MIRA INFORM REPORT

Report Date :

03.11.2011

IDENTIFICATION DETAILS

Name :	ABM KNOWLEDGEWARE LIMITED
Registered Office :	5, Unique Industrial Estate, Off Veer Savarkar Marg, Prabhadevi, Mumbai 400025, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	19.02.1998
Com. Reg. No.:	11-113638
Capital Investment / Paid-up Capital :	Rs.102.415 Millions
CIN No.: [Company Identification No.]	L67190MH1998PLC113638
TAN No.: [Tax Deduction & Collection Account No.]	MUMA19707C
PAN No.: [Permanent Account No.]	AAACE1259L
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchange.
Line of Business :	Subject is engaged in providing software development services and sale of computers and peripherals.
No. of Employees :	500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (45)

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

Maximum Credit Limit :	USD 1400000
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. 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.

INFORMATION PARTED BY

Name :	Mr. Paresh Golatkar
Designation :	Accountants Manager
Contact No.:	91-9324875761
Date :	02.11.2011

LOCATIONS

Registered Office :	5, Unique Industrial Estate, off Veer Savarkar Marg, Prabhadevi, Mumbai 400025, Maharashtra, India
Tel. No.:	91-22-24379402/ 24374687/ 24310256
Mobile No.:	91-9324875761 (Mr. Paresh Golatkar)
Fax No.:	91-22-24309953
E-Mail :	paresh.golatkar@abmindia.com egovenance@abmindia.com
Website :	http://www.abmindia.com
Area :	550 sq. ft
Location :	Owned
Marketing Office :	514/515, Swastika Chambers, S T Road, Chembur (East), Mumbai - 400071, Maharashtra, India
Tel. No.:	91-22-25273567/68/69
Fax No.:	91-22-25273564

DIRECTORS

AS ON 31.03.2011

Name :	Mr. Prakash B Rane
Designation :	Managing Director
Name :	Mrs. Supriya Rane
Designation :	Director
Date of Birth/ age :	42 years
Qualification :	BE (Electronics), Postgraduate Diploma in System Management
Experience :	Supriya Rane is the Director of the Company. She is an Electronic Engineer with a Post Graduate Diploma in System Management. She provides guidance to the Company in areas related to her expertise while contributing to the growth of the Company. She is a Member of Investor Grievance and Share Transfer Committee, Audit Committee as well as Remuneration Committee.
Name :	Mr. M N Ahmed
Designation :	Director
Name :	Dr. Ajit C Kulkarni
Designation :	Director
Name :	Mr. Sharad Chandra Abhoinkar
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Paresh Golatkar
Designation :	Accountants Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.09.2011)

Category of Shareholders	No. of Shares	Percentage
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	6,003,150	60.02
Sub Total	6,003,150	60.02
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	6,003,150	60.02
(B) Public Shareholding
(1) Institutions
Foreign Institutional Investors	227,168	2.27
Sub Total	227,168	2.27
(2) Non-Institutions
Bodies Corporate	1,092,917	10.93
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	1,214,693	12.15
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	283,499	2.83
Any Others (Specify)	1,179,673	11.80
NRIs/OCBs	1,083,356	10.83
Directors & their Relatives & Friends	40,750	0.41
Clearing Members	55,067	0.55
Foreign Nationals	500	-
Sub Total	3,770,782	37.70
Total Public shareholding (B)	3,997,950	39.98
Total (A)+(B)	10,001,100	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)	10,001,100	100.00

SHAREHOLDING BELONGING TO THE CATEGORY

"PROMOTER AND PROMOTER GROUP"

Name of the Shareholder	Total Shares held
	Number	As a % of grand total (A)+(B)+(C)
Prakash B Rane	4,771,150	47.71
Supriya Prakash Rane	1,227,000	12.27
Baburao B Rane	1,250	0.01
Shailesh Palsuledesai	1,250	0.01
Sharada B Rane	1,250	0.01
Sunita B Rane	1,250	0.01
Total	6,003,150	60.02

"PUBLIC" AND HOLDING MORE THAN 1% OF THE TOTAL NO.OF SHARES

Name of the Shareholder	No. of Shares	Shares as %
The Indian Fund (Mauritius) Limited	227,168	2.27
Lipsita Properties Private Limited	690,750	6.91
Computer Digital Network Limited	250,000	2.50
New Computer Era Limited	500,000	5.00
Rosewell Group Services Limited	250,000	2.50
Total	1,917,918	19.18

DETAILS OF LOCKED-IN SHARES

Name of the Shareholder	No. of Shares	Locked-in Shares as % of Total No. of Shares
Prakash B Rane	625,000	6.25
Total	625,000	6.25

BUSINESS DETAILS

Line of Business :

Subject is engaged in providing software development services and sale of computers and peripherals.

Products/ Services :

Item Code No (ITC Code)	Product Description
Nil	Software Development Services
8471410, 852499	Sale of Computers and Peripherals

Terms :

Selling :

L/C, Cash and Credit

Purchasing :

L/C, Cash and Credit

GENERAL INFORMATION

Suppliers :

· SAR India Private Limited

Customers :

End Users

· MCCM

No. of Employees :

500 (Approximately)

Bankers :

· Canara Bank

Prabhadevi, Mumbai, Maharashtra, India

Facilities :

Secured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
Bank OCC Account	1.208	0.000
(Secured against stock and debtors)
Total	1.208	0.000

Banking Relations :	--
Auditors :
Name :	S P Sule and Associates Chartered Accountant
Address :	Mumbai, Maharashtra, India

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
12500000	Equity Shares	Rs.10/- each	Rs.125.000 millions

Issued Capital :

No. of Shares	Type	Value	Amount
10350000	Equity Shares	Rs.10/- each	Rs.103.500 millions

Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
10001100	Equity Shares	Rs.10/- each	Rs.100.011 millions
348900	Add: Equity Shares forfeited – amount paid		Rs.2.404 millions
			Rs.102.415 millions

NOTE:

Out of the above 2,500,000 Equity Shares were allotted for consideration other than cash to the Shareholders' of erstwhile amalgamating company in pursuance of scheme of amalgamation.

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		102.415	102.415	102.415
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		247.144	158.965	101.891
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		349.559	261.380	204.306
LOAN FUNDS
1] Secured Loans		1.208	0.000	0.000
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		1.208	0.000	0.000
DEFERRED TAX LIABILITIES		3.540	3.532	3.451
TOTAL		354.307	264.912	207.757
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		24.226	24.478	20.447
Capital work-in-progress		159.387	0.000	0.000
INVESTMENT		6.038	12.133	11.656
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	0.000
	Sundry Debtors	155.473	150.738	153.881
	Cash & Bank Balances	136.370	210.736	204.972
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	17.084	40.804	24.312
Total Current Assets		308.927	402.278	383.165
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	101.870	126.151	186.850
	Other Current Liabilities	23.260	13.813	0.208
	Provisions	19.141	14.185	20.453
Total Current Liabilities		144.271	154.149	207.511
Net Current Assets		164.656	228.301	175.654
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		354.307	264.912	207.757

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	526.656	378.025	407.037
		Other Income	9.599	10.935	7.524
		TOTAL (A)	536.255	388.960	414.561
Less	EXPENSES
		Operating Expenses	227.441	193.404	247.631
		Payroll cost	116.433	68.112	54.893
		Administrative Expenses	30.707	22.389	19.441
		TOTAL (B)	374.581	283.905	321.965
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		161.674	105.055	92.596
Less	FINANCIAL EXPENSES (D)		0.998	1.184	1.321
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		160.676	103.871	91.275
Less/ Add	DEPRECIATION/ AMORTISATION (F)		2.496	1.488	1.515
	PROFIT BEFORE TAX (E-F) (G)		158.180	102.383	89.760
Less	TAX (H)		52.508	33.647	30.405
	PROFIT AFTER TAX (G-H) (I)		105.672	68.736	59.355
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		158.965	101.891	54.237
Less	APPROPRIATIONS
		Proposed Dividend	15.002	10.001	10.001
		Tax on Dividend	2.492	1.661	1.700
		Transfer to General Reserve	5.500	0.000	0.000
	BALANCE CARRIED TO THE B/S		241.643	158.965	101.891
	Earnings Per Share (Rs.)		10.57	6.87	5.93

Expected Sales (2011-12): Rs.800.000 Millions

The above information has been parted by Mr. Paresh.

QUARTERLY RESULTS

PARTICULARS	30.06.2011
Type	1^st Quarter
Net Sales	381.470
Total Expenditure	300.920
PBIDT (Excl OI)	80.550
Other Income	1.320
Operating Profit	81.870
Interest	3.130
Exceptional Items	0.000
PBDT	78.740
Depreciation	0.720
Profit Before Tax	78.020
Tax	26.520
Provisions and contingencies	0.000
Profit After Tax	51.500
Extraordinary Items	0.000
Prior Period Expenses	0.000
Other Adjustments	0.000
Net Profit	51.500

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	19.71	17.67	14.31
Net Profit Margin (PBT/Sales)	(%)	30.03	27.08	22.05
Return on Total Assets (PBT/Total Assets}	(%)	47.48	23.99	22.23
Return on Investment (ROI) (PBT/Networth)		0.45	0.39	0.44
Debt Equity Ratio (Total Liability/Networth)		0.42	0.59	1.02
Current Ratio (Current Asset/Current Liability)		2.14	2.61	1.85

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	31.03.2011	31.03.2010	31.03.2009
	(Rs. In Millions)
Sundry Creditors for goods	1.301	2.203	1.309
Sundry creditors for expenses and services	100.569	123.948	185.541
Total	101.870	126.151	186.850

Check list by info Agents	Available in Report (Yes/ No)
Year of Establishment	Yes
Locality of the Firm	Yes
Constitution of the Firm	Yes
Premises details	Yes
Type of Business	Yes
Line of Business	Yes
Promoter’s Background	----------
No. of Employees	Yes
Name of Person Contacted	Yes
Designation of Contact person	Yes
Turnover of Firm for last twoears	Yes
Profitability for last three years	----------
Reasons for variation <> 20%	----------
Estimation for coming financial year	Yes
Capital in the business	Yes
Details of sister concerns	----------
Major Suppliers	Yes
Major Customers	Yes
Payments Terms	Yes
Export/ Imports Details (If applicable)	----------
Market Information	----------
Litigations that the firm/ Promoters Involved in	----------
Banking details	Yes
Banking Facility Details	Yes
Conduct of the Banking Account	----------
Buyer visit details	----------
Financials, if provided	No
Incorporation details is applicable	----------
Last Accounts filed at ROC	----------
Major Shareholders, if available	----------

OPERATIONS OFTHE COMPANY

The operations of the company, compared to last year, have shown higher revenues and profitability. The increased profitability is due to more efficient operations coupled with effective cost control measures.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Industry Structure and Developments:

The Company has proven track record in this segment of IT industry and related technology practices. Company has shown capability of handling projects of large size. Your Company also has a track record of successfully developing and sustaining such large projects in the Government Sector. There has been significant increase in its customer base and revenues from repeat business. The Company`s focus on e-Governance industry has been expanding and has not seen any significant changes in the strategy, as such. The procurement processes by customers are, by and large, unchanged and may not undergo radical changes. Govt, customers have now become more sensitive towards investment in IT. The intent of e-Governance is to accelerate the automation of government processes for making them easily and transparently accessible to the citizen. Government customers prefer the computerization projects to be "outcome" based rather than "input" based projects. This is beneficial to the company as that makes the competition healthier by eliminating unfair competition which relies more on price undercutting, rather than "outcome" of the project. There are more visible implementations of G2C and G2C e-Government projects, in India which increases the confidence of the other eGov champions who get encouraged to undertake such projects.

Existing Opportunities and Outlook:

As outlined in the MDA of last annual report, the following Initiatives in Information Technology Sector would facilitate the growth of e-Government segment of the IT industry.

* National e-Governance Plan (NeGP)
 
* State Wide Area Networks (SWANs)
 
* Common Service Centres (CSCs)
 
* Community Information Centres (CIC)
 
* Creating Digital Opportunity
 
These developments would result in simplifying the process of deployment of e-Gov project, in addition to reducing the costs of the implementation. It would also reduce the Total Cost of Ownership of the projects. As an overall impact of these developments, the e-Gov industry will get a major boost.

BUSINESS THREATS:
 
E-Governance initiatives face a long list of challenges. There is no significant change in these parameters. The list of challenges range from technology management, process re-engineering, sustenance, change management, manpower, development of infrastructure, etc. Many of the challenges mentioned below have been acknowledged and efforts have begun in the direction of addressing the same.
 
Some of the major requirements for success are listed below:
 
* Educating citizens about the value of e-Government.
 
* Ensuring access, to useful information and services.
 
* Coordinating local, regional, and national e-Government initiatives.
 
* Developing methods and performance indicators to assess the services and standards of e-Government.
 
* Providing consistent and reliable electricity, telecommunications, and Internet Access.
 
* Addressing issues of language and communication.
 
* Including individuals with disabilities in e-Government.
 
* ICT HR development and sustainable plan in Government’s Road Map for e-Governance.

It is necessary to address these challenges through a well articulated plan in a time bound manner. That will ensure the unleashing of the large potential residing in e-Government opportunity for a Company

BUSINESS STRATEGIES AND PLANNING:

IT is slowly becoming a strategic tool for more transformation of governments across the country. Due to nature of the e-Government sector, the Business Strategies and Planning do not undergo significant changes over the year. The target customers are those Government Organizations with whom citizen needs to deal at the cutting edge for seeking Citizen Services or Consumer Services. This e-Government business is a blend of ICT and Administrative Reforms. This aspect necessitates us to posses some core domain strength for ensuring success of projects as well as effective assistance to customers in carrying out administrative reforms. The current business focus is on niche domains like providing e-Governance solutions to Municipal Bodies (G2B and G2C); CRM Solution for Electricity Distribution Companies (G2C) and Automation of Billing, Accounting and Collection for Water Distribution Authorities required for providing Subject Matter Expertise required for ERP implementation in large Govt. Organizations. This practice also includes services for enabling Change Management` during and after "Go Live" of the ERP implementation. This skill is found to be critical for eGov clients for sustaining the investment in e-Gov projects. This skill coupled with ABM`s overall eGov expertise is unique in the industry. Initial few years of their operations were focused in developing in-depth domain knowledge in chosen areas and building eGov solutions with proven track record that can be replicated with ease and offer best domain practices to customers.

In last two years they have been successful in achieving some of the objectives within Maharashtra. They now plan to focus on scaling the operation at the national level. Business Development Team has been appointed for addressing geographies other than Maharashtra. Alliances with other IT Companies are also being established for mutually beneficial objectives of business growth in other states.

TRADE REFERENCE:

· MCCM

· SAR India Private Limited

FIXED ASSETS:

· Computer

· Office Equipments

· Furniture

· Motor Car

· Office Premises

· Software Products

BUSINESS DESCRIPTION

Subject is an India-based company. The Company is engaged in providing software development services and sale of computers and peripherals. Its business focuses on providing e-governance solutions to municipal bodies, customer relationship management (CRM) solution for electricity distribution companies, and automation of billing, accounting and collection for water distribution authorities. The Company has been given e-government contracts by the Project Management Consultant of Urban Development Department, Government of Maharashtra. The Company’s products include ABM MAINet, which is a municipal administration information network; ABM CARE, which is a software for grievances management and time bound redressal; CRM for power distribution utilities, and ABM MOIS. The Company’s projects include Kalyan Dombivli Municipal Corporation (KDMC) project, SAP@MCGM project, Setu @ Thane Collectorate, Udyog Setu and AQUA project. For the nine months ended 31 December 2010, subject revenues increased 43% to RS400.8M. Net income increased 61% to RS79.4M. Revenues reflect an increase income from operations. Net income also reflects a decrease in interest and finance charges. The Company is into Software development and related Services. Its business focuses on providing e-governance solutions to municipal bodies and electricity distribution companies.

BOARD OF DIRECTORS:

Mr. M. N. Ahmed

Mr. M. N. Ahmed is Independent Non-Executive Director of company. He is FCA from Institute of Chartered Accountants and CPA from American Institute of certified public Accountants, USA. He has experience of handling Income Tax, Company Law and Audit matters for his clients. He has also wide experience in Business Advisory Services. He has been associated with the company from its inception and presently is the Chairman of Audit Committee and Shareholders Grievance and Share Transfer Committee of the Company. Other Directorships: Shree Krishna Agro Industrial Services Private Limited, Midex Airlines Private Limited, Capri Corporate Services Private Limited Meridian Corporate Services Limited, Mascon Global Limited. Vigo Realtors Private Limited, Mordril Properties (lndia) Private Limited, Workspace Office Solutions Private Limited

Dr. Ajit C. Kulkarni

Dr. Ajit C. Kulkarni is Independent Non-Executive Director of Subject. He hold M.D., Leningard, Russia. He is travelled professional and has developed contacts in the corporate world and multinational companies over the period of 30 years of his active career in various capacities. He provides guidance to the Company in the matter related to his while contributing to the growth of the Company. He is also a Member of Audit and Remuneration Committees of the Company.

Mrs. Supriya P. Rane

Mrs. Supriya P. Rane is Non-Executive Director of Subject. She is an Electronic Engineer with a Post Graduate Diploma in System Management. She provides guidance to the Company in areas related to her experience while contributing to the growth of the Company. She is a Member of Investor Grievance and Share Transfer Committee, Audit Committee as well as Remuneration Committee

Mr. Prakash B. Rane

Mr. Prakash B. Rane is Managing Director, Executive Director of Subject. He is B. Tech., M.M.S and has been associated with the Company for last 10 years. He has an excellent academic record. The Board of Directors notice that he has been instrumental in spearheading the growth of the Company as a result of his continuous efforts and hard work the Company has attained a leadership position in niche of e-governance in a short span of time. He is a sole Executive Director taking care of the Company's business. In view of the contributions towards overall developments and strategies of the Company the Board of Directors recommends this resolution to be passed as Special Resolution by the members of the Board at the ensuing Annual General Meeting. Mr. Prakash B Rane has conceptualized e-governance solution in the space of IT-enabling citizen services, Urban Local bodies, Utility Companies which have won several national and international awards. In the opinion of the Board of Directors Mr. Prakash B Rane was and is the most suitable candidate for the post of the Managing Director of the Company.

NEWS:

ABM Knowledgeware Limited Secures Contract Worth Rs.633.200 Millions

April 05, 2011

ABM Knowledgeware Limited has secured E-Government contracts worth Rs.633.200 Millions from Municipal Corporation of Greater Mumbai (MCGM). This contract is in the domain of e-Municipality which is one of ABM's flagship offerings. The scope of work includes supply, implementation of SAP licenses along with post-implementation support. This contract needs to be executed in Financial Year 2011-2012. Municipal Corporation of Greater Mumbai has an annual budget of approximately Rs.220000.000 Millions (INR220 Billion) which is comparable to annual budget of some states in India. MCGM is one of the most progressive urban local bodies in India who has adopted E-Government as a tool to improve internal efficiency to provide better services to its citizens. The company is proud to be one of the major and most consistent partners to MCGM in its journey of transformation using ICT. The company made this announcement after the trading hours on April 5, 2011.

Fixes Book Closure for Final Dividend and AGM

23 July 2011

India, July 23 -- ABM Knowledgeware Limited has informed BSE that the Register of Members and Share Transfer Books of the Company will remain closed from August 20, 2011 to August 24, 2011 (both days inclusive) for the purpose of Payment of Final Dividend and 18th Annual General Meeting (AGM) of the Company to be held on August 25, 2011.

INDIA'S ABM BAGS US$14.4 MLN MUMBAI E-GOVERNANCE CONTRACT

07 April 2011

NEW DELHI, April 7Asia Pulse - Indian IT Company ABM Knowledgeware on Tuesday informed the Bombay Stock Exchange that it has bagged a Rs.636.200 Millions (US$14.4 million) e-governance contract from the Municipal Corporation of Greater Mumbai (MCGM).

The scope of work includes supply, implementation of SAP licences along with post implementation support.

The contract has to be executed in Financial Year 2011-12.

ABM shares closed at Rs.69.8 apiece, up 3.33 per cent from its previous close on the BSE.

ABM awarded Rs.633.200 Millions E-Government Contracts by MCGM in the space of e-Municipality

05 April 2011

India, April 05 -- ABM Knowledgeware Limited has informed BSE that ABM awarded Rs.633.200 Millions E-Government Contracts by MCGM in the space of e-Municipality.

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.49.25
UK Pound	1	Rs.78.73
Euro	1	Rs.67.64

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--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	NO
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		45

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	-

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