MIRA INFORM REPORT

Report No. :	307140
Report Date :	13.02.2015

IDENTIFICATION DETAILS

Name :	DENSO INTERNATIONAL INDIA PRIVATE LIMITED (w.e.f. 29.10.2010)
Formerly Known As :	DENSO SALES INDIA PRIVATE LIMITED
Registered Office :	B-1/D-4, Ground Floor, Mohan Co - Operative Industrial Estate, Mathura Road New Delhi-110044
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	29.04.1999
Com. Reg. No.:	55-099530
Capital Investment / Paid-up Capital :	Rs. 104.400 millions
CIN No.: [Company Identification No.]	U74210DL1999PTC099530
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	AABCD1103D
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is engaged in the business of providing management consultancy and technical consultancy services to other entities related to the Denso group and trading of auto components which is incidental to the services provided by the Company.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (54)

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

Maximum Credit Limit :	USD 2000000
Status :	Good
Payment Behavior :	Regular
Litigation :	Clear
Comments :	Subject is a well-established company having fine track record. The rating reflects company’s healthy operational profile marked by decent financial base and adequate liquidity position of the company. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitment. 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.

ECGC Country Risk Classification List – December 31, 2014

Country Name	Previous Rating (30.09.2014)	Current Rating (31.12.2014)
India	A1	A1

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

EXTERNAL AGENCY RATING

Rating Agency Name	Not Available
Rating	Not Available
Rating Explanation	Not Available
Date	Not Available

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 31-03-2014.

LOCATIONS

Registered Office :	B-1/D-4, Ground Floor, Mohan Co - operative Industrial Estate, Mathura Roa New Delhi-110044, India
Tel. No.:	91- 11-26952308 / 26953994
Fax No.:	91- 11-26953993
E-Mail :	deepak_aneja@denso.co.in dnin_cs@denso.co.in
Website :	http://www.denso.co.in
Corporate Office :	Chimes 61, Sector 44, Gurgaon-122003, Haryana, India
Tel. No.:	91-124-4803200
Fax No.:	91-124-4803201
Branch Office:	Located at Plot No - 3, Sector - 3, IMT Manesar, Gurgaon -122050, Haryana, India Chennai Kolkata Mumbai Pune
Sales Office :	Located at · Kolkata Mumbai Pune Bangalore Chennail
Technical Centre :	Located at · Manesar, Gurgaon, Haryana, India

DIRECTORS

As on: 25.09.2014

Name :

Mr. Yoshitaka Kajita

Designation :

Managing Director

Address :

F-81, Raheja Atlantis, NH-8, Gurgaon-122002, Haryana, India

Date of Birth/Age :

04.04.1957

Qualification :

Bachelor of Economics

Experience :

32 Years

Date of Appointment :

27.07.2010

DIN No.:

02677480

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	U74210DL1999PTC099530	Denso International India Private Limited	Managing director	27-07-2010	06-05-2009	-	Active	NO
2	L74899DL1985PLC020134	SUBROS LIMITED	Alternate director	03-11-2014	31-07-2009	-	Active	NO
3	U52110DL1984PLC019375	DENSO INDIA LIMITED	Alternate director	11-08-2009	11-08-2009	29-01-2010	Active	NO

Name :

Mr. Takao Nojiri

Designation :

Director

Address :

1701, Tower A-2, World SPA, Sector-31, Gurgao-122001, Haryana, India

Date of Birth/Age :

09.09.1960

Qualification :

Master of Mechanical Engg.

Experience :

29 Years

Date of Appointment :

30.09.2011

DIN No.:

03264647

Name :

Mr. Yoshikazu Makino

Designation :

Director

Address :

R/o: 2-7-10 Tatsuminishi,, Okazaki-City, Aichi- Prefecture, Aichi, 4440875, Japan

Date of Appointment :

26.06.2013

DIN No.:

06607581

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	U74210DL1999PTC099530	Denso International India Private Limited	Director	26-09-2013	26-06-2013	-	Active	NO
2	L74899DL1985PLC020134	SUBROS LIMITED	Director	28-07-2014	29-07-2013	03-11-2014	Active	NO

KEY EXECUTIVES

Name :	Mr. Deepak Aneja
Designation :	Secretary
Address :	206, Tower-2, Valley View Estate, Gurgaon-122003, Haryana, India
Date of Birth/Age :	19.11.1972
Date of Appointment :	01.04.2012
PAN No.:	ADIPA4486D

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 25.09.2014

Names of Shareholders	No. of Shares	Percentage
Denso Corporation, Japan	10440000	99.99
Denso International Asia Pte. Limited, Singapore	20	0.01
Total	10440020	100.00

Equity Share Break up (Percentage of Total Equity)

As on: 25.09.2014

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Subject is engaged in the business of providing management consultancy and technical consultancy services to other entities related to the Denso group and trading of auto components which is incidental to the services provided by the Company.
Products/Service :	Service Providing
Brand Names :	Not Available
Agencies Held :	Not Available
Exports :	Not Available
Imports :	Not Available
Terms :	Not Available

GENERAL INFORMATION

Suppliers :

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

Customers :

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

No. of Employees :

Not Available

Bankers :

Not Available

Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	T 4 – 4301, Planet Godrej, K K Marg, Mumbai-400011, Maharashtra, India
PAN N Income-tax PAN of auditor or auditor's firm :	AABFD2095B
Memberships :	Not Available
Collaborators :	Not Available
Holding Company:	· Denso Corporation, Japan
Fellow subsidiaries:	· Denso India Limited L52110DL1984PLC019375 · Denso International Asia Company Limited · Denso International Asia Pte. Limited · Denso Haryana Private Limited U74899DL1997PTC089205 · Denso Kirloskar Industries Private Limited U34300KA1998PTC023708 · Denso Sales (Thailand) Company Limited · Denso Subros Thermal Engineering Centre India Limited · Denso Thailand Company Limited · SIAN Denso Manufacturing Company Limited · ASMO Company Limited · Denso (China) Investment Company Limited · Hamakano Denso, Japan · Denso International America (DIAM) · Denso Unity Service Corporation · Denso Sales Korea Corporation

CAPITAL STRUCTURE

As on 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
50010000	Equity Shares	Rs.10/- each	Rs. 500.100 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
10440020	Equity Shares	Rs.10/- each	Rs. 104.400 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	104.400	104.400	104.400
(b) Reserves & Surplus	585.014	559.346	511.696
(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)	689.414	663.746	616.096
(3) Non-Current Liabilities
(a) Long-term borrowings	476.117	470.389	500.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	8.044	7.824	6.224
Total Non-current Liabilities (3)	484.161	478.213	506.224
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	63.719	54.477	42.282
(c) Other current liabilities	44.703	31.117	181.545
(d) Short-term provisions	59.738	105.416	23.514
Total Current Liabilities (4)	168.160	191.010	247.341
TOTAL	1341.735	1332.969	1369.661
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	767.313	786.136	131.474
(ii) Intangible Assets	22.263	15.758	4.932
(iii) Capital work-in-progress	0.923	0.148	572.781
(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)	6.935	15.724	9.406
(d) Long-term Loan and Advances	150.522	110.024	85.093
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	947.956	927.790	803.686
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	0.331	0.000	0.000
(c) Trade receivables	214.093	218.072	147.803
(d) Cash and cash equivalents	125.245	122.536	388.535
(e) Short-term loans and advances	29.534	34.711	19.151
(f) Other current assets	24.576	29.860	10.486
Total Current Assets	393.779	405.179	565.975
TOTAL	1341.735	1332.969	1369.661

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014	31.03.2013	31.03.2012
	SALES
		Income
		Other Income
		TOTAL	1062.053	1073.713	643.539
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	830.146	828.182	579.972
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		231.907	245.531	63.567
Less/ Add	DEPRECIATION/ AMORTISATION		132.888	74.882	17.714
	PROFIT BEFORE TAX		99.019	170.649	45.853
Less	TAX		36.649	57.333	24.631
	PROFIT AFTER TAX		62.370	113.316	21.222
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		149.449	113.131	106.387
	BALANCE CARRIED TO THE B/S		211.819	226.447	127.609
	EARNINGS IN FOREIGN CURRENCY
		Entrustment Income	185.700	NA	56.257
	TOTAL EARNINGS		185.700	NA	56.257
	IMPORTS
	Components and Stores parts		0.998	NA	0.000
	Capital Goods		50.570	NA	493.226
	TOTAL IMPORTS		51.568	NA	493.226
	Earnings Per Share (Rs.)		5.97	10.85	2.03

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	5.87	10.55	3.30
Return on Total Assets (PBT/Total Assets}	(%)	7.42	12.96	5.82
Return on Investment (ROI) (PBT/Networth)		0.14	0.26	0.07
Debt Equity Ratio (Total Debt /Networth)		0.69	0.71	0.81
Current Ratio (Current Asset/Current Liability)		2.34	2.12	2.29

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	104.400	104.400	104.400
Reserves & Surplus	511.696	559.346	585.014
Net worth	616.096	663.746	689.414
long-term borrowings	500.000	470.389	476.117
Short term borrowings	0.000	0.000	0.000
Total borrowings	500.000	470.389	476.117
Debt/Equity ratio	0.812	0.709	0.691

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Total Income	643.539	1073.713	1062.053
		66.845	-1.086

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Total Income	643.539	1073.713	1062.053
Profit	21.222	113.316	62.370
	3.30%	10.55%	5.87%

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	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	No
24]	Banking facility details	No
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

SALES AND PROFITABILITY:

Gross Sales of the Company for the financial year ended 31st March, 2014 is Rs1029.000 million. The other income of the Company is Rs. 32.000 million. During the year under report the Companies net profit after tax is Rs62.000 million as compared to last year Rs. 113.000 million.The main reason for decrease in the profit level of the Company is the increase in employee benefit expenses.

UNSECURED LOAN

Unsecured Loan	31.03.2014 (Rs. in Millions)	31.03.2013 (Rs. in Millions)
Long-term Borrowings
Other external commercial borrowings	476.117	470.389
Total	476.117	470.389

CONTINGENT LIABILITIES:

(Rs. in millions)

PARTICULARS	31.03.2014
Claims against company not acknowledged as debt	0.492
Total	0.492

NOTE: NO CHARGES EXIST FOR COMPANY 

FIXED ASSETS

¯ Tangible Assets

Plant and Equipment

Factory Equipments

Other Plant and Equipment

Furniture and Fixtures

Vehicles

Office Equipment

Computer Equipments

¯ Intangible Assets

Computer Software

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

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

Charges or investigation registered against subject: None

7] Criminal Records

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

8] Affiliation with Government :

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

9] Compensation Package :

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

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

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

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

CONTRAVENTION

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

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.62.43
UK Pound	1	Rs.95.02
Euro	1	Rs.70.63

INFORMATION DETAILS

Analysis Done by :	KRN
Report Prepared by :	MTN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILITY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		54

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.