MIRA INFORM REPORT

Report Date :

06.08.2012

IDENTIFICATION DETAILS

Name :	TELECOM NETWORK SOLUTIONS PRIVATE LIMITED
Registered Office :	B-313, New Ashok Nagar, New Delhi, Delhi – 110096,
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	22.08.2001
Com. Reg. No.:	55- 112118
Capital Investment / Paid-up Capital :	Rs.0.400 Million
CIN No.: [Company Identification No.]	U99999DL2001PTC112118
PAN No.: [Permanent Account No.]	AABCT4130A
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of PUF Panels, Cool Cabins, Cool Gates, etc
No. of Employees :	600 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (34)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 1600000
Status :	Moderate
Payment Behaviour :	Unknown
Litigation :	Clear
Comments :	Subject is an established company having moderate track. Income statements of the company are not made available. Reserves are reported to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be unknown. The company can be considered for business dealings with some caution. Note: Latest Profit and Loss statement of the company are not made available.

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 – June 30, 2012

Country Name	Previous Rating (31.03.2012)	Current Rating (30.06.2012)
India	A1	A1

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

RBI DEFAILTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAILTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION PARTED BY

Name :	Mr. Rajendra Pande
Designation :	Sales Executive
Contact No.:	91-9811392321
Date :	27.07.2012

LOCATIONS

Registered Office :	B-313, New Ashok Nagar, New Delhi, Delhi – 110096, India
Mobile No.:	91-9811392321 (Mr. Rajendra Pande) 91-9810377818/9811392321/9650007326/9990120430(Mr. R.R. Sharma)
E-Mail :	Ir.pant@tnsworld.com Sales.coolsway@tnsworld.com
Website :	www.tnsworld.com
Area :	500 Sq.ft
Location :	Rented
Corporate Office :	A-44A, Sector – 16, Noida – 201003, Uttar Pradesh, India
Tel. No.:	91- 120-4098200
Fax No.:	91- 120-4098209
Area :	6000 Sq.ft
Location :	Rented
Factory 1 :	A-10, USPIDC Industrial Area, Sikandrabad, Distt- Bulandshahar, Uttar Pradesh, India
Area :	20000 Sq.ft
Location :	Owned

DIRECTORS

As on 30.09.2011

Name :

Mr. I. R. Pant

Designation :

Director

Address :

471, Sector – 28, Noida, Uttar Pradesh, India

Qualification :

B.E. (Communication)

Date of Appointment :

30.09.2002

DIN No.:

01185367

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999DL2001PTC112118	TELECOM NETWORK SOLUTIONS PVT. LTD.	Director	30/09/2002	30/09/2002	-	Active	NO
2	U64203DL2006PTC154867	QICK TELSOL PRIVATE LIMITED	Director	18/10/2006	18/10/2006	-	Active	YES

Name :

Mrs. Kavita Pant

Designation :

Director

Address :

471, Sector – 28, Noida, Uttar Pradesh, India

Date of Appointment :

22.08.2001

DIN No.:

00945319

Name :

Mr. Ajay Kant Rai

Designation :

Director

Address :

C – 403, Pawittra Apartment, Vasundra Enclave, Delhi – 110096, India

Qualification :

B.E. (Civil and Structure)

Date of Appointment :

30.09.2002

DIN No.:

01359616

Name :

Mrs. Sanju Rai

Designation :

Director

Address :

C – 403, Pawittra Apartment, Vasundra Enclave, Delhi – 110096, India

Date of Appointment :

22.08.2001

DIN No.:

02725745

Name :

Mr. T. Veryani

Designation :

Director

Address :

419, Sector – A, Pocket –C, Vasant Kunj, New Delhi, India

Qualification :

B.E. (Mechanical)

Date of Appointment :

30.09.2003

DIN No.:

01342212

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U99999DL2001PTC112118	TELECOM NETWORK SOLUTIONS PVT. LTD.	Director	30/09/2003	30/09/2003	-	Active	NO
2	U64203DL2006PTC154867	QICK TELSOL PRIVATE LIMITED	Director	18/10/2006	18/10/2006	-	Active	YES
3	U51909DL2003PTC118821	CONCEPTUAL DEVELOPERS PRIVATE LIMITED	Director	10/02/2009	10/02/2009	-	Active	NO
4	U70101HR2003PTC035089	VISIBILITY LAND DEVELOPERS PRIVATE LIMITED	Director	10/02/2009	10/02/2009	-	Active	NO
5	U51909DL2003PTC118909	UDAYAN REAL ESTATE PRIVATE LIMITED	Director	10/02/2009	10/02/2009	-	Active	NO
6	U70101HR2003PTC035088	ACCREDIT LANDS DEVELOPERS PRIVATE LIMITED	Director	10/02/2009	10/02/2009	-	Active	NO
7	U45202HR2003PTC035141	SANGUINE PROPERTIES PRIVATE LIMITED	Director	10/02/2009	10/02/2009	-	Active	NO
8	U45201HR2003PTC035142	FERREOUS LAND DEVELOPERS PRIVATE LIMITED.	Director	10/02/2009	10/02/2009	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Rajendra Pande
Designation :	Sales Executive
Name :	Mr. R.R. Sharma
Designation :	(Head – Coolsway)

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2011

Names of Shareholders	No. of Shares
Kavita Panth	3730
Sanju Rai	1870
ILA Raman Panth	21800
Ajay Kant Rai	11000
Tejumal Veryani	1200
Sanjay Joshi	400
Total	40000

Equity Share Break up (Percentage of Total Equity)

As on 30.09.2011

Category	Percentage
Directors or relatives of Directors	99.00
Other top fifty shareholders	1.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer of Puf Panels, Cool Cabins, Cool Gates, etc
Products :	· Cold Storage · Cool Gate · PUF Panels · Cool Cabins · Medical · Mobile Van · Hospitality · PEB
Terms :
Selling :	Cash / Credit
Purchasing :	Cash / Credit

GENERAL INFORMATION

Customers :

End Users

No. of Employees :

600 (Approximately)

Bankers :

· ICICI Bank Limited, Connaught Place, New Delhi, India

· The Royal Bank of Scotland, Noida, Uttar Pradesh, India

· HDFC Bank, Noida, Uttar Pradesh, India

· Barclays Bank Plc, Ground Floor , Eros Corporate Tower, Nehru Place, New Delhi – 110019, Delhi, India

Facilities :

Secured Loan	As on 31.03.2010 (Rs. in Millions)	As on 31.03.2009 (Rs. in Millions)
Rupee term loans banks secured	46.115	265.014
Rupee term loans financial institutions secured	0.000	0.239
Total	46.115	265.253

Banking Relations :	---
Auditors :
Name :	Sahni Associates Chartered Accountant
Address :	C – 42, Sector – 2, Noida, Uttar Pradesh, India
PAN No:	AFYPS3446R

CAPITAL STRUCTURE

As on 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
50000	Equity Shares	Rs.10/- Each	Rs.0.500 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
40000	Equity Shares	Rs.10/- Each	Rs.0.400 Millions

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		0.400	0.400	0.400
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		411.095	398.803	334.593
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		411.495	399.203	334.993
LOAN FUNDS
1] Secured Loans		46.115	265.253	287.197
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		46.115	265.253	287.197
DEFERRED TAX LIABILITIES		10.500	10.240	10.952
TOTAL		468.110	674.696	633.142
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		132.561	139.220	129.828
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.500	0.500	0.500
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	83.300	64.520	234.155
	Sundry Debtors	194.322	554.434	469.665
	Cash & Bank Balances	22.019	22.474	26.860
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	224.770	204.542	226.100
Total Current Assets		524.411	845.970	956.780
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	97.772	179.830	234.001
	Other Current Liabilities	49.468	93.843	150.991
	Provisions	42.122	37.322	68.977
Total Current Liabilities		189.362	310.995	453.969
Net Current Assets		335.049	534.975	502.811
MISCELLANEOUS EXPENSES		0.000	0.001	0.003
TOTAL		468.110	674.696	633.142

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income (Receipts From Operations)		1987.685	2025.977
		Other Income		2.495	1.405
		TOTAL (A)	N.A	1990.180	2027.382
Less	EXPENSES
		Increase/ (Decrease) in Stock		167.347	(110.757)
		Raw Materials Consumed		726.430	790.271
		Direct Expenses		484.405	764.402
		Personal expenses		164.471	120.272
		Administrative Expenses		277.014	197.490
		Preliminary Expenses		0.001	0.001
		TOTAL (B)	N.A	1819.668	1761.679
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		N.A	170.513	265.703
Less	FINANCIAL EXPENSES (D)		N.A	38.012	39.314
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		N.A	132.500	226.389
Less/ Add	DEPRECIATION/ AMORTISATION (F)		N.A	31.956	28.341
	PROFIT BEFORE TAX (E-F) (G)		N.A	100.544	198.048
Less	TAX (H)		N.A	36.287	75.113
	PROFIT AFTER TAX (G-H) (I)		N.A	64.257	122.935
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		N.A	334.593	211.649
Less	ADJUSTMENT RELATING TO PREVIOUS YEAR		N.A	0.000	(0.055)
Less	APPROPRIATIONS
		Provision for Dividend	N.A	0.040	0.040
		Provision for Dividend Tax	N.A	0.007	0.007
	BALANCE CARRIED TO THE B/S		N.A	398.803	334.592
	EARNINGS IN FOREIGN CURRENCY		N.A	0.000	0.148
	IMPORTS		N.A	19.301	18.147
	Earnings Per Share (Rs.)		N.A	1606.425	3073.35

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	N.A	3.23	6.06
Net Profit Margin (PBT/Sales)	(%)	N.A	5.06	9.78
Return on Total Assets (PBT/Total Assets}	(%)	N.A	10.20	18.23
Return on Investment (ROI) (PBT/Networth)		N.A	0.25	0.59
Debt Equity Ratio (Total Liability/Networth)		0.57	1.44	2.21
Current Ratio (Current Asset/Current Liability)		2.77	2.72	2.11

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	Yes
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	Yes
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for last two years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	-----
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	No
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	Yes
20]	Export / Import details (if applicable)	No
21]	Market information	---------
22]	Litigations that the firm / promoter involved in	---------
23]	Banking Details	Yes
24]	Banking facility details	No
25]	Conduct of the banking account	----------
26]	Buyer visit details	----------
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	PAN of Proprietor/Partner/Director, if available	No
32]	Passport No of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	U99999DL2001PTC112118
Name of the company	TELECOM NETWORK SOLUTIONS PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	B – 313, New Ashok Nagar, New Delhi – 110096, India Email: ir.pant@tnsworld.com
Charge identification (ID) number of the charge to be modified	10126110
This form is for	Modification of charge
Type of charge	Immovable property
Particular of charge holder	Barclays Bank Plc, Ground Floor, Eros Corporate Tower, Nehru Place, New Delhi – 110019, Delhi, India Email: kanakendu.banerjee@barclays.com
Nature of instrument creating charge	Memorandum of entry evidencing deposit of title deeds.
Date of instrument Creating the charge	09.02.2010
Amount secured by the charge	Rs.170.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interests: Rate of interest as may be specified by the Bank from time to time Terms of Repayment: As per Agreement. Margin: As per Agreement. Extend and Operation of the charge: First Pari Passu charge on entire current assets and moveable fixed assets (excluding those financed by other banks / financial institutions) of the company, both present and future in favour of Barclays Bank PLC. Second Pari Passu charge on 'TEMS equipment' of the company (financed by ICICI Bank).Equitable mortgage of property being factory land and building of the company at plot no.A-10, Industrial Area, Sikandrabad (U.P.) together with building and structures thereon. Others: The above charge is created to secure the following facility granted by the Bank: Working capital facilities: Rs.170.00 Million.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Entire current assets & moveable fixed assets, TEMS equipments of the company, both present and future. E.M. of factory land and bldg. of the co. at plot no.A-10, Industrial Area, Sikandrabad (U.P.) together with building and structures thereon including fixtures, fittings and all plant /machinery therein.
Date of instrument modifying the charge	23/10/2008
Particulars of the present modification	Credit facilities of Rs.170.000 Millions secured by 1st pari- passu charge on entire current assets and moveable fixed assets (excl. those financed by other Banks/Fin. Inst.) of the Company both present and future and 2nd pari-passu charge on 'TEMS equipment' of the company shall now additionally be secured by equitable mortgage of property of the company at plot no.A-10, Industrial Area, Sikandrabad (U.P.) together with building and structures thereon including fixture fittings & plant /machinery therein.

Note: - Registered office of the company has been shifted from A- 48, MOD Apartments, Vasundhara Enclave, Delhi, India to the present address w.e.f. 21.08.2005

FIXED ASSETS:

· Land

· Building

· Plant and Machinery

· Tools and Tackels

· Motor Vehicle

· Electrical Fitting

· Furniture and Fixture

· Office Equipment

· Computer and Printer

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.56.08
UK Pound	1	Rs.87.03
Euro	1	Rs.68.36

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	2
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	4
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	3
--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	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.