MIRA INFORM REPORT

Report No. :	355178
Report Date :	17.12.2015

IDENTIFICATION DETAILS

Name :	GABRIEL INDIA LIMITED
Registered Office :	29^th Milestone, Pune-Nashik Highway, Village Kuruli, Taluka Khed, Pune – 410501, Maharashtra
Tel. No.:	91-2135-610772
Country :	India
Financials (as on) :	31.03.2015
Date of Incorporation :	24.02.1961
Com. Reg. No.:	11-015735
Capital Investment / Paid-up Capital :	Rs.143.670 Million
CIN No.: [Company Identification No.]	L34101PN1961PLC015735
IEC No.:	0388084383
TAN No.: [Tax Deduction & Collection Account No.]	PNEG04598G
PAN No.: [Permanent Account No.]	AAACG1994N
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer of Automotive Components and Shock Absorbers [From Indirect Sources]
No. of Employees :	2850 [Approximately]

RATING & COMMENTS

MIRA’s Rating :

A (68)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a subsidiary of ‘Asia Investments Private Limited”. The company is engaged in designing, manufacturing, and selling of auto part and component. It offers ride control products. Its products include shock absorber and front forks. For the financial year ended 2015, company has reported 12.08% revenue growth as compared to previous year revenue and it has maintained average profitability margin at 4.14% during the year under review. Rating takes into consideration company’s healthy revenue diversity supported by its improving scale of operations and stable cash accruals. The ratings also factor in the company's market position as the second-largest player in the domestic automotive (auto) suspension market, its presence across various customer segments and across all the sub-segments within the OEM space (two-wheelers, passenger cars, and commercial vehicles). This diversity has enabled company to ensure stability in its revenues despite the inherent cyclicality associated with demand from auto OEMs. However, rating strengths is partially offset by the moderate susceptibility of the company’s operating profitability to pricing pressures from its peers and automotive OEMs. Trade relations are reported as fair. Payments are reported to be regular and as per commitment. In view of aforesaid, the company can be considered good 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.

EXTERNAL AGENCY RATING

Rating Agency Name	CRISIL
Rating	Long Term Rating`= AA-
Rating Explanation	High degree of safety and very low credit risk.
Date	12 August, 2015

Rating Agency Name	CRISIL
Rating	Commercial Paper Programme = A1+
Rating Explanation	Very strong degree of safety and carry lowest credit risk.
Date	12 August, 2015

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 31-03-2015.

INFORMATION DENIED

MANAGEMENT NON CO-OPERATIVE [Tel No.:2135-610772]

LOCATIONS

Registered Office/ Factory: :	29^th Milestone, Pune-Nashik Highway, Village Kuruli, Taluka Khed, Pune – 410501, Maharashtra, India
Tel. No.:	91-2135-610772
Fax No.:	91-20-24101935 / 8018 / 561935 91-2135-261200
E-Mail :	secretarial@gabriel.co.in anshul.bhargava@gabriel.co.in
Website :	www.anandgroupindia.com www.gabrielindia.com
Factory 1:	NH 8, 38th Milestone, Behrampura Road, Delhi-Jaipur Highway, Village-Khandsa, Gurgaon -122001, Haryana, India
Factory 2:	5, Industrial Area No.5, A .B. Road, Dewas - 455001, Madhya Pradesh, India
Factory 3:	52-55, S.No.102/3-106 (PT), SIPCOT Phase II, Momapalli Village, Krishna Giri District, Hosur - 635109, Tamilnadu, India
Factory 4:	Plot No.5, Sector II, Parwanoo -173220, Himachal Pradesh, India
Factory 5:	B2, MIDC, Ambad Industrial Area, Nashik - 422010, Maharashtra, India

DIRECTORS

AS ON 31.03.2015

Name :	Deep C. Anand
Designation :	Chairman Emeritus
Name :	Anjali Anand
Designation :	Non-Executive Chairperson
Date of Birth/Age :	10.08.1981
Qualification :	Bachelor’s and Master’s degree from the prestigious Central Martin’s School of Art and Design in London
Expertise in Functional Area:	Entrepreneur
Date of Appointment :	18.09.2014
Name :	Manoj Kolhatkar
Designation :	Managing Director
Date of Birth/Age :	29.07.1968
Qualification :	B.E., DBM
Expertise in functional areas :	General Management
Name :	Rohit Philip
Designation :	Non-Executive Director
Name :	Atul Khosla
Designation :	Non-Executive Independent Director
Date of Birth/Age :	26.09.1970
Qualification :	B. Tech, MBA-Finance
Expertise in Functional Area Advisor:	Advisor
Date of Appointment :	10.11.2014
Name :	Pradipta Sen
Designation :	Non-Executive Independent Director
Date of Birth/Age :	07.10.1958
Qualification :	B.E. from BITS, Pilani
Expertise in Functional Area Professional:	Professional
Date of Appointment :	18.09.2014
Name :	Aditya Vij
Designation :	Non-Executive Independent Director
Date of Birth/Age :	24.10.1958
Qualification :	CA, MBA
Expertise in Functional Area Professional:	Professional
Date of Appointment :	31.03.2015

KEY EXECUTIVES

Chief Operating Officers	· Mr. Amitabh Srivastava · Mr. Atul Jaggi · Mr. Sumit Bhatnagar Mr. Umesh Shah
Name :	Mr. Rajendran Arunachalam
Designation :	Chief Financial Officer
Name :	Mr. Rajendra Abange
Designation :	Chief Technology Officer
Name :	Mr. Pranvesh Tripathi
Designation :	Company Secretary

SHAREHOLDING PATTERN

AS ON 30.09.2015

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	6569900	4.57
Bodies Corporate	71905468	50.06
Sub Total	78475368	54.63
(2) Foreign
Total Shareholding Of Promoter And Promoter Group (A)	78475368	54.63
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	8465241	5.89
Financial Institutions / Banks	259525	0.18
Central Government / State Government(s)	500	0.00
Insurance Companies	50000	0.03
Foreign Institutional Investors	14124706	9.83
Sub Total	22899972	15.94
(2) Non-Institutions
Bodies Corporate	3240846	2.26
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 million	27916977	19.43
Individual shareholders holding nominal share capital in excess of Rs.0.100 million	9736639	6.78
Any Others (Specify)	1374138	0.96
Trusts	70894	0.05
Non Resident Indians	1208250	0.84
Clearing Members	90994	0.06
Others	4000	0.00
Sub Total	42268600	29.43
Total Public shareholding (B)	65168572	45.37
Total (A)+(B)	143643940	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)	143643940	0.00

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

Sl.No.	Name of the Shareholder	Details of Shares held		Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
		No. of Shares held	As a % of grand total (A)+(B)+(C)
1	Asia Investments Private Limited	7,19,05,468	50.06	50.06
2	Deep C Anand	21,45,786	1.49	1.49
3	Kuldip Chand Anand	16,93,196	1.18	1.18
4	Kiran J Anand	8,18,760	0.57	0.57
5	Anjali Anand	6,41,942	0.45	0.45
6	Kiran D Anand	5,99,360	0.42	0.42
7	Devika Anand	5,50,236	0.38	0.38
8	Prem Anand	1,20,620	0.08	0.08
	Total	7,84,75,368	54.63	54.63

(*) The term encumbrance has the same meaning as assigned to it in regulation 28(3) of the SAST Regulations, 2011.

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Sl. No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
1	Kayaba Industry Company Limited	7937360	5.53	5.53
2	Anuj Anantrai Sheth	2750000	1.91	1.91
3	SBI Small and Midcap Fund	2713119	1.89	1.89
4	SBI Equity Opportunities Fund SE	1828645	1.27	1.27
	Total	15229124	10.60	10.60

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

Sl. No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	No. of Shares	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
1	Kayaba Industry Company Limited	7937360	5.53	5.53
	Total	7937360	5.53	5.53

BUSINESS DETAILS

Line of Business :	Manufacturer of Automotive Components and Shock Absorbers [From Indirect Sources]
Products :	Shock Absorbers Front Forks Struts
Brand Names :	Not Available
Agencies Held :	Not Available
Exports :	Not Divulged
Imports :	Not Divulged
Terms :	Not Divulged

PRODUCTION STATUS: NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Maximum Limit Dealt :	Not Divulged
Experience :	Not Divulged
Remark:	Not Divulged

Customers :

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Maximum Limit Dealt :	Not Divulged
Experience :	Not Divulged
Remark:	Not Divulged

No. of Employees :

2850 [Approximately]

Bankers :

• HDFC Bank Limited
• Kotak Mahindra Bank Limited
• Bank of India
• IndusInd Bank Limited
• The Hong Kong and Shanghai Banking Corporation

Facilities :

(Rs. In Million)

SECURED LOAN	As on 31.03.2015	As on 31.03.2014
LONG TERM BORROWING
Other loans and advances
Vehicle loans [Secured by hypothecation of Vehicles. Repayable within 5 years from the date of sanction. Carry rate of Interest between 12% to 15%.]	1.510	1.960
SHORT TERM BORROWING
From banks
Buyers Credit in foreign currency	0.000	114.760
Working capital facilities [Secured by hypothecation of Stocks, book debts and other current assets of the Company. Carrying rate of Interest between 0.98% to 11.75%.]	0.000	353.700
Total	1.510	470.420

Financial Institutions :	The Industrial Credit and Investment Corporation of India Llimited, 163, Backbay Raclamation, Mumbai - - 400020, Maharashtra, India
Auditors :
Name :	M/s. B.K.Khare and Company Chartered Accountants
Address :	707/708, Sharda Chambers, New Marine Lines, Mumbai – 400020, Maharashtra, India
Tel. No.:	91-22-22000607/ 7318/ 6360 91-22-66315835/ 36
Fax No.:	91-22-22003476
E-Mail :	info@bkkhareco.com
Memberships :	Not Available
Collaborators :	Not Available
Holding Company:	Asia Investment Private Limited
Fellow subsidiaries:	Anand Automotive Private Limited Anand I-Power Limited (erstwhile PCIL) Victor Gaskets India Limited Chang Yun India Private Limited

CAPITAL STRUCTURE

AS ON 31.03.2015

Authorised Capital :

No. of Shares	Type	Value	Amount
150000000	Equity Shares	Rs.1/- each	Rs. 150.000Million
100000	preference shares	Rs.100/- each	Rs. 10.000 Million
	Total		Rs.160.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
143643940	Equity Shares	Rs.1/- each	Rs. 143.640 Million
	Add: Share forfeiture		Rs. 0.030 Million
	Total		Rs.143.670 Million

a) Rights, preferences and restrictions attached to Equity shares:

The Company has only one class of share referred to as Equity shares having a par value of Re.1 per share. Each holder of Equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the unlikely event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders. During the year ended 31st March 2015, the amount of per share dividend recognized as distributions to Equity shareholders was H1.05 (31st March 2014: Re. 0.850 Million).

b) Reconciliation of opening and closing Equity Share capital:

Particulars	As at 31st March, 2015
	Number of shares held	(Rs. In Million)
Balance at the beginning of the year	143643940	143.640
Balance at the end of the year	143643940	143.640

c) Details of shares held by the Holding company, the ultimate Holding company, their subsidiaries and associates:

Particulars	As at 31st March, 2015
	Number of shares held	% of Shareholding
Equity shares of Re. 1 Each fully paid up held by Asia Investments Private Limited (Holding company)	71905468	50.060

d) Details of shares held by each shareholder holding more than 5% of the aggregate shares in the Company:

Particulars	As at 31st March, 2015
	Number of shares held	% of Shareholding
Equity shares of Re. 1 Each fully paid up held by Asia Investments Private Limited (Holding company)	71905468	50.060
Equity shares of Re. 1 Each fully paid up held by Kayaba Industry Co Limited	7937360	5.530

e) Aggregate number of bonus share issued, for consideration other than cash for the last five years immediately preceding the reporting date

Particulars	As at 31st March, 2015
	Number of shares held
Equity share allotted as fully paid bonus shares by capitalisation of general reserve	71821970

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2015	31.03.2014	31.03.2013
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	143.670	143.670	143.670
(b) Reserves & Surplus	3110.670	2708.050	2424.910
(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)	3254.340	2851.720	2568.580
(3) Non-Current Liabilities
(a) long-term borrowings	58.400	95.650	163.850
(b) Deferred tax liabilities (Net)	104.910	95.510	110.510
(c) Other long term liabilities	93.100	40.900	36.530
(d) long-term provisions	0.000	0.000	56.730
Total Non-current Liabilities (3)	256.410	232.060	367.620
(4) Current Liabilities
(a) Short term borrowings	0.000	468.460	493.140
(b) Trade payables	1907.260	1571.660	1373.450
(c) Other current liabilities	410.680	429.310	517.970
(d) Short-term provisions	335.140	307.770	197.890
Total Current Liabilities (4)	2653.080	2777.200	2582.450
TOTAL	6163.830	5860.980	5518.650
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	2655.360	2635.960	2498.610
(ii) Intangible Assets	21.280	35.960	55.670
(iii) Capital work-in-progress	30.970	124.610	63.880
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.230	0.230	0.230
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	226.390	233.390	306.050
(e) Other Non-current assets	24.000	1.640	0.000
Total Non-Current Assets	2958.230	3031.790	2924.440
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	1121.400	1168.190	1111.780
(c) Trade receivables	1723.350	1360.800	1170.210
(d) Cash and cash equivalents	38.850	47.120	69.560
(e) Short-term loans and advances	320.950	252.920	237.480
(f) Other current assets	1.050	0.160	5.180
Total Current Assets	3205.600	2829.190	2594.210
TOTAL	6163.830	5860.980	5518.650

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2015	31.03.2014	31.03.2013
	SALES
	Income	14440.980	12866.080	12053.230
	Other Income	43.120	56.330	42.250
	TOTAL (A)	14484.100	12922.410	12095.480
Less	EXPENSES
	Cost of Materials Consumed	10319.200	9332.310	8800.320
	Purchases of Stock-in-Trade	100.650	44.300	40.860
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	12.000	-99.990	-86.560
	Employees benefits expense	1075.460	937.030	907.150
	Exceptional Items	6.000	42.000	59.380
	Other expenses	1769.190	1748.490	1567.870
	TOTAL (B)	13282.500	12004.140	11289.020
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	1201.600	918.270	806.460
Less	FINANCIAL EXPENSES (D)	54.800	89.960	121.870
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	1146.800	828.310	684.590
Less/ Add	DEPRECIATION/ AMORTISATION (F)	311.320	270.730	272.780
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	835.480	557.580	411.810
Less	TAX (H)	235.240	131.590	30.460
	PROFIT/ (LOSS) AFTER TAX (G-H) (I)	600.240	425.990	381.350
Less	APPROPRIATIONS
	Transfer to General Reserve	0.000	62.790	38.100
	Dividend	64.640	122.100	107.700
	Tax on Dividend	13.230	20.750	17.500
	Balance Carried to the B/S	2554.810	2048.750	218.050
	EARNINGS IN FOREIGN CURRENCY
	F.O.B. Value of Exports	527.730	346.080	399.760
	TOTAL EARNINGS	527.730	346.080	399.760
	IMPORTS
	Raw Materials	2104.940	1911.920	1876.030
	Components and Stores parts	71.160	52.050	23.560
	Capital Goods	48.600	48.520	66.060
	TOTAL IMPORTS	2224.700	2012.490	1965.650
	Earnings / (Loss) Per Share (Rs.)	4.18	2.97	2.65

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2015	31.03.2014	31.03.2013
Current Maturities of Long term debt	74.490	95.630	144.460
Cash generated from operations	1176.880	822.090	1,287.660
Net cash flow from / (used in) operating activities	960.980	685.330	1,228.180

QUARTERLY RESULTS

Particulars	30.06.2015 (Unaudited)	30.09.2015 (Unaudited)
Net Sales	3418.850	3751.790
Total Expenditure	3115.090	3422.600
PBIDT (Excl OI)	303.760	329.190
Other Income	13.320	11.630
Operating Profit	317.080	340.820
Interest	7.220	5.820
Exceptional Items	(1.500)	(1.500)
PBDT	308.360	333.500
Depreciation	82.100	82.650
Profit Before Tax	226.260	250.850
Tax	51.660	57.930
Provisions and contingencies	NA	NA
Profit After Tax	174.600	192.920
Extraordinary Items	NA	NA
Prior Period Expenses	NA	NA
Other Adjustments	NA	NA
Net Profit	174.600	192.920

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT / Sales)	(%)	4.16	3.31	3.16
Operating Profit Margin (PBIDT/Sales)	(%)	8.32	7.14	6.69
Return on Total Assets (PBT/Total Assets}	(%)	13.62	9.72	7.55
Return on Investment (ROI) (PBT/Networth)		0.26	0.20	0.16
Debt Equity Ratio (Total Debt /Networth)		0.04	0.23	0.31
Current Ratio (Current Asset/Current Liability)		1.21	1.02	1.00

STOCK PRICES

Face Value	Rs.1.00/-
Market Value	Rs.85.15/-

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	143.670	143.670	143.670
Reserves & Surplus	2424.910	2708.050	3110.670
Net worth	2568.580	2851.720	3254.340
Long-term borrowings	163.850	95.650	58.400
Short term borrowings	493.140	468.460	0.000
Current maturities of long-term debts	144.460	95.630	74.490
Total borrowings	801.450	659.740	132.890
Debt/Equity ratio	0.312	0.231	0.041

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	12053.230	12866.080	14440.980
		6.744	12.241

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	12053.230	12866.080	14440.980
Profit	381.350	425.990	600.240
	3.16%	3.31%	4.16%

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check list by info agents	Available in Report (Yes/No)
1	Year of establishment	Yes
2	Constitution of the entity -Incorporation details	Yes
3	Locality of the entity	Yes
4	Premises details	No
5	Buyer visit details	--
6	Contact numbers	Yes
7	Name of the person contacted	No
8	Designation of contact person	No
9	Promoter’s background	Yes
10	Date of Birth of Proprietor / Partners / Directors	Yes
11	Pan Card No. of Proprietor / Partners	No
12	Voter Id Card No. of Proprietor / Partners	No
13	Type of business	Yes
14	Line of Business	Yes
15	Export/import details (if applicable)	No
16	No. of employees	No
17	Details of sister concerns	Yes
18	Major suppliers	No
19	Major customers	No
20	Banking Details	Yes
21	Banking facility details	Yes
22	Conduct of the banking account	--
23	Financials, if provided	Yes
24	Capital in the business	Yes
25	Last accounts filed at ROC, if applicable	Yes
26	Turnover of firm for last three years	Yes
27	Reasons for variation <> 20%	--
28	Estimation for coming financial year	No
29	Profitability for last three years	Yes
30	Major shareholders, if available	Yes
31	External Agency Rating, if available	Yes
32	Litigations that the firm/promoter involved in	--
33	Market information	--
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

HIGHLIGHTS OF PERFORMANCE

The Company recorded total sales of H14,298.400 Million (H12,745.210 Million in 2013-14), registering a growth of 12%, which outperformed the auto industry growth of 7.2% during the year. The Company reported a 30.85% growth in EBITDA, largely on account of volume growth in the two-wheeler segment, higher exports and expense control. The result was a Profit after Tax of H600.24 Million (H425.990 Million in 2013-14), which represented a 40.9% growth over the previous year. The Earnings per Share increased to H4.18 from H2.97 per share in 2013-14.

What is creditable is that the various economic and sector challenges notwithstanding, the Company reported an

improvement in EBITDA margins – from 7.04% in the first quarter of the year under review to 8.34% in the last quarter. The result is that the Company’s annual EBITDA margin strengthened from 7.14% in 2013-14 to 8.32% in 2014-15.

Two/three-wheeler

The Company reported H8,869.300 Million in revenues from this segment during the year, which was a 18% growth over the previous year. The Company’s two/threewheeler accounted for 62% of total revenues compared to 59% in 2013-14. The Company accounted for a larger share of the wallet of prominent customers like TVS, Honda and Yamaha.

Passenger cars

The Company’s revenues contracted by 2% during the year following 3.9% industry growth in the passenger vehicle segment. The Company’s passenger cars accounted for 26% of total revenues compared to 30% in 2013-14. The Company addressed the needs of respected customers like Maruti Suzuki India Limited, Mahindra and Mahindra Limited, Volkswagen and Toyota Kirloskar.

Commercial vehicle and railways

The Company reported H1,569.500 Million in revenues from this segment during the year, which was a 15.5% growth over the previous year. The commercial vehicle and railways accounted for 11% of the total revenues

Exports

Over the years, the Company strengthened its research, product customisation, technology arrangements, quality

and cost management not only to address the available opportunity in India but also to carve out a growing share of global opportunities

The Company’s increasing focus on exports was inspired by a need to progressively de-risk revenues from an excessive dependence on the domestic geography, increased sales and graduate to superior economies, enhancing competitiveness. The Company’s exports increased from H358.230 Million in 2013-14 to H552 Million in 2014-15 i.e. a growth of correspondingly, exports as a proportion of sales increased from 3% in 2013-14 to 4%.

During the year, the Company received an export order from Mahindra GenZe USA (electric scooter developed, made and manufactured in Michigan by Mahindra USA used for campus movements for R-scooter– Amphere). The Company also won an export order for commercial vehicle from ASEAN region where production will commence from December 2015

After-market

The after-market domestic segment reported revenues of Rs, 1,6220 Million in 2014-15, a 15% growth over the previous year. Revenues from the after-market as a proportion of sales increased from 11.1% in 2013-14 to 11.3% in 2014-15. The growth in this segment was mainly derived from launch of new products and entry into new geographies. The Company strengthened its brand and retailer-connect through the launch of the first-of-its-kind Elite Retailer programmed which was conducted across 198 retailers in 2014-15.

BUSINESS OUTLOOK

The prospects of the Company appear reasonably optimistic for a number of reasons. The forecast for 2015-16 is expected to be marginally better even as double-digit sectoral growth may be elusive. With the government’s ‘Make in India’ initiative likely to strengthen the case for manufacturing and moderate GDP growth expected, the Indian auto sector appears poised for a reasonable improvement. The Company’s performance in aftermarket and exports is expected to do better on the bench of improved thrust and focus.

OPERATIONS

The Company is pleased to report that a high operating efficiency across its various manufacturing plants represented the bedrock of its success. This operating efficiency was marked by process improvements, constant

Benchmarking with available best practices, technology collaborations, employee training and a conducive working environment.

Parwanoo (Himachal Pradesh): This plant manufactures GRC shox, SOQI shox, McPherson struts and front forks.The plant strengthened its 5S and energy management, moderating energy costs per unit. The plant added a number of aftermarket products and reported a significant improvement in leveraging the Heijunka production system

Khandsa (Haryana): It addresses the growing requirements of Maruti Suzuki, its single largest customer. During the year under review, the Company widened its product diversity, making it possible to address the needs of other customers as well. The plant retained its competitive edge through the sustained implementation of Lean Manufacturing concepts, which translated into enhanced line efficiency, human productivity and material economy. The plant received an award at the Quality Circle competition (QCFI-Delhi Chapter) and appreciation by Honda Cars India Limited for the best Quality Circle practices and team working, among others.

Chakan (Maharashtra): The plant is adequately empowered through relevant global quality certifications like TS16949, ISO 14001, OSHAS 18001 and VDA 6.3. The plant strengthened its manufacturing competencies by setting new benchmarks, which were recognised through awards from reputed customers and other prominent agencies. The plant was showcased as a benchmark plant by Toyota, Honda and Volkswagen to their other suppliers

The Company strengthened its holistic responsibility through the installation of state-of-art technologies and processes (chrome plating, painting, laser welding and component leaning) as well as the installation of a solar plant(for captive consumption), moderating the carbon footprint andmaking the plant a showcase for the ‘Best Green Initiative’. The plant also won a prestigious green initiative award from the reputable Dr. R.J.Rathi and the DSK Energy Gold Award. The plant won a number of awards across categories for incorporating best practices in AHPS, EHS and MSES; it wasprovided a Toyota commendation certificate for achieving quality targets. The plant won the coveted gold award at the national level in Total Employee Involvement from ACMA, thePar Excellence Award in Quality Circle and the Gold and Silver Award in Safety from QCFI.

Aluminum Casting Facility, Chakan (Maharashtra): This facility continued to report year-on-year improvement in efficiency and energy management systems, winning the prestigious ‘Trailblazer Innovation Award’ within Anand Group. The plantstrengthened its quality and competitiveness related to the manufacture of specialty aluminum castings for front forks. The facility focused on enhancing plant efficiency, quality and carbon foot print reduction. It developed the new front fork outer tube casting for Honda Motors and Scooters as wellas new products for Yamaha and Royal Enfield. The plant is also focusing on backward integration by manufacturing Special Aluminum Alloy AC4D within the facility in this financial year.

Ambad (Maharashtra): The plant set quality benchmarks and won customer appreciation through the BAL TPM Excellence Award and Honda National Level Quality Circle Award; it won industry appreciation through the Platinum Award from FICCI (second time) in 2013. The plant received the Gold Award at the National Level ACT Summit 2015 for Best Quality Case Study, first prize in the Kaizen Competition organised byACNA West Region and first prize in the Regional Quality Circle Competition (organised by HMSI 2 and 4 wheeler).

Dewas (Madhya Pradesh): The plant retained its topline despite a demand decline for commercial vehicles, excelling across a number of performance ratios. The Dewas plant focused on the upgradation of facilities; it embarked on the VSME journey to create a win-win customer-supplier proposition. The plant was acknowledged among the five best technology suppliers by VECV. The plant was the prime contributor in the Company winning the Mahindra – SPD Best Supplier Award. The plant received the letter of intent for an export breakthrough order from Isuzu (commercial vehicles). The Dewas plant continued to strengthen its dominance in the domestic commercial vehicles segment through an increased share of business from longstanding and emerging OEMs.

Hosur (Tamil Nadu): The plant, the Company’s largest, reported substantial improvements in lean manufacturing

and operational decongesting. The plant focused on process improvement, automation, vendor reduction and capacityenhancement for shock absorbers.

Malur (Karnataka): This plant reported a 118 % increase in volumes. The Company’s new facility commenced production in May 2013 to service the growing needs of Honda Motorcycles and Scooters India. The plant achieved cost reduction, which was recognised through VAVE [Value Added Value Engineering] award for 2014-15 from SuzukiMotorcycles and Scooters India Private Limited.

Sanand (Gujarat): The plant continues to service the needs of TATA Nano programme.

Aurangabad (Maharashtra): The satellite plant represents a manufacturing and assembly extension to the Ambad plantfor addressing the large requirements of Bajaj Auto

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

INDIAN ECONOMY

India reported a stable rupee,decline in inflation, increased domestic demand, growinginvestments and a declining oil bill. This reality was in contrast to the situation of theearlier years, marked by erstwhile inflation, high fiscal deficit, dwindling domesticdemand, external account imbalance and an oscillating rupee. The inflation decline in the initial months of the year was faster than anticipated. A decline in the price of crude and tradeable commodities helped moderateheadline inflation. A tight monetary policy helped contain demand pressures, creating a buffer against external shocks and moderating rupee volatility vis-à-vis other currencies. The latest estimates of national income indicate that growth revival, which hadcommenced in 2013-14, gained vigour in 2014-15. From a macroeconomic perspective, it is then increasingly evident that the worst is over (Source: Central Statistics Office). India is estimated to grow 7.4% in 2014-15 (6.9% in 2013-14). India grew 7.5% in the October-December quarter, exceeding China’s 7.3% during the same period, making India the fastest growing major economy in the world. The prevailing economic optimism could catapult India towards double-digit growth across the medium-term (Source: Economic Survey 2015).

OUTLOOK

India is expected to emerge as a global destination-ofchoice for the design and manufacture of automobiles and auto components with output projected to reach US$ 145 billion by 2016, accounting for more than 10% of the GDP and providing an additional employment to 25 million people. India’s automotive industry is expected to reach 7 million vehicles milestone by 2020, making the country the third largest auto manufacturer in the world behind the US and China (Source: The Economic Times).

UNSECURED LOAN

(Rs. In Million)

Particulars	As on 31.03.2015	As on 31.03.2014
LONG TERM BORROWING
Deferred sales tax (interest free)	2.520	3.150
Fixed deposits [Deposits from public carry interest between 8.5% to 10% p.a. and having maturity period ranging from 1 year to 3 years from the date of deposit]	25.760	90.540
Long term maturities of finance lease obligations	28.610	0.000
Total	56.890	93.690

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30.09.2015

(Rs. In Million)

Particulars	Quarter Ended		Year to dare
	30.09.2015	30.09.2015	30.06.2015
	( Unaudited)	( Unaudited)	( Unaudited)
1. Income from operations
a) Net sales/ Income from operation (net of excise duty)	3715.100	3398.460	7111.560
b) Other operating income	36.690	22.390	59.080
Total income from Operations(net)	3751.790	3420.850	7170.640
2.Expenditure
a) Cost of material consumed	2664.980	2433.200	5098.180
b) Purchases of stock in trade	28.680	30.060	58.740
c) Changes in inventories of finished goods, work-in-progress and stock-in-trade	(0.560)	(0.180)	(0.740)
d) Employees benefit expenses	284.950	265.350	550.300
e) Depreciation and amortization expenses	82.650	82.100	164.750
f) Other expenditure	444.550	386.660	831.210
Total expenses	3505.250	3197.190	6702.440
3. Profit from operations before other income and financial costs	248.540	221.660	468.200
4. Other income	11.530	13.320	24.950
5. Profit from ordinary activities before finance costs	258.170	234.980	493.150
6. Finance costs	5.820	7.220	13.040
7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items	252.350	227.760	480.110
8. Exceptional item	1.500	1.500	3.000
9. Profit from ordinary activities before tax Expense:	250.850	226.260	477.110
10. a. Tax expenses	57.930	51.840	109.770
b. Tax (Income)/ expense for previous years	0.000	(0.180)	(0.180)
11.Net Profit / (Loss) from ordinary activities after tax (9-10)	192.920	174.600	367.520
12.Extraordinary Items (net of tax expense)	--	--	--
13.Net Profit / (Loss) for the period (11 -12)	192.920	174.600	367.520
14.Paid-up equity share capital (Face value Rs.10/- per share)	143.640	143.640	143.640
15. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year	--	--	--
16.i) Earnings per share (before extraordinary items) of Rs.10/- each) (not annualized):
(a) Basic	1.34	1.22	2.56
(b) Diluted	1.34	1.22	2.56

Particulars	3 Months Ended ( Unaudited)	Six Months Ended ( Unaudited)	3 Months Ended ( Unaudited)
	30.09.2015	30.09.2015	30.06.2015
A. Particulars of shareholding
1. Public Shareholding
- Number of shares	65166472	65166472	65166472
- Percentage of shareholding	45.40	45.40	45.40
2. Promoters and Promoters group Shareholding-
a) Pledged /Encumbered
Number of shares	--	--	--
Percentage of shares (as a % of total shareholding of the promoter and promoter group)	--	--	--
Percentage of shares (as a % of total share capital of the company)	--	--	--
b) Non Encumbered
Number of shares	78475468	78475468	78475468
Percentage of shares (as a % of total shareholding of the promoter and promoter group)	100.00	100.00	100.00
Percentage of shares (as a % of total share capital of the company)	54.60	54.60	54.60
B. Investor Complaints	3 Months Ended
	30.09.2015
Pending at the beginning of the quarter	Nil
Receiving during the quarter	95
Disposed of during the quarter	95
Remaining unreserved at the end of the quarter	Nil

Notes:

1. The above results have been reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on 3rd November, 2015

2. The Company is engaged primarily in the business of auto components and parts, accordingly, there are no separate reportable segments as per Accounting Standard-17 dealing with Segment Reporting.

3. Exceptional items represent provisions made on account of re-assessment of disputed liabilities towards rates and taxes of Rs. 1.500 million each for the quarters ended 30th September 2015, 30th June 2015 and 30th September 2014, Rs. 3.000 million each for the half years ended 30th September 2015 and 30th September 2014 and Rs. 6.000 million for the year ended 31st March 2015.

4. The figures for quarters ended 30th September 2015 and 2014 are the balancing figures between the audited figures of half years ended 30th September 2015 and 2014 respectively and published financial results of quarters ended 30lh June 2015 and 2014 respectively.

5. The Board of Directors in their meeting held on 3rd November 2015, have declared an interim dividend of 45% amounting to Rs.0.45 per share. The record date for the same is 17th November 2015.

6. The figures for the previous periods have been regrouped/reclassified, wherever necessary to confirm to the current period’s presentation.

STATEMENT OF ASSETS AND LIABILITIES

SOURCES OF FUNDS	30.09.2015
	( Unaudited)
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	143.670
(b) Reserves & Surplus	3400.320
(c) Money received against share warrants	0.000
(2) Share Application money pending allotment	0.000
Total Shareholders’ Funds (1) + (2)	3543.990
(3) Non-Current Liabilities
(a) long-term borrowings	81.650
(b) Deferred tax liabilities (Net)	97.500
(c) Other long term liabilities	0.000
(d) long-term provisions	99.670
Total Non-current Liabilities (3)	278.820
(4) Current Liabilities
(a) Short term borrowings	0.000
(b) Trade payables	1845.020
(c) Other current liabilities	394.160
(d) Short-term provisions	312.630
Total Current Liabilities (4)	2551.810
TOTAL	6374.620
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	2675.590
(ii) Intangible Assets
(iii) Capital work-in-progress
(iv) Intangible assets under development
(b) Non-current Investments	0.230
(c) Deferred tax assets (net)	0.000
(d) Long-term Loan and Advances	232.940
(e) Other Non-current assets	64.000
Total Non-Current Assets	2972.760
(2) Current assets
(a) Current investments	0.000
(b) Inventories	1143.940
(c) Trade receivables	1807.340
(d) Cash and cash equivalents	149.990
(e) Short-term loans and advances	299.290
(f) Other current assets	1.300
Total Current Assets	3401.860
TOTAL	6374.620

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10286277	19/04/2011	300,000,000.00	INDUSIND BANK LIMITED	DR.GOPAL DAS BHAWAN,28,BARAKHAMBA ROAD, NEW DELHI  , NEW DELHI, DELHI - 110001, INDIA	B12717047
2	10186858	25/11/2009	3,000,000.00	DIRECTOR OF INDUSTRIES THROUGH MEMBER SECRETARY SI  NGLE WINDOW CLEARING AGENCY PARWANOO	SINGLE WINDOW CLEARANCE AGENCY, PARWANOO, PARWANO, HIMACHAL PRADESH - 173220, INDIA	A73612533
3	90089794	14/11/1992	7,500,000.00	THE INDUSTRIAL CREDIT AND INVESTMENT CORPN. OF INDIA LIMITED	163 ; BACKBAY RACLAMATION, BOMBAY, MAHARASHTRA - 400020, INDIA	-
4	90089749	28/05/1992	34,679,920.00	THE INDUSTRIAL CREDIT AND INVESTMENT CORPN. OF INDIA LIMITED	163 ; BACKBAY RACLAMATION, BOMBAY, MAHARASHTRA - 4  00020, INDIA	-
5	90089704	27/12/1991	12,500,000.00	THE INDUSTRIAL CREDIT AND INVESTMENT CORPN. OF INDIA LIMITED	163 ; BACKBAY RACLAMATION, BOMBAY, MAHARASHTRA - 400020, INDIA	-
6	90089466	17/06/2014 *	1,000,000,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL (  WEST), MUMBAI, MAHARASHTRA - 400013, INDIA	C36964641

* Date of charge modification

CONTINGENT LIABILITIES:

(Rs. in million)

PARTICULARS	31.03.2015	31.03.2014
Bills discounted with banks	149.610	209.760
Disputed tax matters
a) Company in appeal	201.690	181.390
b) Matters decided in Company's favour,tax authorities in appeal before the High Court	41.440	41.440
c) Others	27.510	--
Claims against the Company, not acknowledged as debts	292.60	292.60

FIXED ASSETS

Tangible Assets

· Freehold Land

· Leasehold Land

· Buildings

· Plant and Machinery

· Vehicles

· Furniture and Fixtures

Intangible Assets

· Computer Software

· Technical Knowhow

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.67.04
UK Pound	1	Rs.101.67
Euro	1	Rs.73.93

INFORMATION DETAILS

Information Gathered by :	PRT
Analysis Done by :	KAR
Report Prepared by :	GEET

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	9
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILITY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	8
--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		68

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.