MIRA INFORM REPORT

Report Date :

09.06.2011

IDENTIFICATION DETAILS

Name :	NCR CORPORATION INDIA PRIVATE LIMITED

Registered Office :	Niton Building, 3^rd Floor, #11, Palace Road, Bangalore – 560052, Karnataka

Country :	India

Financials (as on) :	31.03.2010

Date of Incorporation :	19.04.1996

Com. Reg. No.:	08 - 020333

CIN No.: [Company Identification No.]	U28111KA1996PTC020333

TAN No.: [Tax Deduction & Collection Account No.]	BLRN00521D

Legal Form :	Private Limited Liability Company

Line of Business :	Manufacturer of ATM Machines.

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 21850000

Status :	Satisfactory

Payment Behaviour :	Usually Correct

Litigation :	Clear

Comments :	Subject is a well established and reputed company having satisfactory track. Trade relations are fair. Business is active. Payments are usually correct as per commitments. The company can be considered for normal 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.

INFORMATION DECLINED BY

Note : Management non Co-operative [ Name not Disclose ]

LOCATIONS

Registered Office :	Niton Building, 3^rd Floor, #11, Palace Road, Bangalore – 560052, Karnataka, India
Tel. No.:	91-80-30786900
Fax No.:	91-80-22257050
E mail:	ts185067@ncr.com

Head Office :	P 2, 2^nd Floor, Block B, Godrej and Boyce Complex, Godrej IT Park, Mumbai – 400079, Maharashtra, India

Gurgaon Office :	5^th Floor, Vipul Orchid Plaza, Sun City, Sector – 54, Gurgaon – 122002
Tel. No.:	91-124-5353535
Fax No.:	91-124-533200/3300

Secunderabad Office :	Queen’s Plaza, 1-8-44-, Sardar Patel Road, Secunderabad – 500003
Tel. No.:	91-40-55008000
Fax No.:	91-40-55008821

Mumbai Office :	501 – A, Landmark, Suren Road, Chakala, Andheri, Mumbai - 400093
Tel. No.:	91-22-66957500
Fax No.:	91-22-66957555

Mumbai office :	Level 5, Fairmont, High Street, Hiranandani Business Park
Tel. No.:	91-22-66447000
Fax No.:	91-22-6020470 / 55020471

Mumbai Office :	G – 1, Ground Floor, Hiranandani Business Park, Mumbai-400076, Maharashtra, India
Tel. No.:	91-22-66447300/ 56447371
Fax No.:	91-22-66447333

DIRECTORS

As on : 30.09.2010

Name :	Mr. Sunil Santosh Sharma
Designation :	Director
Address :	601, 6^th Floor, Shashi CHS, Off Subhash Road, MV Pandoloskar Marg, Vile Parle (East)l, Mumbai-400057, Maharashtra, India
Date of Birth/Age :	10.11.1964
Date of Appointment :	25.06.2004

Name :	Mr. Sivaramane A Cannane
Designation :	Director
Address :	Plot No.54, 6^th Cross Extn, Ilango Nagar Extn, Pudupalayam Vilage, Puducherry – 605011, Pondicherry, India
Date of Birth/Age :	10.04.1964
Date of Appointment :	13.06.2007

Name :	Mr. Kallumkal Jimmy James
Designation :	Director
Address :	1002, Verona Bulilding, Hiranandani Gardens, Powai, Mumbai – 400076, Maharashtra, India
Date of Birth/Age :	27.02.1972
Date of Appointment :	11.08.2010

Name :	Mr. Jaivinder Singh Gill
Designation :	Managing Director
Address :	73/2, Emella 2, Hamelia Street, Vatika City, Sohan Road, Sector – 49, Gurgaon – 122018, India
Date of Birth/Age :	11.05.1968
Date of Appointment :	11.08.2010

Note :

· * Mr. Kallumkal Jimmy James was appointed as an Additional Director w.e.f. 11.08.2010

· ** Mr. Jaivinder Singh Gill Was appointed as an Additional Director w.e.f. 11.08.2010 and appointed as Managing Director w.e.f. 11.08.2010.

KEY EXECUTIVES

Name :	Mr. Tushar Diwakar Shastri
Designation :	Secretary
Address 2:	204, Atlas D, Lodha Paradise, Near Majiwade Flyover, Thane – 400601, Maharashtra, India
Date of Birth/Age :	28.08.1971
Date of Appointment :	28.03.2008

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2010

Names of Shareholders		No. of Shares

NCR International INC, USA		275815260
NCR Corporation, USA		300

Total		275815560

AS ON 30.09.2010

Equity Share Breakup		Percentage of Holding
Category
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]		100.00
Bodies corporate		0.00
Directors or relatives of directors		0.00
Other top fifty shareholders		0.00
	Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of ATM Machines.

Product :

Item Code No.	Product Description
8472900910	Atomatic Teller Machines
8471300190	Computer Systems
8524510010	Communication Equipments

PRODUCTION STATUS

As on 31.03.2010

Particulars	Unit	Installed Capacity	Actual Production
ATM	Nos.	14400	14004
Dispensers (iii)	Nos.	72000	27335
Picks (iii)	Nos.	37200	33537
Hawk	Nos.	12000	5025
Cheque Processing Machine (CPM)	Nos.	750*	5809
Scalable Cheque Processing Machine (SCPM)	Nos.	9000	6322
Teller Cash Recycler (TCR)	Nos.	1800	--

Note :

* In sets

(i) The company is exempt form the licensing provision of the Industries (Development and Regulations) Act, 1951

(ii) As certified by management and accepted by auditors, this being a technical matter

(iii) As certified by management the capacity can be used interchangeably between both picks and dispensers.

GENERAL INFORMATION

No. Of Employees :

Not Divulged by the management

Bankers :

Not Available

Facilities :

SECURED LOAN	31.03.2010 Rs. in Millions	31.03.2009 Rs. in Millions
Hire Purchase Companies (Secured by hypothecation of assets purchase out of such loan) Amount repayable within one year Rs.32.302 Millions (Rs.28.142 Millions)	56.021	62.915
Total	56.021	62.915

UNSECURED LOAN	31.03.2009 Rs. In Millions	31.03.2009 Rs. In Millions
Lucent Technology India Private Limited (Interest Free)	11.310	11.310
Total	11.310	11.310


Banking Relations :	Satisfactory

Auditors :
Name :	Radhakrishanan B (Price WaterHouse and Company) Chartered Accountants
Address :	Mittal Tower, 10^th Floor, C Wing, 47/6, MG Road, Bangalore – 560001, Karnataka, India

Holding Company:	NCR International Inc. USA

Ultimate Holding Company:	NCR Corporation, USA

Fellow Subsidiary :	· NCRGlobal Solution Limited · NCR Canada Limited · NCR Argentina S.R.L. · NCR Brazil Limited · NCRMexico S.A de C.V. · NCRGmbh · NCR Danmark IVS · NCR EMEA Service Logistics Cenhe, B.V. · NCR Nederland N.V. · NCR Financial Shared Service Center (FSSC) B.V. · NCR Belgium and Company SNC · NCR France SNC · NCREspaiia, S.L. · NCR IIK Limited · NCR (Middle East) Limited · NCR Global Holdings Limited · NCR (Hong Kong) Limited · NCR China Limited · NCR (Shanghai) Technology Services Limited · NCR (New Zealand) Corporation · NCR (Beijing) Financial Equip. Syst. Company, Limited · NCR Systems Taiwan Limited · NCR Korea Company YH · NCR (Malaysia) Sdn. Bhd · NCR Corporation (Philippines) · NCR Singapore Pte Limited · NCR Australia Pty Limited · NCR Asia Pacific Pte Limited · P.T. NCR Iudonesia · NCR (Thailand) Limited · NCR Japan Limited · NCR Financial Solutions Group Limited · NCR (North Africa) Limited, Sylia branch · NCR European and South American Nolding LLC · NCR del Peru S.A. · NCR Chile lndushial Y Comercial Limitada · NCR Corporalion, Egypt · NCR Italia S.r.1 · NCR Corporation PDRC · NCR (Switeorland) LLC · NCR Oesterrcich Ges.m.b.H. (Austria) · NCR EMEA Service Logistics Center, B.V. · NCR Corporation, Oman · NCR Polska Sp.z.o.0. · NCR Crlobal Holdings Limited, Dubai · NCR Bilisim Sistemleri LS (Turkey) · NCR Dutch Holdings BV · NCR Corporation, Kuwait Branch · NCR (Macau) Limited · NCR International (South Africa) Pty Limited · NCK (North Africa) Limited · NCll CEBU Development Center Incorporation · NCR Magyarorszag Kft. · NCR Manufacturing Colulnbus GA

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorized Capital:

No. of Shares	Type	Value	Amount

284500000	Equity Shares	Rs.10/- each	Rs. 2845.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

275815560	Equity Shares	Rs.10/- each	Rs. 2758.156 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		2758.155	2758.156	2758.156
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2705.352	1498.852	435.087
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		5463.507	4257.008	3193.243
LOAN FUNDS
1] Secured Loans		56.021	62.915	59.533
2] Unsecured Loans		11.309	11.310	11.310
TOTAL BORROWING		67.330	74.225	70.843
DEFERRED TAX LIABILITIES		0.000	0.000	0.000

TOTAL		5530.837	4331.233	3264.086

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]		407.185	480.608	460.709
Capital work-in-progress		198.664	10.893	37.701

INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		366.004	366.456	293.526

CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1717.500	2011.624	1439.993
	Sundry Debtors	5610.922	5817.911	4248.587
	Cash & Bank Balances	342.691	128.102	595.097
	Other Current Assets	164.015	153.784	114.969
	Loans & Advances	1432.336	1337.679	1062.884
Total Current Assets		9267.464	9449.100	7461.530
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	574.193	911.130	3964.671
	Sundry Creditors	3852.379	4839.298	8691.677
	Provisions	281.908	225.396	262.374
Total Current Liabilities		4708.480	5975.824	4989.380
Net Current Assets		4558.984	3473.276	2472.150

MISCELLANEOUS EXPENSES		0.000	0.000	0.000

TOTAL		5530.837	4331.233	3264.086

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	12825.484	11497.158	10163.939
		Other Income	220.386	271.965	223.883
		TOTAL (A)	13045.870	11769.123	10387.822

Less	EXPENSES
		Cost of Materials for Sales and services	7734.417	7198.165	6238.861
		Operating Expenses	3698.062	3379.344	3452.937
		TOTAL (B)	11432.479	10577.509	9691.798

Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		1613.391	1191.614	696.024

Less	FINANCIAL EXPENSES (D)		7.590	6.960	7.612

	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1605.801	1184.654	688.412

Less/ Add	DEPRECIATION/ AMORTISATION (F)		222.125	208.524	251.106

	PROFIT BEFORE TAX (E-F) (G)		1383.676	976.130	437.306

Less	TAX (H)		177.176	(87.635)	(162.809)

	PROFIT AFTER TAX (G-H) (I)		1206.500	1063.765	600.115

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1498.851	435.087	(165.028)

	BALANCE CARRIED TO THE B/S		2705.352	1498.851	435.087

	EARNINGS IN FOREIGN CURRENCY
		Goods	5820.975	6428.675	4271.687
		Services	995.142	905.395	1095.063
		Income from support services	101.593	250.084	273.510
	TOTAL EARNINGS		6917.710	7584.154	5640.260

	IMPORTS
		Raw Materials	4114.865	4002.615	2203.602
		Stores & Spares	620.883	137.103	208.447
		Capital Goods	181.147	94.152	95.241
		Others	39.520	405.274	614.496
	TOTAL IMPORTS		4956.415	4639.144	3121.786

	Earnings Per Share (Rs.)		4.37	3.86	2.18

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	9.24	9.06	5.78

Net Profit Margin (PBT/Sales)	(%)	10.78	8.78	5.48

Return on Total Assets (PBT/Total Assets}	(%)	14.30	10.17	7.03

Return on Investment (ROI) (PBT/Networth)		0.25	0.24	0.17

Debt Equity Ratio (Total Liability/Networth)		0.87	1.42	1.58

Current Ratio (Current Asset/Current Liability)		1.96	1.58	1.50

LOCAL AGENCY FURTHER INFORMATION

Sundry Creditors Details :

(Rs. In Millions)

Particulars	31.03.2010	31.03.2009	31.03.2009
Dues to Micro Enterprises and Small Enterprises	5.744	0.124	2.900
Others	3815.404	4839.174	3792.462

Total	3852.379	4839.298	8691.677

Financial Results :

During the year ended on 31^st March 2010 the company has made net profit of Rs. 1656.950 millions as compared to the net profit of Rs. 1009.770 millions for the year ended 31^st March 2009.

Fixed Assets

Plant and Machinery
Laboratory Equipment
Computer and Other Data Processing Equipment
Software
Office Equipment
Furniture and Fixture
Vehicles

Board of Directors :

Bill Nuti

Bill Nuti is chairman and chief executive officer (CEO) of NCR Corporation. Before joining NCR in August 2005, Nuti served as president and CEO of Symbol Technologies where he strengthened the company’s product portfolio and positioned the company as a leading supplier in the emerging radio frequency identification (RFID) industry. Prior to that, he was chief operating officer of Symbol where he led a challenging turnaround. Nuti joined Symbol in 2002 following 10 years at Cisco Systems where he held positions of increasing responsibility, advancing to the dual role of senior vice president of the company’s Worldwide Service Provider Operations and U.S. Theater Operations. Prior to his Cisco experience, Nuti held sales and management positions at IBM, Netrix Corporation and Network Equipment Technologies.

Quincy L. Allen

Quincy L. Allen was appointed CEO of Vertis Communications in 2009 and is responsible for the strategic direction of the company. Prior to Vertis, Quincy was with Xerox Corporation for 27 years. Most recently, he was president of the Global Business and Strategic Marketing Group, as well as vice president of Xerox Corporation. He rose through the ranks of Xerox beginning as an electrical engineer, then serving in senior technical and management positions in areas such as supply chain, sales and marketing, and product development. Other key positions include vice president, Worldwide Customer Services Strategy; senior vice president, North American Services and Solutions; senior vice president, Xerox Business Group Operations; and president of the Production Systems Group. Quincy earned a bachelor's degree in electrical engineering from Northeastern University and a master's degree in business administration from the University of Rochester. He also is a board member of the National Action Council for Minorities in Engineering, Inc. and the Electronic Document Systems Foundation.

Edward P. (Pete) Boykin

Edward P. (Pete) Boykin retired in 2003 as president and chief operating officer of Computer Sciences Corporation (CSC), one of the world's leading information technology services and consulting firms providing outsourcing, management consulting and systems integration. Prior to joining CSC in 1966, he was an aerospace engineer with the National Aeronautics and Space Administration.

Richard L. Clemmer

Richard L. Clemmer is president and chief executive officer (CEO) and also holds the position of chairman of the Management Board at NXP, the independent semiconductor company founded by Philips. Previously, he was a senior advisor at KKR, a leading private equity fund. Prior to joining KKR, Clemmer drove the turnaround and re-emergence of Agere Systems, the Lucent spin-off and a leader in semiconductors for storage, wireless data, and public and enterprise networks. He also served as chairman of u-Nav Microelectronics, a leading GPS technology provider, and also held a five-year tenure at Quantum Corporation where he was executive vice president and chief financial officer. Prior to Quantum, Clemmer worked for Texas Instruments as senior vice president and chief financial officer.

Gary Daichendt

Gary Daichendt served as executive vice president of Cisco Worldwide Operations with global responsibility for sales, distribution, manufacturing and strategic alliances. Prior to that, he was senior vice president of worldwide operations and also served as vice president of Cisco’s intercontinental operations. Before joining Cisco, Daichendt spent eight years at Wang Laboratories in positions of increasing responsibility. His background also includes time at Nortel Networks as president and chief operating officer and 10 years at IBM in various sales, marketing and management positions.

Robert P. DeRodes

Robert P. DeRodes is Executive Vice President of Global Operations and Technology of First Data Corporation, a global leader in electronic commerce and payments. Previously, DeRodes served as executive vice president and chief information officer for The Home Depot®, the world's largest home improvement retailer. Prior to that, he was president and chief executive officer of Delta Technology, Inc. and chief information officer for Delta Air Lines, Inc. The recipient of numerous industry and professional achievement awards, DeRodes has also held senior positions at Citibank and AMR, where he led the company's SABRE Development Services organization.

Linda Fayne Levinson

Linda Fayne Levinson was a partner with GRP, a private equity investment fund from 1997 to December 2004. From 1994 to 1999, she was also president of Fayne Levinson Associates, an independent consulting firm. Prior to 1994, Levinson worked for Creative Artists Agency, Inc., Alfred Checchi Associates, Inc., American Express Travel Related Services Co., Inc. and McKinsey & Co. She serves on the boards of Jacobs Engineering Group, Inc. and Ingram Micro, Inc.

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. 44.61
UK Pound	1	Rs. 73.27
Euro	1	Rs. 65.47

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	7
--CREDIT LINES	1~10	5
--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		34

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.

MIRA INFORM REPORT

1717.500

2011.624

5610.922

5817.911

342.691

128.102

164.015

153.784

1432.336

1337.679

9267.464

9449.100

574.193

911.130

281.908

225.396

4708.480

5975.824

4558.984

3473.276

9.06

8.78

10.17

0.24

1.42

1.58

Unit