MIRA INFORM REPORT

Report Date :

16.05.2014

IDENTIFICATION DETAILS

Name :	CLARIANT CHEMICALS (INDIA) LIMITED
Formerly Known As :	COLOUR – CHEM LIMITED
Registered Office :	Kolshet Road, P.O. Sandoz Baug, Thane – 400607, Maharashtra
Country :	India
Financials (as on) :	31.12.2013
Date of Incorporation :	27.12.1956
Com. Reg. No.:	11-010806
Capital Investment / Paid-up Capital :	Rs. 266.607 Million
CIN No.: [Company Identification No.]	L24110MH1956PLC010806
Legal Form :	A Public Limited Liability company. The company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufactures and sells pigments, colors, dyes, and specialty chemicals.
No. of Employees :	884 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Aa (81)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 22000000
Status :	Excellent
Payment Behaviour :	Regular
Litigation :	Exist
Comments :	Subject is a well-established and reputed company having an excellent track record. Financial position of the company seems to be sound. Fundamentals are strong and healthy. The rating takes into consideration strength derive from the parentage of the clariant group. Trade relations are trustworthy. Business is active. Payments are reported to be regular and as per commitment. The company can be considered excellent for normal 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

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.

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term bank facilities: AAA
Rating Explanation	Have the highest degree of safety and carry lowest credit risk.
Date	01.10.2013

Rating Agency Name	CARE
Rating	Short term bank facilities: A1+
Rating Explanation	Have very strong degree of safety and carry lowest credit risk.
Date	01.10.2013

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. Satish Battu
Designation :	Secretary
Contact No.:	91-22-25315412

LOCATIONS

Registered Office :	Kolshet Road, P.O. Sandoz Baug, Thane – 400607, Maharashtra, India
Tel. No.:	91-22-25315111/ 12 / 25315412
Fax No.:	91-22-25315303
E-Mail :	info@clariantindia.com satish.bhattu@clariant.com pratik.shroff@clariant.com sunil.nayak@clariant.com bankatlal.gaggar@clariant.com vinod.mandke@clariant.com bankatlal.gaggar@clariant.com
Website :	http://www.clariantindia.com
Factory 1 :	113/114, MIDC Industrial Area, P O Dhatav, Roha, District Raigad – 402116, Maharashtra, India
Factory 2 :	Kudikada. SIPCOT, P.O. Cuddalore – 607005, Tamilnadu, India
Factory 3 :	Singadiovakkam Village, Attuputtur Post Enathur, Kanchipuram – 631561, Tamilnadu, India
Factory 4 :	Kolshet Road, Thane – 400607, Maharashtra
Factory 5:	Rennaissance Industrial and W / Housing Complex, Unit No: B 07, Mumbai -Nashik Highway, Village: Vashere Post: Padgha Taluka: Bhiwandi, District - Thane 421101, Maharashtra, India

DIRECTORS

AS ON: 31.12.2013

Name :		Mr. Rajendra Ambalal Shah
Designation :		Chairman
Address :		Panorama, 203 Walkeshwar Road, Mumbai – 400006, Maharashtra, India
Date of Birth/ Age:		07.07.1931
Date of Appointment :		19.04.2007
Name :	Mr. Deepak Parikh
Designation :	Vice Chairman and Managing Director
Name :	Mr. Alfred Muench
Designation :	Director
Name :		Mr. Philipp Hammel
Designation :		Director
Name :		Mr. Y. H. Malegam
Designation :		Director
Name :		Indu Shahani
Designation :		Director
Name :		Karl Holger Dierssen
Designation :		Director
Name :		Mr. B. L. Gaggar
Designation :		Executive Director Finance and Company Secretary

KEY EXECUTIVES

Name :	Mr. B L Gaggar
Designation :	Director in Finance and Company Secretary
Audit Committee:	R. A. Shah – Chairman Y. H. Malegam Indu Shahani
Investors’ Grievance Committee	Indu Shahani – Chairperson Deepak Parikh

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON: 31.03.2014

Category of Shareholder	No. of Shares	% of No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
(2) Foreign
Bodies Corporate	16902080	63.40
Sub Total	16902080	63.40
Total shareholding of Promoter and Promoter Group (A)	16902080	63.40
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	1532722	5.75
Financial Institutions / Banks	18099	0.07
Insurance Companies	455381	1.71
Foreign Institutional Investors	488034	1.83
Sub Total	2494236	9.36
(2) Non-Institutions
Bodies Corporate	720282	2.70
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	5797185	21.74
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	574094	2.15
Any Others (Specify)	172868	0.65
Non Resident Indians	155202	0.58
Trusts	15816	0.06
Overseas Corporate Bodies	1850	0.01
Sub Total	7264429	27.25
Total Public shareholding (B)	9758665	36.60
Total (A)+(B)	26660745	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	26660745	0.00

BUSINESS DETAILS

Line of Business :

Manufactures and sells pigments, colors, dyes, and specialty chemicals.

Products :

Products Description	Item Code No.
CHLORANILDRY	291470.90
CORALON OT- INP	320210.00
PV FAST BLUE BG - IN	320417.51

PRODUCTION STATUS (AS ON 31.12.2011)

Particulars	Unit	Licensed Capacity	Installed Capacity M. Tonnes #	Actual Production M. Tonnes * #
Intermediates and Colours	M.T	NA	12002	9570
Dyes and specialty chemicals	M.T	NA	74986	49044

* Excluding captive Consumption

# At different Concentrations

NOTES:

· The classification between the class of goods and the installed capacities have been certified by the Vice -Chairman and Managing Director on which the auditors have placed reliance, this being a technical matter.

· Licensed capacity per annum not indicated due to the abolition of Industrial Licenses as per Notification No. 477(E) dated 25th July, 1991 issued under The Industries (Development and Regulations) Act 1951.

GENERAL INFORMATION

No. of Employees :	884 (Approximately)
Bankers :	· Standard Chartered Bank Limited Branch M G Road, Fort, Mumbai, Maharashtra, India · Citi Bank N.A., Branch M G Road, Fort, Mumbai, Maharashtra, India · HSBC Bank, Branch M G Road, Fort, Mumbai, Maharashtra, India

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Solicitors :
Name :		Crawford Baylor and Company Solicitors and Advocates
Holding Company:	· EBITO Chemiebeteiligungen AG · Clariant International AG · Clariant Participations AG
Ultimate Holding Company:	· Clariant AG, Switzerland
Fellow Subsidiaries :	· Clariant (China) Limited · Clariant (Turkiye) Boya ve Kimyevi Maddeler Sanayi ve Ticaret A.S. · Clariant (Japan) K.K. · Clariant Masterbatches (Italia) S.p.A. · Clariant (Malaysia) Sdn Bhd · Clariant Masterbatches (Saudi Arabia) Limited · Clariant (Mexico) S.A. de C.V. · Clariant Masterbatches (Shanghai) Limited · Clariant (Pakistan) Ltd. (upto 30.09.2013 ) · Clariant Masterbatches (Thailand) Limited · Clariant Chemicals Pakistan (Private) Limited (from 01.10.2013) · Clariant Masterbatches Benelux SA · Clariant (Singapore) Pte. Limited · Clariant Masterbatches Ireland Limited · Clariant (Thailand) Limited · Clariant Masterbatches Norden AB · Clariant (Tianjin) Limited (upto 30.09.2013 ) · Clariant Prodotti (Italia) S.p.A. · Clariant Masterbatches (Deutschland) GmbH · Clariant Produkte (Deutschland) GmbH · Clariant Chemicals (China) Limited · Clariant Produkte (Schweiz) AG · Clariant Chemicals (Huizhou) Company Limited · Clariant S.A. · Clariant Chemicals (Taiwan) Company Limited · Clariant Southern Africa (Pty.) Limited · Clariant Corporation · Clariant Specialty Chemicals (Zhenjiang) Company Limited · Clariant Iberica Produccion S.A. · Italtinto S.r.l. · Clariant Masterbatch Iberica S.A. · PT Clariant Indonesia

CAPITAL STRUCTURE

AS ON: 31.12.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
30000000	Equity Shares	Rs.10/- each	Rs.300.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
26660745	Equity Shares	Rs.10/- each	Rs. 266.607 Million

RECONCILIATION OF NUMBER OF EQUITY SHARES OUTSTANDING AS AT THE BEGINNING AND AT THE END OF THE YEAR

	As on 31.12.2013
	Number	Rs. In Millions
Equity shares :
Outstanding as at the beginning of the year	26660745	266.607
Add : Issued during the year
Outstanding as at the end of the year	26660745	266.607

SHAREHOLDERS HOLDING MORE THAN 5% EQUITY SHARES

	As on 31.12.2013
Name of Shareholder	Number	Percentage
EBITO Chemiebeteiligungen AG. *	8167080	30.63%
Clariant International AG. *	6075000	22.79%
Clariant Participations AG. *	2660000	9.98%

NOTE: * Subsidiaries of the ultimate holding company Clariant AG, Switzerland.

The company has not allotted any equity shares for consideration other than cash, bonus shares, nor have any shares been bought back during the period of five years immediately preceding the Balance sheet date.

Rights, preferences and restrictions attached to the shares

The Company has only one class of equity share having a par value of Rs.10/- per share. Each shareholder has the following voting rights (i) On a show of hands: one vote for a member present in person and (ii) On a poll: one vote for each equity share registered in the name of the member or held by the beneficial owner. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting, except in case of interim dividend. In the event of winding up, the liquidator may, with the sanction of a special resolution of the company and any other sanction required by the Act, divide amongst the members, in specie or kind, the whole or any part of the assets of the company, whether they shall consist of property of the same kind or not.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.12.2013	31.12.2012	31.12.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	266.607	266.607	266.607
(b) Reserves & Surplus	5476.877	4748.549	4587.653
(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)	5743.484	5015.156	4854.260
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	72.383	53.786	45.643
(c) Other long term liabilities	35.869	29.450	18.396
(d) long-term provisions	243.009	257.227	209.952
Total Non-current Liabilities (3)	351.261	340.463	273.991
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	1719.113	1845.541	1505.697
(c) Other current liabilities	649.397	382.407	408.014
(d) Short-term provisions	652.264	630.471	940.269
Total Current Liabilities (4)	3020.774	2858.419	2853.980
TOTAL	9115.519	8214.038	7982.231
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1659.935	1743.096	1704.872
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	254.881	91.498	130.670
(iv) Intangible Assets under development	14.390	0.000	0.000
(b) Non-current Investments	66.709	76.709	10.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	446.047	328.617	418.086
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	2441.962	2239.920	2263.628
(2) Current assets
(a) Current investments	2607.277	2269.814	2655.126
(b) Inventories	1456.321	1623.251	1155.943
(c) Trade receivables	1692.250	1483.422	1341.222
(d) Cash and cash equivalents	225.957	142.739	284.455
(e) Short-term loans and advances	566.981	421.151	233.081
(f) Other current assets	124.771	33.741	48.776
Total Current Assets	6673.557	5974.118	5718.603
TOTAL	9115.519	8214.038	7982.231

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2013	31.12.2012	31.12.2011
	SALES
		Income	12478.576	10962.821	9789.237
		Other Income	179.159	191.420	220.902
		TOTAL (A)	12657.735	11154.241	10010.139
Less	EXPENSES
		Cost of materials consumed	5985.789	5472.388	4725.357
		Purchase of stock-in-trade	2353.398	1674.802	1316.838
		Changes in inventories	(230.397)	(291.025)	(127.216)
		Employee benefits expenses	1011.562	906.147	733.043
		Other expenses	2149.603	1830.642	1627.768
		Exceptional items	(1122.463)	(92.047)	(2413.320)
		TOTAL (B)	10147.492	9500.907	5862.470
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2510.243	1653.334	4147.669
Less	FINANCIAL EXPENSES (D)		17.994	14.152	12.335
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		2492.249	1639.182	4135.334
Less/ Add	DEPRECIATION/ AMORTISATION (F)		234.468	216.035	181.243
	PROFIT BEFORE TAX (E-F) (G)		2257.781	1423.147	3954.091
Less	TAX (H)		590.097	410.143	913.701
	PROFIT AFTER TAX (G-H) (I)		1667.684	1013.004	3040.390
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1322.644	1263.048	383.785
Less	APPROPRIATIONS
		General reserve	166.768	101.300	304.039
		Interim dividend	266.607	266.607	799.822
		Proposed dividend (Final)	533.215	466.563	799.822
		Corporate tax on dividend (Interim & Final)	139.534	118.938	259.502
		Corporate tax on dividend of Previous period	0.000	0.000	(2.058)
	BALANCE CARRIED TO THE B/S		1884.204	1322.644	1263.048
	EARNINGS IN FOREIGN CURRENCY
		Export (F.O.B.)	3215.775	2574.226	2160.990
		Others (insurance, freight, commission, claims, exchange gain etc.)	329.904	324.479	255.847
	TOTAL EARNINGS		3545.679	2898.705	2416.837
	IMPORTS
		Raw Materials	1865.357	1788.389	1441.691
		Components and spare parts	5.494	6.519	9.184
		Capital Goods	53.123	23.770	83.372
	TOTAL IMPORTS		1923.974	1818.678	1534.247
	Earnings Per Share (Rs.)		62.55	38.00	114.04

KEY RATIOS

PARTICULARS		31.12.2013	31.12.2012	31.12.2011
PAT / Total Income	(%)	13.18	9.08	30.37
Net Profit Margin (PBT/Sales)	(%)	10.09	12.98	40.39
Return on Total Assets (PBT/Total Assets}	(%)	25.72	17.69	50.42
Return on Investment (ROI) (PBT/Networth)		0.39	0.28	0.81
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		2.21	2.09	2.00

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.12.2011	31.12.2012	31.12.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	266.607	266.607	266.607
Reserves & Surplus	4587.653	4748.549	5476.877
Net worth	4,854.260	5,015.156	5,743.484
long-term borrowings	0.000	0.000	0.000
Short term borrowings	0.000	0.000	0.000
Total borrowings	0.000	0.000	0.000
Debt/Equity ratio	0.000	0.000	0.000

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.12.2011	31.12.2012	31.12.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	9789.237	10962.821	12478.576
		11.989	13.826

NET PROFIT MARGIN

Net Profit Margin	31.12.2011	31.12.2012	31.12.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	9789.237	10962.821	12478.576
Profit	3,040.390	1013.004	1667.684
	31.06%	9.24%	13.36%

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)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	Yes
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

CASE DETAILS

HIGH COURT OF BOMBAY

Bench:- Bombay
Presentation Date:- 08/08/2013
Lodging No:-	NMSL/1382/2012	Filing Date:-	24/04/2012	Reg. No.:-	NMS/1096/2012	Reg. Date:-	24/04/2012
Lodging No:-	SL/3187/2011					Reg. No.:-	S/3035/2011
Petitioner:-	HINDUSTAN ORGANICS CHEMICALS LIMITED		Respondent:-	CLARIANT CHEMICALS (INDIA) LIMITED
District:-	MUMBAI		Resp. Adv.:	CHITNIS AND COMPANY (0)
Bench:-	SINGLE
Status:-	Transferred		Category:-	Notice Of Motion
Transfer Date:	03/10/2012		Remark:	TRANSFERRED TO CITY CIVIL COURT
Act:-	Code of Civil Procedure 1908

REVIEW OF OPERATIONS

The Company has registered a record performance over previous year, despite challenging macro economic conditions, high inflation, depreciation of Indian currency against major currencies and negative business sentiments prevailing throughout the year and across the industry. Thanks to the sustained drive and team work of the entire organisation, performance remained high on agenda. This resulted into unprecedented record sales growth throughout the year. The performance in terms of net working capital was affected by higher inventory and the profitability impacted by inflation led cost push in most of the operating areas.

The Company registered sales of Rs.12132.000 Millions as compared to Rs.10712.300 Millions, growth of 13.3 percent sales. Considering the impact of sale of textile, paper and emulsion business (TPE business) effective from September 30, 2013, growth in sales on like to like basis was a record 25.3 percent over previous year. Out of the total sales revenue of the Company for the year, 23.3 percent is contributed by exports. The increased cost of raw materials and inflationary rise in other expenses resulted into lowering of PBDIT margin before exceptional items from 14.6 percent to 11.4 percent. Exceptional item represents profit from sale of TPE business (net of transfer of assets and other liabilities). Net profit after accounting for exceptional items and tax is significantly higher over the previous year. The Company remains focused to improve its core business and look for higher market share in the business segments in which it operates.

MANAGEMENT DISCUSSION AND ANALYSIS

Financial and Operational Performance

In spite of challenging macro economic conditions the Company registered a record growth of 13.3% in sales over previous year. Total sales revenue of the Company for the year comprises domestic sales of Rs.8788. 000 Millions (PY Rs.8000.000 Millions) and export sales of Rs.3344.000 Millions (PY Rs.2712.00 Millions). In view of rising cost of raw materials and inflation led upsurge in other operating costs, profit before depreciation, interest, exceptional items and tax (PBDIT) is lower as compared to the previous year. After considering the exceptional income including those arising from divestment of TPE business in the current year and sale of premises in the previous year, the profit after tax (PAT) is higher from Rs.101.30 crores to Rs.1667.700 Millions. The following table exhibits, in summary, the financial performance of the company for the year in relation to the previous year.

The Company remains a zero debt company with no long-term borrowings. The credit rating for the Company is reaffirmed ‘CARE AAA’ for long term bank facilities and ‘CARE A1+’ for short term bank facilities. This endorses the confidence on the financial standing of the Company. Short-term bank borrowings are restricted to the need based working capital requirements. Inspite of challenging business environment, the year-end ratio of inventory to sales of 12.0%, receivables to sales of 13.9% and net working capital to sales of 11.8% is one of the best in the specialty chemical industry. Net cash flow from operating activities during the year was Rs.-318.100 Millions. Funds surplus to the operational needs have been prudently invested to earn reasonable returns with a high degree of safety. A sum of Rs.2607.300 Millions (previous year Rs.2269.800 Millions) stands invested in debt schemes of mutual funds at the end of the year.

During the year, all the plants had smooth operations and the capacity utilisation was better than the previous year.

OUTLOOK

The year 2013 saw the Indian economy struggling with slow growth. Increased pressure from inflation added to the overall gloominess in a year saw the rupee falling to its lifetime low level against the US dollar and the current account deficit soaring to its historic high. GDP growth rate during first half of the current fiscal 2013-14 slipped to 4.6% from 5.3% in the same period last fiscal. Indian manufacturing sector is facing challenging times and growing much slower than the rest of the economy. The sector is largely concerned with increasing cost pressures, declining domestic demand, foreign exchange volatility and political uncertainty. As per data released by CSO, the manufacturing sector declined by 0.6% during April-November 2013 period as compared to 0.9% growth for the same period in 2012. As per industry wise IIP data, the chemical industry grew by 9.8% during April- November 2013.

Inspite of gloomy scenario, industries are cautiously optimistic about future growth prospects and working towards new products, innovative services, application developments, facilities expansion and most importantly, understanding the changing customer preferences and demands and fostering long term profitable relationship with customers.

The Chemical industry is critical for the economic development of any country, providing products and enabling technical solutions in virtually all sectors of the economy. The chemical industry primarily comprises of three segments namely basic chemicals, specialty chemicals and knowledge chemicals. Basic chemicals with ~57% share is the largest segment followed by specialty chemicals ~ 25% and knowledge chemicals at ~8%. Each segment is different, with its own unique set of challenges and opportunities.

Specialty chemicals provide the required ‘solution’ to meet the customer application needs and is a highly knowledge driven industry with raw materials cost (measured as percentage of net sales) much lower than for commodity chemicals. The critical success factors for the industry include understanding of customer needs and product/ application development at a favorable priceperformance ratio. The demand for specialty chemicals is driven by a wide range of end use industries. Global economic slowdown has impacted adversely the growth of the key consumer industries and consequently the specialty chemicals industry in India. However, the fundamental shape of the Indian specialty chemicals growth curve has not altered significantly. It is expected to return to growth rates of ~15 % p.a. There is immense potential for increasing consumption within the country for India to become a reliable supplier of such quality chemicals to the world. Compared to United States, Europe and even China, there is comparatively very low usage of such chemicals in India. Increasing usage of such chemicals will not only help in the growth of this important segment of the chemical industry but also facilitate overall economic growth. As the economy develops, India will need to regulate products more stringently and strengthen consumption standards to promote safe use of products, which in turn will promote increased usage of specialty chemicals. Most developed countries (e.g. the US, Germany) have implemented stringent consumption standards across various end-use markets. India still uses enamel paints with high VOC content. Mandating the usage of water-based paints will help ensure health and safety of consumers and encourage the consumption of higher cost water based paints. This will result in consumption-led growth in key end markets over the next decade and an increased need for better products and services. Companies need to address the emerging trends in consuming industries which require development of unique environment friendly local products/ solutions based on an understanding of Indian customers. This is critical for companies supplying to the whole spectrum of end user industries. The reach and other European legislation offer unique opportunities to the industry players to innovate and move up the value chain and compete effectively with global players both in the domestic and export markets and bring the Indian specialty chemical industry on the global map while meeting the needs of enhanced quality of life for growing affluent population of India. The growth will be driven not only by underlying end market growth but also by increased usage intensity and new product specifications and standards. Availability of large pool of technical man-power, scientists and researchers offers immense potential for investment as well as employment generation in specialty chemical industry.

The demand for paints, coating and additives is strongly backed by very low per capita consumption of paints in India and growth of the automotive, housing and construction sector which is expected to have an average annual growth rate of 15 percent. There is increasing demand for water based paints, lead-free and lowvolatile organic compound products, which are environment friendly. Heavy metal pigments are getting replaced with organic pigments in premium paints. Industry outlook for paint, plastics, inks and special applications remains good. The Indian plastic industry is one of the largest in the world and promises a steady double digit growth for next few years. The domestic per capita consumption of polymers at 9 kg is one of the lowest as compared to the global average of 25 kg. Plastic industry will be a direct beneficiary of increasing per capita income, rising consumerisation and improvement in living standards. Demand for polymer products from key user industry is expected to remain robust. The beverages, consumer durables and pharma industries are expected register healthy growth. The ability of companies to comply with global regulations and India’s manufacturing competitiveness has helped the export market grow significantly. Going forward, innovation and sustainability initiatives are expected to be major factors for competitiveness. Development of processes / products which eliminate or reduce the use of hazardous substances could become the key priority of producers. Consumers would be expected to pay premium for green chemistry and environmental preservation initiatives. Moreover, stringent regulatory norms could further push the need to innovate cost effective industrial green chemicals. Currently, the domestic specialty chemical producers also face challenges related to feedstock availability, higher operational costs, outdated technology / process, limited investment in Rand D and a negative perception amongst end consumers. Apart from depending on regulatory interventions, Indian players should come together and pro-actively work towards collaborative investment to avert global competition.

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	90284813	20/12/1995	13,500,000.00	CITY BANK N A	766 SAKTHI TOWERS, MOUNT ROAD, MADRAS, TAMIL NADU - 600002, INDIA	-
2	90285064	11/10/1993	15,000,000.00	THE IND. CREDIT AND INVESTMENT CORP. OF INDIA LIMITED	163 BACKBAY RECLAMATION, BOMBAY, MAHARASHTRA - 400020, INDIA	-
3	90228508	06/03/1992	20,000,000.00	STATE BANK OF INDIA	COMMERCIAL BRANCH, JUSTICE G.N. VAIDYA MARG, MUMB AOCALCUTTA, MAHARASHTRA - 400023, INDIA	-
4	90228354	17/06/1992 *	20,000,000.00	STATE BANK OF INDIA	COMMERCIAL BRANCH, JUSTICEE G.N. VAIDYA MARG, MUM BAI, MAHARASHTRA - 400023, INDIA	-
5	90228322	01/10/1990	950,000.00	STATE BANK OF INDIA	COMMERCILA BRANCH; JUSTICE G.N. VAIDYA MARG, MUMBA I, MAHARASHTRA - 400023, INDIA	-
6	90227859	07/02/1986	20,000,000.00	STATE BANK OF INDIA	COMMERCIAL BRANCH, MUMBAI, MAHARASHTRA, INDIA	-
7	90230449	20/01/1986	7,500,000.00	STATE BANK OF INDIA	COMMERCIAL BRANCH, MUMBAI, MAHARASHTRA, INDIA	-
8	90284711	04/12/1985 *	1,500,000.00	STATE IND. PROMOTION CORP. OF TAMILNADU LIMITED	NO 51-52 THOUSAND LIGHTS, MADRAS, TAMIL NADU - 60 0006, INDIA	-
9	90227592	08/08/1996 *	102,400,000.00	STATE BANK OF INDIA	COMMERCILA BRANCH; JUSTICE G.N. VAIDYA MARG, MUMBA I, MAHARASHTRA - 400023, INDIA	-
10	90227362	22/11/1974	22,500,000.00	UNITED BANK OF INDIA	UNITED BANK BLDG, SIR P. MEHTA RD, MUMBAI, MAHARA SHTRA, INDIA	-

* Date of charge modification

CONTINGENT LIABILITIES AND COMMITMENTS

(Rs. In Millions)

	As on 31.12.2013	As on 31.12.2012
CONTINGENT LIABILITIES AND COMMITMENTS (to the extent not provided for)
(a) Contingent liabilities :
(i) in respect of income tax matters
- decided against the Company, in respect of which the Company is in further appeal	115.685	76.305
- decided in favor of the Company against which the department is in appeal	52.440	59.375
(ii) in respect of sales tax/VAT matters	536.610	476.510
(iii) in respect of excise/service tax matters	110.799	106.254
(iv) in respect of bills of exchange discounted with banks (since realised Rs. 58.162 million [Rs.219.857 million])	58.162	220.022
(v) Other matters in dispute	18.677	0.225
(vi) Disputed labour matters - Amount not ascertained.
In respect of items (i) to (iii), (v) and (vi) future cash outflows in respect of contingent liabilities is determinable only on receipt of judgements pending at various forums/authorities.

FIXED ASSETS:

· Land Freehold

· Land Leasehold

· Building

· Plant and Machinery

· Office Equipment

· Furniture and Fixture

· Vehicles

STATEMENT OF STANDALONE UNAUDITED RESULTS FOR THE THREE MONTHS ENDED 31^st MARCH, 2014

(Rs. In Millions)

		PARTICULARS (Refer Notes below)		3 months ended
				31.03.2014
				(Unaudited)
PART I
1.	Income from Operations
	(a)	Net sales / Income from operations (Net of excise duty)		2742.100
	(b)	Other operating income		104.700
	Total Income from operations (net)			2846.800
2.	Expenses
	(a)	Cost of material consumed		1455.700
	(b)	Purchase of stock-in-trade		569.000
	(c)	Change in inventories of finished goods, work-in-progress and stock-in-trade		(134.700)
	(d)	Power and fuel		143.000
	(e)	Employee benefits expenses		231.500
	(f)	Depreciation and amortisation expenses		55.700
	(g)	Other expenses		350.800
	Total expenses			2671.000
3.	Profit from operations before other income, finance costs and exceptional items (1-2)			175.800
4.	Other income			39.000
5.	Profit from ordinary activities before finance costs and exceptional items (3+4)			214.800
6.	Finance Costs			1.900
7.	Profit from ordinary activities after finance costs but before exceptional items (5-6)			212.900
8.	Exceptional items			-
9.	Profit from ordinary activities before tax (7+8)			212.900
10.	Tax expenses (including tax on exceptional items)			61.600
11.	Net Profit from ordinary activities after tax (9-10)			151.300
12.	Paid up equity share capital (Face value of Rs.10/- each)			266.600
13.	Reserves excluding revaluation reserves as per Balance Sheet of previous accounting year
14.	Earning per share (of Rs.10/- each)
	Basic & Diluted (in Rs.) (Not annualised)			5.68
PART II
A	PARTICULARS OF SHAREHOLDING
1.	Public shareholding
	-	Number of shares		9758665
	-	Percentage of shareholding		36.60
2.	Promoters and promoter group shareholding
	a)	Pledged / Encumbered		-
	b)	Non-encumbered
	-	Number of shares		16902080
	-	Percentage of shares (as a % of the total shareholding of promoter and promoter group)		100.00
	-	Percentage of shares (as a % of the total share capital of the company)		63.40
B	INVESTOR COMPLAINTS
	Pending at the beginning of the quarter			-
	Received during the quarter			1
	Disposed of during the quarter			1
	Remaining unresolved at the end of the quarter			-

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.59.47
UK Pound	1	Rs.99.70
Euro	1	Rs.81.55

INFORMATION DETAILS

Information Gathered by :	NYA
Analysis Done by :	RAS
Report Prepared by :	KVT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	9
PAID-UP CAPITAL	1~10	9
OPERATING SCALE	1~10	9
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	9
--PROFITABILIRY	1~10	9
--LIQUIDITY	1~10	9
--LEVERAGE	1~10	9
--RESERVES	1~10	9
--CREDIT LINES	1~10	9
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		81

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.