MIRA INFORM REPORT

 

 

 

Report Date :

01.11.2008

 

IDENTIFICATION DETAILS

 

Name :

FOUR SOFT LIMITED

 

 

Registered Office :

5 Q1, A3, 5th Floor Cyber Towers, Hi-tech City Madhapur, Hyderabad - 500081, Andhra Pradesh

 

 

Country :

India

 

 

Financials (as on) :

31.03.2008

 

 

Date of Incorporation :

24.12.1999

 

 

Com. Reg. No.:

01-33131

 

 

CIN No.:

[Company Identification No.]

L72200AP1999PLC033131

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

HYDF00177C

 

 

 

Legal Form :

A Public Limited Liability Company. The company's shares are listed on the Stock Exchanges.

 

 

Line of Business :

Subject is engaged in development of computer software promoted by technocrat entrepreneurs for freight and logistic applications. It also engaged in developing innovative software products and providing IT consulting 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  4950000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having fine track. Available information indicates high financial responsibility of the company. Financial position is good. Payments are correct and as per commitments.

 

The company can be considered good for any normal business dealings at usual trade term and conditions.

 

 

LOCATIONS

 

Registered Office / Software Development Centre :

5Q1, A3, 5th Floor Cyber Towers, Hi-tech City Madhapur, Hyderabad - 500081, Andhra Pradesh, India

Tel. No.:

91-40-23100600 / 601 / 603

Fax No.:

91-40-23100602

E-Mail :

sales@four-soft.com,

investorinfo@four-soft.com

nair.biju@four-soft.com

Website :

http://www.four-soft.com

Area :

4000 Sq.fts

 

 

Head Office :

H. No. 180, Plot No. 99, Women Co-operative Society, Road No. 5, Jubilee Hills, Hyderabad - 500 003, Andhra Pradesh, India.

Tel. No.:

91-40-3554334

Fax No.:

91-40-3100602

E-Mail :

4sinfo@four-soft.com

4ssales@four-soft.com

4ssupport@four-soft.com

hrinfo@four-soft.com

Area :

http://www.four-soft.com

 

 

For investor matters :                    

Ms. Seena Sankar                                

Company Secretary and Compliance  Officer

Secretarial Department Four Soft Limited

5Q1 A3, 5th Floor, Cyber Towers Hitec City, Madhapur, Hyderabad - 500 033

Hitec City, Madhapur, Hyderabad - 500 033

Tel: 91-40-2310 0600,

Fax: 91-40-2310 0602

email: investorinfo@four-soft.com

 

 

For queries on Financial statements :

 

Mr. Biju S. Nair

Sr. Vice President (Finance and HR)

5Q1 A3, 5th Floor, Cyber Towers Hitec City, Madhapur, Hyderabad - 500 033

Tel: 91-40-2310 0600,

Fax: +91-40-2310 0602

email: nair.biju@four-soft.com

 

 

Branches / Overseas Office :

Ø       210, Lal Bunglow, 6-3-862 / A & B, 2nd Floor, Ameerpet, Hyderabad - 500 016, Andhra Pradesh

            Tel. No. 91-40-3412471 / 3411068 / 070 / 3100604

 

Ø        5Q1A3, Cyber Towers, 5th Floor, Hitec City, Madhapur, Hyderabad - 500 033, Andhra Pradesh

Tel. No. 91-40-3100600 / 601 / 603

Fax No. 91-40-3100602

 

Ø       Q1-A, 35th Floor, Cyber Towers, Hi-Tec City, Madhapur, Hyderabad - 500 033, Andhra Pradesh

Tel. No. 91-40-3100604

 

Ø       541, Orchard Road, # 19-03, Liat Towers, Singapore 238881

Tel. No. + 65 8349680

Fax No. + 65 2381780

 

Ø       C/o. Global Freight Exchange Limited

630, Chiswick High Road, London W45BG, UK

Asia Pac

Four Soft Singapore Pte Limited, 4 Leng Kee Road, #05-11A SIS Building Singapore 159088

Tel: +65 6734 5575

Fax: +65 6734 5002

e-mail: sg.sales@four-soft.com

 

China

Four Soft Logistics Software (Shanghai) Company Limited, No. 22301-448, Pudong Software Park, Guoshoujing Road No. 498, Zhangjiang Hi-Tech Park, Shanghai 201 203

e-mail: sales@four-soft.com

 
Four Soft Netherlands B.V., Amstelwijckweg 11, 3316 BB Dordrecht P.O. Box 3018, 3301 DA Dordrecht, The Netherlands

Tel: +31 (0) 78 6256 256

Fax: +31 (0) 78 6256 299

e-mail: eu.sales@four-soft.com

 

5Q1A3, Cyber Towers, HITEC City, Madhapur, Hyderabad – 500033, India
Tel: 91-40 23100600/ 601

Fax: 91-40 23100602

e-mail: sales@four-soft.com

 

Four Soft UK Limited, Newstead House, Lake View Drive, Sherwood Park, Annesley Nottinghamshire, NG15 0DT England

Tel: +44 (0) 870 756 5783

Fax: +44 (0) 162 372 0006

e-mail: uk.sales@uk.four-staff.com

 

Four Soft USA Inc., 538 Broadhollow Road, Suite 420E, Melville, NY 11747
Tel: +1 631 752 7700

Fax: +1 631 752 7829

e-mail: us.sales@four-soft.com

 

 

DIRECTORS

 

Name :

Mr. Palem Srikanth Reddy

Designation :

Chairman and Managing Director

 

 

Name :

Mr. Suresh C Rajpal

Designation :

Chairman

 

 

Name :

Mr. Koh Boon Hwee

Designation :

Independent Director

 

 

Name :

Mr. Douglas Terence Ash

Designation :

Independent Director

 

 

Name :

Mr. Walter Joseph Sousa

Designation :

Independent Director

 

 

Name :

Mr. K V Vishnu Raju

Designation :

Independent Director

 

 

Name :

Mr. M M Pallam Raju

Designation :

Director

 

 

Name :

Mr. P Mangamma

Designation :

Non – Executive Director

 

 

Name :

Mr. Sarath Naru

Designation :

Independent Director

 

 

Name :

Mr. Naresh Kumar Patro

Designation :

Company Secretary

 

 

Name :

Mr. K V Ramakrishna

Designation :

Independent  and Nominee Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Naresh Kumar Patro

Designation :

Company Secretary and Compliance Officer

 

 

Name :

Mr. Biju S Nair

Designation :

Vice President (Finance and Human Resource)

 

 

 Name :

Ms. Seena Sankar

Designation :

Company Secretary and Compliance Officer

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.06.2008

 

Category of Shareholder

No. of Shares

Percentage of Holding

Shareholding of Promoter and Promoter Group2

 

 

Indian

 

 

Individuals/ Hindu Undivided Family

9222205

23.67

 

 

 

Foreign

 

 

Individuals (Non-Residents Individuals/Foreign Individuals)

1632768

4.19

Bodies Corporate

1596308

4.10

 

 

 

Public shareholding

 

 

Institutions

 

 

Mutual  Funds/ UTI

3949447

10.14

Financial Institutions / Banks

300

0.00

Venture  Capital Funds

137293

0.35

Foreign Institutional Investors

292000

0.75

 

 

 

Non-institutions

 

 

Bodies Corporate

3651494

9.37

Individuals

 

 

Individuals -i. Individual shareholders holding nominal share capital up to Rs 0.100 Million

10032812

25.75

ii. Individual shareholders holding nominal   share capital in excess of Rs. 0.100 Million

4799014

12.32

Any Other (specify)

 

 

Non Resident Indians

412789

1.06

Clearing member

28988

0.07

Trusts

557877

1.43

Overseas Corporate Bodies

2067581

5.31

Foreign Nationals 

432344

1.11

Foreign Bodies Corporate

146524

0.38

 

 

 

Total

38959744

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in development of computer software promoted by technocrat entrepreneurs for freight and logistic applications. It also engaged in developing innovative software products and providing IT consulting services

 

 

Products :

Product Description

Item Code No. (ITC Code)

 

Computer Software

85 24 90 09

 

GENERAL INFORMATION

 

Customers :

Ø       S-net Global, Singapore

Ø       Sri Bayana Emas, Malaysia

Ø       Roton Vander, Sri Lanka

Ø       Fly Jac, India

Ø       GF-X, London

 

 

No. of Employees :

583

 

 

Bankers :

  • The Hong Kong Shanghai Banking Corporation Limited, Panjagutta, Hyderabad - 500 082, Andhra Pradesh

 

  • Citi Bank N.A.

 

 

 Facilities :

 

Secured Loans :

 

 

As on 31.03.2008

Rs. in Millions

Term loan

 

From others

(Secured against Investment in equity shares of Four Soft Nordic AS, Denmark a wholly owned subsidiary)

135.000

Finance lease obligation

(Secured by underlying leased assets)

0.955

Total

135.955

 

 

 

 

Banking Relations :

Good

 

 

Auditors :

S R Batliboi and Associates

Chartered Accountants

 

 

Internal Auditors :

Laxminiwas and Jain

Chartered Accountants

 

 

Associates :

Ø       Pramati

Ø       Oracle

 

 

Related Party :

  • Four Soft B.V., The Netherlands
  • Four Soft UK Limited, United Kingdom
  • Four Soft NL BV, The Netherlands
  • Four Soft Germany GmbH, Germany
  • Four Soft Singapore Pte. Limited, Singapore
  • Four Soft Japan KK, Japan
  • Four Soft Nordic A/S, Denmark
  • Four Soft (HK) Limited, Hong Kong
  • Four Soft Australia Pty Limited, Australia
  • Transaxiom UK Limited, UK
  • Transaxiom (USA) Inc., USA
  • Four Soft Malaysia Sdn. Bhd., Malaysia
  • Four Soft International Incorporated, USA
  • Four Soft USA, Inc., USA
  • Four Soft Employee Welfare Trust, India
  • Palem Srikanth Reddy, India
  • Biju S. Nair, India
  • Dr. Kalyan Gangavarupu, India
  • Sonata Information Technology Limited, India

 

  •  

Subsidiaries :

 

 

  • Four Soft LLC,USA
  • Four Soft BV, The Netherlands
  • Four Soft USA Inc., USA
  • Four Soft UK Limited, United Kingdom
  • Four Soft NL BV, The Netherlands
  • Four Soft Singapore Pte Limited, Singapore
  • Four Soft Japan KK
  • Four Soft Nordic A/s, Denmark

 

 

Joint Venture :

  • Four Soft Logistics Software (Shanghai) Limited

 

 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

56077600

Equity shares

Rs. 5/- each

Rs. 280.388 Millions

696120

14% redeemable optionally convertible cumulative preference shares

Rs 100/- each

Rs 69.612 Millions

 

Total

 

Rs 350.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

38959744

Equity shares

Rs. 5/- each

Rs 194.798 Millions

 

Less  : Calls in arrears by others

 

Rs 0.009 Millions

 

Less : Amount recoverable from ESOP trust

[556856 equity shares (Previous year: 868567), including 217200 bonus shares allotted to the trust]

 

Rs 1.698 Millions

 

Total

 

Rs 193.091 Millions

 

Notes:

Of the above:

a. 4,563,970 equity shares (Previous year 4,563,970) of Rs. 5 each are allotted as fully paid up bonus shares by captilisation of general reserve

b. 10,452,102 equity shares (Previous year 10,452,102) were allotted as fully paid up for consideration other than cash.

c. 613,344 shares (Previous year: 301,633 shares) were issued to employees (through ESOP trust) pursuant to the employee stock option scheme.

Of the above 390,544 shares were issued at Rs. 19.65 out of which Rs. 14.65 per share were received in the form of employee service and 222,800 shares were issued at Rs. 70.75 out of which Rs. 65.75 per share were received in the form of employee service.

d. As approved by the shareholders in Extra ordinary general meeting of the Company held on January 19, 2007, the Board of Directors of the Company at their meeting held on February 2, 2007, allotted 2,000,000 warrants to Citicorp Finance (India) Limited and 100,000 warrants to Indus Age Management Services Private Limited at a price of Rs. 68 determined in accordance with the Securities and Exchange Board of India (SEBI) Guidelines. These warrants are convertible at a future date into equal number of equity shares of face value of Rs. 5 each. Warrant-holders are entitled to subscribe to these warrants within a period not exceeding 18 months from the date of allotment of warrants. As required by SEBI Guidelines, subscribers have deposited non-refundable amount of Rs.14.280 Millions, an amount equivalent to 10% of total consideration.

 

 

  

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2008

31.03.2007

31.03.2006

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

193.091

191.531

176.488

2] Share Application Money

0.000

4.439

0.000

3] Equity Share Warrants

14.280

14.280

0.000

4] Stock options outstanding

8.752

17.582

0.000

5] Reserves & Surplus

774.001

758.561

532.689

6] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

990.124

986.393

709.177

LOAN FUNDS

 

 

 

1] Secured Loans

135.955

1.946

2.704

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

135.955

1.946

2.704

DEFERRED TAX LIABILITIES

5.340

3.813

2.291

 

 

 

 

TOTAL

1131.419

992.152

714.172

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

91.544

80.487

64.038

Capital work-in-progress

0.125

0.375

0.000

 

 

 

 

INVESTMENT

912.511

438.587

141.222

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 
Inventories

0.000

0.000

0.000

 
Sundry Debtors

242.561

335.945

104.819

 
Cash & Bank Balances

18.964

37.958

273.412

 
Other Current Assets

8.295

10.765

8.755

 
Loans & Advances

79.456

227.793

233.675

Total Current Assets
349.276
612.461

620.661

Less : CURRENT LIABILITIES & PROVISIONS
 

 

 

 
Current Liabilities

214.584

127.943

76.333

 
Provisions

7.453

11.815

35.467

Total Current Liabilities
222.037
139.758

111.800

Net Current Assets

127.239

472.703

508.861

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.051

 

 

 

 

TOTAL

1131.419

992.152

714.172

 


  

 PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Sales Turnover

371.355

364.947

244.037

Other Income

8.971

8.527

0.000

Total Income

380.326

373.474

244.037

 

 

 

 

Profit/(Loss) Before Tax

8.685

58.131

48.878

Provision for Taxation

5.108

7.218

6.980

Profit/(Loss) After Tax

3.577

50.913

41.898

 

 

 

 

Export Value

358.437

368.634

NA

 

 

 

 

Import Value

9.033

16.856

9.223

 

 

 

 

Expenditures :

 

 

 

 

Personnel expenses

146.299

144.423

NA

 

Operating and other expenses

188.236

149.935

NA

 

Miscellaneous expenditure written off

0.000

0.052

NA

 

Financial Expenses

11.829

1.226

NA

 

Depreciation & Amortization

25.277

19.707

NA

 

Other Expenditure

0.000

0.000

195.159

Total Expenditure

371.641

315.343

195.159

 
QUARTERLY RESULTS

 

PARTICULAR

 

30.06.2008

30.09.2008

Type

 

1st Quarter

2nd Quarter

 Sales Turnover

 

73.200

75.000

 Other Income

 

6.000

1.400

 Total Income

 

79.200

76.400

 Total Expenditure

 

67.200

51.300

 Operating Profit

 

12.000

25.100

 Interest

 

4.200

4.300

 Gross Profit

 

7.800

20.800

 Depreciation

 

5.600

5.600

 Tax

 

1.400

1.000

 Reported PAT

 

0.800

14.200

 

 

KEY RATIOS

 

PARTICULARS

 

31.03.2008

31.03.2007

31.03.2006

Debt-Equity Ratio

0.07

0.00

0.00

Long Term Debt-Equity Ratio

0.07

0.00

0.00

Current Ratio

2.38

4.46

5.08

TURNOVER RATIOS

 
 
 

Fixed Assets

2.52

3.28

2.70

Inventory

0.00

0.00

0.00

Debtors

1.28

1.66

3.07

Interest Cover Ratio

1.74

49.42

82.33

Operating Profit Margin(%)

12.33

21.65

27.85

Profit Before Interest And Tax Margin(%)

5.52

16.25

22.59

Cash Profit Margin(%)

7.78

19.35

24.37

Adjusted Net Profit Margin(%)

0.97

13.95

19.11

Return On Capital Employed(%)

1.97

7.05

8.76

Return On Net Worth(%)

0.37

6.07

7.43

 

 

LOCAL AGENCY FURTHER INFORMATION

 

BUSINESS PERFORMANCE

 

Result of Operations

During the year, the company achieved strong business growth, and was successful in delivering high value to the customers worldwide.

 

Revenues

Total income in financial year 2007-08 is Rs. 380.33 Millions (Previous year Rs. 375.33 Millions) and Rs. 1768.89 Millions as per the Consolidated Accounts (previous Year Rs. 1,629.23 Millions).

 

Operating Profit at Rs. 45.79 Millions (previous year Rs. 79.06 Millions) and Rs. 193.51 Millions as per Consolidated Accounts (previous year Rs. 108.32 Millions) Profit after tax is Rs. 3.58 Millions or 0.94% of total income (Previous Year Rs. 50.91 Millions or 13.57% of total income) and Rs. 50.49 Millions or 2.85% as per the Consolidated Accounts (Previous Year Rs. 9.48 Millions or 0.58 % of total income)

 

During the year, the Company increased its client base across the globe. The company continues to grow towards becoming the Industry leader in this domain, leveraging their excellence in technology, domain and processes and continue to get 80% of revenues from existing customers. The company has incurred capital expenditure of Rs. 36.34 million for infrastructure and facilities. The company has incurred Rs. 78.82 Million on R&D expenses, up from Rs. 51.23 Million.

 

Liquidity

The company continues to generate cash from operations and been able to manage working capital requirements and had cash equivalents of Rs. 18.96 Million as on March 31, 2008.

 

SUBSIDIARIES:

 

They have four subsidiaries; Four Soft B.V, Netherlands, Four Soft Singapore Pte Limited, Four Soft Malaysia Sdn Bhd, Four Soft Nordic A/S, Denmark and six step down subsidiaries Four Soft Netherlands B.V, Netherlands, Four Soft UK Limited, Four Soft USA Inc., Four Soft Japan, KK, Four Soft (HK) Limited, and Four Soft Australia Pty Limited

 

Four Soft B.V Netherlands

In September 2004, the company acquired CargoMate international B.V and the same was renamed as Four Soft B.V.

 

In September, 2005 the company acquired DCS T&L division with four entities for a 100% cash consideration of US$ 19.00 million through its subsidiary Four Soft B.V. the acquisition was part financed through debt funding of GBP 5.72 million from leading Indian bank, based of UK. Presently, Four Soft B.V. holds three subsidiaries viz., Four Soft UK Limited, Four Soft Netherlands B.V and Four Soft USA Inc.

 

Four Soft Singapore Pte. Limited

In May 2005 the company acquired Comex Frontier Pte Limited (renamed as Four Soft Singapore Pte Limited). The Company generated revenues of SG$ 1.66 Million, with operational profit (EBITDA) of SG$ 0.06 million and a net loss of SG$ 0.03 Million. The company is expected to break even in next financial year.

 

Four Soft Malaysia Sdn Bhd

In May 2005, the company acquired MY Comex Sdn. Bhd. (renamed as Four Soft Malaysia Sdn Bhd.). The company generated revenues of RM 0.37 Million, with a net loss of RM 0.16 Million. The Company is expected to break even in next financial year.

 

Four Soft Nordic A/S.

In January 2007, the company acquired Transaxiom Holding A/S and after the name of the company was changed to Four Soft Holding A/S. Four Soft Holding A/S merged with Four Soft Nordic A/S on the date of acquisition. Four Soft Nordic A/S along withnet profit of DKK 9.35 Million.

 

INDUSTRY SOLUTIONS

Presently, the company offers solutions in the areas of Freight forwarding industry, Customs brokerage, Contract Logistics, Shipper Logistics and Services. Products in Freight forwarding industry include eTrans, iLogistics, eSupply and eTrans SME. Services include Consulting, Software Development and System Integration and Implementation.

 

The Annual Reports of all the subsidiaries of the Company viz. Four Soft B.V Netherlands, Four Soft Singapore Pte Limited, Four Soft Malasia Sdn Bhd and Four Soft Nordic A/S have been attached to this report as required under section 212 of the Companies Act, 1956.

 

QUALITY

Product Development and delivery are critical to any software product and solutions company, thus improving customer satisfaction. Continuous Quality improvement and adherence to quality standards and processes are important to remain competitive in the global market. During the year, the company has focused on improving quality in every process, including project delivery, product development, Testing and implementation. The company is in the process of performance improvement through various measures and initiatives, including CMMi and Six Sigma processes.

 

 

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Overview

The financial statements have been prepared in compliance with the requirements of the Companies Act 1956, and Generally Accepted Accounting Principles (GAAP) in India. The Management of Four Soft accepts responsibility for the integrity and objectivity of these financial statements, as well as for various estimates and judgments used therein. The estimates and judgments relating to the financial statements have been made on a prudent and reasonable basis, in order that the financial statements reflect in a true and fair manner the form and substance of transactions, and reasonably present the company's state of affairs and profits for the year.

 

The following discussion may include forward looking statements which may involve risks and uncertainties, including but not limited to the risks inherent to Company's growth strategy, dependency on certain clients, dependency on availability of qualified technical personnel and other factors discussed in this report.

 

Industry Structure and Developments

Four Soft operates in a niche market domain of Supply Chain Management solutions for Transportation, Logistics, Freight Forwarding and Distribution Business. These solutions improve efficiency, visibility and integration to third party software and systems. The Company product development (India Technology Centre) and Global Delivery centre is located at Hyderabad with sales and support offices in UK, Netherlands, Denmark, USA, Singapore and Japan. Four Soft continues to be a global leader in Supply Chain Execution Software Solutions for Freight Forwarding and Transportation domain.

 

Opportunities and Threats

Growth through Organic and Inorganic Mode

Four Soft has shown consistent increase in its revenues and profit before tax, as a result of inorganic and organic growth. In software product business working in high technology growth area, inorganic growth is best preferred. However they try to grow organic business, their license sales is linked to growth in business of customers. They offer the breadth of product suite offering to their existing customers.

 

Their customers continue offering value added services in multiple geographies to their customers. They endeavor to offer new service offerings built around their products to cover all the value added services. Most of their business comes from existing customer base.

 

Inorganic growth is a key element in their exponential growth. They have achieved global leadership with the acquisitions done in past. The next steps going forward, is to identify the key markets, product strategy and cross selling their products etc., The next step is to conduct a gap analysis and pin point the main areas for improvement of product offering and strategize their products to the needs of customers through technology innovation and product offerings.

 

Market Opportunity

With the multiple acquisitions Four Soft has made in the last three years, its product portfolio got extended horizontally. Today it offers software solutions for Transportation, Logistics, 3PL/4PL providers, Distributions, solutions for Freight forwarding industry, Customs brokerage, Contract Logistics, Shipper Logistics and Services. These offerings built on latest internet technologies, using J2EE, give the best position for Four Soft in the industry and provide an opportunity for product offerings in this domain.

 

With the growing complexity of operations in this domain, it is extremely important to get the real-time visibility in the supply chain execution and ensure that information moves seamlessly across the supply chain, including internal systems and multiple external systems.

 

Business Segments and Industry Outlook

 

Business Segments

Four Soft offers custom developed software solutions apart from product licenses. The prime growth area in business is software solutions for the transportation and logistics domain.

 

The Software Products offered by Four Soft are 4S eTrans, 4S eLog, 4S eSupply, 4S iLogistics, 4S iDrive, 4S Visilog. 4S iShipping, 4S ePoms, 3Plex and 4S eCustoms.

 

Freight Forwarding Solutions

Built on the cutting edge technology of J2EE, Spring and SOA architecture; 4S eTrans is a multi-modal, web-centric application for transportation companies - designed to give operational and financial control of global and domestic freight movements, from order to cash.

 

4S eTrans is offered for Large, Medium and Small customers and provides real time data visibility and improved operational profitability. The SME version provides solutions for Small and Medium Enterprises.

 

4S iLogistics built on IBM iSeries, provide solutions for Freight and logistics business of global organizations.

 

Contract Logistics

4S suite of products built for logistics service providers extends well beyond the capability of traditional warehouse and inventory management systems by integrating supply, fulfillment and partner collaboration into one enterprise service platform. The WMS module contains all the functionality required by warehousing and distribution organizations. Its distributed processing approach supports a wide variety of facilities, including hub-and-spoke distribution centers. These capabilities help a 3PL meet the demands of continuous replenishment strategies while lowering inventory and shipping costs, and increasing visibility into the supply chain.

 

The solutions in the offering include 4S eLog, a web centric application that fulfils warehousing and contract logistics for 3PL companies with capabilities to handle order management, fulfillment and partner collaboration.

 

Shipper Logistics

4S Visilog is a world class business application designed as an efficient solution for managing supply chain activities in the distribution network, whether company owned or outsourced to third parties. It enables step-by-step implementation and can be adapted, as needs change. Its open architecture makes it easy to integrate with other systems and capably extend ERP into supply chain execution. It is designed to handle business processes order management, transpiration management, warehouse management and event management. It also enables various elements of the supply chain to be connected on real time basis using web technology and collaborate for overall benefits to the supply chain.

 

Customer Base

Their clientele includes worlds top 12 Transport and Logistics customers. This gives them the market leadership and enables them to grow significantly and increase their market share and grow significantly with time.

 

Quality

The company is dedicated to maintain the highest level of quality standards and processes in its development and delivery teams and overall process improvement to achieve the quality certification. Presently the company is ISO 9001:2000 certified.

 

Acquisitions

Inorganic growth through acquisitions has been the significant element their strategy. It is critical to manage integration seamlessly across the organization during the acquisition phase, as their ability to serve customers is at higher than expected levels and thus demands their associates' contribution to make the acquisitions successful. Most of these acquisitions are at low margin companies and to turnaround them to profitable and higher margin companies is always challenging. They need to continue leveraging the strengths of combined entities. The Company believes that the company has executed the acquisitions well with proper strategy and planning.

 

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

 

Financial Condition

Share Capital:

The company has only two classes of shares – Equity and Preference Shares. The Authorize Share capital is Rs. 350 Million divided in to 5,60,77,600 equity shares of Rs. 5/- each and 6,96,120 Redeemable preference Shares of Rs. 100/- each. During the year, there was no change in the company's Authorized Share Capital and continues to stand at Rs. 350 Millions.

 

Additional information pursuant to the provisions of paragraphs 3, 4C and 4D of Part II of Schedule VI to the Companies Act, 1956

The Company is primarily engaged in the development and maintenance of computer software. The production and sale of such software cannot be expressed in any generic unit. Hence it is not possible to give quantitative details of sales and certain other information as required under paragraph 3, 4C and 4D of Part II of Schedule VI to the Companies Act, 1956.

 

Investments

In December 2006 the Company had entered into a share purchase agreement for purchase of 100% of the outstanding equity shares of Transaxiom Holding A/S, Denmark (Subsequently renamed as Four soft Nordic A/S, Denmark) from its erstwhile shareholders in consideration not exceeding Danish Kroner (DKK) 69,000,000. The aggregate purchase consideration is to be determined based on the average eligible revenues of the acquired entity over a period of 36 months ending December 31, 2009 payable in cash and shares of the company. Till March 31, 2008, the company has, based on certain payment milestones, paid an aggregate amount of DKK 31,618,887 (equivalent Rs.251.223 Millions) towards purchase consideration; which has been recorded as investment.

 

The Company had set-up a 25% joint venture on March 6, 2002 by name Four Soft International Inc., USA to undertake business development and marketing activities in North America. The said Joint venture agreement has been terminated with effect from March 12, 2008. The Company had, in the earlier years already provided for the carrying value of investment of Rs.7.699 Millions in the joint venture.

 

CONTINGENT LIABILITIES NOT PROVIDED FOR:

 

 

As at 31.03.2008

Rs. In Million

Guarantees given on behalf of overseas subsidiary

(All the movable fixed assets of the company have been hypothecated with

Unit Trust of India Advisory Services Limited, who are acting as on shore security trustee for ICICI Bank Plc. For the facility taken by Four Soft B.V.,

The Netherlands from ICICI Bank Plc).

372.153

Income tax demand in respect of which the Company has gone on appeal.

Management is of the opinion that appeal is likely to be accepted by appellate authority.

2.626

Contingent liability in respect of additional purchase consideration payable to erstwhile shareholders of Transaxiom Holding A/S (Subsequently renamed as Four Soft Nordic A/s), Denmark, the financial effect of which is not measurable.

 

 

Fixed Assets

 

 

WEBSITE DETAILS

 

PROFILE:

 

Four Soft is the world's largest transportation and logistics software products company providing innovative and integrated enterprise solutions ensuring customer satisfaction. Founded in 1999, Four Soft software engineers are providing solutions to enterprises across the SCM market place. Four Soft is head quartered in Hyderabad, India and has 10 development centres across the globe to cater to large clientele. The company's headquarter is registered as 100% Export oriented unit under the Software Technology Park (STP) scheme of Govt of India. Four Soft is a Public Limited Company since April 2003 and has been registered in India's top Stock exchanges - NSE and BSE. With ISO 9001:2000 certification, SEI-CMMi quality initiatives and excellent development teams, Four Soft has been successfully empowering its customers with innovative end-to-end technology solutions.

 

The Four Soft portfolio of products comprises logistics software solutions for freight forwarders, NVOCCs, customs brokers, container freight stations, ships agents, warehouses, cartage, trucking and 3PL / 4PL companies. Four Soft currently has 300 customers with 50,000 plus users in across 120 countries.


Leveraging the world-class product delivery capabilities, technological talent, domain expertise and strategic partnerships with major vendors and growing client base, Four Soft has become a key player in the global IT SCM market.

 

Four Soft has consistently demonstrated its commitment to developing cost-effective, quality applications by adhering to strict time-lines. This has enabled Four Soft to work with some of the Fortune 200 / 500 / 1000 companies as their technology “Partner of Choice” on a continuous basis.

 

PRESS RELEASES:

 

Four Soft strengthens its management team with appointment of New CEO Rajshekhar Roy, the new CEO, to drive continued business growth of Four Soft

Hyderabad 14, October 2008

Four Soft (4S) (NSE: "FOURSOFT", BSE: 532521), a global leader in software solutions for transportation and logistics industry, announced today that Rajshekhar Roy is appointed as the new CEO, who will take over the role from Palem Srikanth Reddy, the Chairman and Founder of the company who was also playing the role of CEO. Biju Nair, the current Sr. VP – Finance would be the new CFO.


Raj had joined Four Soft in October 2007 as the Head of Global Delivery and was promoted as the Chief Operating Officer in April 2008. He is an MBA in Marketing from the Indian Institute of Management, Calcutta. He also holds a Bachelor’s degree in Computer Science and Engineering from Jadavpur University, Kolkata. Raj brings with him over 20 years rich business management experience in the areas of software services, business process outsourcing and management consulting. He is also a certified trainer in Organization Development, Change management and Quality management.


Mr. Rajshekhar Roy said, “Four Soft is poised to take advantage of the opportunities that exist in the logistics marketplace that we address with our product and service offerings. We are fortunate to have committed employees, outstanding customers and state-of-the- art solutions and services. I look forward to further help the company to explore new opportunities in expanding the product portfolio, opening up new regions as markets and capture additional market share in transportation and logistics segment.” He further added, “It is also encouraging to observe that inspite of the economic turmoil that has broken out recently, our target market segments that we serve are continuing to offer good scope for increased business.”


On the appointments, Mr. Srikanth Palem, Chairman, Four Soft commented, “Over the past several months, I have actively engaged Raj to take on CEO’s role. His proven track record at Four Soft, along with his commitment to Four Soft employees, stakeholders and customer satisfaction, uniquely qualify him to lead Four Soft’s continuing development. Now with Raj onboard, I would have more bandwidth to focus on strategic initiatives that would help us to excel in the market place and improve value for the shareholders. I would also possibly take up additional social responsibilities. Biju Nair is engaged with Four Soft from the inception of the project and is aptly positioned to act in the capacity of CFO and support Raj on the financial strategies to be employed to drive the company to the next level of growth.”


About Four Soft Limited


Four Soft is an enterprise solutions company providing innovative software products, exclusively for the freight, transportation, logistics and supply-chain management market place and also offers IT consultancy services. It is the market leader in the transportation and logistics segment with a large international client base including the majority of the top transportation and logistics companies in the world. With regional offices strategically located worldwide, it has its software development centre in HITEC city of Hyderabad, India. The Company has large customers including DHL, Kuehne+Nagel, Schenker, PWC Logistics, UTI and Geodis.
Additional information about Four Soft is available at www.four-soft.com


Four Soft offers a full suite of web-based products across the logistics supply chain. This includes 4S eTrans for Freight Forwarding and Logistics, 4S eLog for warehouse management, 4S  ePOMS   and   4S  VisiLog  for  Track and Trace, Visibility  and  Supply  Chain    Management, 4S eCustoms for Customs Brokerage, 4S iShipping for Shipping Line execution and 4S eConnect for Business-to-Business Connectivity.

 

 

Four Soft unaffected by financial crises; accomplishes 217% profit growth in the Second Quarter Rajshekhar Roy, the new CEO, to drive continued business growth of Four Soft      

Financials at a glance for the quarter ended September 2008

 

                                                                         REVENUES                                                                   Rs. 383.20 million (-8% YoY)                                                             

                                                                         EBIDTA                                                                        Rs. 69.34 million (+81% YoY)                                                         

                                                                         PBT                                                                  Rs. 50.29 million (+217% YoY)                                                                   

                                                                         PAT                                                                  Rs. 40.38 million (+254% YoY)                                                                   

                                                                                                                                                              

Highlights for the quarter

·         3 new customers signed across geographies

·         Strategic wins in this quarter include one of the largest 3PLs in India

·         Successful implementation of the flagship products at several prestigious customer locations

·         Rajshekhar Roy takes over as CEO

 

Hyderabad , 27 October, 2008 Four Soft (4S) (NSE: "FOURSOFT", BSE: 532521), a global leader offering software solutions for transportation and logistics industry, today announced strong financial results for its second fiscal quarter ended September 30, 2008. The PAT grew to Rs. 40.38 million for the quarter ended September 30, 2008, as compared to Rs. 11.41 million in the corresponding quarter last year. The revenues were of Rs. 383.20 million for the quarter ended September 30, 2008 as compared to Rs. 418.48 million in the corresponding quarter last year.

 

The quarter has seen a significant jump in profits due to increased operational efficiency and favorable foreign exchange rates. During the quarter, the company also successfully implemented its flagship products at numerous customer sites across the globe. The Company has established itself in the domestic market by adding 7 customers in the last one year and also hopes to further strengthen its presence by penetrating deeper into the Indian transportation and logistics industries.

 

The company has recorded Rs. 1,111.43 million in sales and a PBT of Rs. 418.36 million for the first half year of the year.

 

Mr. Biju S Nair, CFO, Four Soft Limited Said, “Four Soft has been witnessing a strong growth in profits for last three quarters. We are in a stronger financial position and are taking all possible measures to de-risk the company from any possible economic slowdown.”

 

Mr. Rajshekhar Roy, CEO added, “I am happy to state that we are seeing significant progress in terms of adding new customers in our existing markets specifically India, Japan and Europe. We are also focusing on new markets such as China, where we hope to build a sizable presence by the end of this financial year. The company has also started the implementation of Lean Management - this will play a major role in improving internal efficiencies thereby increasing profitability.”

 

 


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.49.25

UK Pound

1

Rs.80.36

Euro

1

Rs.62.84

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

7

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--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

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

63

 

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