MIRA
INFORM REPORT
|
Report Date : |
07.11.2008 |
IDENTIFICATION
DETAILS
|
Name : |
CMS COMPUTER LIMITED |
|
|
|
|
Registered Office : |
201, Archadia, Nariman Point, Mumbai – 400 021, Maharashtra |
|
|
|
|
Country : |
India |
|
|
|
|
Financials (as on) : |
31.03.2007 |
|
|
|
|
Date of Incorporation : |
19.02.1980 |
|
|
|
|
Com. Reg. No.: |
22235 |
|
|
|
|
CIN No.: [Company
Identification No.] |
U30007MH1980PLC022235 |
|
|
|
|
TAN No.: [Tax
Deduction & Collection Account No.] |
MUMC01573F / MUMC05245C |
|
|
|
|
Legal Form : |
Closely Held Public Limited Liability Company. |
|
|
|
|
Line of Business : |
Computer hardware and software maintenance, systems consultancy, software development systems and applications, development and improvisation support - high precision components and electrical sub-assemblies, assembly line and manufacturing facilities, systems integration and enhancement, marketing of micro-computers and value-added systems. |
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 5800000 |
|
|
|
|
Status : |
Good |
|
|
|
|
Payment Behaviour : |
Regular |
|
|
|
|
Litigation : |
Clear |
|
|
|
|
Comments : |
Subject is a well established company having fine track. Financial position is good. Payments are correct and as per commitments. The company is doing well. It can be considered good for normal business dealings at usual trade terms and conditions. The company can be regarded as a promising business partner in a medium to long-run. |
INFORMATION PARTED
BY
|
Name : |
Mr. Dinesh Salian |
|
Designation : |
Account Manager |
|
Date : |
06.11.2008 |
LOCATIONS
|
Registered Office : |
201, Archadia, Nariman Point, Mumbai – 400 021, Maharashtra, India |
|
Tel. No.: |
91-22-22834494/ 28340041 / 28211380 |
|
Fax No.: |
91-22-22042734 / 28364257 |
|
E-Mail : |
|
|
Website : |
|
|
Location : |
Owned |
|
|
|
|
Administrative Office: |
Plot No:91, Street No.7, Marol, MIDC, Andheri (East), Mumbai - 400
093, Maharashtra, India |
|
Tel. No.: |
91-22-28216511/ 28340041 / 30888881 / 30888283 |
|
Fax No.: |
91-22-28364954 |
|
|
|
|
India –Other Main Offices: |
CMS House: Plot No:91, Street No.7, Marol, MIDC, Andheri (East), Mumbai:400 093, Tel No: 91-22-28216511/ 283400041 Fax No: 91-22-28364954 Systime Computer
Systems(I) Limited: Speez, Customs Wing, Andheri(East), Mumbai:400096, Tel No: 91-22-28290089 / 07 / 01 Fax No: 91-22-28290126 Systime Global
Center: 155, Millennium Business Park, Mahape, Navi Mumbai: 400701 Tel No: 91-22-27783121 (till3140) Fax No: 91-22-27782291 CMS Computer
Institute CMS House, Plot No.91, Street No:7, MIDC, Marol, Andheri(East),
Mumbai:400 093, Phone:91-22-2821 6511 / 28329198 CMS Computers
Limited Millenimum Business Park, bluiding No:55, Sector-3, Mahape, Navi
Mumbai:400070, Tel No: 91-22-27781522/ 1523 / 2792 Fax No: 91-22-27781520 Systime Computer
System (I) Limited: Udyog Sadan, No:3, Unit –C, M.I.D.C. Marol, Mumbai:400093, Tel No: 91-22-28315650 / 0112 Fax No: 91-22-2831009 CMS Traffic
Systems Limited Building No:155, 2nd Floor, Sector-2, Millennium Business
Park, Mahape, Mumbai:400701 Tel: 91-22-27783100/ 27782547 -8 Fax No: 91-22-27782792 |
|
|
|
|
Branch Office : |
·
Ahmedabad ·
Baroda ·
Chennai ·
Delhi ·
Kolkata ·
Pune ·
Raipur ·
Surat ·
Bangalore ·
Bhopal ·
Chennai ·
Secunderabad ·
Thiruvananthapuram |
|
|
|
|
Other Asia Pacific Offices : |
Located at ·
Australia ·
Singapore ·
Japan |
DIRECTORS
|
Name : |
Mr. Ramesh Dutt Grover |
|
Designation : |
Chairman and Managing Director |
|
Address : |
1, Revills, 45, Cuffe Parade, Mumbai:400005, Maharashtra, India |
|
Date of Birth/Age : |
01.05.1945 |
|
Date of Appointment : |
19.02.1980 |
|
|
|
|
Name : |
Mr. Varun Kumar Prasad |
|
Designation : |
Director |
|
Address : |
15, Jal Kiran, Cuffe Parade, Mumbai:400005, Maharashtra, India |
|
Date of Birth/Age : |
23.08.1951 |
|
Date of Appointment : |
19.02.1980 |
|
|
|
|
Name : |
Mr. Srinivasan Ramadorai |
|
Designation : |
Director |
|
Address : |
301, Atlantis, J.P. road, Andheri (west), Mumbai:400061, Maharashtra,
India |
|
Date of Birth/Age : |
23.01.1952 |
|
Date of Appointment : |
26.11.1993 |
|
|
|
|
Name : |
Mr. Anil R. Laud |
|
Designation : |
Director |
|
Address : |
52, Mistry Park, B Desai Road, Mumbai – 400 026, Maharashtra, India |
|
Date of Birth/Age : |
16.09.1942 |
|
Date of Appointment : |
01.11.1984 |
|
|
|
|
Name : |
Mr. S. Ramadorai |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. B. Manoj Kumar |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. Vijay Kumar
Gupta |
|
Designation : |
Company Secretary |
|
Address : |
E-318, Dheeraj Savera,
Opp. Siddharth Nagar, Off. Western Express Highway, Borivli (East), Mumbai –
400 066, Maharashtra, India |
|
Date of Birth/Age : |
15.02.1977 |
|
Date of Appointment : |
04.08.2003 |
MAJOR SHAREHOLDERS
(As on 26.11.2007)
|
Names of Shareholders |
No. of Shares |
|
Ramesh Dutt Grover |
55278510 |
|
Varun Kumar Prasad |
11710010 |
|
Anil Ramnath Laud |
665600 |
|
Srinivasan Ramadorai |
2099120 |
|
Ramesh Dutt Grover (HUF) |
4000000 |
|
Raju Ramesh Grover |
105240 |
|
Aarti Ramesh Grover |
4733530 |
|
Vishal Grover |
7180990 |
|
Shashikiran Prasad |
49270 |
|
|
|
|
Total |
85822270 |
Equity shares Breakup (percentage of total equity)
(As on 30.09.2007)
|
Category |
Percentage |
|
Directors or relatives of directors |
100.00 |
|
Total |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Computer hardware and software maintenance, systems consultancy, software development systems and applications, development and improvisation support - high precision components and electrical sub-assemblies, assembly line and manufacturing facilities, systems integration and enhancement, marketing of micro-computers and value-added systems. |
||||
|
|
|
||||
|
Products : |
· Trading in Computer System, Peripherals and Accessories · Software Services, Maintenance and other Charges · Controller, Time-O-Log, Access Control and Micro |
||||
|
|
|
||||
|
Brand Names : |
“CMS”. |
||||
|
|
|
||||
|
Exports : |
|
||||
|
Countries : |
· USA · Far East and Middle East |
||||
|
|
|
||||
|
Imports : |
|
||||
|
Countries : |
· USA · Germany · Far East |
||||
|
|
|
||||
|
Terms : |
|
||||
|
Selling : |
Cash, L/C or Credit (30-60 days) |
||||
|
|
|
||||
|
Purchasing : |
L/C or Credit (30-45 days) terms. |
GENERAL
INFORMATION
|
Suppliers : |
· Microstar Computers Unit No. 4B and 5, Building B, Rajshree Industrial Estate, Agarwal Udyog Nagar, Sativali Road, Waliu, Vasai (East), Dist. Thane, Maharashtra Tel. No. 91-250-2452934 Fax No. 91-250-2453256 · Compaq Computers (India) Private Limited Central Warehouse, 93, 1st Floor, Industrial Suburb, 2nd Stage, Yeshwantpur, Bangalore – 560 022, Karnataka Tel. No. 91-80-3374601 Cell No. 98441 01632 · Tech Pacific India Limited Plant 19-A, Phiroj Shah Nagar, Vikhroli, Mumbai – 400 079 Tel. No. 91-22-25960287, 25960804 · IBM Golden Tower, Airport Road, Bangalore, Karnataka Tel. No. 91-80-5094888, 5268154 · Ingram Micro (India) Private Limited 6th Floor, Balarama, Bandra-Kurla Complex, Bandra (East), Mumbai – 400 052, Maharashtra, India Tel. No. 91-22-25550604, 25550605 |
||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||
|
Customers : |
AIRLINES: · Lufthansa · Emirates · Singapore Airlines · Air India OIL: · Oil and Natural Gas Corporation Limited · Hindustan Petroleum Corporation Limited · British Petroleum India AUTO: · Ashok Leyland Limited · Bajaj Tempo Limited FINANCE: · Stock Holding Corporation of India Limited · Credit Rating Information Services of India Limited · Industrial Development Bank of India · National Stock Exchange · National Security Depository Limited BANKING: · Bank of India · State Bank of India · CITIBANK · SBI Commercial & International Bank · ABN Amro Bank N. V. · Standard Chartered Grindlays Bank Limited CONSULTANCY: · Larsen and Toubro Limited · ECC Construction Group · Davy Powergas India Limited · Birla Consultancy and Software Services SERVICES: · BSES · TATA Share Registry Limited PHARMACEUTICALS: · Bayer · GlaxoSmithKline MANUFACTURING: · The Mukund Group · Philips EDUCATION: · NIIT · Center for Development of Advanced Computing |
||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||
|
No. of Employees : |
15000 |
||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||
|
Bankers : |
·
State Bank
of Indore, Commercial Branch, Mittal Court, “’ B’ wing, Groubnd Floor, Nariman
Point, Mumbai:400021 · Syndicate Bank Nariman Bhavan, Nariman Point, Mumbai – 400 021 · Citibank N.A. Sakhar Bhavan, Nariman Point, Mumbai – 400 021 · IDBI Bank MIDC, Andheri (East), Mumbai – 400 096 · State Bank of India Commercial Branch, Justice G N Vaidya Marg, Mumbai – 400 023, Maharashtra, India · ICICI Bank, Nariman Point · Corporate Bank Overseas Branch, Earnest House, Nariman Point, Mumbai – 400 021, Maharashtra, India · Axis Bank Limited Royal Accord IV, Lokhadwala Complex, Andheri (West), Mumbai – 400 053,
Maharashtra, India · ICICI Bank, Singapore · The Dhanalakmi Bank Limited |
||||||||||||||||||||||||
|
|
|
||||||||||||||||||||||||
|
Facilities : |
Note ·
Cash credit facilities and working capital demand loans are secured by
hypothecation of inventories and book debts. Further the Company has given
collateral security by mortgage of office premises at Udyog Sadan-Andheri, Arcadia,
Nariman Point and Electric Sadan-Pune, 2 Flats at Versova, Andheri and Godown
at Andheri. Further, Mr R D Grover and Mr. V K Prasad (Directors and
Promoters of the Company) have given personal guarantees. ·
Term loan has been secured by hypothecation of the respective fixed
assets funded by the Company from the loans and securitization of account
receivables from ABN Amro Bank. ·
Out of $ 15 million ECB from ICICI, US$ 11 million is secured by
mortgage of office premises at CMS House, at Andheri, certain specified land,
buildings and godowns and fixed assets acquired out of the said ECB and
balance amount of US$ 4 million is to be secured by mortgage of movable and
immovable properties of the Company acquired / to be acquired out of the
proceeds from the ECB. ·
Vehicle loan are secured by hypothecation of the respective
vehicles. |
|
|
|
|
Banking
Relations : |
Satisfactory |
|
|
|
|
Auditors : |
|
|
Name : |
Mr. Amit Majmudar Chartered Accountant |
|
Address : |
S.R. Batiboi and Associates, 6th Floor, Express Towers,
Nariman Point Mumbai – 400 021, Maharashtra, India |
|
|
|
|
Associates/Subsidiaries : |
· Modern Components and Tooling Company Private Limited · Systime Computers Private Limited · Datacom Computer Services Private Limited · CMS Engineering Services Private Limited · CMS Traffic System Limited CIN No.: U74999MH1994PLC082773 · Kalati Construction Private Limited · Kaycee Industries Limited CIN No.: L06482MH1942PLC006482 · Systime Computers Limited CIN No.: U72200GJ1989PLC012414 · Systime Computer Systems (India) Private Limited · CMS Securitas Limited CIN No.: U67190DL1999PLC098107 · Systime Computer Systems Limited CIN No.: U30007MH1979PLC021085 This is a 100% subsidiary of CMS and Export Import are done through this company. · Dataxcess Integrated Technology Limited CIN No.: U32100MH1981PLC024132 · Netprint Solutions India Private Limited CIN No.: U28200MH1982PTC028805 · Mailtek Services India Limited CIN No.: U74999MH1985PLC035833 · New Video Private Limited CIN No.: U92111DL1984PTC019197 · CMS Marshall Limited CIN No.: U46711MH2006PTC158878 · VersaPos Inc. · Systime Computer Corporation, US · Systime Global Solutions Private Limited, Australia · Systime Global Solutions Private Limited, Singapore · CMS Global Solution Limited, UK · Systime Global Solutions Japan Limited · New Video Private Limited · Systime ME FZCO · CMS Netprint (Private) Limited, Sri Lanka |
|
|
|
|
Joint Venture : |
· E Flex LLC, Dubai · CMS GMBH, Switzerland · Vicky Infotech Private Limited |
CAPITAL STRUCTURE
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
200000000 |
Equity Shares |
Rs.1/- each |
Rs.200.000 Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
85822270 |
Equity Shares |
Rs.1/- each |
Rs.85.822
Millions |
(Out of the above 62151610 equity shares of
Rs.1/- each has been allotted as fully paid up bonus shares by way of capitalization
of General Reserve Rs.57609131/- Investment Allowance Utilisation Reserve
Rs.4541879)
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 |
85.822 |
85.822 |
78.086 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
1082.436 |
982.288 |
873.853 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
1168.258 |
1068.110 |
951.939 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
1180.689 |
999.474 |
962.559 |
|
|
2] Unsecured Loans |
0.000 |
0.000 |
56.287 |
|
|
TOTAL BORROWING |
1180.689 |
999.474 |
1018.846 |
|
|
DEFERRED TAX LIABILITIES |
84.982 |
99.290 |
101.680 |
|
|
|
|
|
|
|
|
TOTAL |
2433.929 |
2166.874 |
2072.465 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
661.865 |
632.536 |
656.075 |
|
|
Capital work-in-progress |
231.553 |
48.083 |
28.457 |
|
|
|
|
|
|
|
|
INVESTMENT |
137.874 |
121.300 |
68.122 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
257.418
|
157.665 |
237.792 |
|
|
Sundry Debtors |
1273.609
|
1045.155 |
647.444 |
|
|
Cash & Bank Balances |
78.645
|
192.146 |
332.326 |
|
|
Other Current Assets |
544.954
|
533.145 |
571.119 |
|
|
Loans & Advances |
373.121
|
299.999 |
219.469 |
|
Total
Current Assets |
2527.747
|
2228.110 |
2008.150 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Current Liabilities |
1099.359
|
811.152 |
643.353 |
|
|
Provisions |
42.724
|
65.588 |
44.986 |
|
Total
Current Liabilities |
1142.083
|
876.740 |
688.339 |
|
|
Net Current Assets |
1385.664
|
1351.370 |
1319.811 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
16.973 |
13.585 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
2433.929 |
2166.874 |
2072.465 |
|
PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
|
Sales Turnover |
5170.329 |
4519.673 |
3185.842 |
|
|
Other Income |
157.380 |
111.848 |
80.512 |
|
|
Total Income |
5327.709 |
4631.521 |
3266.354 |
|
|
|
|
|
|
|
|
Profit/(Loss) Before Tax |
171.895 |
225.509 |
227.170 |
|
|
Provision for Taxation |
57.068 |
92.610 |
67.495 |
|
|
Profit/(Loss) After Tax |
114.827 |
132.899 |
159.675 |
|
|
|
|
|
|
|
|
Earnings in Foreign Currency : |
|
|
|
|
|
|
Exports at FOB Value |
30.085 |
5.536 |
NA |
|
|
Service Charges |
5.401 |
0.436 |
NA |
|
|
Interest |
0.275 |
5.163 |
NA |
|
|
Other Earnings |
6.272 |
10.813 |
NA |
|
Total Earnings |
42.033 |
21.948 |
NA |
|
|
|
|
|
|
|
|
Imports : |
|
|
|
|
|
|
Raw Materials |
5.585 |
6.794 |
NA |
|
|
Stores & Spares |
147.666 |
119.914 |
NA |
|
|
Capital Goods |
53.116 |
21.400 |
NA |
|
|
Others |
72.990 |
228.727 |
NA |
|
Total Imports |
279.357 |
376.835 |
NA |
|
|
|
|
|
|
|
|
Expenditures : |
|
|
|
|
|
|
Raw Material Consumed |
28.357 |
24.469 |
17.102 |
|
|
Purchases made for re-sale |
2086.235 |
1943.437 |
1159.896 |
|
|
Consumption of stores and spares parts |
505.603 |
402.861 |
342.662 |
|
|
Increase/(Decrease) in Finished Goods |
(0.418) |
(1.854) |
92.218 |
|
|
Salaries, Wages, Bonus, etc. |
1229.626 |
929.702 |
660.575 |
|
|
Managerial Remuneration |
13.766 |
13.055 |
11.743 |
|
|
Payment to Auditors |
2.756 |
2.469 |
1.763 |
|
|
Interest |
97.275 |
86.494 |
89.265 |
|
|
Insurance Expenses |
4.958 |
10.645 |
6.190 |
|
|
Power & Fuel |
46.265 |
37.155 |
26.158 |
|
|
Depreciation & Amortization |
169.130 |
152.450 |
133.552 |
|
|
Other Expenditure |
972.261 |
805.129 |
498.060 |
|
Total Expenditure |
5155.814 |
4406.012 |
3039.184 |
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2007 |
31.03.2006 |
31.03.2005 |
|
PAT / Total Income |
(%) |
2.16
|
2.87 |
4.89 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
3.32
|
4.99 |
7.13 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
5.39
|
7.88 |
8.53 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.15
|
0.21 |
0.24 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
1.99
|
1.76 |
1.79 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
2.21
|
2.54 |
2.92 |
LOCAL AGENCY
FURTHER INFORMATION
Trade References
·
Barclays Bank
·
ONGC
·
LIC
Form No. 8
|
Name of the company |
CMS COMPUTERS
LIMITED |
|
Presented By |
V. K. Gupta ,
company Secretary |
|
1) Date and description of instrument creating the change |
Agreement for Hypothecation of Current Assets dated September 6, 2003 |
|
2) Amount secured by the charge/amount owing on the securities of charge |
Rs.90.000
millions as follows: Cash Credit Limit
: Rs.65.000 millions Sales Invoice
Discounting Limit Rs.25.000 millions Total : Rs.90.000
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 |
Hypothecation of all
Current Assets of the Company i.e. all the stock in trade both present and
future consisting stock including raw material, stock in process, cash and
other current assets whatsoever, being movable properties now or at any time
hereafter belonging to it or at its disposal and now or at any time and form
time to time hereafter stored or be stored or brought into or upon or in
course of transit to the factory or premises or at any other place whatsoever
and wheresoever in its possession or occupation or at any other premises or
place and outstandings monies receivables, claims and bills which are now due
and owing or which may at any time hereafter during the continuance of this
security become due and owing to the Company in the course of its business by
any person, firm, company or body corporate or by the Government Department
or office or any Municipal or Local or Public or Semi Government body or
authority or any body corporate or undertaking or project whatever in the
public sector. |
|
4) Gist of the terms and conditions and extent and operation of the charge. |
All the monies
now or at any time and from time to time hereafter due/may become due and
owing by the Company to the Bank in respect of and under the above said
working capital facilities and interest and commission thereon and all legal
and other costs. Charges, payments, re-imbursements and expenses relating
there to secured by: ·
First
pari-passu charge over all the current assets of the company, both present
and future for Cash Credit Limit of Rs.65.000 millions. ·
The existing
Charge to be extended to cover Sales Invoice Discounting Limit of Rs.25.000
millions. |
|
5) Name and Address and description of the person entitled to the charge. |
Axis Bank Limited Royal Accord IV,
Lokhadwala Complex, Andheri (West), Mumbai – 400 053, Maharashtra, India |
|
6) Date and brief description of instrument modifying the charge |
- |
|
7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification. |
Modification 1 By Supplement
Agreement of Hypothecation dated November 3, 2003 hypothecation on all
current assets as specified in the Principal Deed of Hypothecation dated 6th
September, 2003 shall now operate to secure the following facilities : Cash Credit Limit
: Rs.47.500 millions Bank Guarantee :
Rs.17.500 millions Sales Invoice
Discounting Limit : Rs.25.000 millions Modification 2 By Supplement
Agreement of Hypothecation dated March 31st , 2005, hypothecation
on all present and future Current Assets of the company by way of first pari
passu charge for due repayment to the bank of the outstanding balance as
specified in the Principal Deed of Hypothecation dated 6th
September, 2003 shall now operate to secure the following facilities Cash Credit Limit
: Rs.90.000 millions Bank Guarantee
Limit (Within CC) (Rs.40.000 millions) Total Rs.90.000
millions |
|
Corporate identity
number of the company |
U30007MH1980PLC022235 |
|
Name of the
company |
CMS COMPUTER
LIMITED |
|
Address of the
registered office or of the principal place of business in India of the company |
201, Archadia, Nariman Point, Mumbai – 400 021, Maharashtra |
|
This form is for |
Modification of
charge |
|
Type of charge |
·
Book debts ·
Movable
property (not being pledge) |
|
Particular of
charge holder |
State Bank of India Commercial Branch, Justice G N Vaidya Marg, Mumbai – 400 023,
Maharashtra, India |
|
Nature of
instrument creating charge |
·
Supplemental
Agreement of loan for increase in the overall limit (Form C.1-A) ·
Supplemental
Agreement of hypothecation of goods and assets for increase in the overall
limit (Form C.2-A) Both constitute
single modification. |
|
Date of
instrument Creating the charge |
11.08.2008 |
|
Amount secured by
the charge |
Rs.350.000
Millions |
|
Brief of the
principal terms an conditions and extent and operation of the charge |
·
Rate of
interest As per sanction letter No. CB: AMT-V: 2008:89026 dated 18.02.2008 ·
Margin As per sanction letter No. CB: AMT-V: 2008:89026 dated 18.02.2008 ·
Extent and
operation of the charge Not Applicable ·
Others Not Applicable |
|
Particulars of
the property charged |
Hypothecation /
charge on the current assets including particular all stocks of raw
materials, semi finished goods and finished goods lying at the godown at or
any where in India lying loose or in cases or in transit, all book debts and
receivables. |
|
Particulars of
the present modification |
The Credit
facilities secured being increased from Rs.260.000 millions to Rs.350.000
millions |
Review of Operations
The Sales and Income from Operations for the year
2006-07 has registered a rise of 15.03% compared to Sales and Income from
Operations of last year. The profits of the Company before tax has come down
from Rs.183.23 million to Rs.244.44 million during the year. The profit after
tax has come down from Rs.126.16 million to Rs.151.83 million.
The Company is a IT and IT Solution provider
in the country with 8000+ professionals worldwide offering wide range of
solutions services across various verticals in strategic IT consulting,
Networking, Consulting, Outsourcing, Platform delivery, Facility Management,
Customizing and Implementing Solutions, On site service and support and
Application Management support.
The Director look forward to the future with
confidence. The company is consciously focused on making a niche for
itself.
Issue of Shares to Mr. Vishal Grover
During the year ended March 31, 2005, pursuant
to restructuring of CMS Group, Systime Computers Limited (“Systime”), a wholly owned
subsidiary of the Company, acquired 104084 common stock of its subsidiary,
Systime Computers Corporation (USA), representing 49% stake, from Mr. Vishal
Grover at an aggregate value of Rs.464.7 million. In lieu of this, Mr. Vishal
Grover was issued 718099 equity shares of the Company at Rs.647 per share
aggregating Rs.464.7 million.
Consequent to the above transaction , Rs.464.7
million is receivable by the Company from Systime. The Company would be issued further
shares in Systime amounting to Rs.464.7 million based on independent valuation
to be obtained by Systime. Accordingly, as at March 31, 2007, the Company has
disclosed amount receivable amounting to Rs.464.7 million under the head “
Loans and Advances” as Share application money pending allotment.
During the year ended March 31, 2006, the
Company had obtained an approval from the Foreign Investment Promotion Board
(‘FIPB’) for the issue these shares. Further, the Company has received letter
(dated July 6, 2007) from Reserve Bank of India (‘RBI’) stating that the
Company has contravened the provision under FEMA, 1999 for non obtaining prior
approval in relation to issue of shares to Mr. Vishal Grover by way of swap of
shares and giving an opportunity to the Company to apply for compounding of the
aforesaid contravention. The Company has filed their response on August 20,
2007 pleading that there is no requirement of compounding of contravention,
since company has obtained post-factor approval from FIPB. The response from
RBI is awaited. The impact, if any, of this matter on the financial statements
of the Company cannot be presently ascertained, however the same is not
expected to be significant.
Contingent Liabilities not provided for
|
Nature of Liability |
(As on
31.03.2007) Rs. In millions |
|
Guarantees and Letter of Credit issued by
the bank on behalf of the Company |
567.646 |
|
|
|
|
Claims against the Company not acknowledged as debts: |
|
|
Disputed Sales tax matters |
11.849 |
|
Disputed Income tax matters |
3.344 |
|
Disputed penalty under Factories Act, 1948 |
0.100 |
|
Disputed compensation under suit filed
against the Company |
0.900 |
|
|
|
|
Guarantees given by the Company |
505.766 |
|
|
|
|
Capital Commitments |
292.927 |
|
|
|
|
Show cause notice received in respect of
service tax matter |
42.942 |
Fixed Assets:
·
Land (Leasehold and Freehold)
·
Buildings
·
Plant and Machinery
·
Jigs, Mould and Dies
·
Air-conditioning Machines
·
Electrical Installation
·
Furniture fixtures and Fittings
·
Vehicles
·
Office and Factory Equipments
·
Computer Systems and Peripherals
Web Details
Subject is a IT solutions provider in the
country with 8000+ professionals worldwide offering wide range of solutions and
services across various verticals in strategic IT consulting, Networking,
Training, Outsourcing, Platform delivery, Facility Management, Customizing and
Implementing Solutions, Onsite service and support, and Application Management
support.
They have 4
regional centers with 20+ branch offices, 3 R and D centers, 3 Software
development centers and numerous support engineers spread across 130 locations
in the country making them one of the fastest growing IT organizations.
Based on IDC’s
survey conducted in 2004, they are the “Most Preferred IT services company” as
per CIOs, enabling them to be a trusted partner in providing cost effective
solutions and services.
The deep industry
knowledge enables the clients to address issues specific to their business and
the unmatched infrastructure provides the capacity and capability to serve the
clients extraordinarily well subject is a System Integration organization that
offers entire range of IT Solutions and products globally.
Business Model
The business model
is customer driven, where the various businesses are evolved from the customer
needs. They help the customers respond quickly to changing market dynamics and
increase their competitiveness.
Products
Subject is
dedicated to innovation and quality in providing cost effective solutions to
our customers in the area of Information Technology
Subject's
successful track record, enviable client base, sheer breadth of solutions
capability, masterful domain expertise, and strong partnerships with global
technology leaders are backed by quality systems and practices and continued
infrastructure investments. Subject approach is unique and it strives to
deliver measurable benefits to its customers.
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.47.67 |
|
UK Pound |
1 |
Rs.75.47 |
|
Euro |
1 |
Rs.61.19 |
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 |
6 |
|
--PROFITABILIRY |
1~10 |
6 |
|
--LIQUIDITY |
1~10 |
6 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
6 |
|
--CREDIT LINES |
1~10 |
6 |
|
--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 |
|
54 |
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 |
|