MIRA INFORM REPORT

Report Date :

17.12.2011

IDENTIFICATION DETAILS

Name :	GEMINI COMMUNICATION LIMITED
Registered Office :	No. 1 Dr. Ranga Road, Alwarpet, Chennai-600018, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	06.02.1995
Com. Reg. No.:	18-030087
Capital Investment / Paid-up Capital :	Rs.106.898 Millions
CIN No.: [Company Identification No.]	L32301TN1995PLC030087
Legal Form :	A Public Limited Liability company. The company’s Shares are Listed on the Stock Exchange.
Line of Business :	Subject is wireless broadband system provider. The company is engaged in the provision of network product and related services.
No. of Employees :	2200 [Approximately]

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 4800000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is a well established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

LOCATIONS

Registered Office :	No. 1 Dr. Ranga Road, Alwarpet, Chennai-600018, Tamilnadu, India
Tel. No.:	91-44-24660570/24660571
Fax No.:	91-44-24995062
E-Mail :	kumark@gcl.in info@gcl.in
Website :	www.gcl.in
Branch Office :	Located At: Chennai Coimbatore Bangalore Hyderabad Cochin Mumbai New Delhi
International Office :	Located At: US UK

DIRECTORS

As on 31.03.2011

Name :	Mr. R. Vijaykumar
Designation :	Managing Director
Name :	Mr. R. Ramkumar
Designation :	Chairman
Name :	Mr. B. Sreekrishna
Designation :	Managing Director
Name :	Mr. B Srinivasan
Designation :	Director
Name :	Mr. Hari Sethuraman
Designation :	Director (From 30.12.2009)
Name :	Mr. Eswaran Annamalai
Designation :	Director
Name :	Mr. L. Sathyanarayanan
Designation :	Director
Name :	Mr. V. K. Venugopal
Designation :	Director

KEY EXECUTIVES

Name :	Mr. J. Chandramouli
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2011

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	43,569,053	40.76
Sub Total	43,569,053	40.76
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	43,569,053	40.76
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	22,000	0.02
Insurance Companies	2,757,705	2.58
Foreign Institutional Investors	7,902,025	7.39
Sub Total	10,681,730	9.99
(2) Non-Institutions
Bodies Corporate	22,377,939	20.93
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	13,522,475	12.65
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	16,419,795	15.36
Any Others (Specify)	327,008	0.31
Any Other	327,008	0.31
Sub Total	52,647,217	49.25
Total Public shareholding (B)	63,328,947	59.24
Total (A)+(B)	106,898,000	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	-	-
(1) Promoter and Promoter Group	-	-
(2) Public	-	-
Sub Total	-	-
Total (A)+(B)+(C)	106,898,000	-

BUSINESS DETAILS

Line of Business :

Subject is wireless broadband system provider. The company is engaged in the provision of network product and related services.

Products :

Item Code No	Product Description
851730.05	Networking equipments

GENERAL INFORMATION

No. of Employees :

2200 [Approximately]

Bankers :

· Bank of India, Chennai Large Corporate Branch, Tarapore Tower, 826/6, Anna Salai Chennai - 600002, Tamil Nadu, India

· State Bank of India, Industrial Finance Branch 155, Anna Salai, Chennai – 600002, Tamilnadu, India

Facilities :

Secured Loan	As on 31.03.2011 [Rs. in Millions]	As on 31.03.2010 [Rs. in Millions]
From Bank
Cash Credit	514.534	452.273
Term Loan	546.981	995.985
Total	1061.515	1448.258
Unsecured Loan
6% Convertible Bonds 2012	823.050	823.050
From others	0.299	5.684
Total	823.349	828.734

Banking Relations :	--
Auditors :
Name :	P. Chandrasekar Chartered Accountants
Address :	Flat G, Sarada Apartments, No. 30, R.A. Puram, 1^st Main Road, Chennai-600028, Tamilnadu, India
Associates/Subsidiaries :	Gemini Traze RFID Private Limited, Chennai Point Red Telecom Private Limited, Bangalore Gemini Infotech Limited, Hong Kong Veeras Infotech Private Limited, Chennai PR Wireless Tech Limited, Hong Kong Gemini Geoss Energy Private Limited

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
150000000	Equity Shares	Rs.1/- each	Rs.150.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
106898000	Equity Shares	Rs.1/- each	Rs.106.898 Millions

Note:

1. Of the above 9668000 shares were issued as fully paid bonus shares during the year 2007-08 by capitalizing profit and loss a/c.

2. Of the above 6755100 equity shares of Rs.1/- each were issued on a preferential allotment to the warrant holders during the year 2010-11.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		106.898	100.143	97.180
2] Share Application Money		0.000	50.723	20.100
3] Reserves & Surplus		1104.955	884.548	756.567
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1211.853	1035.414	873.847
LOAN FUNDS
1] Secured Loans		1061.515	1448.258	1168.174
2] Unsecured Loans		823.349	828.734	833.213
TOTAL BORROWING		1884.864	2276.992	2001.387
DEFERRED TAX LIABILITIES		119.900	113.319	74.276
TOTAL		3216.617	3425.725	2949.510
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		882.724	947.874	872.254
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		557.885	557.785	394.540
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	695.244	342.992	258.506
	Sundry Debtors	2671.545	1935.151	1700.454
	Cash & Bank Balances	164.235	83.626	89.776
	Other Current Assets	107.168	153.570	88.356
	Loans & Advances	798.186	476.693	175.977
Total Current Assets		4436.378	2992.032	2313.069
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	2355.990	764.612	568.019
	Other Current Liabilities	231.579	270.285	46.340
	Provisions	72.801	37.069	15.994
Total Current Liabilities		2660.370	1071.966	630.353
Net Current Assets		1776.008	1920.066	1682.716
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		3216.617	3425.725	2949.510

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	3161.628	2133.729	1954.774
		Other Income	6.471	7.864	81.321
		TOTAL (A)	3168.099	2141.593	2036.095
Less	EXPENSES
		Cost of materials and project expenses	2606.149	1370.464	1322.917
		Salaries and staff welfare	220.048	168.786	124.529
		Administrative Expenses	62.611	80.360	72.590
		Selling and distribution expenses	0.419	2.894	9.440
		Increase/Decrease in stock	(352.252)	(84.486)	(29.397)
		TOTAL (B)	2536.975	1538.018	1500.079
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		631.124	603.575	536.016
Less	FINANCIAL EXPENSES (D)		258.061	238.362	247.549
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		373.063	365.213	288.467
Less/ Add	DEPRECIATION/ AMORTISATION (F)		244.570	212.315	235.284
	PROFIT BEFORE TAX (E-F) (G)		128.493	152.898	53.183
Less	TAX (H)		30.558	69.428	47.392
	PROFIT AFTER TAX (G-H) (I)		97.935	83.470	5.791
Less	APPROPRIATIONS
		Proposed Dividend	10.690	5.007	4.859
		Tax on Dividend	1.775	0.851	0.826
	BALANCE CARRIED TO THE B/S		85.470	77.612	0.106
	Earnings Per Share (Rs.)		0.95	0.86	0.06

QUARTERLY RESULTS

PARTICULARS	30.06.2011	30.09.2011
Type	1^st Quarter	2^nd Quarter
Net Sales	352.990	902.500
Total Expenditure	209.950	725.890
PBIDT (Excl OI)	143.040	176.610
Other Income	2.530	1.110
Operating Profit	145.570	177.720
Interest	63.130	70.630
PBDT	82.440	107.090
Depreciation	66.210	76.210
Profit Before Tax	16.230	30.880
Tax	5.520	5.560
Profit After Tax	10.710	25.320
Net Profit	10.710	25.320

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	3.09	3.90	0.28
Net Profit Margin (PBT/Sales)	(%)	4.06	7.17	2.72
Return on Total Assets (PBT/Total Assets}	(%)	2.42	3.88	1.67
Return on Investment (ROI) (PBT/Networth)		0.11	0.15	0.06
Debt Equity Ratio (Total Liability/Networth)		3.75	3.23	3.01
Current Ratio (Current Asset/Current Liability)		1.67	2.79	3.67

LOCAL AGENCY FURTHER INFORMATION

SUBSIDIARIES

Gemini Traze RFID Private Limited, Chennai, Pointred Telecom Private Limited, Bangalore and Gemini Geoss Energy Private Limited are the three wholly owned subsidiary companies of Gemini Communication Limited.

Gemini Traze RFID:

· Focus on providing complete Identification & Tracking solutions

· Completed project for the entrance examination of a leasing educational institution for the purpose of Student Authentication using combination of RFID and Biometric technologies.

· Deployment of RFID based file tracking solutions to manage over 300,000 files for a leading insurance provider

Point Red Telecom:

· Opened new manufacturing and assembly facility in Taiwan Free trade Zone

· Two more products in the PointMAX Mobile WiMAX product portfolio received WiMAX Forum Certification taking the total tally to eight

· Secured several contracts each worth more than 1 M $ for MicroRed products

· Forayed into 4G space with PointLiTE range of LTE/LTE advanced Products and PointMAX 2 range of WiMAX products

· Launches new range of All IP outdoor backhaul radios MicroRed ACE operating in 6-38 GHZ frequency Range

Veeras Infotek:

Virtualization

· Retained #1 position for VMWare in Chennai with 60% market share. Clearly established as a partner of choice in Chennai across server and storage

· 200% growth in the storage business

· #1 for NetApp in Chennai with 55% market share

· #1 partner for Citrix in South India

· Won large deals in the Desktop virtualization space

Gemini Infotech Limited was floated by the Company in Hong Kong during March 2008 to carry on the business of Networking and Communication. The investment in the subsidiary had been HK$600,00,000. The Registered office of the Company is situated 7/F, Man on Commercial Building, 12-13 Jubilee Street, Central, Hongkong.

Veeras Infotek Private Limited, Chennai was acquired furing June 2008 through M/s.Gemini Infotech, Hong Kong with an investment of Rs.3,57,00,000 towards 51% stake in the Company.

PR Wireless Tech Limited was incorporated in Hong Kong as a 100% subsidiary Company of Pointred Telecom Limited during November 2008 to carry on the business of wireless communication and technology. The investment in the subsidiary by Pointred Telecom Limited has been HK$10,000.

MANAGEMENT DISCUSSION AND ANALYSIS:

PointRed Telecom -

PointRed designs, manufactures and supplies pre-WiMAX, mobile WiMAX, LTE (Long Term Evolution) and 4G (Fourth Generation) products to telecom operators worldwide. PointRed`s product suite provides complete end-to-end offerings in the unlicensed and licensed bands for carriers. PointRed has a comprehensive range of products in pre-WiMAX, mobile WiMAX (commercially deployed), LTE (rollout plans by FY 2012) and 4G products comprising WiMAX 2 and LTE Advanced (advanced stage of product development). PointRed`s range of products includes base stations, ASN Gateways, customer premise equipments. PointRed has its R&D facility in Bangalore and has a presence in Taiwan for manufacturing its products.

· PointRed has clients in 45+ countries, serving the needs of 120+ network operators worldwide with some trial deployments. PointRed proposes to increase its market share in key emerging markets like Africa, Latin America, CIS countries, Middle East and BRIC nations.

· PointRed is the only Indian company in the 4G space whose products are certified by the WiMAX Forum. Currently, PointRed is the leader in the mobile WiMAX products space with a market position of 40%.

· PointRed has an experienced and competent management, R&D and Sales team with members possessing total experience exceeding 350 years in the telecom space. The first line-management predominantly comprises software/hardware engineers and IT specialists with significant experience in the broadband space.

Key Highlights - 
 
· Early mover advantage in mobile WiMAX products 
 
· Experienced and competent management team
 
· Robust business growth
 
· Proven R and D capabilities
 
· Technology risk mitigation 
 
· Global and Pan-India Presence of Gemini Communication Limited
 

INDUSTRY OUTLOOK - 

Increasing demand for high-speed and high capacity, data-centric internet access by individuals and corporations is characterizing the broadband wireless access market. This has led to the evolution and increased adoption of WiMAX which represents superior performance and lower costs vis-a-vis currently deployed cellular technologies. With the WiMAX subscriber base estimated to reach 14 Mn. b 2013 and thereafter grow annually 130% for the next 4 years, India is estimated to house 20% the global WiMAX users, making it a $13 Bn. market.
 
Globally, WiMAX networks have been deployed across 150 countries. According to WiMAX Forum, WiMAX service providers cover more than 823 Mn. People worldwide as of December 2010; this is expected to rise to over 1 Bn. people by December 2011, an annual growth of 20%+. LTE, a 3rd generation radio access technology is seen as the next major step in the evolution of broadband wireless technology after WiMAX. LTE supports higher performance due to its high data speeds, higher capacity bandwidth and lower latency.
 
Globally, LTE has been adopted by a few commercial networks on test basis, though large scale deployments of LTE are expected to happen in 2012. The global market size for LTE equipment for FY 2012 is expected to be around US$ 5 - 6 Bn. The industry views coexistence of both WiMAX and LTE appropriate for meeting the growing demand for wireless broadband network. PointRed believes that both these technologies will co-exist in the network ecosystem. As a 4G player, PointRed intends to maintain a presence in both these technologies through its wide array of products. PointRed’s technology and architecture, which is built on the strength of its R and D capabilities, are customizable to support both these technologies.
 
The Indian telecom market has been growing at a CAGR of ~ 30% since 1995 with the growth expected to continue in the future. The high growth of the Indian telecom market can mainly be attributed to mobile telecom services which have grown at a CAGR of more than 117% during 1995-2009. Overall telecom subscriber base has grown to 826.25 Mn. with overall teledensity reaching 69.29% as of February 2011.
 
According to Interactive Data Corp. (IDC) research, total global investments in basic WiMAX infrastructure is estimated to reach US$3.585 Bn. by 2011. The Topology Research Institute (TRI) estimates the WiMAX chips market to be worth US$1.105 Bn., with a total of 41.1 Bn. users by 2011. With the exception of few countries, the Asia Pacific region has a low broadband internet penetration rate and lacks the relevant infrastructure. Moreover, with a population of 3 Bn. (nearly half of the world`s population), Asia-Pacific is set to play a decisive role in global WiMAX market development. IDC also estimates that Asia Pacific will have more than 50% share of global investment in basic WiMAX infrastructure by 
2011.

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER / HALF YEAR ENDED 30^TH

SEPTEMBER, 2011

Rs. in Millions

Particulars	Quarter Ended	Half Year Ended
	30.09.2011	30.09.2011
a) Net Sales / Income from Operations	902.497	1255.485
b) Other Operating Income	1.110	3.639
Total Income	903.607	1259.124
Expenditure
(a) (Increase)/decrease in Stock in Trade and work in progress	64.538	82.507
(b) Consumption of Raw Materials	0.000	0.000
(c) Purchase of traded goods and project expenses	559.225	677.722
(d) Employees Cost	74.368	127.631
(e) Depreciation	76.206	142.412
(f) Other Expenditure	27.767	47.991
Total	802.104	1078.263
Interest	70.630	133.755
Exceptional Items	--	--
Profit / (Loss) From Ordinary activities before Tax	30.873	47.106
Tax Expenses	5.557	11.076
Provision for minority interest	--	--
Net Profit/(Loss) From Ordinary activities after Tax	25.316	36.030
Extraordinary Items	0.000	0.000
Net Profit/(Loss) for the period	25.316	36.030
Paid Up Equity Share Capital ( Face Value of the share Rs.1/- each )	106.898	106.898
Reserves (Excluding Revaluation Reserves)	--	--
Basic and Diluted EPS before extraordinary items for the period, for the year to date and for the previous year (annulised)
-Basic	0.24	0.34
-Diluted	0.24	0.34
Public Share Holding
- Number of Shares	63328947	63328947
- Percentage of shareholding	59.24	59.24
Promoters and Promoter group share holding
a) Pledged / Encumbered
- Number of Shares	32240436	32240436
- Percentage of share (as a % of the total shareholding of promoter and promoter group)	74.00	74.00
- Percentage of shares(as a % of the total share capital of the company)	30.16	30.16
b) Non-encumbered
- Number of Shares	11328617	11328617
- Percentage of Share (as a % of the total shareholding of promoter and promoter group)	26.00	26.00
- Percentage of Share (as a % of the total share capital of the company)	10.60	10.60

STATEMENT OF ASSETS AND LIABILITIES:

Rs. in Millions

PARTICULAR	HALF YEAR ENDED
	30.09.2011
SOURCES OF FUNDS
SHAREHOLDERS’ FUNDS:
Capital	106.898
Share warrant	0.000
Reserves and surplus	1140.985
Loans Funds	2103.902
Deferred tax liability	119.900
Total	3471.685
APPLICATION OF FUNDS
Fixed Assets	761.941
Investments	557.885
CURRENT ASSETS, LOANS AND ADVANCES:
Inventories	612.737
Sundry Debtors	3346.779
Cash and Bank Balances	85.872
Other Current Assets	179.416
Loans and Advances	831.546
LESS: CURRENT LIABILITIES AND PROVISIONS
Liabilities	2750.600
Provision	153.891
Miscellaneous Expenditures	0.000
Total	3471.685

NOTE:

1. The above results were reviewed by the audit committee and approved by the board of directors at their meeting held on 9ht November, 2011.

2. Consolidated financial statements of Gemini Communication Limited include the financial statements of all its subsidiaries.

3. Previous year figures have been regrouped wherever necessary.

4. There were no investor’s complaint pending at the beginning of the quarter. During the quarter the company received no complaint.

5. Deferred tax liability and minority interest will be considered at the end of the financial year.

6. The statutory auditors have carried out a limited review of the unaudited financial results for the quarter ended 30^th September, 2011.

FIXED ASSETS:

• Land
• Building
• Plant and Machinery
• Furniture’s and Fixtures
• Software
• Project Assets
• Vehicles
• Ipr/know-how
• Xerox Machine
• Software
• Telephone
• Electrical Fittings
• Modems
• Office Equipments
• Dot Matrix Printers
• Computer Machinery
• Networking Equipments

WEBSITE DETAILS:

BUSINESS DESCRIPTION:

Subject is wireless broadband system provider. The Company is engaged in the provision of network product and related services. GCL is a partner in system integration sector covering telecom and information technology (IT) services, including network, security, services, storage, LAN, WAN, e-Governance, information technology enabled services (ITeS), IT consulting and wireless. GCL has more than 2,000 customers in India and a portfolio of products and solutions for the IT and telecom industry. Its services portfolio includes infrastructure outsourcing services (IOS) and infrastructure consultancy services (ICS). During the fiscal year ended March 31, 2010 (fiscal 2010), the Company received an order, through its Pointred Telecom (P) Limited, from BSNL to implement mobile wireless-integrated multiple access (WIMAX) network in the world. In May 2010, it acquired Rosy Blue Wireless (RBW), which is a telecommunication and internet service provider in Africa. For the nine months ended 31 December 2010, Gemini Communications Limited's revenues increased 23% to RS2.9B. Net income increased 57% to RS487.6M. Revenues reflect an increase in income from operations. Net income also reflects an increase in other income, decrease in the provision for minority interest and higher operating profit margins. The company provides customized data networking and communication.

BOARD OF DIRECTORS:

R. Vijaykumar

Managing Director

Mr. R. Vijaykumar is Group Executive Chairman of the Board, Chief Executive Officer, Managing Director of Subject. As a co-founder of Gemini Communication, Mr. VijayKumar conceived Gemini as an organization which is deeply committed to values, in the firm belief that success in business would be its inevitable, eventual outcome. Apart from chairing the board of directors he is responsible for managing the company, formulating and executing long-term strategies, and for all interactions with clients, employees, investors and other stakeholders. He is responsible for group development covering acquisitions, divestments and joint venture operations, he is one of the principal policymaker, setting the tone for the company's values, ethics and culture. He personifies GCL's commitment to delivering the highest quality services to its clients around the world. He is firmly committed to the beliefthat business organizations have deep social responsibility. And that this must be discharged by conducting ethical and fair business, by involvement with community issues and by building an ecologically sustainable business. Gemini Communication is deeply involved in "Corporate Social Responsibility initiatives" and is committed to a journey which weaves ecological sensitivity in every aspect of its business and organization. He holds a degree from Madras University in the discipline of Mathematics.

Eswaran Annamalai

Non-Executive Independent Director

Mr. Eswaran Annamalai is Non-Executive Independent Director of Subject. He is a Post Graduate from USA and has a total working experience of around 20 years in the field of Finance and Information Technology. He became a Director of Gemini Communication Limited in the year 2002 and since then he has been contributing significantly towards the growth of the organization. He is not a director or a member of any Committee in any other Public Limited Company.

R. Ramkumar

Whole-Time Director

Mr. R. Ramkumar is Whole-Time Director of Subject. He resigned as Executive Chairman of the Board of the company effective August 31, 2011. He is a first generation entrepreneur, started his career with manufacturing of computer monitors under the brand name of Gemini, which finally got merged with Gemini Communication Limited, to become a listed entity. As a co-founder of Gemini Communication, he jointly carries the overall responsibility for the strategy and operations of Gemini's Business initiatives, and has a deep understanding of Gemini's core business areas. As one of his main objectives, he has been creating growth areas for Gemini and its group companies in areas of RFID, Wireless, Storage and Remote Services. He has incubated 2 other product design companies as subsidiaries of Gemini and serves as the Director of PointRed Telecom Private Limited. and as Director of Gemini TRAZE RFID Private Limited. He is closely associated with Confederation of Indian Industry and Federation of Indian Chambers of Commerce and Industry. He also serves in various boards of Universities and Educational Institutes. He spends time in the service for society and takes time-off for his spiritual pursuits. He holds a bachelor's degree in Computer Science with a Post Graduate degree in Marketing.

L. Sathyanarayan

Non-Executive Independent Director

Mr. L. Sathyanarayanan is Non-Executive Independent Director of Subject. He is an Engineering Graduate and he is an ex member of Madras Stock Exchange Limited. He has knowledge of financial market. He was appointed as an Additional Director on May 3, 2010. He is not a director or members of any other Public Limited Company.

B. Sreekrishna

Whole Time Director

Mr. B. Sreekrishna is Whole Time Director of Subject. He is a Software Engineer is the one of the chief architects and driving force behind Gemini's overall operations. His initial assignment was in United States representing Gemini. Sree Krishna has over 13 years of IT industry experience. He synergizes the right blend of technical management skills to provide requisite direction to the various accounts and teams that he manages. He is based out of New Delhi and identifies innovative strategies to place Gemini in the IT Map. He focuses on the development, satisfaction and expansion of client relationships. His functions include strategy building, overseeing implementation for strategic mergers and acquisitions, building long-term partnerships for Gemini's subsidiary companies. Sree Krishna's experience in furthering and complimenting the strategic vision of the company's Technology Service Division is much adorable. He is a seasoned campaigner in handling Government business. His knowledge about international business helped Gemini acquiring PointRed Telecom, a US based company. His role was stupendous in placing Gemini in the WiMax Space. He is a BE (Computer Science) from Pune University and an Executive Masters in International Business from Indian Institute of Foreign Trade, New Delhi.

B. Srinivasan

Whole-Time Director

Mr. B. Srinivasan is Whole-Time Director of Subject. He started his career in 1992 with Datacom products in network verticals. Having been in the IT industry for more than 15+ years, he has served in different profiles spread across many cities in India. Having understood the potential of Gemini, Srinivasan associated himself with Gemini since its nascent stage as a customer support engineer and built his career with Gemini traveling through the echelon and with his appointment as Chief Executive Officer (CEO) reached the Acme of heights. He attributes his achievement to his integrity, capability and sheer hard work. He is Gemini's torchbearer for development of technology and deployment of countrywide MMDS and WiMAX networks for telecom service providers like BSNL, VSNL, etc. He brings in knowledge in WiMAXdomain. As a technologist he has been gravitating more towards technical solutions throughout his career with grass root level approaches.

PRESS RELEASE:

RPOWER, TATA MOTORS, ARVIND AND RIL MAY GAIN INVESTOR'S ATTENTION TODAY

20 June 2011

India, June 20 -- With effect from August 8, 2011, ADA Group companies Reliance Infrastructure and Reliance Communications will no longer be part of the list of top 30 companies that form the Sensex- the premier index at the Bombay Stock Exchange. They will be replaced by Coal India and Sun Pharmaceuticals.Major textile makers, including Grasim, Modi Polymer and Bombay Dyeing, have been dragged to the competition watchdog CCI for allegedly abusing their dominant market position by dictating prices and sale terms. Reliance Power's 4,000-MW Krishnapatnam ultra-mega power project is facing road blocks due to various reasons, including a recent change in Indonesian law which mandates all parties to sell coal at market prices. Tata Motors is eliciting a favourable response for its CNG-electric hybrid buses and has received orders from overseas markets. Public sector lender Bank of India (BOI) is in talks with Bharti AXA and two other asset management companies for an entry into the mutual funds business and hopes to seal the deal before end September. Billionaire industrialist Mukesh Ambani-led Reliance Industries (RIL) is believed to have hired banking majors State Bank of India (SBI), Bank of America and Citigroup among others to raise debt of about $1.1 billion (about Rs 50000.000 Millions).Domestic textile maker and apparel retailer, Arvind, is looking at adding two more foreign brands to its existing portfolio of four brands (Arrow, US Polo, Flying Machine and Izod) by the end of this year. Private infrastructure and power company Lanco Infratech may go slow on expansion of its gas-based power plant in Andhra Pradesh as shortage of domestic gas supply to the plant has led to a drop in its capacity utilisation. Infrastructure Leasing and Financial Services is arranging $1.2 billion for a Malaysian free trade zone project called the Tanjong Agas Supply and Marines Services near Kuala Lumpur. IL and FS will be involved in project development as well. Upbeat about growth in the IT and telecom sector, leading system integration solutions and services provider Gemini Communications is expecting a 30-35% growth in revenues this fiscal (2011-12).After cancelling NTPC's five coal blocks last week, the coal ministry is likely to soon warn the power company that its two more fields will be de-allocated if they are not developed immediately. National Aluminium Company, the Navratna PSU, has reduced basic price across all its product segments by Rs 5,000 per tonne. In case of 5 inch billets, the price has been cut by Rs 4,500 per tonne. Max Healthcare, the 1,100-bed hospital subsidiary of Max India Group, is likely to enter into an equity-cum-strategic alliance with a private equity (PE) firm-backed global hospital major. Pipe maker PSL's plan to develop a special economic zone (SEZ) in Gujarat is likely to get delayed due to imposition of minimum alternate tax on SEZs in the Budget. In its pursuit to become a leading player in telecom space, Mukesh Ambani-led Reliance Industries group may have to acquire younger brother Anil-run Reliance Communications (RCom).The Apollo Hospitals group will open two hospitals by this year end, taking the total number to 56. One hospital will come up at Thiruchirapalli and the second one will be a public, private partnership (PPP) project. Chennai-based Rane Group is planning to invest around Rs 2392.000 Millions during the current financial year. The proposed investment also includes capital work in progress. Last year, the company had lined up investment worth Rs 2173.000 Millions. Kirloskar Brothers has opened a new plant at Coimbatore for manufacturing small pumps. The manufacturing facility spread over six acres is in Karumathampatti near Coimbatore. Hero Honda Motors, the world's largest two-wheeler company by volume would change its corporate name to 'Hero MotoCorp' for which it has received the shareholders approval. Camson Bio Technologies has filed four applications on June 14, 2011, under the different categories of bio-pesticidal and bio-weedicidal formulation and a process of preparation thereof with the controller of patents and design. Companies like PFC, RPP Infra, XPRO India, Prime Focus and Bimetal Bearings are going to announce their results today.

GEMINI COMMUNICATIONS Q4 NET JUMPS 3-FOLD AT RS 157.500 MILLIONS

14 May 2011

New Delhi, May. 14 -- Telecom infrastructure solutions provider Gemini Communication has announced that its net profit for the quarter ended March 31, 2011, has jumped more than three-fold to Rs 157.500 Millions as compared to Rs 48.200 Millions for the same period last fiscal. Net sales of the company for the quarter has increased over two-fold at Rs 2381.000 Millions as compared to Rs 1109.200 Millions for same period last year, the company said in a statement yesterday. For the year ended March 31, 2011, the company's net profit nearly doubled to Rs 645.100 Millions from Rs 322.600 Millions for the year ended March 31, 2010. Its net sales for FY11 has increased by 50.68 per cent to Rs 5285.700 Millions, as compared to Rs 3507.800 Millions for FY10, it said. The company said in FY11, it has forayed into providing alternate energy solutions using renewable forms of energy. It has also informed that the company has signed a contract with a telecom service provider for powering their telecom towers through solar energy. The company also won two-year managed services contract from a BTS (Base Tower Station) manufacturer for 4500 sites, it added. The company received a major share of the business in telecom outsourcing from two leading wireless broadband service providers, the statement said. "We have strong order book position of approximately Rs 3750.000 Millions at the beginning of FY12 with orders from existing businesses expected to contribute another Rs 2500.000 Millions," Gemini Communications chairman R Ramkumar said.

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.52.81
UK Pound	1	Rs.82.00
Euro	1	Rs.68.80

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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	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
-	NB	New Business	-

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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.