MIRA INFORM REPORT

Report No. :	305464
Report Date :	30.01.2015

IDENTIFICATION DETAILS

Name :	TI TSUBAMEX PRIVATE LIMITED
Registered Office :	Dare House, 234, N S C Bose Road, Chennai – 600 001, Tamilnadu
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	03.01.2014
Com. Reg. No.:	18-094447
Capital Investment / Paid-up Capital :	Rs.40.000 millions
CIN No.: [Company Identification No.]	U28910TN2014PTC094447
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is engaged in the business of design and engineering of sheet metal dies and fixtures and providing related services.
No. of Employees :	Information declined by the Management.

RATING & COMMENTS

MIRA’s Rating :

NB

RATING		STATUS	PROPOSED CREDIT LINE
-	NB	New Business	-

Maximum Credit Limit :	USD 64400
Status :	New Company
Payment Behaviour :	Unknown
Litigation :	Clear
Comments :	Subject is a new company incorporated during 3^rd January, 2014. Mr. R.V. Prasad, External Communications Lead – GCC has denied to disclose any information to us. As per the latest financial record of 2014, the company has incurred huge pre-operating expenses which has resulted into accumulated loss recorded by the company. As per the status in the registrar of companies business appears to be active. Payments are reported to be unknown. The company can be considered for business dealing on safe and secured trade terms and conditions.

ECGC Country Risk Classification List – September 30, 2014

Country Name	Previous Rating (30.06.2014)	Current Rating (30.09.2014)
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

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.

INFORMATION DECLINED BY

Name :	Mr. R.V. Prasad
Designation :	External Communications Lead – GCC
Contact No.:	91-9840120590
Date :	29.01.2015

LOCATIONS

Registered Office :	Dare House, 234, N S C Bose Road, Chennai – 600 001, Tamilnadu, India
Tel. No. :	91-44-42286711/ 42177770
Mobile No. :	91-9840120590 (R.V. Mr. Prasad)
Fax No. :	91-44-42110404
E-Mail :	prasadms@tii.murugappa.com prasadrv@corp.murugappa.com

DIRECTORS

AS ON 29.09.2014

Name :

Mr. Lakshminarayanan Ramkumar

Designation :

Director

Address :

10, Link Road, Kottur Garden, Kotturpuram, Chennai – 600 085, Tamilnadu, India

Date of Birth/Age :

09.04.1956

Date of Appointment :

29.09.2014

DIN No. :

00090089

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	U74210DL1978PLC009175	ACORN ENGINEERING LIMITED	Director	01/08/2003	01/08/2003	31/12/2007	Active	NO
2	U25199TN1955PLC000740	FENNER (INDIA) LIMITED	Whole-time director	14/08/2003	14/08/2003	-	Amalgamated	NO
3	U17111TN2005PLC056558	SOUTHERN SPINNERS AND PROCESSORS LIMITED	Director	09/06/2005	09/06/2005	31/12/2007	Active	NO
4	U67120DL2005PLC161088	BMF INVESTMENTS LIMITED	Director	13/07/2005	13/07/2005	01/01/2008	Active	NO
5	U31200RJ2005PLC021107	DWARKESH ENERGY LIMITED	Director	08/08/2005	08/08/2005	06/03/2009	Active	NO
6	U17111TN2005PLC057274	MODERN COTTON YARN SPINNERS LIMITED	Director	24/08/2005	24/08/2005	31/12/2007	Active	NO
7	U24231TN1992PLC062306	J.K. FENNER (INDIA) LIMITED	Whole-time director	18/10/2007	18/10/2007	31/12/2007	Active	NO
8	L35921TN1949PLC002905	TUBE INVESTMENTS OF INDIA LIMITED	Managing director	01/02/2013	01/02/2008	-	Active	NO
9	U65999TN2008PLC069496	TI FINANCIAL HOLDINGS LIMITED	Director	06/10/2008	06/10/2008	-	Active	NO
10	L65993TN1978PLC007576	CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMITED	Director	28/07/2011	28/07/2010	-	Active	NO
11	L29130TZ1972PLC000649	SHANTHI GEARS LIMITED	Director	24/07/2013	03/09/2012	-	Active	NO
12	U28910TN2014PTC094447	TI TSUBAMEX PRIVATE LIMITED	Director	29/09/2014	03/01/2014	-	Active	NO

Name :

Mr. Ramamurthy Natarajan

Designation :

Director

Address :

No.12, 4^th Main Road, Kasturba Nagar, Adyar, Chennai – 600 020, Tamilnadu, India

Date of Birth/Age :

30.08.1958

Date of Appointment :

29.09.2014

DIN No. :

06683421

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	U28910TN2014PTC094447	TI TSUBAMEX PRIVATE LIMITED	Director	29/09/2014	03/01/2014	-	Active	NO

Name :

Mr. Haruhisa Gai

Designation :

Director

Address :

5403-2, Kotaka Tsubame-Shi, Niigata

Date of Birth/Age :

01.01.1935

Date of Appointment :

29.09.2014

DIN No. :

06681037

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	U28910TN2014PTC094447	TI TSUBAMEX PRIVATE LIMITED	Director	29/09/2014	03/01/2014	-	Active	NO

Name :

Mr. Fukuo Yamamura

Designation :

Director

Address :

2852-9, Ohira, Numazu-Shi, Shizuoka

Date of Birth/Age :

19.08.1946

Date of Appointment :

29.09.2014

DIN No. :

06681050

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	U28910TN2014PTC094447	TI TSUBAMEX PRIVATE LIMITED	Director	29/09/2014	03/01/2014	-	Active	NO

KEY EXECUTIVES

Name :	Mr. R.V. Prasad
Designation :	External Communications Lead – GCC
Name :	R. Sridharan and Associates
Designation :	Company Secretaries
Address :	New No.5, (Old No.12), Sivasailam Street, T. Nagar, Chennai – 600 017, Tamilnadu, India
Tel. No.:	91-44-42166988/ 43502997/ 42555587
E-Mail :	sribhav@aryes.in sridharan.r@aryes.in

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2014

Names of Shareholders	No. of Shares	Percentage of holding
Tube Investments of India Limited, India	2000000	50.00
Tsubamex Company Limited, Japan	2000000	50.00
Total	4000000	100.00

AS ON 29.09.2014

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	50.00
Bodies corporate	50.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Subject is engaged in the business of design and engineering of sheet metal dies and fixtures and providing related services.
Products :	Sheet Metal Dies and Fixtures
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
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged

Customers :

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

No. of Employees :

Information declined by the Management.

Bankers :

Banker Name	Not Divulged
Branch Address	Not Divulged
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

Banking Relations :	--
Auditors :
Name :	Haribhakti and Company Chartered Accountants
Address :	5B, A Block, V Floor, Mena Kampala Arcade, 18 and 20, Old 113/114, Sir Thiagaraya Road, T. Nagar, Chennai – 600 017, Tamilnadu, India
Tel. No. :	91-44-42132024
PAN No.:	AAAFH2010F
Memberships :	Not Available
Collaborators :	Not Available
Joint Venture Promoters :	Tube Investments of India Limited, India Tsubamex Company Limited, Japan

CAPITAL STRUCTURE

AS ON 29.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
7000000	Equity Shares	Rs.10/- each	Rs.70.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
4000000	Equity Shares	Rs.10/- each	Rs.40.000 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014
I. EQUITY AND LIABILITIES
(1) Shareholders' Funds
(a) Share Capital	40.000
(b) Reserves & Surplus	(17.444)
(c) Money received against share warrants	0.000
(2) Share Application money pending allotment	0.000
Total Shareholders’ Funds (1) + (2)	22.556
(3) Non-Current Liabilities
(a) Long-term borrowings	0.000
(b) Deferred tax liabilities (Net)	0.000
(c) Other long term liabilities	0.000
(d) Long-term provisions	0.000
Total Non-current Liabilities (3)	0.000
(4) Current Liabilities
(a) Short term borrowings	0.000
(b) Trade payables	0.000
(c) Other current liabilities	21.816
(d) Short-term provisions	0.700
Total Current Liabilities (4)	22.516
TOTAL	45.072
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1.894
(ii) Intangible Assets	0.000
(iii) Capital work-in-progress	0.000
(iv) Intangible assets under development	0.000
(b) Non-current Investments	0.000
(c) Deferred tax assets (net)	3.178
(d) Long-term Loan and Advances	0.000
(e) Other Non-current assets	0.000
Total Non-Current Assets	5.072
(2) Current assets
(a) Current investments	0.000
(b) Inventories	0.000
(c) Trade receivables	0.000
(d) Cash and cash equivalents	40.000
(e) Short-term loans and advances	0.000
(f) Other current assets	0.000
Total Current Assets	40.000
TOTAL	45.072

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014
	SALES
		Revenue from Operations	0.000
		Other Income	0.000
		TOTAL	0.000
Less	EXPENSES
		Employee Benefits Expenses	6.236
		Other Expenses	14.318
		TOTAL	20.554
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(20.554)
Less/ Add	DEPRECIATION/ AMORTISATION		0.068
	PROFIT/ (LOSS) BEFORE TAX		(20.622)
Less	TAX		(3.178)
	PROFIT/ (LOSS) AFTER TAX		(17.444)
	Earnings / (Loss) Per Share (Rs.)		(4.36)

KEY RATIOS

PARTICULARS		31.03.2014
Net Profit Margin (PAT/Sales)	(%)	0.00
Operating Profit Margin (PBDIT/ Sales)	(%)	0.00
Return on Total Assets (PBT/Total Assets}	(%)	(49.22)
Return on Investment (ROI) (PBT/Networth)		(0.91)
Debt Equity Ratio (Total Debt/Networth)		0.00
Current Ratio (Current Asset/Current Liability)		1.78

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	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for about 3 months	Yes
12]	Profitability for about 3 months	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

BACKGROUND:

The Company was incorporated on 3^rd January 2014, as a Joint Venture Company promoted by Tube Investments of India Limited jointly with Tsubamex Company Limited, Japan to engage in the business of design and engineering of sheet metal dies and fixtures and providing related services.

PERFORMANCE

The Company was incorporated on 3^rd January, 2014, as a 50:50 joint venture company between Tube Investments of India Limited and Tsubamex Company Limited, Japan (TMX), pursuant to their joint venture agreement, to engage in the business of design and engineering of sheet metal dies and fixtures and providing related services. TI and TMX contributed Rs.20.000 millions each (50:50) towards the share capital of the Company on 31^st March, 2014.

Currently, about a dozen engineers of the Company are in Japan undergoing training in the design facility of TMX for sheet metal dies and fixtures for the automotive industry.

The net loss of the Company for the period stood at Rs.17.400 millions mainly on account of software and other expenses. Consequently, the Directors do not recommend any dividend.

INDEX OF CHARGES

No Charges Exist for Company.

WEBSITE DETAILS:

MEADIA RELEASES:

JOINT VENTURE BETWEEN TII AND TSUBAMEX

TUBE INVESTMENTS OF INDIA SIGNS JV WITH LEADING JAPANESE DIE MAKER

Chennai, 12 July 2013:       

Tube Investments of India Limited, part of the INR 225 billion Murugappa Group announced today that it has concluded a Joint Venture agreement with Tsubamex of Japan, a reputed designer and manufacturer of sheet metal stamping dies for the automotive industry and white goods sector.   

The Joint Venture in India between TII and Tsubamex, to be incorporated as TI Tsubamex Limited will be a 50–50 venture. The company will be incorporated with an overall share capital of INR 70Mn. The JV will target large sheet metal stampings die design and engineering. Under the JV, engineers will undergo extensive theoretical and practical training at Tsubamex, Japan. The training will cover die design and process engineering and will prepare the design engineers to independently handle assignments at the JV in India. The company expects that this would usher in early customer confidence and pave the way for world‐class die manufacture in India. The JV will seek opportunities not only with the growing automotive sector but also white goods industry. The company says that competency building in dies design and process engineering will be the key differentiator and the formula for success of the new JV.

Tube Investments is a reputed name in auto industry circles. The Company today serves this sector with a suite of products. The company enjoys a premium position with its wide range of precision steel tubes, speciality cold rolled strips, roll formed and precision fabricated door frames for most Indian made cars and precision fine blanked parts for critical automotive sub systems. The company also holds a key position in the two wheeler segment with its array of drive chains and sprockets, timing chains and telescopic fork tubes.  

Tsubamex is a niche player in the Japanese sheet metal stamping die industry. The company’s President Mr H Gai has pioneered the use of CATIA software in Japan for die designs and has developed his company’s own system for design process control. Tsubamex enjoys the trust and associated business from many leading Japanese auto makers.    

About Murugappa Group

Founded in 1900, the INR 225 Billion Murugappa Group is one of India's leading business conglomerates. The Group has 28 businesses including eleven listed Companies traded in NSE and BSE. Headquartered in Chennai, the major Companies of the Group include Carborundum Universal Limited, Cholamandalam Investment and Finance Company Limited, Cholamandalam MS General Insurance Company Limited, Coromandel International Limited, Coromandel Engineering Company Limited, E.I.D. Parry (India) Limited, Parry Agro Industries Limited, Sabero Organics Limited, Shanthi Gears Limited, Tube Investments of India Limited, and Wendt (India) Limited.

Market leaders in served segments including Abrasives, Auto Components, Cycles, Sugar, Farm Inputs, Fertilizers, Plantations, Bio‐products and Nutraceuticals, the Group has forged strong alliances with leading international companies like Groupe Chimique Tunisien, Foskor, Mitsui

Sumitomo, Morgan Crucible and Sociedad Química y Minera de Chile (SQM). The Group has a wide geographical presence spanning 13 states in India and 5 continents. Renowned brands like BSA, Hercules, Ballmaster, Ajax, Parry’s, Chola, Gromor and Paramfos are from the Murugappa stable. The organization fosters an environment of professionalism and has a workforce of over 32,000 employees.

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.61.50
UK Pound	1	Rs.93.12
Euro	1	Rs.69.33

INFORMATION DETAILS

Information Gathered by :	SVA
Analysis Done by :	KAR
Report Prepared by :	SMN

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.