MIRA INFORM REPORT

 

 

Report Date :

27.04.2007

 

IDENTIFICATION DETAILS

 

Name :

R SYSTEMS INTERNATIONAL LIMITED

 

 

Registered Office :

B 104 A Greater  Kailash , Part -1, New Delhi 110048

 

 

Country :

India

 

 

Financials (as on) :

31.12.2006

 

 

Date of Incorporation :

14.05.1993

 

 

Com. Reg. No.:

55-53579

 

 

CIN No.:

[Company Identification No.]

U74899DL1993PLC053579

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

DELR10140E

 

 

PAN No.:

[Permanent Account No.]

AABCR9541B

 

 

Legal Form :

Public Limited Liability Company. The Company’s Shares are Listed on The Stock Exchange.

 

 

Line of Business :

Subject is a Software product development and BPO services company

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 5000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established and reputed company having satisfactory track. Directors are reported as experience and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are usually correct and as per commitments.

 

The company can be considered normal for business dealings at usual trade terms and conditions.

 

 

LOCATIONS

 

Registered Office :

B 104 A Geater Kailash , Part-1 New Delhi 110048  India

Website :

www.rsystems.com

 

 

Corporate Office :

C-40 , Sector -59 Noida Uttar Pradesh -201307

Tel. No.:

91-120-4303500

Fax No.:

91-120-2587123

E-Mail :

iporsystems@india.rystems.com

 

 

Overseas Office:

17 Changi Business Park ,Central 1 , No.05-01 Singapore 486073

Tel. No.:

011-65-67855266

Fax No.:

011-65-67850525

E-Mail :

contactsingapore@rystems.com

 

 

Overseas Office:

5000 Windplay Drive El Dorado Hills , CA 95762

Tel. No.:

800-355-5159

Fax No.:

916-939-9697

E-Mail :

marketing@rystems.com

 

 

 

DIRECTORS

 

Name :

Mr. Satinder Singh Rekhi

Designation :

Chairman & Managing Directors

Qualification :

Engineering and Computer Science, California State University.

Experience :

20 years

 

 

Name :

Lt. Gen Baldev Singh (Rets.)

Designation :

Senior Executive Directors

Qualification :

Account Management, Marketing and Senior Management

Experience :

40 years

 

 

Name :

Mr. Gen Baldev Singh (Retd.)

Designation :

Director Finance & CFO

Qualification :

Commerce and Economics degree

Experience :

20 years

Date of Appointment :

January 2000

 

 

Name :

MR. Raj Swaminathan

Designation :

Directors & Chief Operating officer

Qualification :

MBA

 

 

Name :

Mr. Raj Kumar Gogia

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. David Richard Sanchez

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. Gurbax Singh Bhasin

Designation :

Non Executive Interdependent Director

 

 

Name :

Mr. Gurbax Singh Bhasin

Designation :

Non Executive Independent Directors

 

 

Name :

Mr.Suresh Paruthi

Designation :

Non Executive Independent Directors

 

 

SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Shareholding of Promoter and Promoter Group

 

 

Indian

 

 

Individuals / Hindu Undivided Family

8246

0.06

Bodies Corporate

1964432

14.46

Sub Total

1972678

14.52

Foreign

 

 

Individuals (Non-Residents Individuals / Foreign Individuals/ Foreign Individuals)

209536

1.54

Bodies Corporate(OBC)

927200

6.83

Any Others (Specify ) (Foreign Trust)

2430918

17.90

Sub Total

3567654

26.27

Total Shareholding of Promoter and Promoter Group

5540332

40.79

Public Shareholding

 

 

Institutions

 

 

Mutual Funds /UTI

1210000

8.91

Foreign Institutional Investors

150000

1.10

Foreign Venture Capital Investors

20266

0.15

Sub – Total

1380286

10.16

Non –Institutions

 

 

Bodies Corporate

2491682

18.34

Individuals I. individual Shareholders holding normal share capital up to Rs.0.1million

2259675

16.64

Individual Shareholders holding nominal share capital in excess of Rs.0.1million

1835624

13.51

Any Other

75107

0.55

Sub Total

6662088

49.04

Total of Public Share =holding

8042374

59.21

Total

13582706

100.000

Grand Total

13582706

100.000

 


 

BUSINESS DETAILS

 

Line of Business :

Subject is a Software product development and BPO services company

 

 

GENERAL INFORMATION

 

Customers :

·    GE consumer Finance

·    ABN AMRO Bank

·    Standard Chartered Bank

 

 

Bankers :

Not Available

 

 

Facilities :

--

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S R Batlibol & Associates

Chartered Accountants

Address :

Delhi

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

20000000

Equity Share

Rs.10/- each

Rs.200.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

1071051

Equity Share

Es.10/- each

Rs.10.710 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.12.2006

(Consolidated)

31.12.2005

31.12.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

135.458

51.400

51.400

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

1146.885

647.100

552.300

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1282.343

698.500

603.700

LOAN FUNDS

 

 

 

1] Secured Loans

24.258

83.600

123.100

2] Unsecured Loans

0.000

15.400

36.300

TOTAL BORROWING

24.258

99.000

159.400

Deferred Payments Liability

16.832

0.000

0.000

DEFERRED TAX LIABILITIES

17.693

0.000

0.000

 

 

 

 

TOTAL

1341.126

797.500

763.100

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

544.238

201.700

203.500

Capital work-in-progress

10.613

54.500

26.100

 

 

 

 

INVESTMENT

13.463

310.100

334.600

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

483.371

247.500

278.200

 

Cash & Bank Balances

531.741

24.200

39.100

 

Other Current Assets

141.567

0.000

0.000

 

Loans & Advances

75.351

91.500

137.400

Total Current Assets

1232.030
454.700

363.200

Less : CURRENT LIABILITIES & PROVISIONS

 
 

 

 

Current Liabilities

342.821

148.800

194.000

 

Provisions

116.397

15.500

29.500

Total Current Liabilities

459.218
223.500

164.300

Net Current Assets

772.812
231.200

198.900

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

1341.126

797.500

763.100

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.12.2006

(Consolidated)

31.12.2005

31.12.2004

Sales Turnover

2039.458

808.600

561.200

Other Income

40.208

7.700

2.500

Total Income

2079.666

816.000

563.700

 

 

 

 

Profit/(Loss) Before Tax

154.972

139.600

21.000

Provision for Taxation

15.889

12.200

3.800

Profit/(Loss) After Tax

139.083

127.400

17.200

 

 

 

 

Expenditures :

 

 

 

 

Manufacturing Expenses

0.000

17.200

16.700

 

Interest

0.000

8.500

9.500

 

Depreciation & Amortization

59.124

31.700

28.400

 

Other Expenditure

1865.570

236.400

224.800

Total Expenditure

1924.694

293.800

279.400

 

SUMMARISED RESULTS

 

PARTICULARS

 

31.12.2006

(Full Year )

 Year

Full Year

 Type

1175.4

 Sales Turnover

49.3

 Other Income

1224.7

 Total Income

1049.4

 Total Expenditure

175.3

 Operating Profit

04.3

 Interest

171.0

 Gross Profit

45.3

 Depreciation

19.8

 Tax

100.5

 Reported PAT

120.0

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.12.2006

(Consolidated)

31.12.2005

31.12.2004

PAT / Total Income

(%)

6.68

15.61

3.20

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

7.59
15.76

3.06

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

8.72

21.26

3.03

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

11.55
19.57

2.63

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.35
0.20

0.16

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.68
1.52

1.79

 

STOCK PRICES

 

Face Value

Rs.10/- each

High

Rs.146.45

Low

Rs.135.10

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History

 

Originally incorporated as R Systems (India) Private Limited on May 14 1993 under the Companies Act 1956, with registration number 55-053579, with its registered office at CB-104 A, Greater Kailash – I, New Delhi 110048.Subsequemtly , the name was changed to R Systems(India ) Limited on April 13,2000 . The name was charged to R Systems International Limited on August 7, 2000.

Web Site Details:

R Systems International Limited

Subject was founded in 1993, is a software product development and BPO services company. It helps companies bring products and services to market quicker by using its proprietary pSuite execution framework. Customers can choose services specific to their needs from R Systems iPLM suite of services. R Systems rapidly growing customer list includes a variety Fortune 1000, Government and mid-sized organizations across a wide range of industry verticals including Banking and Finance, Government, HealthCare, High Technology and Independent Software Vendors.


R Systems maintains five large Centers for Software Excellence, one center in El Dorado Hills, CA, one center in Singapore and the other three in India (Pune, Chennai and Noida). They are also has a significant presence in the ASEAN area with its local headquarters in Singapore and seven regional offices. R Systems has multiple delivery centers spread across US (El Dorado Hills, CA & Salt Lake City, UT), India (Noida, Chennai & Pune) and Singapore. Singapore is also its Center for Supply Chain Management (SCM) excellence.


They are three delivery centers in India are ISO 9001:2000 and SEI: CMM level 5 certified.

 

R Systems Mission Statement


 Subject was committed to building world class products based on its philosophy that great products help build successful companies. This is designed to drive customer satisfaction, make the workplace a fun place for our employees and create significant share holder value.

 

“Products Foremost - Inspired by our Customers”

 

Services

Subject delivers a variety of IT & BPO Services to Global 1000, mid-sized and government organizations worldwide. These services are delivered using the most optimal delivery mechanism and includes services provided on-site, off-site and offshore. They are delivery centers are ISO 9000:2001 and SEI CMM level 5 certified.


The IT Services provided includes iPLM Services targeted at Software Product Companies and Enterprise Solutions offered to mid-sized and large organizations.

 

iPLM Services

 

This is designed to provide ISV's, service providers and product driven organizations a strategic platform to outsource their product development needs. Designed to help companies across the product lifecycle, customers can either pick a turn key option or decide to enter into a strategic product development agreement using R Systems dedicated facilities. They are excellence in service delivery coupled with its pSuite execution framework ensures that high quality products can be brought to market faster.

 

Enterprises Application Services

 

This is designed for businesses that look to improve their operations by using IT as a strategic tool. This would entail development and implementation of solutions such as Enterprise Resource Planning, Supply Chain Management, Business Intelligence, and Knowledge Management applications. More often then not, these solutions would either need to be customized or custom built. R Systems in partnership with industry leading vendors provides these solutions in conjunction with long term offshore based support services.

 

BPO Services

 

They are BPO services have enabled our clients to reduce operations cost while enhancing customer satisfaction - Some benefits experienced are reduced wait times, improved response accuracy & turnaround times, increased coverage hours.

There services are focused on the High Technology, Healthcare and Financial services sectors. The services include customer care, technical support, revenue cycle management and transaction processing.

 


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 records 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 records 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.40.78

UK Pound

1

Rs.81.79

Euro

1

Rs.55.66

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

4

--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

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

51

 

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

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.

 

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

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

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