MIRA INFORM REPORT

 

 

 

Report Date :

24.04.2008

 

 

IDENTIFICATION DETAILS

 

Name :

TOOLTECH SOFTWARE (INDIA) PRIVATE LIMITED

 

 

Registered Office :

1187/ 59 Jangli Maharaj Road, Motwani Chambers, Shivaji Nagar, Pune – 411 005, Maharashtra.

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

01.03.1999

 

 

Com. Reg. No.:

23-13375

 

 

CIN No.:

[Company Identification No.]

U72200PN1999PTC013375

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

PNET04003G

 

 

PAN No.:

[Permanent Account No.]

AABCT0205A

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

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

 

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

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

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

Small

 

Maximum Credit Limit :

USD 430000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having moderate track. It’s profit margin is under pressure. Payments are usually correct and as per commitments.

 

The company can be considered for small to mediocre business dealings at usual trade terms and conditions.

 

 

LOCATIONS

 

Registered Office /

Head Office :

401, Beta 1,GIGA Space, Viman Nagar, Pune - 411014, Maharashtra, India

Tel. No.:

91-20-30511200

Fax No.:

91-20-30511201

E-Mail :

accounts@tooltechsoft.com

Website :

http://www.tooltechsoft.com

 

 

Branches :

Located at :

 

  • Bangalore
  • Munich, Germany
  • Göteborg, Sweden
  • Helsinki, Finland
  • Michigan, USA
  • Romania
  • France

 

 

DIRECTORS

 

Name :

Mr. Prakash Chandur Gurbaxani

Designation :

Managing Director

Address :

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

Date of Birth/Age :

03.08.1954

Date of Appointment :

01.05.2001

 

 

Name :

Mr. Jagdish N Khanna

Designation :

Chairman 

Address :

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

Date of Birth/Age :

26.09.1935

Date of Appointment :

01.05.2001

 

 

Name :

Mr. Atul Jagdish Khanna

Designation :

Director

Address :

Motwani Chambers, 1187/59 Shiva Jinagar, Pune – 411005, Maharashtra, India 

Date of Birth/Age :

05.11.1961

Date of Appointment :

01.03.1999

 

 

Name :

Mr. Sharad Patel

Designation :

Director

Address :

313-C, Kanakia park II, Opposite Hotel Suruchi, Thakur Complex, Kandivali West, Mumbai – 400101, Maharashtra, India

Date of Birth/Age :

18.10.1964

Date of Appointment :

26.12.2007

 

 

Name :

Mr. Gunter Dentler

Designation :

Director

 

 

Name :

Mr. Klaus Faust

Designation :

Managing Director, Tooltech Deutschland

 

 

Name :

Mr. Jukka Kallio

Designation :

Director, Tooltech Europe Oy

 

 

Name :

Mr. Michel Kreps

Designation :

Director, B2i-Tooltech

 

 

KEY EXECUTIVES

 

Name :

Mr. Kailas Prajot

Designation :

Company Secretary

 

 

Name :

Mr. Vivek Annaswamy

Designation :

President and Chief Mentor

 

 

Name :

Mr. Gunter Albrecht

Designation :

Senior Advisor

 

 

Name :

Mr. Kurt Issaksson

Designation :

Senior Advisor, Tooltech Scandinavia

 

 

Name :

Mr. Ralf Speth

Designation :

Director

 

 

Name :

Ms. Shobhana Joseph-Taneja

Designation :

Business Development Manager

Email :

shobhana.taneja@tooltechsoft.com

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.09.2004

 

Names of Shareholders

 

No. of Shares

 

Kiran Jagdish Khanna

 

947510

Mona Atul Khanna

 

10

Atul Jagdish Khanna

 

42520

Gurbaxani C Prakash

 

10

Total

 

990050

 

AS ON 30.09.2007

 

Equity Share Breakup

 

Percentage of Holding

Category

 

 

Directors or relatives of directors

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

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

 

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

 

 

Products :

  • Software Development and Design Charges

 

 

Exports :

 

Products :

Develops software projects

Countries :

USA

 

 

GENERAL INFORMATION

 

No. of Employees :

About 20

 

 

Bankers :

Þ      Kotak Mahindra Bank Limited

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

      Maharashtra, India

 

Þ      ABN Amro Bank

 

Þ      The Zoroastrian Bank

 

Þ      Nordea Bank, Helsinki

 

Þ      Hypo Gereins Bank, Munich

 

 

Facilities :

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

 

 

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

Chandrashekhar B Doshi and Associates

Chartered Accountants

Address :

4, Rachna Park, Atreya Co-Operative Housing Society, S B Road, Pune – 411 016, Maharashtra, India

Phone:

91-20-26651269

 

 

Subsidiaries :

  • Tooltech Europe OY, Finland 
  • Tootech Deutschland GmbH
  • Teco Design GmbH
  • Tooltech Inc, USA

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

9750000

Equity Shares

Rs. 10/- each

Rs. 97.500 millions

250000

Preference Shares

Rs. 10/- each

Rs. 2.500 millions

 

Total

 

Rs. 100.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

9500000

Equity Shares

Rs. 10/- each

Rs. 95.000 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2007

31.03.2006

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

95.000

9.900

2] Share Application Money

 

0.000

0.000

3] Reserves & Surplus

 

12.898

0.000

4] (Accumulated Losses)

 

0.000

(3.652)

NETWORTH

 

107.898

6.248

LOAN FUNDS

 

 

 

1] Secured Loans

 

19.502

0.354

2] Unsecured Loans

 

17.352

73.429

TOTAL BORROWING

 

36.854

73.783

 

 

 

 

TOTAL

 

144.752

80.031

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

34.012

23.044

Capital work-in-progress

 

0.000

0.000

 

 

 

 

INVESTMENT

 

5.777

1.879

Foreign Exchange Translation Reserve 

 

0.000

0.507

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 
0.884
0.928

 

Sundry Debtors

 
51.707
22.393

 

Cash & Bank Balances

 
8.871
4.949

 

Other Current Assets

 
8.821
5.525

 

Loans & Advances

 
72.557
34.264

Total Current Assets

 
142.840
68.059

Less : CURRENT LIABILITIES & PROVISIONS

 
 
 

 

Current Liabilities

 
34.246
12.215

 

Provisions

 
4.091
1.243

Total Current Liabilities

 
38.337
13.458

Net Current Assets

 
104.503
54.601

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.460

0.000

 

 

 

 

TOTAL

 

144.752

80.031

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

31.03.2006

Total Income

 

130.089

74.923

 

 

 

 

Profit/(Loss) Before Tax

 

16.201

11.362

Provision for Taxation

 

--

 

Profit/(Loss) After Tax

 

16.201

11.362

 

 

 

 

Total Expenditure

 

113.888

63.561

 

 

KEY RATIOS

 

PARTICULARS

 

 

 

31.03.2007

31.03.2006

PAT / Total Income

(%)

 

12.45

15.16

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

 

12.45

15.16

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

 

9.16

12.47

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

 

0.15

1.82

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

 

0.70

13.96

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

 

3.73

5.06

 

 

Financials of TECODESIGN GMBH, Germany

 

ABRIDGED BALANCE SHEET

 

(UNITS IN EUROS)

SOURCES OF FUNDS

 

 

31.03.2005

31.03.2004

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

25.000

25000.000

2] Reserves & Surplus

 

20476.000

33434.000

4] (Accumulated Losses)

 

(229281.530)

(40182.800)

NETWORTH

 

207741.580

130014.000

LOAN FUNDS

 

 

 

1] Secured Loans

 

0.000

0.000

2] Unsecured Loans

 

207741.580

130014.000

TOTAL BORROWING

 

207741.580

130014.000

 

 

 

 

TOTAL

 

23936.050

148265.200

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

6060.000

3302.000

Capital work-in-progress

 

0.000

0.000

 

 

 

 

INVESTMENT

 

0.000

0.000

Foreign Exchange Translation Reserve 

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

155077.580

205508.960

 

Inventories

 

 

 

 

Sundry Debtors

 

 

 

 

Cash & Bank Balances

 

 

 

 

Other Current Assets

 

 

 

 

Loans & Advances

 

 

 

Total Current Assets

 

155077.580

205508.960

Less : CURRENT LIABILITIES & PROVISIONS

 

137201.530

60545.760

 

Current Liabilities

 

 

 

 

Provisions

 

 

 

Total Current Liabilities

 

137201.530

60545.760

Net Current Assets

 

17876.050

144963.200

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.000

0.000

 

 

 

 

TOTAL

 

23936.050

148265.200

 

 

PROFIT & LOSS ACCOUNT

 

(UNITS IN EUROS)

PARTICULARS

 

 

31.03.2005

31.03.2004

Sales Turnover

 

772108.600

806581.500

Other Income

 

228.620

38157.520

Total Income

 

772337.220

844739.020

 

 

 

 

Profit/(Loss) Before Tax

 

(199924.050)

(37685.890)

Provision for Taxation

 

0.000

0.000

Profit/(Loss) After Tax

 

(199924.050)

(37685.890)

 

 

 

 

Total Expenditure

 

972261.270

882424.910

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

Registered Office of the company has been shifted from 1187/ 59 Jangli Maharaj Road, Motwani Chambers, Shivaji Nagar, Pune – 411 005, Maharashtra, India to the present address w.e.f. 05.02.2007

 

As Per Web:

 

Corporate Profile

 

Tooltech is an entrepreneurial venture based on the belief of its founders and realized through the passion and dedication of its stake holders.

 

Tooltech is headquartered in Pune, India and has offices in 7 countries throughout Europe and North America. It has a pool of trained manpower resources of 270 which includes 40 European nationals.

 

Tooltech is a pioneer in engineering services outsourcing having recognized the benefits of a global engineering model, long before it was hailed as the “new wave” in the India success story. From its inception in 1999, as a two-engineer start-up, Tooltech has striven to be an engineering knowledge management company, rather than an offshore provider of low-end digitizing and drafting services. The other differentiator has been its focus on Europe rather than North America.

 

The management of this privately held group is comprised of experienced independent professionals of varying nationality. In fact, Tooltech was among the first Indian companies in the outsourcing sector to have a multinational board of directors.

 

Tooltech's global delivery model has evolved over time to include an optimized mix of on-site, off-site, nearshore and offshore engineering support that best meets the need of its international clientèle. BMW, Aker Yards, Atlas Copco are just a few of Tooltech's 25 marquee relationships.

 

Tooltech's services range from concept design, solid & surface 3D model generation, 2D detailing & drafting to product development and customized software solutions. Analysis services include mesh generation, static (linear & non – linear), buckling, dynamic, structural, acoustic & thermal analysis.

 

Tooltech's concurrent engineering solutions cuts across industry verticals: automotive, aerospace, heavy engineering, oil & natural gas, marine & tool design. To each of these sectors the company brings to the table, industry specific knowledge and past experience of having dealt with leading international OEM's and their System Suppliers.

 

Tooltech is an ISO 9001:2000 certified company.

 

The Company’s Fixed Assets of important value includes :

 

 

Board of Directors

 

Mr. J.K. Khanna, Chairman

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

 

Executive:

Mr. Prakash Gurbaxani, Managing Director

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

 

Mr. Atul Khanna, Director

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

 

Non Executive:

Mr. Gunter Dentler, Director

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

 

Dr. Klaus Faust, Director

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

 

Mr. Jukka Kallio, Director, Tooltech Europe Oy.

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

 

Mr. Timo Törmälä, Director, Tooltech Europe Oy.

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

 

Senior Advisors:

Mr. Gunter Albrecht

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

 

Mr. David Miles

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

 

Mr. Ravi Sonalkar

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

 

Product

 

Concept Design :

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

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

 

Mechanism Design :

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

 

Reverse Engineering :

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

 

 

 

 


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.79.46

Euro

1

Rs.63.80

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

4

--RESERVES

1~10

4

--CREDIT LINES

1~10

4

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

39

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

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

 

Satisfactory

26-40

B

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

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

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

No Rating

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions