MIRA INFORM REPORT

 

 

 

Report Date :

06.08.2008

 

IDENTIFICATION DETAILS

 

Name :

INTEGREON MANAGED SOLUTIONS INDIA PRIVATE LIMITED

 

 

Formerly Known As :

Integral Media Services (India) Private Limited

 

 

Registered Office :

201-202, Winchester Hiranandani Business Park Powai – 400 076, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

06.09.2000

 

 

Com. Reg. No.:

11-128563

 

 

CIN No.:

[Company Identification No.]

U72200mh2000ptc128563

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

Provider of High-Value, Complex BPO Solutions Services 

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

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

Fairly Large

 

Maximum Credit Limit :

USD 556000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a subsidiary of Integrated Managed Solutions INC, USA. General financial position is good. Business is active. Payments are reported as usually made as per commitments.

 

The company can be considered good for normal business dealings.

 

 

LOCATIONS

 

Registered Office :

201-202, Winchester Hiranandani Business Park Powai – 400 076, Maharashtra, India

Tel. No.:

91-22-40065330

E-Mail :

info@integreon.com

bhavesh.thakkar@integreon.com

Website :

www.integreon.com

 

 

Corporate Office :

Premier House, 2nd Floor, Plot No. 38, Central Road, MIDC, Andheri (East), Mumbai – 400 093, Maharashtra, India

Tel. No.:

91-22-40065315 / 4

 

 

Administrative Offices :

Office No. 2, 4th Floor, Trade Star Building, Sir M V Road, Andheri (East), Mumbai – 400 059, Maharashtra, India

Tel No.:

91-22-8265051 / 6930924 / 5693 0924 / 20 / 21

Fax No.:

91-22-25693 0923

E-mail:

mahadev.mulgir@imsconnection.com

Websites :

www.imsconnection.com

 

 

Branches :

Integreon Vatika Towers, 2nd Floor, Tower – B, Sector -54, DLF Golf Course Road, Gurgaon-122 002, Haryana, India

Tel. No.:

+0124 428 4430

 

 

DIRECTORS

 

Name :

Mr. Liam Jerry Michael Brown

Designation :

Director

Address :

10340, Calvin Ave, Los Angeles, California 90025, USA

Date of Birth/Age :

13.08.1968

Date of Appointment :

26.06.2001

 

 

Name :

Mr. Ricardo Nicanor Nepomuceno Jacinto

Designation :

Director

Address :

Apartments 8-D, Avalon Condominium 95 Xavier Street, Green Hills, San Juan 1500

Date of Birth/Age :

14.12.1960

Date of Appointment :

06.03.2007

 

 

Name :

Mr. Prashant Chawla

Designation :

Director

Address :

502, Glencroft Building, Hiranandani Garden, Powai, Mumbai – 400 076, Maharashtra, India

Date of Birth/Age :

30.12.1964

Date of Appointment :

01.09.2003

 

 

Name :

Mr. Anurag Rajpal Grover

Designation :

Director

Address :

D - 502, Jalvayu Vihar Sector A, Powai, Mumbai – 400 076, Maharashtra, India

Date of Birth/Age :

17.08.1973

Date of Appointment :

23.04.2004

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders

No. of Shares

Integreon Managed Solutions INC

684146

 

Equity Share Breakup (Percentage of Total Equity) :- [As on 31.03.2007]

Category

Percentage

Foreign Holdings (Foreign Institutional Investor(s), Foreign Companie(s), Foreign Financial Institution(s), Non –Resident Indian(s) Or Overseas Corporate Bodies Or Others

100.00

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Provider of High -Value, Complex BPO Solutions services 

 

 

GENERAL INFORMATION

 

Bankers :

ICICI Bank Limited, Landmarkrace Cource Circle, Alkapuri, Baroda – 390 015, Gujarat, India

 

 

Banking Relations :

Satisfactory 

 

 

Financial Institutions :

Hewlett Packard Financial Services India Private Limited, 24, Salarpuria Arena, Hosur Main Road, Adugodi, Bangalore – 560 030, Karnataka, India

 

 

Auditors :

 

Name :

Price Waterhouse and Company

Chartered Accountants  

Address :

252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400 028, Maharashtra, India

 

 

Associates/Subsidiaries :

Nil

 


 

CAPITAL STRUCTURE

 

(As on 31.03.2007) :

 

Authorised Capital :

No. of Shares

Type

Value

Amount

1500000

Equity Shares

Rs. 10/- each

Rs. 15.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

684146

Equity Shares

Rs. 10/- each

Rs. 6.841 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

 

6.841

6.841

2] Share Application Money

 

0.000

0.000

3] Reserves & Surplus

 

104.251

59.501

4] (Accumulated Losses)

 

0.000

0.000

NETWORTH

 

111.092

66.342

LOAN FUNDS

 

 

 

1] Secured Loans

 

31.451

27.853

2] Unsecured Loans

 

0.000

14.141

TOTAL BORROWING

 

31.451

41.994

DEFERRED TAX LIABILITIES

 

0.000

0.000

 

 

 

 

TOTAL

 

142.543

108.336

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

53.297

62.212

Capital work-in-progress

 

0.812

0.058

 

 

 

 

INVESTMENT

 

0.000

0.000

DEFERREX TAX ASSETS

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 

0.000

0.000

 

Sundry Debtors

 

75.320

57.986

 

Cash & Bank Balances

 

3.175

1.811

 

Other Current Assets

 

0.000

0.000

 

Loans & Advances

 

51.724

16.688

Total Current Assets

 

130.219

76.485

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

 

29.037

23.640

 

Provisions

 

12.748

6.779

Total Current Liabilities

 

41.785

30.419

Net Current Assets

 

88.434

46.066

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.000

0.000

 

 

 

 

TOTAL

 

142.543

108.336

 

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

31.03.2006

Sales Turnover

 

355.924

243.007

Other Income

 

0.000

0.000

Total Income

 

355.924

243.007

 

 

 

 

Profit/(Loss) Before Tax

 

46.024

30.279

Provision for Taxation

 

0.000

0.000

Profit/(Loss) After Tax

 

46.024

30.279

 

 

 

 

Export Value

 

351.402

240.124

 

 

 

 

Total Expenditure

 

309.900

212.728

 

KEY RATIOS

 

PARTICULARS

 

 

 

31.03.2007

31.03.2006

PAT / Total Income

(%)

 

12.93

12.46

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

 

12.93

12.46

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

 

24.97

21.82

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

 

0.41

0.46

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

 

0.66

1.09

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

 

3.12

2.51

 

 

LOCAL AGENCY FURTHER INFORMATION

 

NOTES:-

 

The Registered Office of the company was changed from 

 

Office No. 2, 4th Floor, Trade Star Building, Sir M V Road, Andheri (East), Mumbai – 400 059, Maharashtra, India

 

to

 

201-202, Winchester Hiranandani Business Park Powai – 400 076, Maharashtra, India (w.e.f. 21.02.2007.)

 

FORM 8:-

 

Name of the company

INTEGREON MANAGED SOLUTIONS INIDA PRIVATE LIMITED

Presented By

Mr. Prashant Chawla

1) Date and description of instrument creating the change

Schedule Number 21036/IND/AAG/S/11/A/1 dated 01.01.2006 under Master Rental and Financing Agreement No. 21036 dated 01.05.2004

2) Amount secured by the charge/amount owing on the securities of charge

Rs. 15.000 millions

3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given

Office Equipments

4) Gist of the terms and conditions and extent and operation of the charge.

Term 36 months, monthly installments of Rs. 1.085 millions

5) Name and Address and description of the person entitled to the charge.

Hewlett Packard Financial Services India Private Limited, 24, Salarpuria Arena, Hosur Main Road, Adugodi, Bangalore – 560 030, Karnataka, India

 

Corporate identity number of the company

U72200mh2000ptc128563

Name of the company

INTEGREON MANAGED SOLUTIONS INIDA PRIVATE LIMITED

Address of the registered office or of the principal place of  business in India of the company

201-202, Winchester Hiranandani Business Park Powai – 400 076, Maharashtra, India

This form is for

Creation of charge

Type of charge

Movable property

Particular of charge holder

CIN : l65190gj1994plc021012

ICICI Bank Limited, Landmarkrace Cource Circle, Alkapuri, Baroda- 390 015, Gujarat, India

E-Mail: krunal.damania@icicibank.com

Nature of instrument creating charge

Unattested  deed of hypothecation, guarantee, irrevocable power of attorney loan agreement  dated 22.02.2008 (1 Nos. of assets server Lenova 9637 CLS)

Date of instrument Creating the charge

22.02.2008

Amount secured by the charge

Rs. 0.384 million

Brief of the principal terms an conditions and extent and operation of the charge

Rate of Interest :

7.35 % IRR

 

Terms of Repayment :

Repayable :

36 Equal monthly installments of Rs. 0.013 million

 

Margin :

Rs. 0.043 millions

 

Extent and Operation of the charge :

1st charge

Short Particulars of the property charged

1 No. of asset server Lenovo 9637 CLS

Hypothecation of equipment first charge for due repayment to the ICICI Bank Limited at any time or demanded lying at dealer stockyard or godown any where.

 

Website details:-

 

Company Profile                     

Subject provides high-value, complex BPO solutions (also known as Knowledge Process Outsourcing, KPO or judgment-based BPO), specializing in document, content and knowledge services.

 

Their customers include the world’s largest financial services institutions, law firms, consultancies, publishing and media companies, and Global 2000 corporations.

 

Subject operates as an extension of their customers’ businesses to improve their operational controls and enhance service levels. Their implementation teams work locally with customers anywhere in the world and have the industry experience and process expertise to help organizations take strategic advantage of outsourcing.

 

They operate the following lines of business 24/365

 

·         Knowledge services

·         Document, content and graphic services

·         Business administration services

·         Legal and discovery support services

 

Board of Directors

 

Fred Ayala, Chairman of the Board

 

Fred Ayala is the CEO of LiveIt Solutions, Inc., Ayala Corporation’s holding company for its investments in the BPO sector. He is also the non-executive Chairman and former CEO of eTelecare, one of the leading customer care companies in Asia; LiveIt recently acquired a significant shareholding in eTelecare. Fred was also formerly Chairman of SPi, one of the leading non-voice BPO companies in Asia.

 

Previously, Fred was a Partner at Crimson Investment, an international private equity firm that provides buyout and growth capital financing to companies capitalizing on the accelerating globalization trend in manufacturing and services. Before that, he was a Managing Director and Co-Founder of MBO Partners, an Asian investment firm.

 

Fred has a double major BA in Developmental Studies (Honors) and Economics from Brown University, and an MBA from the Harvard Graduate School of Business Administration.

 

Liam Brown, President and CEO

 

Liam has twenty years of experience in the knowledge services outsourcing industry, primarily serving investment banks, law firms and Global 2000 corporations. Prior to Integreon, he was the President, COO and founder of Conscium Inc., an Internet virtual deal room business serving lawyers and bankers, which was acquired by NYSE-listed Bowne and Co., Inc in 2001. Liam has also held executive positions at Merrill Corporation, a then NASDAQ-listed, global outsourcing services provider to law firms, and at the legal outsourcing services business unit of LSE-listed St. Ives plc in the UK.

 

Based in Los Angeles, Liam has been President and CEO since 2001, leading Subject from 10 people in New York providing presentation graphics services to McKinsey, to almost 2,000 associates globally, providing a pioneering range of complex, high value research (KPO) and legal (LPO) services to numerous banks, law firms and corporations today.

 


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 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. 42.28

UK Pound

1

Rs.82.79

Euro

1

Rs.65.69

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--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

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

60

 

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

***

 

 

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