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Information Memorandum SECTION V - FINANCIAL STATEMENTSFINANCIAL STATEMENTS OF THE COMPANYAuditors Report to the Board of Directors of Rane Brake Products Limited on te financial statements forthe nine months ended December 31, 2007 1. We have audited the attached Balance Sheet of Rane Brake Products Limited as at December 31, 2007and the related Profit & Loass Account and Cash Flow Statement for the period ended on that date, whichwe have signed under reference to this report. These financial statements are the responsibility of

theCompanys management. Our responsibility is to express an opinion on these financial statements basedon our audit.2. We conducted our audit in accordance with auditing standards generally accepted in India. ThoseStandards require that we plan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free of material misstatement. An audit includes examining, on a test basis,evidence supporting the amounts and discosures in the financial statements. An audit also includesassessing the accounting principles used and significant estimates made by management as well asevaluating the overall financial statement presentation. We believe that our audit provides a reasonablebasis for

our opinion.3. We report that:(a) We have obtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit.(b) In our opinion, proper books of account as required by law have been kept by the Company sofar as appears from our examination of those books.(c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with bu this reportare in agreement with the books of account.(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt withby this report have been prepared, in all material repects, in compliance with the applicableaccounting standards issued by the Institute of Chartered Accountants of India.(e) In our opinion and to the best of

our information and according to the explanations given to us,the said financial statements together with the notes thereon and attached thereto give a true andfair view in conformity with the accounting principles generally accepted in India:(i) In the case of the Balance Sheet, of the state of affairs of the Company as atDecember 31, 2007(ii) In the case of the Profit and Loss Account, of the profit for the period ended onthat date; and(iii) In the case of the Cash Flow Statement, of the cash flows for the period ended onthat date.4. This report is intended solely for your information and for inclusion in the Information Memorandum tobe filed with the Stock exchanges and is not to be used, referred to or distributed for any other

purposewithout our prior written consent.. S Datta Partner(Membership No . F14128)For and on behalf of Price Waterhouse & Co Chartered AccountantsChennaiMarch 17, 2008 46

Information Memorandum PART AFinancial information of RBLStatement of Assets and Liabilities(In Rs. 000) Description 31.12.07 31.03.07 31.12.05A Fixed Assets - -Gross Block 1,414,322Less: Accumulated

Depreciation 777,943Net Block 636,379Less: Impairment of AssetsCapital Work-in-Progress 150,993Total 787,372 - -B Investments 11 - -C Deferred Tax AssetsD Current Assets, Loans & AdvancesInventories 178,251Sundry Debtors 443,836Cash and Bank Balances 9,026 82 82Other Current Assets 1,055Loans and Advances 76,062Total 708,230 82 82E Liabilities and ProvisionLoan FundsSecured 318,016Unsecured 160,130Total 478,146 - -F Deferred Tax Liability 81,056 - -G Current Liabilities and ProvisionsCurrent Liabilities 279,995 9 5Provisions 23,518Total 303,513 9 5H Net Worth((A+B+C+D-(E+F+G)) 632,898 73 77

I Represented by:Shareholder's Funds1.Share Capital 72,150 100 1002.Reserves 577,877 -Less:3.Miscellaneous Expenditure 17,129 11 15(Preliminary preoperative to the extentnot written off or adjusted)4.Balance in Profit and Loss Account 16 8 Net Worth(1+2-{3+4}) 632,898 73 77 47

Information Memorandum Statement of Profits and Losses (In Rs.000)Description 31.12.07(9 months)31.03.07 31.12.05Income -Sales - -Of Products Traded by the Company -Of Products Manufactured by the Company 1,478,420- -Less: Excise duty recovered 211,352- -Net Sales 1,267,068- -Total Sales 1,267,068 -Other Operating Income 3,770 - -Other Income 16,161 - -Increase / (Decrease) in Inventory (9,466) - -Total Income 1,277,533 - -Expenditure - -Raw Materials & Components Consumed 551498- -Staff Costs 212909- -Other Manufacturing Expenses -Administration Expenses 355,467 8 8Selling & Distribution Expenses -

-Interest 23,913 - -Depreciation 66,259 -Preliminary expenses w/oTotal Expenditure 1,210,046 8 8Net Profit before tax & Exceptional items 67,487 (8) (8)Provision for Taxation 18,750 -Net Profit after tax & before Exceptional items 48,737 (8) (8)Extra Ordinary Item of Expenditure - -Exceptional Items - - -Net Profit after tax & Exceptional itemsPrior year adjustments48,737 (8) (8)Surplus Brought Forward (16) (8) -Profit available for appropriation 48,721 (16) (8)Appropriations: - -General Reserve -Contingency Reserve - -Dividend on Equity Shares - -Tax on above Dividend - -Proposed Dividend - -Tax on Proposed Dividend - -Balance carried to Balance Sheet 48,721 (16) (8)

Statement of cash flow:Amount in Rs.000sParticulars 31.12.2007(9 Months) A CASH FLOW FROM OPERATING ACTIVITIES: Net Profit Before Tax and extraordinary items 67487Adjustment For:Depreciation 66,259Interest charges 23,913Miscellaneous Expenditure amortised 7,703Profit on Fixed Assets sold/scrapped (191)Dividend Received (274)Interest income from deposits (2389) 48

Information Memorandum Particulars 31.12.2007(9 Months)OPERATING PROFIT BEFORE WORKING CAPITAL ADJUSTMENTS 162,508Adjustment for (Increase)/ Decrease in:InventoriesSundry debtorsLoans and AdvancesTrade and other payables15,54181,478(7,628) (55,218) Cash generated from Operations 196,681 Direct taxes paid (17,566)NET CASH FROM OPERATING ACTIVITIES (A) 179,115 B CASH FLOW FROM INVESTMENT ACTIVITIES:

Purchase of fixed assets (205,688)Sale proceeds of fixed assets 210Proceeds from sale of investments 80,000Purchase of investments (80,000)Acquisition of 10,000 equity shares in the company by Rane Brake Linings Limitedwhich were cancelled on demerger referred to in Note 2 on Schedule T(100)Interest received 2,501Dividend received 274Net increase in fixed deposits with maturity period beyond three months 1,224 NET CASH USED IN INVESTING ACTIVITIES (B) (201,559) C CASH FLOW FROM FINANCING ACTIVITIES :Repayment of long term borrowings (31,250)Proceeds from AP Govt sales tax deferral Scheme 2,345Proceeds from fixed deposits 1,572Proceeds from short

term loans 100,000Net Cash used in Financing Activities ( C )Net Decrease in cash credit and packing credit (33,006)Interest paid (24,565) Net cash from financing activities (C) 15,096 Net Increase in cash and cash equivalents (A+B+C) (7348) Cash and cash equivalents transferred on demerger 14,466 Cash and cash equivalents (Opening Balance) 82 Cash and cash equivalents (Closing Balance) 7,200 Note:Cash and Cash equivalents at the end of the yearAs per Balance Sheet

9,026Less: Deposits with maturity period beyond three months 1,826 7,200 Cash and cash equivalents transferred on demergerAs per Balance Sheet 17,536Less: Deposits with maturity period beyond three months 3,070 14,466 49

Information Memorandum Schedules forming part of accounts As at December31, 2007(Rs. 000)As at March 31,2007(Rs. 000) SCHEDULE ACAPITALAuthorised 100,000 (Previous year 50,000) Equity Shares of Rs.10 each1,000 500 Issued and Subscribed (Note 2 on Schedule T) Nil (Previous year - 10,000) Equity Shares of Rs.10 eachfully paid-up100Note:Authorised Capital has been subsequently increased to 10,000,000 equity shares of Rs.10 each amounting toRs.100,000,000. SCHEDULE BRESERVES AND SURPLUS Description As at31 March2007 (Rs. 000)Transfer ondemerger (Note2 on

Schedule T)(Rs. 000)Additions(Rs. 000) As atDecember 31,2007(Rs. 000) General ReserveProfit and Loss Account Balance --471,15658,000-48,721471,156106,721529,156 48,721 577,877 SCHEDULE CSECURED LOANS As at December31, 2007(Rs. 000)As at March 31,2007(Rs. 000)268,7501,757 47,509---From BanksTerm LoansInterest accrued and dueCash Credit and Packing Credit 318,016 50

Information Memorandum SCHEDULE DUNSECURED LOANS As at December31, 2007(Rs. 000)As at March 31,2007(Rs. 000)Fixed Deposits (Notes below)Interest free loan from A.P.Government under Sales TaxDeferral Scheme (Note 5 on Schedule T)Short-Term Loan from a bank 26,71733,413100,000 --160,130 Notes:1 Fixed Deposits held by Directors 1,880 2 Fixed Deposits repayable within one year 14,815

SCHEDULE E FIXED ASSETS U p t o U p t o A s a t Cost as at31 March200731 December200731 December2007Tangible Assets Land - Freehold 21,495 21,495 ---

- 21,495 Buildings 154,773 10,588 165,361 3 4 1 6 -

, 6

3 8 , 6 7 0 1 2 6 , 6 9 1 Plant and Machinery 1,095,528 59,820 1,155,348 6 2 0 1 3 0 6 7 8 , 2 6 5 4 7 7 , 0 8 3 Furniture and Fittings -

11,716 1,604 25 13,295 9 , 5 7

5 9,897 3,398 Office Equipment 9,910 1,519

11,429 9 , 8 0 9,724 1,705 Vehicles 9,427 666 1,117 8,976

6 0

, 9

4 7

1,117 6 , 3 9 0 ntangible Assets Goodwill 16,225 16,225

1 5 1 6 Licence 21,980 213 22,193 1 7 6 2

6 -

, 9

1 8 , 7 7 2 3 , 4 2 1 -

1,341,054 74,410 1,142 1,414,322 - 712,806 66,259 1,122 777,943 636,379 Previous year -

-Capital Work-in-progress [ including Capital Advances Rs. 37,141 Thousands ]150,993 787,372Amount in Rs.000Gross Block Depreciation / Amortisation Net BlockTransfer onDemerger (Note 2 onSchedule T) Transfer onDemerger (Note 2 onSchedule T) Cost as at 31December2007For the year Description

Additions Cost as at31 March2007 On DeletionsDeletions CHEDULE FVESTMENTS As at December As at March 31,00)ong Term - Non Trade -Unquoted at Cost11 11 S IN 31, 2007(Rs. 000)2007(Rs. 0L In Government Securities National Savings Certificates 51

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