MIRA INFORM REPORT

 

 

Report Date :

24th March, 2007

 

IDENTIFICATION DETAILS

 

Name :

TOOLTECH SOFTWARE (INDIA) PRIVATE LIMITED

 

 

Registered Office :

1187/ 59 Jangli Maharaj Road, Motwani Chambers, Shivaji Nagar,

Pune – 411 005, Maharashtra, India

 

 

Country :

India

 

 

Financials (as on) :

31.03.2006

 

 

Date of Incorporation :

01.03.1999

 

 

Com. Reg. No.:

11-13375

 

 

CIN No.:

[Company Identification No.]

U72200PN1999PTC013375

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

PNET04003G

 

 

PAN No.:

[Permanent Account No.]

AABCT0205A

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

To provide wide variety of software, hardware, digital technology services, maintenances including custom application development, engineering services, ecommerce, internet retailing and services, application set up, modification, conversion and interface development and train and placement of professionals to impart computer software and technology in India and abroad.

 

Subject is also engaged in development of CAD, CAM, Software Jobs.

 

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 25000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company having satisfactory track records. Directors are reported as experienced and respectable businessmen. Trade relations are fair. Business is active. Payments are reported as usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions. 

 

LOCATIONS

 

Registered Office :

1187/ 59 Jangli Maharaj Road, Motwani Chambers, Shivaji Nagar,

Pune – 411 005, Maharashtra, India

Tel. No.:

91-20-26054479

Fax No.:

91-20-26051365

E-Mail :

accounts@tooltechsoft.com

Website :

http://www.tooltechsoft.com

 

 

Corporate Office :

Beta 1, 401 GIGA Space, Viman Nagar, Pune – 411 014, Maharashtra, India 

Tel. No.:

91-20-30511200

Fax No.:

91-20-30511201

E-Mail :

accounts@tooltechsoft.com

 

 

Branch :

Maa House, No. 6, Service Road, 1st Stage, Domlur Layout,

Bangalore – 560 071, Karnataka, India

Tel. No.:

91-80-41256556

 

DIRECTORS

 

Name :

Mr. Prakash Chandur Gurbaxani

Designation :

Managing Director

Address :

4, Gokul, 23 Kalyani Nagar, Pune – 411 006, Maharashtra, India

Date of Birth/Age :

03.08.1954

Date of Appointment :

01.05.2001

 

 

Name :

Mr. Jagdish N Khanna

Designation :

Chairman 

Address :

11 Baghwan Apartment, Worli Seaface, Mumbai – 400 018, Maharashtra, India

Date of Birth/Age :

26.09.1935

Date of Appointment :

01.05.2001

 

 

Name :

Mr. Atul Jagdish Khanna

Designation :

Director

Address :

11 Floriana Estates, Boat Club Road, Pune – 411 001, Maharashtra, India

Date of Birth/Age :

05.11.1961

Date of Appointment :

01.03.1999

 

 

 

KEY EXECUTIVES

 

Name :

Kailas Prajot

Designation :

Company Secretary

 

SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Percentage of Holding

Mrs. Kiran Jagdish Khanna

7219910

75.999

Mrs. Mona Atul Khanna

80

0.001

Mr. Atul Jagdish Khanna

2280010

24.000

 

BUSINESS DETAILS

 

Line of Business :

To provide wide variety of software, hardware, digital technology services, maintenances including custom application development, engineering services, ecommerce, internet retailing and services, application set up, modification, conversion and interface development and train and placement of professionals to impart computer software and technology in India and abroad.

 

Subject is also engaged in development of CAD, CAM, Software Jobs.

 

 

Products :

  • Software Development and Design Charges

 

 

Exports :

 

Products :

Develops software projects

Countries :

USA

 

GENERAL INFORMATION

 

No. of Employees :

About 20

 

 

Bankers :

Þ      Kotak Mahindra Bank Limited

      36-38 A, Nariman Bhavan, 227 D, Nariman Point, Mumbai – 400 021,

      Maharashtra, India

 

Þ      ABN Amro Bank

 

Þ      The Zoroastrian Bank

 

Þ      Nordea Bank, Helsinki

 

Þ      Hypo Gereins Bank, Munich

 

 

Facilities :

The Company enjoys mortgage facilities of Rs. 41.000 millions from Kotak Mahindra Bank Limted dated 30.11.2006.

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

Chandrashekhar B Doshi and Associates

Chartered Accountants

Address :

4, Rachna Park, Atreya Co-Operative Housing Society, S B Road,

Pune – 411 016, Maharashtra, India

Phone:

91-20-26651269

 

 

Subsidiaries :

  • Tooltech Europe OY, Finland 
  • Tecodesign GmbH, Germany
  • Tooltech Inc, USA

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

9750000

Equity Shares

Rs. 10/-

Rs. 97.500 millions

250000

Preference Shares

Rs. 10/-

Rs. 2.500 millions

 

Total

 

Rs. 100.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

990050

Equity Shares

Rs. 10/-

Rs. 9.900 millions

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2006

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

9.900

9.900

9.900

2] Reserves & Surplus

0.000

0.000

0.000

4] (Accumulated Losses)

(3.652)

(14.328)

(7.768)

NETWORTH

6.248

(4.428)

2.132

LOAN FUNDS

 

 

 

1] Secured Loans

0.354

0.186

0.345

2] Unsecured Loans

73.429

50.040

18.267

TOTAL BORROWING

73.783

50.226

18.612

 

 

 

 

TOTAL

80.031

45.798

20.744

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

23.044

10.281

4.537

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

1.879

1.443

1.354

Foreign Exchange Translation Reserve 

0.507

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.928

1.841

1.292

 

Sundry Debtors

22.393

13.845

8.007

 

Cash & Bank Balances

4.949

4.498

2.596

 

Other Current Assets

5.525

0.751

0.804

 

Loans & Advances

34.264

17.016

8.209

Total Current Assets

68.059

37.951

20.908

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

12.215

3.843

6.047

 

Provisions

1.243

0.060

0.060

Total Current Liabilities

13.458

3.903

6.107

Net Current Assets

54.601

34.048

14.801

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.026

0.052

 

 

 

 

TOTAL

80.031

45.798

20.744

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2006

31.03.2005

Total Income

 

75.761

37.419

 

 

 

 

Profit/(Loss) Before Tax

 

11.184

(4.046)

Provision for Taxation

 

0.508

(2.514)

Profit/(Loss) After Tax

 

10.676

(6.560)

 

 

 

 

Export Value

 

73.665

22.259

 

 

 

 

Total Expenditure

 

57.700

38.113

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2006

31.03.2005

31.03.2004

PAT / Total Income

(%)

14.09

(17.53)

--

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

14.76

(10.81)

--

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

3.14

(1.71)

--

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

1.79

(0.91)

--

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

14.96

(11.22)

12.59

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

5.05

9.72

3.42

 

 

Financials of TECODESIGN GMBH, Germany

 

ABRIDGED BALANCE SHEET

 

(UNITS IN EUROS)

SOURCES OF FUNDS

 

 

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

25.000

25000.000

2] Reserves & Surplus

 

20476.000

33434.000

4] (Accumulated Losses)

 

(229281.530)

(40182.800)

NETWORTH

 

207741.580

130014.000

LOAN FUNDS

 

 

 

1] Secured Loans

 

0.000

0.000

2] Unsecured Loans

 

207741.580

130014.000

TOTAL BORROWING

 

207741.580

130014.000

 

 

 

 

TOTAL

 

23936.050

148265.200

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

6060.000

3302.000

Capital work-in-progress

 

0.000

0.000

 

 

 

 

INVESTMENT

 

0.000

0.000

Foreign Exchange Translation Reserve 

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

155077.580

205508.960

 

Inventories

 

 

 

 

Sundry Debtors

 

 

 

 

Cash & Bank Balances

 

 

 

 

Other Current Assets

 

 

 

 

Loans & Advances

 

 

 

Total Current Assets

 

155077.580

205508.960

Less : CURRENT LIABILITIES & PROVISIONS

 

137201.530

60545.760

 

Current Liabilities

 

 

 

 

Provisions

 

 

 

Total Current Liabilities

 

137201.530

60545.760

Net Current Assets

 

17876.050

144963.200

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.000

0.000

 

 

 

 

TOTAL

 

23936.050

148265.200

 

 

PROFIT & LOSS ACCOUNT

 

(UNITS IN EUROS)

PARTICULARS

 

 

31.03.2005

31.03.2004

Sales Turnover

 

772108.600

806581.500

Other Income

 

228.620

38157.520

Total Income

 

772337.220

844739.020

 

 

 

 

Profit/(Loss) Before Tax

 

(199924.050)

(37685.890)

Provision for Taxation

 

0.000

0.000

Profit/(Loss) After Tax

 

(199924.050)

(37685.890)

 

 

 

 

Total Expenditure

 

972261.270

882424.910

 

 

LOCAL AGENCY FURTHER INFORMATION

 

As Per Web:

 

Corporate Profile

 

Tooltech is a progressive international engineering group with a presence in Europe, Asia and North America. The company specializes in concurrent engineering solutions for a variety of industries, including automotive, aerospace, tool design & general engineering. Tooltech's services range from concept development to advanced analysis solutions. Our approach is customer focused, flexible and highly pro-active with attention to every task level.

Tooltech supports some of the world's leading OEMs and their Tier 1 suppliers in Europe and North America.

Tooltech's secure capital base and growth philosophy enable it to invest in the resources required to support new clients, be it through the addition of new technologies, software or manpower.

 

Financial Overview

 

During the year 2005-2006 the subject achieved revenue (including other income) of Rs. 75.761 millions which was higher by 102%. Efforts put in by Directors during the year nd steps taken by the company as Net profit of Rs. 10.676 millions after providing depreciation and income tax / FBT as against net loss of Rs. 6.560 millions in the year 2004-2005.

 

Future Prospects

 

Turnover growth during the year of the company was more by 102% over last financial year. Majority of the revenue has come from export earnings from CAD activity. The subject has 3 wholly owned foreign subsidiaries; Tooltech Europe Oy, Finland, Teco Design GmbH, Germany and Tooltech Inc, USA.       

 

The Company’s Fixed Assets of important value includes :

 

Þ      Air Conditioner

Þ      Fax

Þ      Hot and Cold Water Dispenser

Þ      EPBAX

Þ      Fire Extinguisher

Þ      Aqua Guard Filter

Þ      Exide FX Power Box

Þ      Access Control Systems

Þ      Fire Alarm Systems

Þ      Paper Shredding Machine

Þ      LCD Projector

Þ      Computer Software

Þ      Fiat Siena

Þ      Mitsubishi Lancer

Þ      Two Wheeler – M-80

Þ      Maruti Esteem

Þ      Electrical Fitting

Þ      Electronic Vacuum Cleaner

Þ      Furniture and Fixtures 

 

Board of Directors

 

Mr. J.K. Khanna, Chairman

Mr. Khanna is a highly reputed Chartered Accountant and Financial Consultant based in Bombay, India.

 

Executive:

Mr. Prakash Gurbaxani, Managing Director

Mr. Gurbaxani has an MBA from the US, and 27 years of experience in Information Systems and Finance in the USA, West Asia and India, including 15 years of experience in IT-related outsourced services. Mr. Gurbaxani has also been a visiting professor for MBA students in Pune, India

 

Mr. Atul Khanna, Director

Mr. Khanna is a successful entrepreneur in the Indian engineering industry, having promoted various businesses involving international collaboration with Germany, the USA and Sweden. Mr. Khanna’s new initiative is in the area of systems biology to promoting a bioscience corridor between Finland and India.

 

Non Executive:

Mr. Gunter Dentler, Director

Mr. Dentler has been the former Director, International Operations & Technology Transfer with Hertel AG. He has been involved with training and building design know-how/transfer projects between Germany, India and Asia. He has supported several German/India/Asia know how projects. He is based in Nurnberg, Germany.

 

Dr. Klaus Faust, Director

Dr Faust is a former senior engineering management leader at BMW, who now manages a reputed family owned concern, Lodenfrey GmbH, the well known German clothing company. Dr Faust’s area of expertise is automotive engineering & general management. Dr Faust is based in Munich, Germany.

 

Mr. Jukka Kallio, Director, Tooltech Europe Oy.

Mr. Kallio is a senior corporate lawyer and senior partner of a leading law firm in Helsinki. Mr. Kallio’s area of expertise includes international law issues. Mr. Kallio is based in Helsinki, Finland.

 

Mr. Timo Törmälä, Director, Tooltech Europe Oy.

Mr. Törmälä is an authority on intellectual property rights and in the business of evaluating and exploiting patents and their applications. He is the Managing Director of Licentia Oy, the Finnish leader in the business. Mr. Törmälä is based in Helsinki, Finland.

 

Senior Advisors:

Mr. Gunter Albrecht

Mr. Albrecht is the former Vice President – Military Programmes of MTU Aero Engines. He was also previously involved with Rolls Royce Aero Engines. Mr. Albrecht is a well-known authority in the field of aero engines & simulation. He is based in Munich, Germany.

 

Mr. David Miles

Mr. Miles was the Chief Design Engineer for the Canadian Regional Jet CRJ100 and other aircraft. He retired as Director of Propulsion and Chief Engineer of Propulsion for all models of Bombardier aircraft, specializing in fuel systems, nacelles, thrust reversers, APU'S, hydraulics, environmental control systems, anti ice systems, cabin noise, and acoustics. Mr. Miles is based in Montreal, Canada.

 

Mr. Ravi Sonalkar

Mr. Sonalkar is an engineer and entrepreneur with over 25 years experience in Machine Tools and Accessory Manufacture. He was involved with the Indian Machine Tool Manufacturers' association in various capacities. Mr. Sonalkar has also been involved in the setting up of a technology center for Mazak (the World’s largest machine tools builder) in Pune. Mr. Sonalkar is based in Pune, India.

 

Product

 

Concept Design :

  Product visualization
  Product layout
  Assembly design
  Assembly analysis : Interference, clearance  and    mass properties Detailing and Drafting :

  Engineering production drawings
  Assembly layout drawings
  Dimensional tolerances & surface finishes
  Bill of Materials

 

Mechanism Design :

  Kinematic study of assemblies
  Definition of driver mechanisms, linkages and joints
  Interference and clearance checks

 

Reverse Engineering :

  Creation of detailed and accurate models and drawings using scanning techniques such as CMM.

 

Locations

 

India:

Pune – Head Office
Bangalore

 

Germany:

Munich - Teco Design GmbH

 

Finland:

Helsinki

 

Sweden:

Göteborg

 

USA:

Grand Rapids, Michigan

 

Contact

 

Head Office:

Pune

Tooltech Software (India) Private Limited
401, Beta 1,GIGA Space, Viman Nagar, Pune - 411014, Maharashtra, India
Tel : 91-20-30511200
Fax: 91-20-30511201
Ms. Shobhana Joseph-Taneja:
Business Development Manager
shobhana.taneja@tooltechsoft.com

 

Bangalore

Tooltech Software (India) Private Limited
Maa House, No. 6, Service Road, 1st Stage, Domlur Layout, Bangalore - 560 071, Karnataka, India
Tel.: 91-80-41256556

 

Munich, Germany

Tecodesign GmbH

www.tecodesign.de

Schleißheimer Straße 375, D-80935 München, Germany
Tel.: 49-89-35 71 91-0

 

Göteborg, Sweden

Tooltechsoft Sweden
Filial till Tooltech Software (India)Private Limited
Box 184, Drakegatan 10, S-40123 Göteborg, Sweden
Tel: 46-(0)31-7737163

 

Helsinki, Finland

Tooltech Europe OY
Bulevardi 2-4 A, FIN-00120 Helsinki, Finland
Tel: 358 9 6150 7560, +358 9 6150 7561
Fax: 358 9 6150 7562

 

Michigan, USA

Tooltech Inc.
5351, Rusche Drive NW, Comstock Park, MI – 49321, USA
Tel: 1-616-780-5666

 


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.43.70

UK Pound

1

Rs.85.90

Euro

1

Rs.58.25

 

 

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

6

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--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

TOTAL

 

45

 

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