	44.408	222.092
(d) Cash and cash equivalents	150.318	57.560	11.003
(e) Short-term loans and advances	72.560	43.881	85.365
(f) Other current assets	335.849	81.417	173.051
Total Current Assets	612.561	231.215	491.511
TOTAL	686.811	274.438	527.464

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	305.209	285.720	501.391
		Other Income	8.630	6.824	1.206
		TOTAL (A)	313.839	292.544	502.597
Less	EXPENSES
		Cost of material consumed	188.113	216.596	385.538
		Employee Benefit Expenses	61.196	57.017	48.189
		Other Expenses	122.026	107.624	70.059
		TOTAL (B)	371.335	381.237	503.786
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(57.496)	(88.693)	(1.189)
Less	FINANCIAL EXPENSES (D)		22.249	31.331	25.905
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(79.745)	(120.024	(27.094)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		9.846	9.630	8.809
	PROFIT BEFORE TAX (E-F) (G)		(89.591)	(129.654)	(35.903)
Less	TAX (H)		2.049	(2.068)	(1.149)
	PROFIT AFTER TAX (G-H) (I)		(87.542)	(127.585)	(37.052)
	Direct Export on FOB basis		4.650	293.376	321.912
	IMPORT-CIF		9.721	16.611	90.481
	Earnings Per Share (Rs.)		151.923	NA	Na

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2012
PAT / Total Income	(%)	(27.89)	(43.61)	(7.37)
Net Profit Margin (PBT/Sales)	(%)	29.35	45.38	7.16
Return on Total Assets (PBT/Total Assets}	(%)	13.04	47.24	6.81
Return on Investment (ROI) (PBT/Networth)		7.74	0.90	2.15
Debt Equity Ratio (Total Liability/Networth)		19.93	(1.59)	(19.88)
Current Ratio (Current Asset/Current Liability)		0.91	0.55	0.94

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	1.000	1.000	5.762
Reserves & Surplus	(17.649)	(145.234)	(5.811)
Net worth	(16.649)	(144.234)	11.573
long-term borrowings	16.744	0.000	0.000
Short term borrowings	314.241	230.538	230.675
Total borrowings	330.985	230.538	230.675
Debt/Equity ratio	(19.880)	(1.598)	19.932

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	501.391	285.720	305.209
		-43.015	6.821

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	501.391	285.720	305.209
Profit	-37.052	-127.585	-87.542
	-7.39%	-44.65%	-28.68%

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	YES
9]	Name of person contacted	YES
10]	Designation of contact person	YES
11]	Turnover of firm for last three years	YES
12]	Profitability for last three years	YES
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	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)	YES
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	YES
24]	Banking facility details	YES
25]	Conduct of the banking account	--
26]	Buyer visit details	--
27]	Financials, if provided	YES
28]	Incorporation details, if applicable	YES
29]	Last accounts filed at ROC	YES
30]	Major Shareholders, if available	YES
31]	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	NO

UNSECURED LOAN (Rs. In Millions)

Particulars	As on 31.03.2013	As on 31.03.2012
Loans and Advances from related parties
(a) Tenova Spa-ECB Loan	0.000	18.525
(b)LOI Wesman Thermprocess Private Limited	0.000	60.000
Total	0.000	78.525

Fixed Assets:

· Furniture and Fixtures

· Office Equipments

· Vehicles

· Computers

·

· Plant and Machine

Performance of the company:

During the year under report the company reported revenue of INR 3,056 lacs as against the

previous year of 2,861 lacs showing a marginal improvement of 6.5% over the previous year. The

major revenue (68% of the total revenue) for the year was from Tension Levelling & Inspection

Line of Bokaro Steel.

Amount

The Net Loss After Tax during the year was lower than previous year by Rs. 401 Lacs. This was

a result of improvement in the Gross margin of the projects and also reduction in Finance cost.

During the year the Company executed important contracts for Indian Market as well as for

Tenova Group company in Mexico and for orders from Vietnam.

The company further strengthened its promotional activities and with the Technological support

from Tenova manged to get new contracts in Vietnam.

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.60.20
UK Pound	1	Rs.101.67
Euro	1	Rs.83.55

INFORMATION DETAILS

Information Gathered by :	GYT
Analysis Done by :	KRN
Report Prepared by :	KRU

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	0
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	3
--MARGINS	-5~5
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		26

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.