MIRA INFORM REPORT

Report No. :	333529
Report Date :	23.07.2015

IDENTIFICATION DETAILS

Name :	VESUVIUS INDIA LIMITED
Registered Office :	P-104, Taratala Road, Kolkata – 700088, West Bengal
Tel. No.:	91-33-30410600/ 24012842/ 3898/ 0215
Country :	India
Financials (as on) :	31.12.2014
Date of Incorporation :	06.09.1991
Com. Reg. No.:	21-052968
Capital Investment / Paid-up Capital :	Rs.203.000 Million
CIN No.: [Company Identification No.]	L26933WB1991PLC052968
IEC No.:	0293002622
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	AAACV8995Q
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturer, Exporter and Importer of Refractory Goods.
No. of Employees :	457 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (67)

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

Maximum Credit Limit :	USD 12000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well – established company having fine track record. In the view of FY-14, the financial position of the company seems to be strong and healthy. The company has decent net worth position and good liquidity profile. The profitability margin is 9.89% Company has current market value of Rs. 689.00/- which was initially issued at Face value of Rs. 10/- Trade relations are reported as fair. Business is active. Payment terms are reported to be regular and as per commitments. The company can be considered for business dealing 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, 2015

Country Name	Previous Rating (31.12.2014)	Current Rating (31.03.2015)
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 31-03-2013.

INFORMATION PARTED BY

Name :	Mr. Santosh Kar
Designation :	Accounts Manager
Contact No.:	91-9831152637
Date :	22.07.2015

LOCATIONS

Registered Office/ Factory 1 :	P-104, Taratala Road, Kolkata – 700088, West Bengal, India
Tel. No.:	91-33-30410600/620/ 24012842/ 3898/ 0215
Mobile No.:	91-9831152637
Fax No.:	91-33-24013976/ 1235
E-Mail :	Santosh.kar@vesuvius.com vesuviusindia@vesuvius.com vesuviusindia@in.vesuvius.com saibal.Bandyopadhyay@vesuvius.com
Website :	www.vesuviusindia.com
Area:	40000 Sq.m
Location:	Leased
Branch :	Plot No. 13, 14 and 15, Block “E”, IDA Autonagar, Visakhapatnam-530012, Andhra Pradesh, India
Tel. No.:	91-891-755108/755419
Fax No.:	91-891-2587511
E-Mail :	tumma.antony@in.vesuvius.com
Factory 2 :	Survey No. 90 and 98, Part, Block G, Industrial Park, Fakirtakya Village, Autonagar, Visakhapatnam-530046, Andhra Pradesh, India
Tel. No.:	91-891-2749120/ 2755419/ 2755408
Fax No.:	91-891-2587511
E-Mail :	tumma.antony@vesuvius.com
Factory 3 :	212/B, G.I.D.C Estate, Mehsana - 384002, Gujarat, India
Tel. No.:	91-2762-252948/ 949
Fax No.:	91-2762-252909
E-Mail :	anil.raut@in.vesuvius.com chakrapani.Devburman@vesuvius.com

DIRECTORS

As on 31.03.2014

Name :	Mr. Biswadip Gupta
Designation :	Chairman
Address :	18DX2 Bay Tower, Hiland Park, 1925 Chak Garia, Kolkata - 700094, West Bengal, India
Qualification :	B.E. (Metallurgy) MBA
Date of Birth:	25.12.1950
Date of Appointment :	07/05/2015
DIN No.:	00048258
Name :	Mr. Subrata Roy
Designation :	Managing director
Address :	51/2 Moore Avenue, Kolkata - 700040, West Bengal, India
Date of Birth:	23.11.1965
Date of Appointment :	01.01.2015
DIN No.:	07046994
Name :	Mr. Tanmay Kumar Ganguly
Designation :	Director
Address :	UD01 / 1202 Udita, 1050/1 Survey Park, Kolkata - 700075, West Bengal, India
Date of Birth:	05.12.1963
Date of Appointment :	07.05.2015
DIN No.:	01272338
Name :	Mr. Francois Clement Wanecq
Designation :	Director
Address :	17 rue E. Vandriessche 1050, Brussels, 1050, France
Date of Birth:	08.10.1952
Date of Appointment :	17/04/2007
DIN No.:	01272269
Name :	Mr. Yves M.C.M.G Nokerman
Designation :	Director
Address :	Ruelle Des Crois 12, Grez-Dopiceau, Belgium
Name :	Mr. Sudipto Sarkar
Designation :	Director
Address :	31 Broad Street, Kolkata - 700019, West Bengal, India
Date of Birth:	21.03.1946
Date of Appointment :	26/07/2005
DIN No.:	00048279
Name :	Mr. Nayantara Palchoudhuri
Designation :	Director
Address :	64, Lake Place, Kolkata - 700029, West Bengal, India
Date of Appointment :	27.03.2015
Date of Birth:	24.06.1962
DIN No.:	00581440

KEY EXECUTIVES

Audit Committee :
	Mr. Biswadip Gupta, Chairman Mr. Yves M.C.M.G. Nokerman Mr. Sudipto Sarkar
Corporate Social Responsibility Committee:
	Mr. Biswadip Gupta, Chairman Mr. Yves M.C.M.G. Nokerman Mr. Subrata Roy
Nomination and Remuneration Committee:
	Mr. Sudipto Sarkar Mr. Biswadip Gupta Mr. Yves M.C.M.G. Nokerman Mr. Francois Clement Wanecq
Share Transfer and Investor Grievance and Relationship Committee :
	Mr. Biswadip Gupta Mr. Yves M.C.M.G. Nokerman Mr. Subrata Roy Mr. Sudipto Sarkar

Name :	Mr. Taposh Dominic Roy
Designation :	Company Secretary
Email:	Taposh.Roy@vesuvius.com
Name :	Mr.Sanjoy Dutta
Designation :	Chief Financial Officer
Address :	Flat No. E6, Floors Castle, Lake District, 74 Narkeldanga Main Road, Kolkata - 700054, West Bengal, India
Date of Appointment :	01.04.2014
PAN No.:	ADLPD5090R

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.06.2015

Category of Shareholder	Total No. of Shares	As a % of (A+B+C)
(A) Shareholding of Promoter and Promoter Group
(1) Indian
(2) Foreign
Bodies Corporate	11277650	55.57
Sub Total	11277650	55.57
Total shareholding of Promoter and Promoter Group (A)	11277650	55.57
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	3057647	15.07
Financial Institutions / Banks	1407	0.01
Foreign Institutional Investors	417914	2.06
Any Others (Specify)	2037585	10.04
Overseas Corporate Bodies	80	0.00
Others	2037505	10.04
Sub Total	5514553	27.17
(2) Non-Institutions
Bodies Corporate	897188	4.42
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1943678	9.58
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	525700	2.59
Any Others (Specify)	137311	0.68
Non Resident Indians	130845	0.64
Clearing Members	6266	0.03
Trusts	200	0.00
Sub Total	3503877	17.26
Total Public shareholding (B)	9018430	44.43
Total (A)+(B)	20296080	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)	20296080	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer and Importers of Refractory Goods.
Products :	Not Available
Brand Names :	Not Available
Agencies Held :	Not Available
Exports :	Australia Austria Belgium Brazil Canada China Denemark Franc Germany Honking Italy Kazakhstan Malaysia Mexico Netherland Poland Sweden Singapore South Africa Spain UAE UK USA Turkey Spain
Imports :	Australia Belgium Brazil China Egypt Germany Indonesia Korea Malaysia Philippine Singapore South Africa Srilanka Switzerland Thailand Taiwan UAE UK USA
Terms :
Selling :	L/C, Cash and Credit
Purchasing :	L/C, Cash and Credit

PRODUCTION STATUS

Particulars	Installed Capacity
Shaped Refractory	908400 Pcs
Unshaped Refractory	100500 Pcs

GENERAL INFORMATION

Suppliers :

Reference :	Hindalco Industries Limited
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 :

End Users

Reference :

Essar Steel India Limited

Name of the Person :

Mr. Prashant Kapadia (General Manager)

Contact No.:

91-261-6685639

Since How Long Known :

22 Years

Maximum Limit Dealt :

Not Divulged

Experience :

Payment Behaviour	Market Goodwill	Overall
Excellent	Excellent	Excellent

Remark:

He informed that we are very much satisfied by their product quality and delivery behaviour.

No. of Employees :

457 (Approximately)

Bankers :

· Axis Bank Limited

· Hong Kong Bank

· State Bank of India

Bank Name	HSBC Bank Limited
Branch	31, BBD Bagh, Kolkata, West Bengal, India
Person Name (With Designation)	Mr. Bhaskar Bose
Contact Number	91-9830062394
Name of Account Holder	Vesuvius India Limited
Account Number	021-280185-001
Account Since (Date/Year of Account Opening)	1998
Average Balance Maintained (If Possible)	Rs. 30.000 Million
Credit Facilities Enjoyed (If any)	Overdraft Rs. 480.000 Million
Account Operation	Satisfactory
Remarks (If any)	Banker gave us positive feedback, As claimed by Mr. Bhaskar Bose (Associate Vice President) that subject is having very good track record for banking transaction.

Auditors :

Name :

B S R and Company LLP

Chartered Accountants

Address :

Godrej Waterside, Unit No. 603 and 604, 6^th Floor, TowerI Plot No.5, Block DP, Sector V Salt Lake, Kolkata - 700091, West Bengal, India

Tel No.:

91-33-40354200

Fax No.:

91-33-44034199

Email:

meghant@bsraffiliates.com

Cost Auditors :

Name :

N. K. Ghosh and Associates

Cost Accountants

Address :

Flat 4B, 10/1 Chakraberia Road (South), Kolkata – 700025, West Bengal, India

Enterprises having control over the Company with which no transactions have taken place during the year :

· Vesuvius Plc, United Kingdom - Ultimate Holding Company from December 19, 2012.

· Cookson Group Limited (Formerly, Cookson Group Plc - Ultimate Holding Company upto December 19, 2012), United Kingdom - Holding Company of Cookson Financial Limited, United Kingdom.

· Cookson Financial Limited, United Kingdom-Holding Company of Vesuvius Group Limited, U.K.

Enterprises having control over the Company with which transaction has taken place during the year and previous year :

Vesuvius Group Limited, United Kingdom - Immediate holding company

Fellow Subsidiaries :

· Vesuvius Group S. A.

· Vesuvius GmbH, Germany

· Vesuvius Canada Inc

· Vesuvius South Africa (Pty) Limited

· Vesuvius UK Limited

· Vesuvius Crucible Company

· Vesuvius USA Corporation

· Vesuvius Advanced Ceramics (Suzhou) Company Limited

· Wuhan Wugang Vesuvius Advanced Ceramics Company Limited

· Vesuvius Mexico S.A. de C.V.

· Vesuvius Malaysia SDN BHD

· Vesuvius Corporation S. A.

· Vesuvius Poland Sp.,z.o.o

· Vesuvius (Thailand) Company Ltd

· Foseco (Thailand) Limited

· Foseco India Limited

· Vesuvius Refratarios Ltda

· Vesuvius Belgium N.V.

· PT. Foseco Indonesia

· Foseco Pty Limited

· Foseco Industrial e Commercial Ltda

· Vesuvius Slavia , a. s.

· Vesuvius Emirates FZE

· Vesuvius Istanbul Refrakter, Turkey

· Vesuvius Mid - East Limited

· Vesuvius Italia SPA

· Vesuvius France S. A.

· Vesuvius Zyarock Ceramics (Suzhou) Company Limited

· Vesuvius Foundry Products (Suzhou) Company Limited

· Vesuvius Iberica Refractarios S.A.

· Foseco Korea Limited

· SERT-Metal SAS

· Yingkou Bayuquan Refractories Company Limited

· BMI Refractory S.A

· Avemis SAS

· Feseco Philippines Inc

Names of Principal Group Companies/ fellow subsidiaries :

· Cookson Overseas Limited

CAPITAL STRUCTURE

As on 31.12.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
25000000	Equity Shares	Rs.10/- each	Rs.250.000 Million

Issued,

No. of Shares	Type	Value	Amount
20300000	Equity Shares	Rs.10/- each	Rs. 203.000 Million

Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
20296080	Equity Shares	Rs.10/- each	Rs.202.961Million

Note- Shares in abeyance:

In compliance with the provisions of Section 206A of the Companies Act, 1956, offer of Rights Shares of 3,920 equity shares out of the Rights Issue made in the year 1997 have been held in abeyance.

Reconciliation of shares outstanding at the beginning and at the end of the reporting year

	As at December 31, 2014
	Number	Rs. In Million
Equity shares
At the commencement of the year	20296080	203.000
Shares issued during the year	-	-
At the end of the year	20296080	203.000

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of Rs. 10/- per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

Shares held by a holding company

	As at December 31, 2014
	Number	Rs. In Million
Equity share of Rs 10 each fully paid up held by Holding company - Vesuvius Group Limited, (U.K.) *#	11277650	112.800

* Subsidiary of Vesuvius plc, U. K. the ultimate holding Company.

# The companies, namely Vesuvius plc, Cookson Group Limited (formerly, Cookson Group plc) and Cookson Financial Limited, all incorporated in the United Kingdom, do not hold my shares of Vesuvius India Limited directly but are holding company of Vesuvius India Limited through a chain of subsidiary holdings.

Particulars of shareholders holding more than 5% shares of a class of shares

	As at December 31, 2014
	Number	% of total shares in the class
Equity share of Rs 10 each fully paid-up held by
-Vesuvius Group Limited, U.K., holding company	11277650	55.57
- HDFC Trustee Company Limited - HDFC Mid Cap Opportunities Fund	1111500	5.48

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.12.2014	31.12.2013	31.12.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	203.000	203.000	203.000
(b) Reserves & Surplus	4190.300	3768.400	3229.500
(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)	4393.300	3971.400	3432.500
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	45.000	89.000	75.900
(c) Other long term liabilities	104.100	80.200	68.000
(d) long-term provisions	0.000	0.000	0.000
Total Non-current Liabilities (3)	149.100	169.200	143.900
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	901.400	751.200	759.300
(c) Other current liabilities	156.900	137.100	129.600
(d) Short-term provisions	180.600	147.000	137.800
Total Current Liabilities (4)	1238.900	1035.300	1026.700
TOTAL	5781.300	5175.900	4603.100
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1321.400	1332.600	1170.000
(ii) Intangible Assets	1.500	3.300	4.300
(iii) Capital work-in-progress	195.400	53.700	220.900
(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)	0.000	0.000	0.000
(d) Long-term Loan and Advances	131.300	245.100	160.100
(e) Other Non-current assets	0.000	0.000	8.200
Total Non-Current Assets	1649.600	1634.700	1563.500
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	717.100	588.000	513.100
(c) Trade receivables	1868.500	1788.800	1660.700
(d) Cash and cash equivalents	1430.700	1062.700	721.200
(e) Short-term loans and advances	92.100	96.800	139.000
(f) Other current assets	23.300	4.900	5.600
Total Current Assets	4131.700	3541.200	3039.600
TOTAL	5781.300	5175.900	4603.100

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.12.2014	31.12.2013	31.12.2012
	SALES
	Income	6522.300	6011.900	5637.900
	Other Income	91.000	62.800	20.700
	TOTAL	6613.300	6074.700	5658.600
Less	EXPENSES
	Cost of Materials Consumed	2538.000	2463.700	2255.600
	Purchases of Stock-in-Trade	1221.100	957.600	879.300
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade	17.900	(104.300)	32.300
	Employees benefits expense	430.800	378.200	338.700
	Other expenses	1315.000	1213.800	1162.300
	TOTAL	5522.800	4909.000	4668.200
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION	1090.500	1165.700	990.400
Less	FINANCIAL EXPENSES	0.000	0.700	0.600
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION	1090.500	1165.000	989.800
Less/ Add	DEPRECIATION/ AMORTISATION	191.200	175.600	163.500
	PROFIT/ (LOSS) BEFORE TAX	899.300	989.400	826.300
Less	TAX (H)	307.600	337.700	268.700
	PROFIT/ (LOSS) AFTER TAX	591.700	651.700	557.600
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD
	Balance Carried to the B/S	591.700	651.700	557.600
	EARNINGS IN FOREIGN CURRENCY
	F.O.B. Value of Exports	358.900	289.900	218.600
	Freight	63.900	34.400	96.200
	TOTAL EARNINGS	422.800	324.300	314.800
	IMPORTS
	Raw Materials	1802.100	1615.700	1333.700
	Components and Stores parts	19.500	19.600	15.000
	Capital Goods	37.300	84.600	102.900
	Stock in trade	173.800	143.400	26.200
	Toolings	37.300	41.000	28.300
	TOTAL IMPORTS	2070.000	1904.300	1506.100
	Earnings / (Loss) Per Share (Rs.)	29.15	32.10	27.48

Particulars	31.12.2015
Sales Turnover (Approximately)	7170.000

The above information has been parted by Mr. Santosh Kar (Accounts Manager)

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.12.2014	31.12.2013	31.12.2012
Current Maturities of Long term debt	0.000	0.000	0.000
Cash generated from operations	981.300	993.800	762.900
Net cash flow from operating activity	645.400	639.500	501.600

KEY RATIOS

PARTICULARS		31.12.2014	31.12.2013	31.12.2012
Net Profit Margin (PAT / Sales)	(%)	9.07	10.84	9.89
Operating Profit Margin (PBIDT/Sales)	(%)	16.72	19.39	17.57
Return on Total Assets (PBT/Total Assets}	(%)	16.10	19.32	18.86
Return on Investment (ROI) (PBT/Networth)		0.20	0.25	0.24
Current Ratio (Current Asset/Current Liability)		3.33	3.42	2.96

STOCK PRICES

Face Value	Rs. 10/-
Market Value	Rs. 689.00

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.12.2012	31.12.2013	31.12.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	203.000	203.000	203.000
Reserves & Surplus	3229.500	3768.400	4190.300
Net worth	3432.500	3971.400	4393.300
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	31.12.2012	31.12.2013	31.12.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	5637.900	6011.900	6522.300
		6.634	8.490

NET PROFIT MARGIN

Net Profit Margin	31.12.2012	31.12.2013	31.12.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	5637.900	6011.900	6522.300
Profit	557.600	651.700	591.700
	9.89%	10.84%	9.07%

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	Yes
5	Buyer visit details	--
6	Contact numbers	Yes
7	Name of the person contacted	Yes
8	Designation of contact person	Yes
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)	yes
16	No. of employees	Yes
17	Details of sister concerns	yes
18	Major suppliers	Yes
19	Major customers	Yes
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	No
32	Litigations that the firm/promoter involved in	--
33	Market information	--
34	Payments terms	Yes
35	Negative Reporting by Auditors in the Annual Report	No

TRADE REFERENCE

Name: Mr. Prashant Kapadia

Tel No.: 91261-6685639

Address: Essar Steel India Limited, 27Km, Surat-Hazira Road, Hazira - 394270, Surat, Gujarat, India

OPERATING & FINANCIAL PERFORMANCE

Internal Control

In the face of overall subdued market conditions, the Company has delivered top line growth and performed ahead of the underlying steel production trend. They were able to do so because of their ability to innovate and to help customers improve process productivity and therefore extract more value for their products. This capability is particularly valued by customers in periods when their focus is on quality and cost rather than on volume.

For Indian steel makers it has been a quiet phase throughout the calendar year 2014 From a level of 81.2 million tonnes in 2013, crude steel production grew to 82.7 million tonnes in 2014 (2%). Major steel producers have either dropped their outputs significantly and are producing inconsistently or have shelved their growth plans. The economy has not yet delivered its promises on the ground in terms of serious demand from infrastructural growth. The sluggish production trend is further depressed due to cheaper imports. Customers are pushing for reduction in refractory prices in order to cut their cost.

This year, the Company`s total revenue from operations increased by over Rs 504.8000 Million driven by both domestic growth and exports despite slowdown in domestic steel production. Net sales increased by 8% but both PBT and PAT decreased by 9% over the previous year. Raw material costs triggered by adverse foreign exchange fluctuation, and transportation costs, increased sharply but significant savings were made through energy usage optimization programs. Focused attention is made on cost and internal efficiencies to retain profitability.

All four factories had been working efficiently during the year. Safety measures andprocesses have been installed and improved upon at all plants and work sites. Heavy rainfall at Mehsana on July 18, 2014 affected some raw materials, finished goods and equipment causing nominal losses net of insurance. Cyclone Hudhud had made landfall on October 12, 2014 which affected both the Company`s factories at Visakhapatnam. Due to pre-cyclone protective planning and post-cyclone prompt actions and efficient handling of the situation, losses net of insurance were minimal. Customers were not affected and no force majeure clauses were invoked.

The Company has in place an established internal control system designed to ensure proper recording of financial and operational information and compliance of various internal controls and other regulatory and statutory compliances. Code on Internal Control which require that the Directors review the effectiveness of internal controls and compliance controls, financial and operational risks, risk assessment and management systems and related party transactions, have been complied with. Self-certification exercises are also conducted by which senior management certify effectiveness of the internal control system, their adherence to Code of Conduct and Company`s policies for which they are responsible, financial or commercial transactions, if any, where they have personal interest or potential conflict of interest. Internal Audit has been conducted on a pan India basis.

Company`s Policies on Health & Safety, Quality, Corporate Social Responsibility, Remuneration, Employee Concern (Whistle Blowing) and also the Code of Conduct applicable to Directors and Employees of the Company have been complied with.

ISO Certification

The Company’s factories at Kolkata, Mehsana and Visakhapatnam and two of its sites at Surat in Gujarat and Dolvi in Maharashtra have been certifies ISO 9001:2008 for Quality Management Systems Standard.

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE FIRST QUARTER ENDED ON 31.03.2015

(Rs. In Million)

	Particulars
1	Income from Operation	31.03.2015 (Unaudited)
	(a) Net Sales / Income from Operations (Net of Excise Duty)	1649.200
	(b) Other Operating Income	0.900
	Total Income from Operations (Net)	1650.100
2	Expenses
	(a) Cost of Material Consumed	558.000
	(b) Purchase of Stock-In-Trade	330.100
	(c) Change in Inventories of Finished Goods, Work-In-Progress and Stock-In-Trade	44.000
	(d) Employee Benefit Expense	116.000
	(e) Depreciation and Amortisation Expense	54.600
	(f) Other Expenditure	335.500
	Total Expenses	1438.200
3	Profit from Operations before Other Income, Finance Costs and Exceptional Items (1 - 2)	211.900
4	Other Income	24.500
5	Profit before Finance Costs and Exceptional Items (3 + 4)	236.400
6	Finance Costs	--
7	Profit after Finance Costs but before Exceptional Items (5 - 6)	236.400
8	Exceptional Items	--
9	Profit from ordinary activities before Tax (7 - 8)	236.400
10	Tax Expenses	80.600
11	Net Profit from ordinary activities after tax (9 – 10)	155.800
12	Extraordinary items (net of tax expense)	--
13	Net Profit for the period (11-12)	155.800
14.	Share of Profit of Associates	--
15	Minority Interest	--
16	Net Profit after taxes, minority interest and share of profit of associates (13+14+15)	155.800
17	Paid Up Equity Share Capital (Face Value of Rs. 10 each)	203.000
18	Reserve excluding Revaluation Reserve
19	Earning per Share of Rs.10 each (not annualised)
	(a) Basic – Rs.	7.67
	(b) Diluted – Rs.	7.67
A	PARTICULARS OF SHAREHOLDING
1	Public Shareholding
	- Number of Shares	9018430
	- Percentage of Shareholding	44.43%
2	Promoter and Promoter Group Shareholding * (a) Pledged/ Encumbered
	- Number of Shares	Nil
	- Percentage of shares (as a % of the total Shareholding of promoter and promoter group)	Nil
	- Percentage of shares (as a % of the total Share Capital of the Company)	Nil
	(b) Non - encumbered
	- Number of Shares	11277650
	- Percentage of shares (as a % of the total Shareholding of promoter and promoter group)	100%
	- Percentage of shares (as a % of the total Share Capital of the Company)	55.57%

B	INVESTOR COMPLAINTS	3 Months ended 30.09.2015
	Pending at the beginning of the quarter	NIL
	Received during the quarter	1
	Disposed of during the quarter	1
	Remaining unresolved at the end of the quarter	NIL

NOTES:

1. The Company is primarily a manufacturer and trader of refractories and is managed organizationally as a single unit. Accordingly, the Company is a single segment company.

2. In compliance with Schedule II of the Companies Act, 2013, the management has reassessed the estimated useful lives of the fixed assets and made necessary change with effect from January 1, 2015. As a consequence of this change, the depreciation charge during the quarter ended March 31, 2015 is higher by Rs 5.000 Million. Further, based on transitional provision provide in note 7 (b) of Schedule II, depreciation amount of Rs. 6.800 Million (net of Defered tax Rs. 3.500 Million) has been adjusted against retained earnings.

3. Figures for the preceding 3 months ended 31.012.2014 are the balancing figures between audited figures in respect of the full previous financial year and the published year to date reviewed figures up to the third quarter of the previous financial year.

4. Previous period’s figures have been regrouped and/or rearranged wherever necessary.

5. These unaudited results have been subjected to “Limited Review” by the Statutory Auditors of the Company who have expressed an unqualified opinion

6. This statement has been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on May 7, 2015.

INDEX OF CHARGES: NO CHARGES EXIST FOR THE COMPANY

CONTINGENT LIABILITIES:

(Rs. In Million)

Particulars	31.12.2014 (Rs. In Millions)
Sales Tax	484.100
Income Tax matters	93.000
Excise Duty, Customs Duty and Service Tax matters	39.600

Note: The Company has claimed deduction for cost of tooling purchased during the relevant assessment years for the purpose of ascertaining income tax liability for the period till assessment year 2013-2014.

The Income tax department had disallowed the Company’s claim for deduction and has allowed deduction on the basis of actual tooling consumed.

The Income Tax Appellate Tribunal (ITAT) vide order dated December 16,2003 has directed the department to allow expenses based on actual quantity consumed. The Company has disputed such decision on the contention that the entire purchase is issued to the production process and hence should be treated as consumption and has made an application to the contention that the entire purchase is issued to the production process and hence should be treated as consumption and has made an application to the Hon’ble High Court at Calcutta seeking further clarification of the ITAT order. The relevant order from the income tax departments giving effect of ITAT order is yet to be received by the company.

FIXED ASSETS

Tangible Assets

· Freehold Land

· Leasehold Land

· Building

· Plant and Equipments

· Toolings

· Furniture and Fixture

· Vehicles

· Office Equipment

· Computer

· Electrical Installation

• 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.63.52
UK Pound	1	Rs.99.19
Euro	1	Rs.69.60

INFORMATION DETAILS

Information Gathered by :	NYA
Analysis Done by :	RSH
Report Prepared by :	RKI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILITY	1~10	8
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	8
--RESERVES	1~10	8
--CREDIT LINES	1~10	7
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		67

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.