MIRA INFORM REPORT

 

 

Report Date :

26.03.2007

 

IDENTIFICATION DETAILS

 

Name :

TOP VICTORY INVESTMENTS LTD.

 

 

Registered Office :

Rm 2108, 21/F, Harcourt House, 39 Gloucester Road, Wanchai

 

 

Country :

Hong Kong

 

 

Date of Incorporation :

24-7-1987

 

 

Com. Reg. No.:

193969

 

 

Legal Form :

Private

 

 

Line of Business :

Engaged in sourcing of materials & trading of computer monitors.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

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

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 


name & address

 

TOP VICTORY INVESTMENTS LTD.

RM 2108, 21/F, HARCOURT HOUSE,39 GLOUCESTER ROAD,

WANCHAI, HONG KONG.

TEL      : 852  28585736

FAX      : 852  25468884

 

 

EXECUTIVE SUMMARY

 

INCORPORATION DATE            : 24-7-1987

REGISTRATION NO.                  : 193969

REGISTERED LEGAL FORM     : PRIVATE

CHIEF EXECUTIVE                    : HSUAN JASON  (DIRECTOR)

STAFF STRENGTH                    : 20,609

AUTHORIZED CAPITAL            : HK$20,000 = 10,000 "A" ORDINARY SHARES @ HK$1.-

                                            + 10,000 NON-VOTING DEFERRED SHARES @ HK$1.-

PAID-UP CAPITAL                     : HK$11,000

BUSINESS LINE                        : SOURCING OF MATERIALS & TRADING OF COMPUTER MONITORS

TURNOVER                              : US$5,054M (GROUP , AS OF DEC. 31, 2005)

EQUITIES                                 : N/A (AS OF DEC. 31, 2005)

PAYMENT                                : AVERAGE

RECOMM. CREDIT RANGE       : FAIRLY LARGE AMOUNT

MARKET CONDITION                : COMPETITIVE

FINANCIAL CONDITION             : STABLE

OPERATIONAL TREND  : STEADY

GENERAL REPUTATION           : GOOD

EXCHANGE RATE                     : HKD 7.81170 = USD1 AS OF 2007-3-23

 

Adopted abbreviations:

ANS - amount not stated

NS - not stated 

SC - subject company (the company inquired by you)

NA - not available          

M - million        

HKD – Hong Kong Dollars

 

 

 

 


Rounded Rectangle: HISTORY 

 

 

 


SC is a private limited company registered under incorporation file no. 193969 on 24-7-1987.

 

SC's shareholders & directors are shown to be as follows:

 

Shareholders (as at 24-7-2006)                                                    Number of shares held

Top Victory International Ltd.                                                                 999 #

Hsuan Jason                                                                                           1 #

Palmland Holdings Inc.                                                                       7,500 *

Pacific Industries And Development Ltd.                                              2,500 *

                                                                                                          --------

                                                                                                        11,000

                                                                                                        =====

# "A" Ordinary shares

* Non-voting deferred shares

 

Directors (as at 24-7-2006)

Djuhar Sutanto / M784359

Hsuan Jason / P797945(6)

Houng Yu Te / 130773404

Lin Yeun Wu /130778752

 

The above registration information is based on SC's annual return filed at Companies Registry within the last 2 years.

 

No material change or amendment regarding SC has been traced & noted within last 2 years.

 

Total number of employees :   20,609  (group, as at 31-12-2005).

 

Location:  Maintaining its office at the heading business address at a commercial building in a commercial district.

 

Condition inside the premises during our visit:  Normal

 

Office/factory layout:  Standard

 

 

Rounded Rectangle: PUBLIC FILINGS 

 

 


This section will contain the civil litigations & winding-up petitions filed against SC for the last 6 years (as stored in our database), and the mortgage/charge filed by SC for the last 2 years.  In Hong Kong, creation of such mortgages/charges by an unlimited co is not required to be registered in the public records.

 

Civil litigation/winding-up petitions :     (X) see below   (  ) see attached sheet

 

Date                      : 6-12-2002

Defendant(s)           : SC

Plaintiff(s)               : Consolidator Int'l Co. Ltd.

Cause of claim       : Service charge

Claimed amount     : ANS

 

Mortgage/charge record(s) :    None filed within the last 2 years as per our current search.

 

 

Mortgage Index:

 

Year(s) in which mortgage registration(s) are filed: 1996 - 2003

Year(s) in which mortgage satisfaction record(s) are filed: 1998 - 2004, 2006, 2007

 

 

Rounded Rectangle: OWNERSHIP/MANAGEMENT BACKGROUND 

 

 


SC is a subsidiary of Top Victory International Ltd. whose partial information is as follows:

 

- Registered address:  P.O. Box 957, Offshore Incorporations Ctr., Road Town, Tortola, B.V.I.

- Business line:  As an investment holding co.

- Civil litigation & winding-up petition records:  None in our database

- Registered capital:  US$1,000

 

SC is, in turn, an ultimate subsidiary of TPV Technology Ltd., a public co. listed on SEHK with stock code 903 & Singapore Stock Exchange with stock ticker "TPV", whose partial information is as follows:

 

Year established                   : 1999  (incorporated in HK)

Registered/business address : Same as heading business address

Business line                        : As an investment  holding co. with diverse interests in manufacturing & supply of

                                             electrical & electronic products.  Items available include CRT monitors, LCD

                                             monitors, LCD TVs & CRT TVs.

No. of employees                  : 24,268  (as at 30-6-2006)

Civil litigation & winding-up petition records : None in our database

Turnover                               : US$5,054M  (year ended 31-12-2005)

 

Partial financial data of the said company:

 

Items                                                                 Fiscal yr 31-12-2005       Fiscal yr 31-12-2004

Current assets :                                                              US$2,496M                   US$1,376M

Current liabilities :                                                           US$1,893M                      US$956M

Fixed assets & non-current assets :                                    US$558M                      US$108M

Tangible worth/(net deficit) :                                             US$1,161M                      US$528M

Turnover :                                                                       US$5,054M                   US$3,738M

Net income/(net loss) :                                                       US$151M                      US$104M

 

Hsuan Jason, director:

 

- Born in 1943

- He has over 19 years of managerial experience in well known multinational enterprises including General Electric and PepsiCo

- He joined the group in Nov 1990

- Also currently chairman, CEO & director of TPV Technology Ltd.

 

Currently active in SC's day-to-day operations & is responsible for its management.

 

Registered residential address: Flat H, 34/F, Kennedy Town, 38 Kennedy Town Praya, HK.

 

Credit history check :   This refers to a check of our database whether the said person has been involved in any of

the following records stored by us within the last 6 years:

 

Civil litigation as defendants                                           :  None in our database

Bankruptcy/winding-up petitions                                     :  None in our database

Delinquent payment records                                          :  None in our database

Debt collection records                                                  :  No overdue amount owed by the said person was placed to us for collection

 

Houng Yu Te, director:

 

- Born in 1946

- Before joining the group in Dec 1996, he has gained audit and finance experience from an international accounting firm in Taiwan and has worked for over 28 years in a number of companies responsible for the accounting and financial operations

- Also currently senior vice president, chief financial officer & director of TPV Technology Ltd.

 

Currently active in SC's day-to-day operations & is responsible for its management.

 

Registered residential address: No.10-3, Alley 3, Lane 251, Section 3, Chung-Hsiao E. Road, Taipei, Taiwan.

 

Credit history check :   This refers to a check of our database whether the said person has been involved in any of

the following records stored by us within the last 6 years:

 

Civil litigation as defendants                                           :  None in our database

Bankruptcy/winding-up petitions                                     :  None in our database

Delinquent payment records                                          :  None in our database

Debt collection records                                                  :  No overdue amount owed by the said person was placed to us for collection

 

Ownership background appraisal:

 

Rating  : 2       Obtained scores : 80                    (see explanatory notes below)

Keys    : 1 :     scores 81-100: Excellent

             2 :     scores 61-80  : Good

             3 :     scores 46-60  : Average

             4 :     scores 21-45  : Fair

             5 :     scores 01-20  : Poor

 

The rating indicates the personal financial & operational strength of SC's major principals.  It is calculated from a composite of scores obtained from the following 5 factors which carry equal weight in our analysis:

 

Personal financial strength, credit history & trade reputation, business experience & track record, market connection and management skill.

 

 

Rounded Rectangle: BUSINESS OPERATIONS 

 

 


Business categories :

 

SC is engaged in sourcing of materials & trading of computer monitors.

 

Items available include CRT monitors, LCD monitors, LCD TVs & PDP TVs.

 

Production is assigned to the following subsidiary factory:

 

- Name:  TPV Electronics (Fujian) Co., Ltd.

- Address:  (Shanzheng, Yuanhong Road) Rongqiao Economic and Technological Development Zone, Fuqing, Fujian Province, PR China.

- Tel:  86-591-85285555

- Fax:  86-591-85285447

- Registered capital:  US$45M

- Legal status:  Wholly HK / Macau / Taiwan-owned enteprise

- No. of employees:  550

 

Principal purchases :

Major types of sourcing             : Raw materials

Local--type of suppliers             : Importers & manufacturers

Buying terms                           : COD & credit of 30 days

Overseas--supplying countries   : PR China, Taiwan, SE Asia & Europe

Buying terms                           : L/C & T/T

 

Principal market :

Local--type of customers      : Wholesalers

Selling terms                       : COD & credit of 30 days

Overseas--buying countries   : USA, Europe, Japan & other Asian countries

Selling terms                       : L/C, T/T & intercompany account basis

 

 

Rounded Rectangle: RELATED COMPANIES 

 

 


Overseas affiliates (as at 31-12-2005):

----------------------------------------------

1) Top Victory Electronics (Taiwan) Co. Ltd.  (in Taiwan)

- Business line:  Research & development of computer monitors; sourcing of certain components

- Registered capital:  NT$600M

- Address:  10/F, #230, Liancheng Rd., Zhonghe City, Taipei, Taiwan.

- Tel:  886-2-82261668

- Fax:  886-2-82261666

 

2) Top Victory Electronics (Fujian) Co. Ltd.  (in PR China)

- Business line:  Production & sales of computer monitors

- Registered capital:  US$40M

- Address:  (Shangzheng, Yuanhong Road) Rongqiao Economic and Technological Development Zone, Fuqing City, Fujian, PR China.

- Tel:  86-591-85285555

- Fax:  86-591-85285447

 

Other overseas affiliates (as at 31-12-2005) include the following:

---------------------------------------------------------------------------

- TPV Technology (Wuhan) Co., Ltd.

- TPV Display Technology (Wuhan) Co., Ltd.

- AOC do Brasil Monitores Ltda.

- AOC International (Europe) GmbH

- TPV International (USA), Inc.

- TPV International (Netherlands) B.V.

- Envision Industria de Products Electronics Ltda.

- TPV Technology (Bejing) Co., Ltd.

- Philips Consumer Electronics Co. of Suzhou Ltd.

- P-Harmony Monitors (Taiwan) Ltd.

- P-Harmony Monitors USA Inc.

- P-Harmony Monitors Netherlands B.V.

 

 

Rounded Rectangle: PAYMENT 

 

 


Overall payment appraisal :

 

(  ) Excellent      (  ) Good      (X) Average      (  ) Fair      (  ) Poor      (  ) Not yet determined

 

The appraisal serves as a reference to reveal SC's payments habits and ability to pay.  It is based on the 3 weighed factors:  Trade payment experience (through current enquiry with SC's suppliers), our delinquent payment records and our debt collection record concerning SC.

 

Trade payment experience : SC did not provide any name of trade/service suppliers and we have no other

sources to conduct the enquiry at present.

 

Delinquent payment record :  None in our database.

 

Debt collection record :   No overdue amount owed by SC was placed to us for collection within the last 6 years.

 

 

 

Rounded Rectangle: BANKING 

 


Banking relations are maintained principally with:

 

- Agricultural Bank of China

- Bank of China (HK) Ltd.

- Bank SinoPac

- China Construction Bank (Asia) Corporation Ltd.

- Industrial and Commercial Bank of China (Asia) Ltd.

- ING Bank N.V.

- HSBC

- WestLB AG

 

 

 

 

 

Rounded Rectangle: FINANCIAL HIGHLIGHTSUpon a current contact, Mr. Ho, SC's executive, declined forwarding any financial information on the ground that it is the company's policy not releasing any data to a third party without the benefit of knowing the identity of the inquiring party.

 

Breakdown of turnover of SC's group by geographical markets for year ended 31-12-2005 is as follows:

 

Geographical market / Fiscal year 31-12-2005

---------------------------------------------------------

- Europe / US$1,405M

- North America / US$1,552M

- PR China / US$1,112M

- Japan / US$288M

- Others / US$697M

- TOTAL / US$5,054M

 

As per current co. search, total amount of indebtedness of SC in respect of all mortgages and charges which are required to be registered with Companies Registry as at 24-7-2006 was nil.

 

 

Rounded Rectangle: REMARKS 


 

 

SC is considered an old-established business with acceptable financial base to meet fairly large amount of credit dealings.

 

-- Asset Tracing --

 

Upon our current investigation, our database & sources consulted indicate that SC was not involved in any property transaction (both purchase & disposal) in Hong Kong for the last 6 years.

 

TPV Technology Ltd.'s (SEHK) share price movements are as follows:

 

- Closed on 21-3-2007: $4.68

- Year high / low: $9.40 / $4.41

- Price earning ratio: 6.08

 

NEWS:

------------

1) TPV Technology Ltd. (hereinafter named "TPV"), SC's ultimate parent co., and BOE Technology Group Co., Ltd. (hereinafter named "BOE Group"), have entered into a Master Agreement dated 1-1-2006 pursuant to which the BOE Group will supply TFT-LCD pannels to TPV on terms and conditions as agreed by the parties from time to time.  TPV and the BOE Group will continue to enter into the Purchase Transactions during its ordinary and usual course of business and on normal commercial terms determined on an arm's length basis.

 

The transaction amount of the Purchase Transactions from 1-1-2006 to 23-1-2006 is approx. US$11,784,000 (HK$91,915,200).

 

2) In Dec 2005, TPV concluded the buyout of the remaining interests in the previously 41.7% owned Beijing associate, Beijing Orient Top Victory Electronics Co., Ltd. ("BJOTV"), which added the flexibility in optimising SC's manufacturing capacity.  BJOTV was subsequently renamed as TPV Technology (Beijing) Co., Ltd. ("TPV Beijing").

 

3) On 5-9-2005, TPV completed the transaction to purchase certain monitor and flat TV business from Koninklijke Philips Electronics N.V. ("Philips") through the issuance of 263.2M new shares plus a five-year convertible bond of US$210.5M.  The acquired assets included certain development and manufacturing platforms in PR China and Taiwan.

 

 

APPENDIX

 

SUPPLEMENTARY INFORMATION:

 

Attached document (total no. of pages : 5)

 

1.     Financial data of TPV Technology Ltd.

 

 

 

 


 

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

 

 

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%)

 

 

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