MIRA INFORM REPORT

 

 

Report Date :

04.10.2011

 

IDENTIFICATION DETAILS

 

Name :

TEXAS INSTRUMENTS (INDIA) PRIVATE LIMITED

 

 

Registered Office :

Bagmane Tech Park, 66/3, Adjacant to L.R.D.E, Byrasandra C.V Raman Nagar, Bangalore- 560 093, Karnataka

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

12.08.1985

 

 

Com. Reg. No.:

 8 -007067

 

 

Capital Investment / Paid-up Capital :

Rs. 3.000 millions

 

 

CIN No.:

[Company Identification No.]

U29110KA1985PTC007067

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

Subject engaged in software development.

 

 

No. of Employees :

1500 (In Office) Approximately

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A ( 67)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 15900000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established company having fine track. Financial positions of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good 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.

 

 

ECGC Country Risk Classification List – April 1, 2010

 

Country Name

Previous Rating

(31.12.2009)

Current Rating

(01.04.2010)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INFORMATION PARTED BY

 

Name :

Mr. Anand

Designation :

Account manager

Contact No.:

9980178876

Date:

26.09.2011

 

 

LOCATIONS

 

Registered Office :

Bagmane Tech Park, 66/3, Adjacent to L.R.D.E, Byrasandra C.V Raman Nagar, Bangalore- 560 093, Karnataka, India

Tel. No.:

91- 80- 25345454 / 25345455

Mobile No.:

9980178876  ( Mr. Anand)

Fax No.:

91- 80- 25048286 / 25048308

E-Mail :

info@india.ti.com

d.bapat@ti.com

 

 

Research and Development / Tech / Software Centre :

Located at :

 

  • Bagmane Tech Park, 66/3, Adjacent to L.R.D.E., Byrasandra, C V Raman Nagar, Bangalore – 560093, Karnataka, India

 

  • Diamond District, Airport Road, Bangalore, Karnataka, India

Area :

Very large complex

 

 

Branch Office :

Located at:

 

  • Chandigarh
  • Gurgaon
  • Kolkatta
  • New Delhi
  • Chennai
  • Coimbatore
  • Hyderabad
  • Ahmedabad
  • Mumbai
  • Nasik
  • Pune

 

 

DIRECTORS

 

As on 08.09.2010

 

Name :

Dr. Biswadip Mitra

Designation :

Managing Director

Address :

APT#104, “Footprints”, 7th Main, 7th Cross, Indira Nagar, Bangalore-560 042, Karnataka, India

Date of Birth/Age :

10.04.1965

Date of Appointment :

01.01.2001

Din No:

00903063

 

 

Name :

Mr. Patrick Mark Edward

Designation :

Director

Address :

970, Patrician Court, Fairview, Texas-75069, USA

Date of Birth/Age :

07.07.1961

Date of Appointment :

07.11.2006

Din No:

02318186

 

 

Name :

Ms. Janice W. Harissis

Designation :

Director

Address :

2521, Sir Turquin lane, Lewisville, Texas- 75056, USA

Date of Birth/Age :

16.10.1959

Date of Appointment :

04.09.2007

 

 

Name :

Mr. Nagarajan Vittal

Designation :

Alterate Director to Ms. Janice W Harissis

Address :

Flat#12, 3rd floor, “Sreela” Gilchrist, Chennai- 600 031, Tamilnadu

Date of Birth/Age :

31.01.1938

Date of Appointment :

04.09.2007

 

 

KEY EXECUTIVES

 

Name :

Mr. Anand

Designation :

Account manager

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 08.09.2010

 

 

Names of Shareholders

 

No. of Shares

Texas Instruments Inc (USA)

 

29998

Ashok C Pratap

 

1

Texas Instruments International Capital Corporation / USA

 

1

Total

 

30000

 

 

As on 08.09.2010

 

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%

 

 

BUSINESS DETAILS

 

Line of Business :

Subject engaged in software development

 

 

Product / Services:

PRODUCT DESCRIPTIONS

ITEM CODE NO:

Computer Software

85249009.1

 

 

Terms :

 

Selling :

L/C, Cash, Credit

 

 

Purchasing :

L/C, Cash, Credit

 

 

GENERAL INFORMATION

 

Suppliers :

Sasken Communication

 

 

Customers :

Arrow Electronics

 

 

No. of Employees :

1500 (In Office) Approximately

 

 

Bankers :

  • Central Bank of India, Millers Road, Bangalore – 560052
  • Citibank N A, MG Road, Bangalore – 560001, Karnataka, India

 

 

Facilities :

Secured Loan

         As on 31.03.2010

[Rs. in Millions]

As on 31.03.2009

[Rs. in Millions]

Finance Lease Obligation

12.220

106.291

Total

12.220

106.291

 

Note: (Secured by the underlying assets taken on lease)

 

Unsecured Loan

As on 31.03.2010

[Rs. in Millions]

As on 31.03.2009

[Rs. in Millions]

External Commercial Borrowing

455.224

507.400

Total

455.224

507.400

 

Note: (Amount due within one year – Rs.245.821 millions (Previous Year: Rs. 273.996 millions).

 

The Company has availed of an External Commercial Borrowing from Texas Instruments Singapore (Pte) Limited, amounting to USD 27000000 repayable in 5 equal yearly installments commencing from December 31, 2009, of which a prepayment of USD 17000000 has been made during the years ended March 31, 2006 and March 31,2008. The loan carries an interest at 5% p.a. payable in December every year.

 

Banking Relations :

Satisfactory

 

 

Auditors :

 

Name :

 S R Batliboi and Company

Chartered Accountants

Address :

12th and 13th floor, “UB city”, Canberra block No. 24, vital Mallya road, Bangalore- 560 001, Karnataka, India

PAN No:

AALFS0506F

 

 

Memberships :

  • S.T.P.L., Bangalore
  • Trade India

 

 

Holding Company :

Texas Instruments Incorporated, USA        

 

 

Fellow  Subsidiaries :

  • Texas Instruments Sinapore (Pte) Limited
  • Texas Instruments  Korea Limited
  • Texas Instruments  Japan Limited
  • Texas Instruments France S. A.
  • Texas Instruments Taiwan Limited
  • Texas Instruments (Philippines) Incorporated
  • Texas Instruments Limited, England
  • Texas Instruments Hong Kong Limited
  • Texas Instruments (Israel) Ltd
  • Texas Instruments Palo Alto Incorporated
  • Texas Instruments  Denmark a/S
  • Texas Instruments Holland B.V
  • Texas Instruments Deutschland GmbH
  • Texas Instruments  Malaysia Sdn Bhd.
  • Texas Instruments Norway AS
  • Texas Instruments Semiconductor Technologies (shanghai) co. limited
  • Texas Instruments Canada limited
  • Texas Instruments Belgium Nv

 

 

CAPITAL STRUCTURE

 

As on 31.03.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

30000

Equity Shares

Rs. 100/-each

Rs. 3.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

30000

Equity Shares

Rs. 100/-each

Rs. 3.000 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

3.000

3.000

3.000

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

3976.230

3188.224

2740.287

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

3979.230

3191.224

2743.287

LOAN FUNDS

 

 

 

1] Secured Loans

12.220

106.291

148.317

2] Unsecured Loans

455.224

507.400

401.300

TOTAL BORROWING

467.444

613.691

549.617

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

4446.674

3804.915

3292.904

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1366.017

1757.530

1964.345

Capital work-in-progress

2.373

13.134

3.056

 

 

 

 

INVESTMENT

0.002

0.002

0.002

DEFERREX TAX ASSETS

253.200

192.000

142.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.000

0.000

0.000

 

Sundry Debtors

3014.802

2073.770

1786.939

 

Cash & Bank Balances

103.544

175.082

181.924

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

965.149

838.426

317.622

Total Current Assets

4083.495

3087.278

2286.485

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

366.299

713.285

555.845

 

Other Current Liabilities

135.362

149.019

157.417

 

Provisions

756.752

382.724

389.722

Total Current Liabilities

1258.413

1245.029

1102.984

Net Current Assets

2825.082

1842.249

1183.501

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

4446.674

3804.915

3292.904

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

31.03.2009

31.03.2008

 

SALES

 

 

 

 

 

Income

 

 

Other Income

7767.230

8613.050

9387.773

 

 

TOTAL                                     (A)

 

 

 

 

 

 

 

 

Less

EXPENSES

 

 

Office Expenses

 

 

 

 

 

Administrative Expenses

7085.330

7890.110

8514.369

 

 

Advertising Expenses

 

 

 

 

 

TOTAL                                     (B)

 

 

 

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

681.900

722.940

873.404

 

 

 

 

 

Less/

Add

TAX                                                                  (H)

106.110

275.000

364.728

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

788.010

447.940

508.676

 

 

 

 

 

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB value of Export of Software

7767.227

8613.048

9389.420

 

 

Marketing Service Fee

391.069

294.656

0.000

 

 

Reimbursement of Expenditure from Group Companies

32.739

42.865

0.000

 

TOTAL EARNINGS

8191.035

8950.569

9389.420

 

 

 

 

 

 

CIF Value  of Imports

 

 

 

 

 

Capital Goods

156.416

242.967

3791.780

 

 

General Stores and Consumables

79.167

104.523

 

 

TOTAL IMPORTS

235.583

374.490

3791.780

 

 

 

 

 

 

Earnings Per Share (Rs.)

26267

14931.33

16955.86

 

 

Particulars

 

 

 

31.03.2011

Sales Turnover (Approximately)

 

 

10000.000

 

The above information has been parted by Mr. Anand

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2009

31.03.2008

31.03.2007

PAT / Total Income

(%)

10.14

5.20

5.42

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

12.51

14.92

20.55

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

1.71

0.23

0.32

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.43

0.58

0.60

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

3.24

2.48

2.07

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Note: The registered office of the company has been shifted from GOLF VIEW HOMES WIND, TUNNEL ROAD, MURGESH PALYA, BANGALORE, KARNATAKA- 560017 to the Present address.

 

Check List by Info Agents

Available in Report (Yes / No)

Year of  Establishment

Yes

Locality of the firm

Yes

Constitutions of  the firm

Yes

Premises  details

No

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 three years

Yes

Profitability for last three years

Yes

Reasons for variation <> 20%

No

Estimation for coming financial year

No

Capital in the business

Yes

Details of sister concerns

Yes

Major suppliers

Yes

Major customers

Yes

Payments terms

No

Export/ Import details (if applicable)

No

Market information

--

Litigations that the firm / promoter involved

--

Banking Details

Yes

Banking facility details

No

Conduct of the banking account

--

Buyer visit details

--

Financials, if provided

No

Incorporation details, if applicable

--

Last accounts filed at ROC

--

Major Shareholders, if available

--

 

BACKGROUND

 

Subject, incorporated in the year 1985, is a Software Technology Park unit engaged in the business of Software development on behalf of Texas Instruments incorporated, USA (the holding company). The company is also engaged in providing marketing support services to its group companies.

 

 

OPERATIONAL PERFORMANCE

 

The semiconductor industry showed signs of gaining momentum in the year ending March 31, 2010 as the demand for electronic products picked up worldwide.

 

In India, Texas Instruments (TI), with its strong focus in Analog and Embedded Processing domains, continued its growth in the country and maintained its record of performing better than the industry average on many vectors. TI India closed at around 1,400 employees this year

 

TI India Research and Development Center plays a significant role in new product development

 

TI lndia’s Research and Development Center located in Bangalore has played a significant role in the development of important aspects of new products that TI has announced in 2009-10. Engineers at the Center work seamlessly with their counterparts in other TI development centers across the globe and made creative contributions to a wide variety of TI products across the analog, embedded processing. wireless and other domains. As on March 31, 2010. TI India engineers had filed over 700 patent applications in the US.

 

Focus on support to the India semiconductor market

 

Tl India continued to provide and enhance Sales and Applications support activities for its group companies in India. With its vast portfolio of over 0.060 million analog orderable devices, TI India’s parent company Texas Instruments Incorporated foresees a good opportunity to help Indian electronic design engineers to innovate products that can improve the quality of life of the people in the country. In particular. the medical, industrial, automotive and surveillance segments of the local electronics industry appear to be are growing at a good pace.

 

25th year of TI in India

 

2010 marks the 25th year of TI’s operations in India. Starting with just 16 people in Bangalore. TI India has emerged today as a leading global R&D center and has made deep inroads into the India semiconductor market through multiple sales and applications support operations across the country. A number of activities are being held across the company to commemorate the silver jubilee year.

 

Contribution to society

 

In line with TI philosophy to be an outstanding corporate citizen wherever TI operates, TI India actively supports several community programs in education. humanitarian and environmental causes. TI India’s Jack Kilby Science and 1echnology Quiz has become a regular feature in the last seven years and is popular amongst high school students. During the year, TI conducted the popular Quiz in Chennai. Kolkata, Pune, Delhi and Bangalore.

 

Support provided to community programs and the conduct of the Quiz is a voluntary activity for employees and has received outstanding support from all our employees.

 

Financial Review

 

II India achieved total Income of Rs.7767.230 millions during the current year as compared to Rs.8613.050 millions during the previous year. The profit before taxation and exceptional item was Rs.681.900 millions as compared to Rs.722.940 millions during the previous year. After providing for income-tax of Rs.290.000 millions (Rs.300.000 millions during the previous financial year), deferred tax credit of Rs.61.200 millions (as compared with Rs.50.000 millions deferred tax credit during the prior financial year) and Fringe benefit tax of Rs.Nil (previous year: Rs.25.000 millions), the net profit after tax and before exceptional item was Rs.453.l00 millions (as opposed to Rs.447.940 millions during the previous year). Net Profit after tax arid exceptional item was Rs.788.0l0 millions as compared to Rs.447.940 millions during the previous financial year.

 

CONTINGENT LIABILITIES

 

a)       Bank Guarantees provided to Customs Authorities — Rs.45.000 millions (Previous Year: Rs.45.000 millions) and Income lax Authorities— Rs.542.852 millions (Previous Year: Rs. 542.852 millions).

 

b)       The Company has received order dated December 14, 2009 from the Income Tax Authorities under section 143(3) read with section 144C of the Income-tax Act, 1961, wherein a transfer pricing adjustment of Rs.554.814 millions has been made to the taxable income for the year ended March 31, 2006, for which the final notice of tax demand is not yet received. The adjustments are primarily on account of operating profit margins in respect of business of’ software development services rendered to Texas Instruments Incorporated, USA. The above adjustments are being disputed by the management and the Company has filed appeal with the Income Tax Authorities for assessment year 2006-07 and the management is confident that no transfer pricing adjustment would be required for assessment year 2006-2007 and subsequent assessment years. Pending outcome of the appeals under litigation, no provision has been made in the accompanying financial statements in respect of the final amount of liability arising for the assessment year 2006-2007 and consequent. impact, if any, for subsequent assessment years.

 

TRADE REFERENCE:

 

  • Saskar Communication
  • Arrow Electronies

 

FIXED ASSETS:

 

  • Land – Freehold
  • Building
  • Plant and machinery (including Computers)
  • Furniture and Fixtures
  • Vehicle
  • Intangibles (Computer Software)

 

 

 


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.49.42

UK Pound

1

Rs.76.72

Euro

1

Rs.66.85

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

9

--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

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

67

 

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.