MIRA INFORM REPORT

Report Date :

23.06.2011

IDENTIFICATION DETAILS

Name :	TOP VICTORY INVESTMENTS LTD
Registered Office :	Room 1023, 10/F., Ocean Centre, Harbour City, 5 Canton Road, Tsimshatsui, Kowloon
Country :	Hong Kong
Date of Incorporation :	24.07.1987
Com. Reg. No.:	11474222
Legal Form :	Private Limited Company
Line of Business :	Manufacturer and Exporter of Computer monitors, flat TV products, LCD, etc

RATING & COMMENTS

MIRA’s Rating :

Ba

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

Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear

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 – March 31^st, 2011

Country Name	Previous Rating (31.12.2010)	Current Rating (31.03.2011)
Hong Kong	a2	a2

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

Bottom of Form

Company name

TOP VICTORY INVESTMENTS LTD.

Company ADDRESS

Room 1023, 10/F., Ocean Centre, Harbour City, 5 Canton Road, Tsimshatsui, Kowloon, Hong Kong.

PHONE: 2858 5736

FAX: 2546 8884

E-MAIL: shanotyau@tpvtechnology.com

MANAGEMENT

Chairman & Chief Executive Officer: Dr. Jason Hsuan

SUMMARY

Incorporated on: 24th July, 1987.

Organization: Private Limited Company.

Capital: Nominal: HK$20,000.00

Issued: HK$11,000.00

Business Category: Trading of computer monitors and flat TVs and sourcing of materials.

Group Revenue: US$11,631,576,000 (Year ended 31-12-2010)

Group Employees: 37,473. (As at 31-12-2010)

Main Dealing Banker: The Hongkong & Shanghai Banking Corp. Ltd., Hong Kong.

Banking Relation: Good.

Company ADDRESS

Registered Head Office:-

Room 1023, 10/F., Ocean Centre, Harbour City, 5 Canton Road, Tsimshatsui, Kowloon, Hong Kong.

Holding Company:-

Top Victory International Ltd., British Virgin Islands.

Ultimate Holding Company:-

TPV Technology Ltd., Bermuda/Hong Kong.

Subsidiaries:-

· AOC do Brasil Monitores Ltda., Brazil.

· AOC International (Europe) GmbH, Germany.

· Envision Industria de Productos Electronicos Ltda., Brazil.

· MMD (Shanghai) Electronics Trading Co. Ltd., China.

· MMD-Monitors & Displays Netherlands B.V., the Netherlands.

· P-Harmony Monitors (Netherlands) B.V., the Netherlands.

· P-Harmony Monitors (Taiwan) Ltd., Taiwan.

· P-Harmony Monitors Co. Ltd., Hong Kong.

· P-Harmony Monitors Hong Kong Holding Ltd., Hong Kong.

· Top Victory Electronics (Fujian) Co. Ltd., China.

· Top Victory Electronics (Taiwan) Co. Ltd., Taiwan.

· TPV Display Polska Sp.z o.o, Poland.

· TPV Display Technology (Wuhan) Co. Ltd., China.

· TPV Electronics (Fujian) Co. Ltd., China.

· TPV Electronics (Fuzhou Bonded Zone) Trading Co. Ltd., China.

· TPV International (Netherlands) B.V., the Netherlands.

· TPV International (USA) Inc., USA.

· TPV Technology (Beijing) Co. Ltd., China.

· TPV Technology (Ningbo) Co. Ltd., China.

· TPV Technology (Suzhou) Co. Ltd., China.

· TPV Technology (Wuhan) Co. Ltd., China.

· TPV Technology Polska Sp.z o.o, Poland.

· TPV Trading (Ningbo) Co. Ltd., China.

· Wuhan Admiral Technology Ltd., China.

Affiliated Companies:-

TPV Group of Companies

· AOC Australia Pty. Ltd., Australia.

· BriVictory Brasil Industria de Eletronicos Ltda., Brazil.

· BriVictory Display Technology (Labuan) Corporation, Malaysia.

· BriVictory Display Technology (Poland) Sp.z o.o, Poland.

· CPT TPV Optical (Fujian) Co. Ltd., China.

· Envision Peripherals Inc., USA.

· HannStar Display (Wuhan) Corporation, China.

· HannStar-TPV Display (Wuhan) Corporation, China.

· L&T Display Technology (Fujian) Ltd., China.

· L&T Display Technology (Xiamen) Ltd., China.

· MEXHK Servicios S.A. de C.V., Mexico.

· MMD (Shanghai) Electronics Technology Co. Ltd., China.

· MMD Hong Kong Holding Ltd., Hong Kong.

· MMD Singapore Pte. Ltd., Singapore.

· MMD-Monitors & Displays Czech Republic s.r.o., Czech Republic.

· MMD-Monitors & Displays Taiwan Ltd., Taiwan.

· Three Titans Technology (Xiamen) co. Ltd., China.

· Top Victory Electronics de Mexico S.A. de C.V., Mexico.

· TPV CIS Ltd., Russia.

· TPV Display Technology (China) Co. Ltd., China.

· TPV Display Technology (Xiamen) Co. Ltd., China.

· TPV do Brazil Industria de Componentes Eletronicos Ltda., Brazil.

· TPV Technology (Qingdao) Co. Ltd., China.

· TPV-INVENTA (Fujian) Electronics Technology Co. Ltd., China.

· TPV-INVENTA Holding Ltd., Hong Kong.

· Trend Smart America Ltd., USA.

· Trend Smart CE Mexico S. de R.L. de C.V., Mexico.

etc.

BUSINESS REGISTRATION NUMBER

11474222

COMPANY FILE NUMBER

0193969

MANAGEMENT

Chairman & Chief Executive Officer: Dr. Jason Hsuan

CAPITAL

Nominal Share Capital: HK$20,000.00 (Divided into 10,000 “A” Ordinary shares and 10,000 Non-voting Deferred shares of HK$1.00 each)

Issued Share Capital: HK$11,000.00

SHAREHOLDERS

(As per registry dated 24-07-2010)

Name		No. of shares
		“A” Ordinary	Non-voting Deferred
Top Victory International Ltd. P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands.		999	-
Jason HSUAN		1	-
Palmland Holdings Inc. 80 Broad Street, Monrovia, Liberia.		-	7,500
Pacific Industries & Development Ltd. Arias Fabrega & Fabrega Trust Co. BVI Ltd., Wickhams Cay, Road Town, Tortola, British Virgin Islands.		-	2,500
		–––––	––––––
	Total:	1,000 ====	10,000 =====

DIRECTORS

(As per registry dated 01-11-2010)

Name (Nationality)	Address
Jason HSUAN	Flat H, 34/F., Kennedy Town Centre, 38 Kennedy Town Praya, Hong Kong.
HOUNG Yu Te	No. 10-3, Alley 3, Lane 251, Section 3, Chung Hsiao East Road, Taipei, Taiwan.
Sutanto DJUHAR	Widya Chandra VIII, No. 15 KP. Pecandran, Jakarta Selatan, Indonesia.
LIN Yeun Wu	4F, No. 37-1, 151 Lane, 4 Section, Jen Ai Road, Taipei, Taiwan.

SECRETARY

(As per registry dated 07-10-2010)

Name	Address
LEE Wa Ying, Phyllis	Unit B, 15/F., Woodbury Court, Discovery Bay, Lantau Island, Hong Kong.

HISTORY

The subject was incorporated on 24th July, 1987 as a private limited liability company under the Hong Kong Companies Ordinance.

Apart from these, neither material change nor amendment has been ever traced and noted.

OPERATIONS

Activities: Manufacturer and Exporter.

Lines: Computer monitors, flat TV products, LCD, etc.

Group Employees: 37,473. (As at 31-12-2010)

Raw Materials: China, etc.

Markets: China, other Asian countries, Africa, Australia, Europe, North America, Central & South

America, Middle East, etc.

Group Revenue: US$ 7,176,294,000 (Year ended 31-12-2006)

US$ 8,445,151,000 (Year ended 31-12-2007)

US$ 9,247,020,000 (Year ended 31-12-2008)

US$ 8,031,972,000 (Year ended 31-12-2009)

US$11,631,576,000 (Year ended 31-12-2010)

Terms/Sales: L/C, T/T, etc.

Terms/Buying: L/C, D/P, O/A, etc.

FINANCIAL INFORMATION

Nominal Share Capital: HK$20,000.00 (Divided into 10,000 “A” Ordinary shares and 10,000 Non-voting Deferred shares of HK$1.00 each)

Issued Share Capital: HK$11,000.00

Group Profit Attributable to Equity Holders:-

· US$151,760,000 (Year ended 31-12-2006)

· US$180,044,000 (Year ended 31-12-2007)

· US$ 97,177,000 (Year ended 31-12-2008)

· US$141,214,000 (Year ended 31-12-2009)

· US$169,349,000 (Year ended 31-12-2010)

Group Net Worth: US$1,099,065,000 (As at 31-12-2006)

US$1,240,318,000 (As at 31-12-2007)

US$1,375,624,000 (As at 31-12-2008)

US$1,505,583,000 (As at 31-12-2009)

US$1,793,491,000 (As at 31-12-2010)

Group Profit or Loss: Making a profit every year.

Condition: Keeping in a good manner.

Facilities: Making active use of general banking facilities.

Payment: Met on time.

Commercial Morality: Good.

Bankers:-

· The Hongkong & Shanghai Banking Corp. Ltd., Hong Kong.

· Agricultural Bank of China, Hong Kong Branch.

· Bank of America N.A., Hong Kong Branch.

· Bank of China (Hong Kong) Ltd., Hong Kong.

· Bank SinoPac, Hong Kong Branch.

· China Construction Bank Corporation, Hong Kong Branch.

· Industrial & Commercial Bank of China Ltd., Hong Kong Branch.

· ING Bank N.V., Hong Kong Branch.

Taishin International Bank Co. Ltd., Taiwan.

Standing: Good.

GENERAL

Top Victory Investments Ltd. is a wholly-owned subsidiary of Top Victory International Ltd. which is a BVI-registered firm. The subject’s ultimate holding company is TPV Technology Ltd. [TPV], a Bermuda-incorporated firm.

TPV is a non-Hong Kong company registered in Hong Kong on 29th October, 1999. It was incorporated in Bermuda. Its shares are primarily listed on The Stock Exchange of Hong Kong Ltd. bearing stock code 903 and secondarily listed on Singapore Exchange Ltd. on 8th October, 1999. TPV is the holding company of the TPV Group.

The Group designs, manufactures and sells computer monitors and flat television products. It manufactures mainly in the People’s Republic of China [PRC] and sells its products to Europe, North and South America, the PRC and other Asian countries. It focuses on display products, primarily cathode ray tube [CRT] monitors, thin film transistor-liquid crystal display [TFT-LCD] monitors, and plasma televisions. At present, TPV owns the following two brand names: “Envision” and “AOC”.

TPV posted consolidated revenue of US$11.6 billion for the year 2010, an increase of 44.8% on the previous year’s US$8.0 billion. Profit attributable to equity holders amounted to US$169.3 million, which was 19.9% higher than the US$141.2 million reported in 2009. Basic earnings per share were US7.37 cents, against US6.69 cents the previous year. The gross profit margin dipped 40 basis points to 5.4% because of the difficult operating environment, particularly for the LCD TV business segment.

During the year, the PC monitor business segment contributed 54.1% (2009: 63.5%) of the Group’s consolidated revenue, whereas the LCD TV business segment accounted for 34.8% (2009: 33.4%) of total sales. Europe and China each accounted for approximately one-third of the Group’s total revenue, contributing 31.4% and 30.8% respectively (2009: 28.6% and 29.6%). North America and the rest of world accounted for 18.8% and 19% of its revenue respectively (2009: 24.2% and 17.6%).

While some businesses around the world did finally replace their obsolete PCs and monitors during 2010, the uncertain economic conditions that prevailed in many regions deterred a lot of others from following suit. The same uncertainty dampened consumer demand, which basically stayed flat throughout the year. However, recent surveys indicate the long overdue equipment replacement cycle will continue in 2011. This would be a welcome trend, because it would boost demand for our products. TPV shipped a total of 56.5 million monitor units worldwide in 2010, a year‑on‑year increase of 22.3% on the figure of 46.2 million for the previous year. This gave the Group a global market share of 32.8% (2009: 28.3%). Moreover, the 25.1 million units we shipped in China gave the Group a particularly strong position in that market, where it had a share of approximately 50%.

It was due to the changes in the Group’s product mix, the average selling price of its products also rose slightly to US$111.6 (2009: US$110.5), despite the backdrop of a general decline in prices in the industry.

As at 31st December, 2010, the Group employed 37,473 people worldwide.

The Group invested US$213.4 million on various capital projects and on streamlining and automating its manufacturing facilities during 2010. This included expanding the annual production capacity of its plant in Poland to 10 million units, and increasing the LCD TV production capacity of its factory in Xiamen, China, to 5 million units a year. At the same time, the Group fully integrated the Xiamen plant to include LCD-module assembly and plastic injection processes, thereby streamlining its logistical requirements to enable the Group to shorten its production lead time.

Two more joint venture agreements were signed with AU Optronics Corporation in March and September 2010. These cover new LCD-module assembly lines in Poland and Brazil to cater for the fast-growing demand for TVs and the requirements of customers in both regions. They are due to commence production in late 2011.

Furthermore, in June 2010, the Group entered into a joint venture with Everlight Electronics Co. Ltd. and Epistar Corporation for the design and manufacturing of LED light bars in China. The joint venture benefits TPV with a captive supply and it is enabling TPV to exercise better control over components.

The subject is fully supported by the TPV Group.

On the whole, consider the subject good for normal business engagements.

REMARKS:

Brief information of the principal director:-

Dr. Jason HSUAN, aged 67, joined the Group in November 1990 and has been the Chairman and Chief Executive Officer of TPV since 1999. He is also the member of remuneration committee of TPV and a director of certain subsidiaries of TPV. Dr. Hsuan is responsible for the overall corporate policies and business development of TPV and its subsidiaries. Before joining TPV, he had over 19 years of managerial experience in well-known multi-national listed enterprises which include General Electric Company and PepsiCo Inc. Dr. Hsuan graduated from the Department of Electrical Engineering of National Cheng Kung University, Taiwan in 1968, and holds a Doctorate degree of Philosophy in Systems Engineering from the Polytechnic Institute of Brooklyn and a Master’s degree in Systems Engineering from Boston University. Dr. Hsuan was appointed as a non-executive director of Nanjing Panda Electronics Co. Ltd., a company listed on The Stock Exchange of Hong Kong Ltd. and Shanghai Stock Exchange, in December 2009.

Court Cases: None per our.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.44.82
UK Pound	1	Rs.72.84
Euro	1	Rs.64.58

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	----

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%)

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