![]()
|
Report Date : |
11.04.2008 |
IDENTIFICATION
DETAILS
|
Name : |
CALIFORNIA SOFTWARE COMPANY LIMITED |
|
|
|
|
Registered Office : |
1205, D Block, 12th Floor, Tidel Park, Taramani, Chennai
600113, Tamilnadu |
|
|
|
|
Country : |
India |
|
|
|
|
Financials (as on) : |
31.03.2007 |
|
|
|
|
Date of Incorporation : |
06.02.1992 |
|
|
|
|
Com. Reg. No.: |
22135 |
|
|
|
|
CIN No.: [Company
Identification No.] |
L72300TN1992PLC022135 |
|
|
|
|
TAN No.: [Tax
Deduction & Collection Account No.] |
CHEC00877C |
|
|
|
|
Legal Form : |
Public limited liability company. Company’s Shares are listed on the
Stock Exchange. |
|
|
|
|
Line of Business : |
Providing Software Services |
RATING &
COMMENTS
|
MIRA’s Rating : |
Aa |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
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 |
|
Maximum Credit Limit : |
USD 2700000 |
|
|
|
|
Status : |
Very Good |
|
|
|
|
Payment Behaviour : |
Regular |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is a well established and reputed company having fine track.
Available information indicates high financial responsibility of the company.
Trade relations are fair. General financial position is good. Payments are
reported as usually correct and as per commitments. The company can be considered good for normal business dealings. |
LOCATIONS
|
Registered Office : |
1205, D Block, 12th Floor, Tidel Park, Taramani, Chennai
600113, Tamilnadu, India |
|
Tel. No.: |
91-44-22543905 / 22541080 / 22541464 / 2254
0419 / 2007 |
|
Fax No.: |
91-44-22542902 |
|
E-Mail : |
|
|
Website : |
|
|
|
|
|
Corporate Office : |
5th Floor, Elnet Software City, TS 140, CRT Road, Taramani, Chennai -
600 113, Tamilnadu, India |
|
Tel. No.: |
91- 44 - 2254 1464/1080 |
|
Fax No.: |
91-44-22542902 |
|
E-Mail : |
DIRECTORS
|
Name : |
Mr. Robert V. Chandran |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Mr. Clude Michael Bandy |
|
Designation : |
Chairman |
|
|
|
|
Name : |
Mr. S. (Sam) Santhosh |
|
Designation : |
Managing Director and Chief Executive Officer |
|
|
|
|
Name : |
Mr. Fuminobhu Oda |
|
Designation : |
Non Executive Director |
|
|
|
|
Name : |
Mr. Dan George Peterson |
|
Designation : |
Non Executive Director |
|
|
|
|
Name : |
Dr. T. T. Narendran |
|
Designation : |
Independent Director |
|
|
|
|
Name : |
Dr. P. J. George |
|
Designation : |
Independent Director |
KEY EXECUTIVES
|
Name : |
Mr. Sudhir Anand |
|
Designation : |
Company Secretary & Compliance Officer |
|
|
|
|
Name : |
Mr. V. S. Navin Shushant |
|
Designation : |
Company Secretary |
|
|
|
|
Name : |
Dr. J.K. Nair |
|
Designation : |
Executive Vice
President & COO |
|
|
|
|
Name : |
Mr. K. Narasimha Nayak |
|
Designation : |
Chief Financial
Officer |
|
|
|
|
Name : |
Mr. Bob Byrnes |
|
Designation : |
Senior Vice
President, Sales |
|
|
|
|
Name : |
Mr. Dan George Peterson |
|
Designation : |
President &
CEO Informed Decisions Corporation |
|
|
|
|
Name : |
Mr. Yoto Haramoto |
|
Designation : |
President -
CODEX Company Limited |
|
|
|
|
Name : |
Mr. Vedante Srihari |
|
Designation : |
Managing
Director - Inatech Solutions |
MAJOR SHAREHOLDERS
/ SHAREHOLDING PATTERN
AS ON 31st March 2007
|
Names of Shareholders |
No. of Shares |
Percentage of
Holding |
|
Promoter
group: |
|
|
|
Promoter
Director & Relatives |
565796 |
6.25 |
|
Foreign
Bodies corporate |
2773963 |
30.67 |
|
Promoter
group subtotal |
3339759 |
36.92 |
|
Public
shareholding |
|
|
|
Financial
Institutions-Indian |
300 |
0.00 |
|
Foreign
Institutional investors |
3230 |
0.04 |
|
Bodies
Corporate |
1107833 |
12.25 |
|
Individual
shareholders-holding nominal capital upto Rs 0.100 Million each |
1888184 |
20.87 |
|
Individual
shareholders-holding nominal capital in excess of Rs 0.100 Million each |
2646729 |
29.25 |
|
Others |
60821 |
0.67 |
|
Public shareholding sub-total |
5706647 |
63.08 |
|
Total |
9046406 |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Providing Software Services |
||||
|
|
|
||||
|
Products : |
|
GENERAL
INFORMATION
|
Bankers : |
Canara Bank |
||||||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||||||
|
Facilities : |
|
|
|
|
|
Banking
Relations : |
Satisfactory |
|
|
|
|
Auditors : |
|
|
Name : |
Tomy & Francis Chartered Accountants |
|
|
|
|
Associates/Subsidiaries : |
|
CAPITAL STRUCTURE
AS ON 31.03.2007
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
12000000 |
Equity Shares |
Rs. 10/- each |
Rs. 120.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
9046406 |
Equity Shares |
Rs. 10/- each |
Rs. 90.464
Millions |
FINANCIAL DATA
[all figures are in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
90.464 |
49.211 |
47.600 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
596.822 |
297.900 |
235.200 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
687.286 |
347.111 |
282.800 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
65.430 |
30.491 |
11.100 |
|
|
2] Unsecured Loans |
83.250 |
0.000 |
0.000 |
|
|
TOTAL BORROWING |
148.680 |
30.491 |
11.100 |
|
|
DEFERRED TAX LIABILITIES |
2.500 |
3.721 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
838.466 |
381.323 |
293.900 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
77.566 |
68.679 |
56.100 |
|
|
Capital work-in-progress |
23.669 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
INVESTMENT |
333.518 |
102.584 |
95.100 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
0.000
|
0.000 |
0.000 |
|
|
Sundry Debtors |
290.764
|
173.042 |
105.700 |
|
|
Cash & Bank Balances |
52.998
|
30.407 |
30.000 |
|
|
Other Current Assets |
40.489 |
21.532 |
0.000 |
|
|
Loans & Advances |
57.802
|
31.485 |
44.400 |
|
Total
Current Assets |
442.053
|
256.466 |
180.100 |
|
|
Less : CURRENT LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Current Liabilities |
26.597
|
32.375 |
28.500 |
|
|
Provisions |
15.980
|
15.410 |
9.400 |
|
Total
Current Liabilities |
42.577
|
47.785 |
37.900 |
|
|
Net Current Assets |
399.476
|
208.681 |
142.200 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
4.237 |
1.379 |
0.500 |
|
|
|
|
|
|
|
|
TOTAL |
838.466 |
381.323 |
293.900 |
|
PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
|
Sales Turnover |
469.169 |
375.827 |
250.300 |
|
|
Other Income |
5.522 |
1.412 |
2.600 |
|
|
Total Income |
474.691 |
377.239 |
252.900 |
|
|
|
|
|
|
|
|
Profit/(Loss) Before Tax |
60.160 |
67.732 |
30.500 |
|
|
Provision for Taxation |
0.651 |
1.445 |
1.900 |
|
|
Profit/(Loss) After Tax |
59.509 |
66.287 |
28.600 |
|
|
|
|
|
|
|
|
Earnings in Foreign Currency |
461.502 |
356.286 |
NA |
|
|
|
|
|
|
|
|
Expenditures : |
|
|
|
|
|
|
Purchases &
Related Expenses |
9.764 |
11.872 |
|
|
|
Employee Costs |
307.379 |
212.025 |
|
|
|
General,
Administrative & Other Expenses |
92.991 |
68.064 |
|
|
|
Selling Expenses |
8.272 |
3.777 |
222.400 |
|
|
Finance Charges |
6.493 |
2.648 |
|
|
|
Depreciation |
12.531 |
10.960 |
|
|
|
Amortisation /
Write offs |
0.771 |
0.162 |
|
|
|
Increase/(Decrease) in Finished Goods |
[23.669] |
0.000 |
|
|
Total Expenditure |
414.532 |
309.508 |
222.400 |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2007 |
30.09.2007 |
31.12.2007 |
|
Type |
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
|
Sales Turnover |
124.900 |
135.500 |
166.000 |
|
Other Income |
0.400 |
1.600 |
0.300 |
|
Total Income |
125.300 |
137.100 |
166.300 |
|
Total Expenditure |
119.900 |
122.500 |
125.500 |
|
Operating Profit |
5.400 |
14.600 |
40.800 |
|
Interest |
1.300 |
2.200 |
1.800 |
|
Gross Profit |
4.100 |
12.400 |
39.000 |
|
Depreciation |
3.300 |
3.800 |
2.800 |
|
Tax |
0.400 |
0.600 |
6.200 |
|
Reported PAT |
0.400 |
8.600 |
30.000 |
KEY RATIOS
|
PARTICULARS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
Debt-Equity Ratio |
0.17 |
0.07 |
0.03 |
|
Long Term Debt-Equity Ratio |
0.12 |
0.05 |
0.03 |
|
Current Ratio |
4.79 |
4.43 |
6.73 |
|
TURNOVER RATIOS |
|
|
|
|
Fixed Assets |
2.88 |
2.67 |
2.03 |
|
Inventory |
39.59 |
0.00 |
0.00 |
|
Debtors |
2.02 |
2.70 |
2.91 |
|
Interest Cover Ratio |
10.26 |
27.08 |
20.06 |
|
Operating Profit Margin(%) |
16.88 |
21.66 |
16.74 |
|
Profit Before Interest And Tax
Margin(%) |
14.22 |
18.73 |
12.82 |
|
Cash Profit Margin(%) |
15.35 |
20.57 |
15.34 |
|
Adjusted Net Profit Margin(%) |
12.68 |
17.64 |
11.43 |
|
Return On Capital Employed(%) |
11.04 |
21.03 |
11.53 |
|
Return On Net Worth(%) |
11.50 |
21.05 |
10.54 |
LOCAL AGENCY
FURTHER INFORMATION
HISTORY
California Software Company (CSCL) was incorporated in
Feb.'92 to develop and export software. The company promoted by S Santhosh, T R
Sahasranamam and their associates is a joint venture with equity participation
from Chemoil Corporation, US (49% stake through its subsidiary Kemoil,
Hongkong), a Forbes 400 company and a bunkering major. Chemoil assists the
company in marketing, equipment sourcing, etc. CSCL has set up a 100%
export-oriented software technology park at Madras, which commenced commercial
operations in Oct.'92. It comes under the Software Technology Park, Bangalore,
which monitors its activities.
CSCL commenced operations by managing the MIS services for the Chemoil Group of
companies, spread over San Francisco, Los Angeles, Houston, New Orleans,
Panama, Singapore, Venezuela, Philippines and Denmark. It then expanded its
clientele to include Technical Solutions, Act International, International
Micro Computer Software, Delta Airlines, etc. In 1994, it took a wholly
dedicated 64 KB satellite link between Chennai and San Francisco, to undertake
more projects from clients in the US. CSCL has also set up its own world wide
web server on the internet to market and distribute software at a low cost.
In Feb.'96, it came out with a public issue to part-finance the expansion of
facilities at Madras; set up new facilities at Bangalore and add new facilities
to its proposed 100% subsidiary -- CSWL, US. It has also set up a non-trading
office in U.K to cover the European market. During 1999-2000, the company has
setup a new software development centre at Chennai.
The company had signed an MOU during September 2004,for acquiring upto 51%
equity of the well known system integrator, Team Frontline Private
Limited
The company has signed an MOU during December 2004,with Web Spectrum Private
Limited to acquire the entire 100% equity of Web Spectrum Private Limited which
is a Bangalore based unlisted company.
The company has opened a branch office in the United Arab Emirates during
February 2005.The new office will address the needs of the Middle East and
Africa markets.
Company
Profile
California
Software Company Limited (Calsoft) is a global solutions company that offers product engineering services and
product based business solutions in
carefully chosen domains. Their approach is to deliver total solutions to
customers leveraging their deep industry, technology and product expertise,
along with their strategic global partnerships and alliances.
Committed to
delivering enduring stakeholder value, Calsoft collaborates with its customers
and partners to facilitate them to become high performance businesses. They are
specialists in value innovation and are focused on delivering services and
solutions that enable organizations to improve effectiveness and reduce costs.
Product Engineering Services
Calsoft offers concept-to-market R&D and engineering services to its
customers across verticals. Their expertise areas include
• Hardware & System Design
• Networking & Communication
• BIOS & Firmware
• Device Drivers
• Embedded & Mobile
In each of these
segments, they provide product conceptualization & design, development, testing
& automation and L3 product support services. In addition, their services
include product lifecycle management, hardware design, embedded services, L2
support and offshore R&D Lab/Engineering Development Center. Over the
years, they have developed over 80 products for their customers.
Business Solutions
At Calsoft, they
leverage the power of strategic partnerships to deliver business solutions.
Their offerings to enterprise customers are built around a set of home grown
integrated suite of products as well as third party products. Their
personalized approach ensures that their customers get the best value for their
needs. Their service portfolio includes enterprise application solutions
(consulting, implementation, integration, maintenance & support),
application management, hosted application and infrastructure management
services. The current focus areas include
• Commodities (oil
supply chain management, risk management, procurement)
• Construction
• Health Care
• Higher Education (cashiering, bill presentment, collection)
• Hospitality
Results
of operations:
Consolidated Results:
During the year, the Company on a consolidated basis with all its subsidiaries
earned total revenue of Rs. 1689.449 Millions as against Rs.1156.849 Millions
earned during the previous year - an increase of Rs.532.600 Millions (nearly
46%). The operating profit during the year Rs.174.020 Millions as against Rs.
98.009 Millions of the previous year. After taking into account the tax
provisions and adjustments for minority interest, prior period adjustments and
extraordinary items if any, the profit after tax for the year is Rs.79.676
Millions as against Rs.47.045 Millions of the previous year - an increase of Rs
32.631 Millions (nearly 69%). The results of operations of newly acquired
subsidiaries have been consolidated into the accounts from the effective date
of acquisition on which the subsidiary relationship came into existence. The
results of sustained growth strategy through strategic acquisitions and
realignment have started paying results.
Standalone Results:
During the year, the Company on a standalone basis earned total revenue of
Rs.498.360 Millions as against Rs.377.240 Millions earned during the previous
year - an increase of Rs.121.120 Millions (nearly 32%). The operating profit
during the year is Rs.79.955 Millions as against Rs. 81.501 Millions of the
previous year - reduced by 2%. After taking into account the tax provisions and
adjustments, the profit after tax for the year was Rs.59.509 Millions as
against Rs.66.287 Millions of the previous year-a decrease of Rs. 6.778
Millions (nearly 10%). The reduction in margins and profits on standalone basis
was mainly due to increase in employee costs, selling, general &
administrative expenses.
Business:
During the year under report, the Company performed very
well and achieved a sales turnover of Rs.469.169 Millions compared to
Rs.375.827 Millions (standalone basis) achieved during the last year. The
Company expanded operations by adding personnel and additional offshore
development space in India. Strong emphasis on marketing & business
development led to increased business from existing clients as well as new
client acquisition.
Acquisitions:
With the objective of significantly enhancing the scale and size of operations,
the Company continued to make strategic acquisitions to achieve growth. During
the year, the group made the following synergistic acquisitions in the
following companies:
i-Waldron Limited/Codex Company Limited,
Japan:
The Company's wholly owned US subsidiary - CSWL Inc. acquired 100% of the
shares of Waldron Limited, Hong Kong which holds majority interest of 66.67% in
CODEX Company Limited, Tokyo in September 2006. Incorporated in 2003, Codex
focuses on providing information technology based solutions primarily in risk
management area to leading commodity trading companies in Japan. Codex delivers
B2B solutions, trading management systems and various customized packaged
solutions to Industry leaders.
ii-Inatech InfoSolutions, India and
Inatech Solutions, UK:
The Company acquired majority equity stake of 51% in Inatech InfoSolutions
Private Limited Bangalore, India on November 1,2006. Inatech has a wholly owned
UK based subsidiary -Inatech Solutions Limited, UK. Inatech is a soecialized
Oracle solution provider with a major focus in construction, hitech,
manufacturing, distribution and the government sector. The company enjoys the
highest level of Oracle partnership - Certified Advantage Partner in the EMEA
region. This elite status allows it to service the full range of Oracle
products worldwide.
iii-Aspire Communications, India:
In May 2007, the Company has signed a Memorandum of Understanding MoU) to
acquire 51% equity in Aspire Communications Private Limited, India and is
subsidiary. The MoU is expected to culminate into a final share purchase
agreement, subject to necessary approvals and completion of all formalities
including diligence before end of August 2007. The acquisition would help the
Company to augment its Product Engineering Services. The company has offices in
Mysore, Bangalore, and San Jose. Aspire focuses on providing Hardware Design
Services to technology companies.
Divestment of majority stake in American
HealthNet Inc. (AHN):
With effect from January 1, 2007, with due approvals of the Company, the
Company's wholly owned subsidiary CSWL Inc. USA sold about 34% equity interest
in AHN to an investment and venture capital company. The sale was necessitated
in view of the fact that AHN continued to report losses and the around time was
taking significantly more than expected. It was felt that the continued
financial support and time it needed before it could turn profitable, could be
better provided by a venture capital firm. With this investment, the group's
stake in AHN got reduced to about 18% and the results of AHN Inc. does not form
part of the consolidated results of the Company with effect from the date of
divestment. They however continue to be a minority investor and an outsourced product
development partner of AHN.
Proposed Amalgamation of Webspectrum Software Limited with the Company: The
Board approved in January 2007 the proposal and the Draft Scheme of
amalgamation of the Company's wholly owned subsidiary WebSpectrum Private Limited
with itself with an effective date of April 1, 2006 subject to such approvals
as may be required from Stock Exchanges, Regulatory Agencies and the Hon'ble
High Court of Madras. The scheme and petition for amalgamation are currently
under process of hearings in the Hon'ble High court of Madras. As the scheme is
yet to be sanctioned, the accounts for the current financial year ended March
31, 2007 have been prepared for the Company as well as wholly owned subsidiary
Webspectrum Software Limited on separate basis. Any consequential effects due
to amalgamation will be incorporated in the accounts in the financial year in
which the scheme is finally sanctioned and becomes effective.
Review of subsidiaries:
CSWL, Inc. USA and its subsidiaries:
CSWL Inc. sales revenues improved to US$28 million (equivalent to Rs.1264.141
Millions approx.) on a consolidated basis during the year, compared to US
$20.45 million (equivalent to Rs.901.706 Millions) achieved during the previous
year due to acquisitions as well as business growth. The subsidiary made a net
consolidated profit of $12,321 (approx. Rs.0.556 Millions) as compared to loss
of US$ 482,377 (equivalent to Rs.21.268 Millions) last year. The improvement in
profits was due to strategic acquisitions, divestments and better margins in
existing operations. The results of existing subsidiaries HealthNet
International Inc. and Informed Decisions Corporation are included for the full
year under review. The results of Codex Company Limited Japan and its holding company
- Waldron Limited have been incorporated with effect from effective date of
acquisition of Sept 22,2006. Owing to the divestment of about 34% equity
interest CSWL Inc.'s stake in AHN does not meet the standards for consolidation
under US GAAP The results of AHN Inc. do not form part of the consolidated
results of CSWL Inc. from Jan 1, 2007 onwards. The share of net results on
discontinued investments is measured upto Dec 31, 2006 only in CSWL's accounts
for the year under review.
Team Frontline Limited:
Team Frontline has achieved total revenues of Rs.69.046 Millions and a profit
of Rs.0.044 Millions in the fiscal year 2006-07 as against the turnover of
Rs.66.071 Millions and a loss of Rs.1.010 Millions in the previous fiscal year.
The improvement was mainly on account of the improvement in sales combined with
reduction in selling and distribution expenditure.
Webspectrum Software Limited:
Webspectrum has achieved total revenues of Rs.75.489 Millions and net profits
of Rs.10.005 Millions in the fiscal year 2006-07 as against the turnover of
Rs.31.183 Millions and net profits of Rs.2.381 Millions in the previous fiscal
year. There was good improvement in margins and profits in the current year on
account of the revenues increasing by about 135% in the current year.
Inatech InfoSolutions Private
Limited:
The consolidated results of Inatech including its wholly owned UK subsidiary
have been taken into the Company's consolidated results with effect from
acquisition date of November 1, 2006. For the period of 5 months ended March
31, 2007, Inatech on a consolidated basis reported revenues of Rs.119.463
Millions and net profits of Rs.19.279 Millions. For the full year ended. March
31, 2007 Inatech, on a consolidated basis reported revenues of Rs.169.254
Millions and net profits of Rs.22.782 Millions. (The UK subsidiary is
consolidated only with effect from Nov 1,2006 being the date on which it became
a wholly owned subsidiary of Inatech, India). The performance is on the lines
of the expectations of the Company.
EastPoint Solutions Limited:
This company was incorporated as a wholly owned subsidiary in the year under
review in order to make appropriate foray in Business Process Outsourcing area
(BPO) either on start up basis or with suitable investments/acquisitions of
existing companies in this space. As on date the company is yet to commence any
commercial activity and there are no revenues or profits for the period ended
March 31,2007.
Industry Structure and
Developments:
* In 2006, the global technology spending was estimated to be in the order of
$1579 billion. Of this, IT software services accounted for $471 billion and
packaged software industry contributed $229 billion, while BPO activity and
hardware generated $423 billion and $457 billion respectively.
* The estimates of annual growth rates of information technology spend for the
next 5 years range from 5% to 8%
* It is estimated that India accounts for $24 Billion (about 3%) of the
software services and products segment. The Indian IT industry is growing at
about 30% annually.
* There are over 1000 software companies in India.
* India is a major outsourcing destination with over 60% market share.
* The world's leading software and consulting companies are active in
India.
Changes in the global economic environment have forced businesses worldwide to
focus more on sustainable revenue and profit. Out of every new IT investment,
customers expect lasting value. Therefore the success of IT companies clearly
depends on anticipating market trends and building capabilities to respond
adequately. While on one end highly competitive market conditions are pulling
down companies to reduce the prices, on the other side increasing wage
pressures are boosting the cost of operations. The overall size of the company
is increasingly becoming vital in attracting and retaining customers and
employees. World over and more so in India, software industry is moving towards
a pattern of consolidation. In this context growing operations in size and
building domain knowledge, while simultaneously focusing on profit margins is a
challenge.
Outlook and Strategy for Growth: Against the backdrop of
this scenario, Calsoft has embarked upon an expansion program, which is a
judicious mix of organic and inorganic growth. Through organic growth, they
plan to consolidate their current strengths while they aim to build upon key
solutions and capability, and extend their market reach through synergistic
acquisitions.
Contingent liabilities
|
|
As on 31.03.2007 [Rs In Million] |
|
Income Tax
Demands Disputed /in Appeals |
32.413 |
The Company has received demand notices/or is in appeals with Income Tax
Appellate Tribunal/Commissioner of Income Tax (Appeals), Chennai as detailed
below :
|
Assessment year |
Demand amount [RS in Millions] |
Status |
|
1997-1998 |
0.564 |
Appeal filed by IT Department in Tribunal against the order of
Commissioner of IT |
|
2000-2001 |
1.085 |
Appeal filed
with IT Appellate Tribunal |
|
2001-2002 |
1.524 |
Appeal filed
with IT Appellate Tribunal. |
|
2002-2003 |
12.822 |
Appeal filed
with IT Appellate Tribunal |
|
2003-2004 |
1.242 |
Appeal filed
with IT Appellate Tribunal |
|
2004-2005 |
15.176 |
Appeal filed
with Commissioner of Income Tax (Appeals) |
b. Bank Guarantees as of March 31, 2007 availed against which the Company
will have to pay the banks who have issued these guarantees in case the parties
to whom they are issued invoke the guarantees –
i) For Customs Duty Rs. 0.787 Millions
ii) For others: Emirates Bank, Dubai, Performance Guarantee issued Rs.
1.157 Millions Canara Bank, Chennai-Tidel Park
branch- Performance Guarantee issued Rs. 2.178
Millions
Corporate
Guarantees
i) Company has
given a corporate guarantee to Canara Bank, Bangalore for the Working capital
limits granted by the bank to Company's wholly owned subsidiary Webspectrum
Software Limited (WSL) to the extent of Rs 2.500
Millions and the limit continues operational as on March 31, 2007.
(Borrowing availed on March 31,2007 by WSL- Rs. Nil)
ii) Company has
given a corporate guarantee to Bridge Bank, USA for the Bills discounting line
of credit granted by the bank to its wholly owned subsidiary - CSWL Inc. to the
extent of US $ 2 million (Approx Rs 87.180 Millions).
As of March 31, 2007 the limit continues to be operational and borrowings
availed by CSWL Inc. under this line on March 31, 2007 were US$877361 (Rs.
38.244 Millions)
Fixed
Assets
AS PER
WEBSITE
Subject is a global solutions company that offers product
engineering services and product based business solutions in carefully chosen
domains. Their approach is to deliver total solutions to customers leveraging
their deep industry, technology and product expertise, along with their
strategic global partnerships and alliances.
Committed to delivering enduring stakeholder value, Calsoft
collaborates with its customers and partners to facilitate them to become high
performance businesses. They are specialists in value innovation and are
focused on delivering services and solutions that enable organizations to
improve effectiveness and reduce costs.
Calsoft offers concept-to-market R&D and engineering
services to its customers across verticals. Their expertise area include
In each of these segments, they provide product
conceptualization & design, development, testing & automation and L3
product support services. In addition, their services include product lifecycle
management, hardware design, embedded services, L2 support and offshore R&D
lab/Engineering Development Center. Over the years, they have developed over 80
products for their customers.
Calsoft Enterprise Solutions (Calsoft) is racing ahead to
become the leaders in Enterprise solutions space world over. They are
passionate about technology and its potential to transform business.
Their mission and values are to assist their customers
realize their full potential by turning data into information, harnessing
information, and transforming ideas into action. Their customer centric
approach enables us to offer comprehensive services that ensure successful
business outcomes.
Their solutions can be broadly classified into enterprise
resource planning, customer relationship management and enterprise information
management. Their solutions portfolio leverages products, tools and
technologies developed by Oracle, Microsoft, Siebel, iLOG and K2. They make
their customers successful in the enterprise and mid market space by delivering
result-oriented solutions that give them a competitive edge in the market.
Calsoft’s growth strategy is built on the co-ordinates of predictability, sustainability and profitability. After having consolidated the core aspects necessary for organic growth, the company started focusing on synergistic acquisitions and value enhancement through strategic partnerships.
Calsoft’s wholly owned US subsidiary CSWL Inc. has signed a MoU to acquire a minimum of 66% equity in CODEX Company Limited, Tokyo (Codex). Codex is a Japanese company that focuses on providing information technology based solutions to leading commodity trading companies in Japan. Codex is instrumental in delivering B2B solutions, trading management systems and various customized packaged solutions to Industry leaders like Itochu Corporation and Itochu Petroleum.
The distribution agreement between Calsoft and Adobe Systems Inc. (Nasdaq: ADBE) allows Calsoft to license, distribute, and integrate the Macromedia Flash Player SDK and Macromedia Flash Lite into embedded and handheld devices in India, South Asia, and U.S. markets.
CSWL, the wholly owned U.S. subsidiary of Calsoft has joined the Phoenix Technologies (Nasdaq: PTEC) Trusted Partner Network. This provides profitable opportunities for software developers, resellers, distributors, and independent consultants that build and sell products based on the Phoenix TrustedCore™ Core System Software. CSWL’s Boston office is the exclusive distributor of Phoenix BIOS product in the East Coast of U.S.
Another segment, which is more or less recession proof, is higher education. By taking a majority stake in U.S based Informed Decisions Corp. (IDC), Calsoft further strengthened its offering in the Enterprise solutions space. IDC’s flagship product suite, CASHNet, provides cashiering, bill presentment and collection solutions to leading colleges and universities. The company has a customer base of over 65 leading colleges and universities in the US.
The addition of WebSpectrum Software Limited to Calsoft’s Technology Division strengthened its Networking and Communications program. Besides delivering quick results with additional orders from customers like Nortel Networks and Symettricom, the acquisition further consolidated the company’s footing in the technology solutions space.
Management Team
Under the direction of Calsoft’s management and technical team, the company maintains its leadership position delivering enterprise, commodities, and technology solutions. This group of goal-oriented, results-driven senior executives guide the company to its next level of growth and success.
Mr. S. (Sam) Santhosh, Managing Director & Chief
Executive Officer
Mr. S. (Sam) Santhosh is Managing Director & CEO of California Software Company Limited (Calsoft). Mr. Santhosh founded Calsoft in 1992 with the vision to deliver value-added solutions to U.S customers. He established strong relationship with Chemoil Corporation (a San Francisco based global oil conglomerate) who later went beyond being a customer to become a joint venture partner. The relationship with Chemoil helped Calsoft to gain a good insight into Fuel Oil Bunkering Industry and enabled the company to built several unique solutions for the industry.
Sam’s technology vision saw him creating a new range of products in the CAD viewer market. In 1995, he lead a young team visualize, develop and market Dr.DWG suite of products and redefined the entire CAD Viewer market in the U.S. Having gained a good expertise in product development and sensing a market opportunity for software product development services, Sam focused on technology companies. The next few years saw Calsoft emerging as a leading player in the technology arena in the Silicon Valley. Products were developed for several companies including HP, Nortel Networks, Sony, and Affymetrix. In 1999, to reduce dependence in the U.S market, Sam set up offices for Calsoft in U.K, Japan and Singapore. Along with the Technology downturn in 2000-01, Sam restructured the company placing more focus on offshore development. During the next two years, Sam set up the Commodities Division to address the larger market beyond the fuel-oil industry. The following year an exclusive Division to address the needs of the enterprise market was set-up in alignment with Microsoft Business Solutions.
Mr. Santhosh works based out of Pleasanton California, where he directly manages the operations of Calsoft’s wholly owned U.S Subsidiary, California Software Labs (CSWL Inc.).
He has an MBA from IIM Calcutta, with an emphasis in Management Information Systems, and a degree in Engineering.
Dr. J.K. Nair, Executive Vice President & Chief
Operating Officer
Dr. J.K. Nair is Executive Vice President & COO of the Company's operations in India and its offices abroad.
Dr. Nair has over two decades of professional experience. Besides overseeing Calsoft group’s operations in India and all its international locations, his responsibilities include leading new strategic initiatives, people function, facilities, business assurance and knowledge management activities. He has assisted several fortune 500 corporations to achieve and sustain high performance and has managed some of the most prestigious and strategic global customers.
Prior to Calsoft, Dr. Nair had occupied senior management positions in functions such as pre-sales, implementation and delivery. He was associated with several global initiatives. and was integral to setting and building a totally new business line. Playing multiple roles, he established a strong and reliable ecosystem of customers, partners, sales and internal delivery teams to ensure predictable, sustainable and profitable business. His other significant professional achievements include spearheading several strategic consulting assignments and establishing numerous delivery and competency centers.
An active academician and researcher, Dr. Nair has published over two dozen articles and has supervised several undergraduate and post-graduate theses. He serves on the panel of referees for the International Journal of Production Research, the Europe Journal of Operational Research and the International Journal of Production Economics and serves as a guest faculty at some of the leading schools in the world. An Engineer by learning, Dr Nair is an alumnus of IIT Chennai.
Mr. Dan George Peterson, President and CEO - Informed
Decisions Corp (Subsidiary of Calsoft)
Mr. Dan G. Peterson is President and CEO of Informed Decisions Corp. (dba CASHNet®) a California Corporation based in Alameda, California. Mr. Peterson founded CASHNet in 1984 as a software development company specializing in networked business solutions for business, government and educational institutions. By 1995, the company was exclusively focused on its CASHNet cashiering and payment processing products, which were based on a project lead by Mr. Peterson nominated in 1993 for a Smithsonian/Computerworld Award for software excellence in education. Since that time, the company has focused exclusively on the higher education marketplace, winning a reputation as a leader in payment processing and customer service.
Mr. Peterson founded his first company, PBL Associates, in 1970 which designed and developed major applications for banking, financial, and government institutions, as well as business systems for manufacturing, distribution and retail enterprises. Selling his share of that company in 1984, Mr. Peterson founded Informed Decisions to take advantage of what he saw as the enormous potential of networked personal computers for strategic enterprise solutions.
Mr. Peterson works and lives in the San Francisco Bay Area where CASHNet is based. He is a long time member of TEC, a professional development organization for presidents and CEOs and also a member of the Association for Financial Professionals. He has a Bachelor’s degree in Computer Science from the University of California, Berkeley. His information technology career spans four decades including technical, marketing and senior management responsibilities.
Vedante Srihari, Managing Director - Inatech
Solutions(Subsidiary of Calsoft)
Vedante Srihari is the Managing Director and co-founder of Inatech Solutions with the vision of helping businesses derive the best of their technology solutions.
Under his leadership, Inatech aims to become a market leader, in providing business technology solutions. Srihari's overriding concern and the core of his business philosophy is providing optimum value for Inatech's business partners through value-based solutions. To that end, Inatech believes its solutions are geared towards establishing e-business process through optimization of technological solutions by integrating best of breed products.
Srihari has been implementing computerized financial systems since 1986 and during this time has gained a wealth of experience spanning all stages of software development and business processes. He has worked on various projects within the Banking and Manufacturing industries.
Before starting Inatech Solutions, Srihari was an engineer working with HCL Limited and ITC Limited, one of India's finest organizations. Srihari holds an undergraduate degree in Science, majoring in Mathematics from Osmania University in Hyderabad, India. In addition, he has undergone multiple management training in various facets of business.
Press Releases
Inatech Receives Applause from Oracle
Oracle recognized Inatech for Delivering Customer Success
and Commitment to Excellence
Chennai, 31st March, 2008 - UK based Inatech Solutions; a
part of California Software Company Limited (Calsoft) has been honored by
Oracle, for “Customer Success - Applications” at its 2008 UK Partner Awards.
Oracle is the world’s largest enterprise software company and Inatech was
recognized for its successful R12 Oracle E–Business Suite Implementations at
the recently concluded IBM-sponsored event held at The Mayfair Hotel in London.
This award is in recognition of Inatech’s continual track
record of Customer Satisfaction in Oracle E-Business space and also reflects
its commitment to the Oracle customer success programme. Inatech’s ‘Best
Practices’ and dedication to deliver ‘Business Value’ to clients have played a
major role in winning this award.
Mr. Srihari Vedante, Managing Director – Inatech Solutions
said, "Getting this prestigious award is very satisfying as it reinforces
Inatech’s commitment to customer satisfaction. This is the result of real
teamwork and I would like to thank Oracle, our valued customers and every team
member for this."
About the Oracle PartnerNetwork
Oracle Partner Network is a global business network of more
than 19,500 companies who deliver innovative software solutions based on Oracle
software. Through access to Oracle’s premier products, education, technical
services, marketing and sales support, the Oracle PartnerNetwork program
provides partners with the resources they need to be successful in today’s
global economy. Oracle partners are able to offer to their customers,
leading-edge solutions backed by Oracle’s position as the world’s largest
enterprise software company. Partners who are able to demonstrate superior
product knowledge, technical expertise and a commitment to doing business with
Oracle can qualify for the Oracle Certified Partner levels.
About Oracle
Oracle (NASDAQ: ORCL) is the world’s largest enterprise
software company.
Trademarks
Oracle is a registered trademark of Oracle Corporation
and/or its affiliates. Other names may be trademarks of their respective owners
About Inatech
Inatech is a business technology solutions company that aims
to service the specific needs of clients by using pertinent technology that
addresses their individual business needs. Founded in 2002, Inatech is a fast
growing Worldwide Oracle Certified Advantage Partner and is the preferred
partner of global enterprises that are re-engineering their processes and are
adapting to rapid changes. Head quartered in London, UK with offices in USA and
offshore development centres in India, Inatech is best suited to provide you
with the optimum mix of Onsite Offshore services. Being part of Calsoft Group
and established by former Oracle managers, Inatech team offers a unique
knowledge of Oracle "Best Practice.”
About Calsoft
California Software Company Limited (Calsoft) is a public
limited company in India with a global presence. Its development practices are
certified at CMMi Level 5. Founded in 1992, Calsoft group including
subsidiaries currently employs over 1000 professionals. The group has
development centers in Chennai, Bangalore and Mysore in India and Pleasanton,
(California), Alameda (California), Boston (MA) in the USA. Calsoft group has
marketing offices in the US, UK, Singapore, Japan, China, Taiwan, Dubai, Hong
Kong, Copenhagen and in India. Calsoft is listed in India at NSE (cali.ns) and
BSE (cali.bo).
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.39.95 |
|
UK Pound |
1 |
Rs.78.91 |
|
Euro |
1 |
Rs.63.24 |
SCORE & RATING
EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
8 |
|
PAID-UP CAPITAL |
1~10 |
8 |
|
OPERATING SCALE |
1~10 |
8 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
9 |
|
--PROFITABILIRY |
1~10 |
7 |
|
--LIQUIDITY |
1~10 |
8 |
|
--LEVERAGE |
1~10 |
8 |
|
--RESERVES |
1~10 |
8 |
|
--CREDIT LINES |
1~10 |
8 |
|
--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 |
|
72 |
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. |
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 |
|