MIRA INFORM REPORT

 

 

Report Date :

06.10.2007

 

IDENTIFICATION DETAILS

 

Name :

SILVERLINE TECHNOLOGIES LIMITED

 

 

Formerly Known As :

SILVERLINE INDUSTRIES LIMITED

 

 

Registered Office :

1405/6, Maker Chamber V, Nariman Point, Mumbai – 400 021, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

30.06.2006

 

 

Date of Incorporation :

13.04.1992

 

 

Com. Reg. No.:

66360

 

 

CIN No.:

[Company Identification No.]

U99999MH1992PTC066360

 

 

Legal Form :

It is a public limited liability company.  The company's shares are listed on the Stock Exchanges.

 

 

Line of Business :

Development of software products.

 

 

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 4300000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed software development company having satisfactory track records.  General financial position is satisfactory.  Payments are reported as slow but correct.

 

Your proposed business dealings of US $ 100000 can be considered against D/P terms.

 

 

LOCATIONS

 

Registered Office :

1405/6, Maker Chamber V, Nariman Point, Mumbai – 400 021, Maharashtra, India

Tel. No.:

91-22-8291950 / 0447 / 0322

Fax No.:

91-22-8290199

E-Mail :

kumars@silverline.com

Website :

http://www.silverline.com

 

 

Branches :

Located at

 

Mumbai

Thane

New Delhi

Hyderabad

Chennai

 

 

Overseas Office :

Located at

 

Ontario, Canada

Michigan, USA

New Jersey, USA

Ontario, Canada

 

 

Delivery Centres :

Located at

 

Mumbai, Hyderabad and Chennai

 

 

DIRECTORS

 

Name :

Mr. Ravi Subramanian

Designation :

Chairman

 

 

Name :

Mr. Krishnakumar Subramanian

Designation :

Vice Chairman

 

 

Name :

Mr. K. Kulathu Subramanian

Designation :

Wholetime Director

 

 

Name :

Mr. Arjan R. Daswani

Designation :

Director

 

 

Name :

Mr. S. V. Mony

Designation :

Director

 

 

Name :

Mr. Shankar Iyer

Designation :

Director

 

 

Name :

Mr. V. Panchapakesan

Designation :

Director

 

 

Name :

Mr. George R. Zoffinger

Designation :

Director

 

 

Name :

Mr. Pejavar Murari

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Uday L. Khona

Designation :

Company Secretary

 

 

BUSINESS DETAILS

 

Line of Business :

Development of software products.

 

 

Products :

Item Code No.

Product Description

8524-90

Computer software development, services and software distribution

 

 

Exports :

 

Countries :

America, Middle East and Asia Pacific

 

 

GENERAL INFORMATION

 

Customers :

Ø       Audi, America

Ø       Ford Motor Company

Ø       General Motors

Ø       Subaru of America

Ø       Volkswagen of America

Ø       First Data

Ø       J P Morgan

Ø       Goldman Sachs

Ø       First Union

Ø       ADP

Ø       Deutsche Bank

Ø       Fidelity Investments

Ø       Credit Lyonnais

Ø       AMP Society

Ø       ANZ Banking Group of New Zealand

Ø       Citibank NA

Ø       Commercial Union

Ø       Horwath & Horwath

Ø       Jardine Insurance Brokers Limited

Ø       Prudential Assurance Company

Ø       Prudential Unit Trust Managers of New Zealand

Ø       Sun Alliance Life Limited

Ø       Toyota Finance Limited

Ø       Westpac Banking Corporation

Ø       Merck

Ø       Pfizer

Ø       Bristol-Myers Squibb Company

Ø       Dade Behring

Ø       Block Drug Company

Ø       Sunquest / Diagnostix.com

Ø       International Masters Publishers

Ø       Intermountain Health Care

Ø       3COM Corporation

Ø       Bell Atlantic

Ø       Bell Howell

Ø       Cablevision

Ø       Lucent Technologies

Hewlett Packard

 

 

No. of Employees :

900

 

 

Bankers :

  • Corporation Bank
  • IDBI Bank Limited
  • Global Trust Bank Limited

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

Deloitte Haskins & Sells

Chartered Accountants

 

 

Associates/Subsidiaries :

  • Silverline Technologies Inc., NJ, USA
  • Sky Capital International Limited, Hongkong
  • SeraNova Inc, USA

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

250000000

Equity Shares

Rs. 10/- each

Rs. 2500.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

249850000

Equity Shares

Rs. 10/- each

Rs. 2498.500 Millions

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

30.06.2006

30.06.2005

30.06.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

2498.500

2498.500

2498.500

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

[1409.500]

[1591.600]

[1508.000]

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1089.000

906.900

990.500

LOAN FUNDS

 

 

 

1] Secured Loans

201.300

642.500

607.300

2] Unsecured Loans

48.100

48.100

45.500

TOTAL BORROWING

249.400

690.600

652.800

DEFERRED TAX LIABILITIES

 

 

 

 

 

 

 

TOTAL

1338.400

1597.500

1643.300

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

394.700

681.400

725.400

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

820.000

820.000

820.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

22.400

16.700

30.200

 

Cash & Bank Balances

18.200

18.200

18.200

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

314.700

295.000

287.800

Total Current Assets

355.300

329.900

336.200

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

231.200

234.300

234.300

 

Provisions

6.200

6.300

11.800

Total Current Liabilities

237.400

240.600

246.100

Net Current Assets

117.900

89.300

90.100

 

 

 

 

MISCELLANEOUS EXPENSES

5.800

6.800

7.800

 

 

 

 

TOTAL

1338.400

1597.500

1643.300

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

30.06.2006

30.06.2005

30.06.2004

Sales Turnover

25.500

19.300

137.300

Other Income

382.500

0.300

0.200

Total Income

408.000

19.600

137.500

 

 

 

 

Profit/(Loss) Before Tax

327.100

[83.600]

[616.200]

Provision for Taxation

0.000

0.000

0.000

Profit/(Loss) After Tax

327.100

[83.600]

[616.200]

 

 

 

 

Expenditures :

 

 

 

 

Power & Fuel Cost

0.800

2.200

4.000

 

Other Manufacturing Expenses

9.600

3.200

16.500

 

Employee Cost

4.800

5.300

54.700

 

Selling and Administration Expenses

17.200

9.000

22.800

 

Miscellaneous Expenses

1.600

1.600

542.200

 

Interest & Financial Charges

3.000

37.800

35.200

 

Depreciation

43.900

44.100

78.300

Total Expenditure

80.900

103.200

753.700

 

SUMMARISED RESULTS

 

PARTICULARS

 

 

 

30.06.2007

Type

 

 

Full Year

Sales Turnover

 

 

726.600

Other Income

 

 

233.100

Total Income

 

 

959.700

Total Expenditure

 

 

583.800

Operating Profit

 

 

375.900

Interest

 

 

5.900

Gross Profit

 

 

370.000

Depreciation

 

 

48.300

Tax

 

 

6.600

Reported PAT

 

 

315.100

Dividend (%)

 

 

0.000

 

KEY RATIOS

 

PARTICULARS

 

30.06.2006

30.06.2005

30.06.2004

Debt-Equity Ratio

0.47

0.71

0.86

Long Term Debt-Equity Ratio

0.34

0.58

0.67

Current Ratio

0.94

0.90

0.85

TURNOVER RATIOS

 

 

 

Fixed Assets

0.02

0.02

0.09

Inventory

0.00

0.00

0.00

Debtors

1.30

0.82

8.75

Interest Cover Ratio

[4.47]

[1.21]

[1.48]

Operating Profit Margin(%)

119.61

[8.81]

19.16

Profit Before Interest And Tax Margin(%)

[52.55]

[237.31]

[37.87]

Cash Profit Margin(%)

107.84

[204.66]

[6.48]

Adjusted Net Profit Margin(%)

[64.31]

[433.16]

[63.51]

Return On Capital Employed(%)

[0.18]

0.00

0.00

Return On Net Worth(%)

[0.24]

0.00

0.00

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

History

 

Silverline Technologies, previously known as Silverline Industries, is an international software development and integration services firm, with over 1,800 software professionals world-wide.  

 
Silverline provides a comprehensive set of eBusiness consulting and IT services, including strategic consulting, creative design, technology integration and implementation, as well as management and maintenance of Internet and legacy applications.  


Silverline focuses primarily on Global 2000 clients in key industry sectors, such as automotive/discrete manufacturing, financial services, healthcare/insurance, technology and telecommunications. The Company also has extensive experience in technologies such as mobile and wireless applications, ePayments and enterprise information portals, as well as in business processes such as customer relationship management (CRM), eProcurement and online marketplaces, channel management and employee enablement.  


Silverline delivers its services through a global network of software development centers. At the heart of the network are core offshore centers in Chennai, Hyderabad and Mumbai, in India, and Cairo, Egypt. These centers support regional development facilities located close to clients throughout North America, Europe and Asia Pacific. With SEI CMM Level 4 and ISO 9001 certified processes, Silverline uses this Global Delivery Model to provide superior service, accelerated delivery and significant cost savings to clients around the world.  
 
Silverline Technologies, Inc., a subsidiary of Silverline Technologies Limited announced on 20th Sep. 2002 that it has received an offer from Cognizant Technology Solutions US Corporation to acquire certain assets of a business unit of Silverline Technologies Inc. that provides information technology services to a fortune 100 financial services company.  

 
This business unit was acquired as part of the acquisition of SeraNova, Inc., an eBusiness consulting services company that was acquired by Silverline in March 2001.  

 
Cognizant's proposal is non-binding and is subject to, among other things, satisfactory completion of due diligence, negotiation and execution of mutually satisfactory definitive agreements and the approval of Cognizant's Board of Directors. The proposed transaction is part of Silverline's overall financial restructuring plan.   
Earlier, Silverline Technologies appointed Dr.Nirmal Jain as the new Vice Chairman and CEO for the company. The company also announced the reconstitution of the board wherein Dr. Nirmal Jain and Mr. Prem Rajani have been added while replacing Mr.Kulathu Subramanian, Mr.S.V Mony, Mr.George Zoffinger and Mr.Shankar Iyer. This announcement is in line with its earlier decision to shift operational management function to India to enable it to more effectively position its services, better manage its costs, and enhance profitability.  

 
Silverline plans an expansion program to address emerging opportunities in the areas of IT Software Solutions and Information Technology Enabled Services. New initiatives in the areas of Business Process Outsourcing (BPO), Enterprise Solutions among others are planned in the immediate future through Business Combinations, Joint Ventures, strategic alliances etc with established players in the international arena.  

 
Silverline had made a public offering in the US during Jun.'00. The company had issued 4.35 million American Depository Shares (ADSs), representing 8.7 million equity shares, at a price of US $ 25 per ADS. The company raised a sum of $ 108.75 million. The ADSs were listed on the New York Stock Exchange (NYSE) in Jun'00. 

 
Silverline was the first Indian software services company to use its American Depository Receipt (ADR) issue proceeds for a high-value acquisition in the US. It had acquired Seranova Inc, a US based eBusiness consulting and integration services company in Oct.'00 for a consideration of $ 99 million.  

 
Silverline has a technical alliance partnership with BEA for e-business infrastructure. The company has also tied up with Siebel Systems, a leading provider of eBusiness applications and software, as a consulting and implementation partner. Clarify, a Nortel Networks company is a consulting partner of Silverline for services in customer relationship and virtual Internet marketplaces. Silverline is also a developer partner of Sun Microsystems. 
 
In line with company's business expansion plan in US, the company had issued 45,00,000 ADRs for acquisition of CTC Corp and its subsidiaries. 

 
The company had raised its Authorised Share Capital by Rs.250 Millions during the year 2002.Also the paid up Equity of the company has been increased by Rs.222 Millions and as a result of this increase in Paid up Equity, the total Paid up Equity stood at Rs.1078.500 Millions at the end of financial year 2002.

 

BUSINESS

 

The company is engaged in development of software products.

 

Subject is a software services firm, has a wide array of activities including software projects, services and products, education and training and distribution of software products.

 

The company is increasingly concentrating on complete lifecycle projects and projects in areas including web based applications, CRM, e-Commerce, application development, etc.  It is also concentrating on increasing the off-shore mix. 

 

The company has entered into an alliance with Siebel Systems, the world's largest supplier of web based CRM software, as an implementation partner and with Platinum Technology, a leader in enterprise infrastructure software. 

 

The company's business include the following :

 

The company does on-site consultancy as well as offshore software development projects. It does projects in the areas of :

 

e-Business : The company focuses on web-enabling of the company’s existing legacy systems. It also develops custom internet software solutions and internet-based components which can be integrated with the clients existing software applications.

 

Customer Relationship Management : The company is a Certified Siebel Consulting Partner in the US and Canada and offers solutions to its clients covering sales force, marketing automation and customer support.

 

Application Development : The company develops new application for its clients according to the client’s need in a vertical domain as per the technology chosen by the client. The company uses a lot of reusable software components to save time / cost during development and deployment of any software application.

 

Application Migration and Maintenance : The company helps its clients to migrate existing software applications from older platforms to newer ones. A large portion of the company’s business comes from this segment.

 

It also includes the following products :

 

HOST (Hotel Open System Technology) a software solution for front offices of hotels. The package is installed at Taj group, Hyatt, Ashoka, Centaur etc.

 

Knowledge master : This package generates question papers to test a target audience and provide online evaluations.

 

Silverline Manufacturing  : is a manufacturing planning system.

 

The company's training division called Silverline Institute of Software Technology (SIST) has branches in Thane near Mumbai and Chennai.

 

The company has strategic alliances with the following

 

Ø       Actuate

Ø       Aether

Ø       AIT

Ø       BEA

Ø       Concur

Ø       Corechange

Ø       Crosswords

Ø       Clarify

Ø       Dharma

Ø       Epicentric

Ø       Firepond

Ø       Information Builders

Ø       Intel

Ø       Microsoft

Ø       Oblix

Ø       Pivotal

Ø       Plumtree

Ø       SEEC

Ø       SIEBEL

Ø       Sun Microsystems

Ø       See Beyond

Ø       Versata

Ø       Vignette

Ø       Webmethods

Ø       Netscape

Ø       Novell

Ø       SCO

Ø       Quest

Ø       Arrow Electronics

Ø       Agilent Technologies

Ø       Philippine Long Distance Telecom Company

 

Subject has been accredited with ISO 9001 Certification.

 

The company's fixed assets of important value include freehold & leasehold land, buildings, office premises, computer equipments, furniture & fixtures, office equipments, electrical fittings and motor vehicles.

 

As Per Website

 

Profile

Silverline is a global BPO and IT Consulting Company that started in 1992 in India trading in stock exchanges in Mumbai, India and U.S. stock exchange, the company is on a resurgence providing end-to -end support solutions in:

  • IT Development & Systems Integration
  • Technical Support
  • Customer Care
  • Back-office Shared Services
  • Market Entry Services
  • Animation and Media Services

Silverline situates their operations in India and across North America.

Management

Vern Sheppard, SVP Technical Service Management

Bharat Hansraj, SVP Business Service Management

Ashwani Narula, SVP, IT Systems Integration

Anil Suri, Corporate Financial Controller, North America

Michael Bergman, Legal Counsel

V Venkatraghavan, Vice President - Finance & Company Secretary

 

Press Release

 

Silverline equity shareholders to approve Scheme of Arrangement
07/08/2007

Silverline Technologies Ltd has informed BSE that pursuant to the Order made by the High Court of Judicature at Bombay, a meeting of the equity shareholders of the Company will be held on August 11, 2007, for the purpose of considering and if thought fit, approving, with or without modification the arrangement embodied in the Scheme of Arrangement between the Company and Silverline Animation Technologies Ltd and their respective shareholders.

Silverline has informed BSE that an Extra Ordinary General Meeting will be held
06/08/2007

Silverline Technologies Ltd has informed BSE that an Extra Ordinary General Meeting (EGM) of the Members of the Company will be held on August 11, 2007, inter alia, to issue, offer and allot, in domestic / international offering any securities including Global Depository Receipts and / or American Depository Receipts convertible at the option of the Company and / or any instrument representing convertible securities such as foreign currency convertible bonds Foreign Currency, (FCCBs), convertible into equity shares / preference shares ("Securities"), to be subscribed by Foreign investors / institutions and / or corporate bodies, mutual funds, banks, insurance Companies, trusts and / or individual whether or not such person / entities / investors are Member of the Company, whether in Indian currency such issue and allotment shall be made at such time or times in one or more tranche or tranches, at par or at such price or prices and on such terms and conditions as the Board may, in its absolute discretion thinks fit, in consultation with the Lead Managers, underwriters, Advisors or other intermediaries; provided however that the amount to be raised through issue of securities not exceeding US$ 30 Million, subject to necessary provisions & approvals.

Silverline Technologies Ltd has reviewed the business and other matter in the agenda.
17/07/2007

Silverline Technologies Ltd has informed BSE that the Board of Directors of the Company at its meeting held on July 17, 2007, has reviewed the business and other matter in the agenda. Due to paucity of time the Board of Directors decided that they would meet on July 20, 2007 to take on record all the matter as per the Agenda.

The Board also has taken note of the Company becoming debt free
20/07/2007

Silverline Technologies Ltd has informed BSE that the Board of Directors of the Company at its meeting held on July 20, 2007, inter alia, have considered the following: 1. The Board noted the first time turn around performance of the company for the year 2006-07. 2. The Board also has taken note of the Company becoming debt free. 3. The Board also has taken note of the on-going capital reduction and demerger exercise for which the company has got the in-principle clearance of the exchange and the company has proceeded further with the filing of demerger and capital reduction petition with the honorable high court of Mumbai for which the Court Convened EGM is scheduled to be held on August 11, 2007. 4. The Board also approved rising of money through FCCB for the purpose of corporate structuring and further business strengthening in terms of acquisitions and broad basing of working capital needs. 5. The Board was informed about the proposed acquisition targets for which the board has taken note and requested Mr. Ravi Subramanian to engage due diligence agencies and negotiate and inform the board about the progress. 6. The company has short listed 3 companies for the purpose of acquisitions in North America.

 

 

 


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.39.49

UK Pound

1

Rs.80.41

Euro

1

Rs.55.76

 

 

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.

 

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