MIRA INFORM REPORT

Report Date :

19.03.2012

IDENTIFICATION DETAILS

Name :	REAL IMAGE MEDIA TECHNOLOGIES PRIVATE LIMITED (w.e.f.20.04.2000)
Formerly Known As :	MEDIA ARTISTS PRIVATE LIMITED
Registered Office :	No.7B, IIIrd Street, Balaji Nagar, Royapettah, Chennai – 600014, Tamilnadu
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	01.01.1986
Com. Reg. No.:	18-012536
Capital Investment / Paid-up Capital :	Rs. 173.183 Millions
CIN No.: [Company Identification No.]	U92490TN1986PTC012536
TAN No.: [Tax Deduction & Collection Account No.]	CHEM01218A
PAN No.: [Permanent Account No.]	AAACM2150N
Legal Form :	Private Limited Liability Company
Line of Business :	The Company Is Engaged in The Media and Entertainment Industry
No. of Employee:	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	USD 4486416
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The 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.

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

LOCATIONS

Registered Office :	No.7B, IIIrd Street, Balaji Nagar, Royapettah, Chennai – 600014, Tamilnadu, India
Tel. No.:	91-44-42041505
Fax No.:	91-44-42060761
E-Mail :	info@realimage.com srinivasan.mahalingam@realimage.co.in
Website :	http://www.realimage.com

DIRECTORS

AS ON 14.07.2011

Name :	Mr. Jayendra Panchapakesan
Designation :	Whole-time Director
Address :	2A, Paduka Apartments, 9, First Cross Street CIT Colony, Chennai – 600004, Tamilnadu, India
Date of Birth/Age :	21.03.1958
Date of Appointment :	28.04.2000
DIN :	00320286

OTHER DIRECTORSHIP

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U92490TN1992PTC022702	Real Image Private Limited	Director	20/05/1992	20/05/1992	-	Active	NO
2	U30006TN1996PTC036847	South Beach Software Private Limited	Director	04/11/1996	04/11/1996	-	Active	NO
3	U30009TN1998PTC072273	Ri Computers Private Limited	Director	05/10/1998	05/10/1998	-	Active	NO
4	U92490TN1986PTC012536	Real Image Media Technologies Private Limited	Whole-time director	28/04/2000	28/04/2000	-	Active	NO
5	U92112TN2003PTC051136	Digital Film Technologies Private Limited	Director	04/07/2003	04/07/2003	-	Active	NO

Name :	Mr. Vasu Devan Raj
Designation :	Nominee Director
Address :	40 Murrays Gate Road Flat 3A, Alwarpet, Chennai – 600018, Tamilnadu, India
Date of Birth/Age :	19.08.1946
Date of Appointment :	17.07.2009
DIN :	01115565

OTHER DIRECTORSHIP

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U92490TN1986PTC012536	Real Image Media Technologies Private Limited	Nominee director	17/07/2009	09/11/2004	-	Active	NO
2	U45204TN2006PTC061781	Shanbagam Estate Private Limited	Director	19/12/2006	19/12/2006	-	Active	YES

Name :	Mr. Sameer Anil Wagle
Designation :	Nominee Director
Address :	202, Vinayak Angan, Old Prabhadevi Road, Prabhadevi, Mumbai – 400025, Maharashtra, India
Date of Birth/Age :	08.05.1971
Date of Appointment :	21.08.2008
DIN :	02341432
Name :	Mr. Senthil Kumar Veerappan
Designation :	Whole-time Director
Address :	16, First St., Balaji Nagar, Royapettah, Chennai – 600014, Tamilnadu, India
Date of Birth/Age :	07.11.1963
Date of Appointment :	25.02.1989
DIN :	00320535

OTHER DIRECTORSHIP

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U92490TN1986PTC012536	Real Image Media Technologies Private Limited	Whole-time director	25/02/1989	25/02/1989	-	Active	NO
2	U92490TN1992PTC022702	Real Image Private Limited	Director	20/05/1992	20/05/1992	-	Active	NO
3	U30006TN1996PTC036847	South Beach Software Private Limited	Director	04/11/1996	04/11/1996	-	Active	NO
4	U30009TN1998PTC072273	Ri Computers Private Limited	Director	05/10/1998	05/10/1998	-	Active	NO
5	U92112TN2003PTC051136	Digital Film Technologies Private Limited	Director	04/07/2003	04/07/2003	-	Active	NO
6	U74900DL2008NPL174226	All India Broadcast Manufacturers & Distributors Association	Director	19/02/2008	19/02/2008	-	Active	NO

Name :	Mr. Yoshiki Hashimoto
Designation :	Nominee Director
Address :	Nara 5-6-10, Aoba-Ku, Yokohama Shi, Japan
Date of Birth/Age :	24.06.1954
Date of Appointment :	27.08.2008
DIN :	02341471
Name :	Mr. M G Parameswaran
Designation :	Director
Date of Birth/Age :	18.06.1955
Date of Appointment :	16.10.2010

KEY EXECUTIVES

Name :	Mr. M. Srinivasan
Designation :	Secretary
Address :	“Prajwal Vaishnavi”, 864A, 64^th Street, 10^th Sector, KK Nagar, Chennai – 600078, Tamilnadu, India
Date of Birth/Age :	12.11.1964
Date of Appointment :	03.05.2010
Date of Cessation :	30.11.2010

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 14.07.2011

NAMES OF EQUITY SHAREHOLDERS	NO. OF SHARES
Mr. Jayendra Panchapakesan
Mr. Arun Veerappan	295000
Mrs. Meena Veerappan	503800
Mr. Senthil Kumar	553100
Ms. Vee. Vijayalakshmi	234000
Mr. V. Siva Kumar	187200
Mr. A.J. Joseph Enok	44500
Mrs. Julie Enok	6000
Mr. S. Gunaseelan	30000
Mr. D. Ashok Kumar	30000
M/s. Textam Productions Private Limited, Chennai, Tamilnadu, India	6000
M/s. Real Image Private Limited, Chennai, Tamilnadu, India	1746725
P.C. Sreeram	357750
M/s. RI Computers Private Limited, Pondicherry	715500
Mr. P Jayendra	357750
Trans Global Technologies Inc, USA	455766
StreetEdge Goldengate Inv. LP, USA	1597302
Intel Capital Mauritius Limited, Mauritius	2571
Viju Thomas	24000
Canara Bank, Mumbai, Maharashtra, India	531567
Andhra Bank, Mumbai, Maharashtra, India	354378
Union Bank Of India, Mumbai, Maharashtra, India	354378
Mr. Vijay Kumar Angadi	4543
Mr. P.C. Nayak	4543
CSI BD (Mauritius), Mauritius	790
Reliance Capital Limited, Navi Mumbai, Maharashtra, India	790
Nomura Asia Investment Private Limited, Singapore	625747
Mr. P. Venkatesh	3000
P Jayendra and Arun Veerappan rep as trustee of RIMT Employeew Trust, Chennai, Tamilnadu	807508
Susan Zachariah	2732
Gowri Padmanabh	15580
K Prasannanjaneya	505
Sudha Panchapakesan	13431
Ketan Mehta	1500
A S Narayanan	3705
Deepak Hirani	3053
TOTAL	9874714

NAMES OF PREFERENCE SHAREHOLDERS	NO. OF SHARES
Intel Capital Mauritius Limited, Mauritius	2768569
CSI BD (Mauritius), Mauritius	789941
Reliance Capital Limited, Navi Mumbai, Maharashtra, India	789941
Nomura Asia Investment Private Limited, Singapore	3095160
TOTAL	7443611

AS ON 14.07.2011

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	27.00
Bodies corporate	25.00
Directors or relatives of Directors	21.00
Other top fifty shareholders	14.00
Total	100.00

BUSINESS DETAILS

Line of Business :	The Company Is Engaged in The Media and Entertainment Industry
Products :	Recording Re-recording and mixing for features films, production of tele-films, Advertisement of films Item Code No. – 370690.40

GENERAL INFORMATION

Bankers :

• Bharat Overseas Bank Limited
• Indian Overseas Bank

Address : Gemini Circle Branch, New No. 297, Cathdral Road, Chennai – 600086, Tamilnadu, India

Facilities :

(Rs.in million)

SECURED LOAN	31.03.2011	31.03.2010
Rupee Term Loans Bank Secured	101.912	72.534
Total	101.912	72.534
Note : (A) From Banks: a. Cash credit Rs. 67.787 millions b. Term Loan Rs. 34.124 millions c. Hire Purchase Liability (secured on assets purchased under Hire purchase Scheme) - a. Cash credit is secured by hypothecation of stocks, book debts, claims, bills, etc in addition to first charge on all fixed assets of the Company. The facilities are further secured by an equitable mortage on the leasehold rights of the landed property at Chennai on which the Company's Building is constructed b. Term Loan (secured by hypothecation of plant and machinery/equipment acquired out of this loan, raw materials and stores and all articles manufactured therefrom now or after, in addition to first charge over fixed assets of the Company . Includes Rs.10.500 millions repayable within one year)

UNSECURED LOAN	31.03.2011	31.03.2010
Other External Commercial Borrowings Unsecured	48.970	0.000
Total	48.970	0.000
Note : (A) Supplier's Credit in foreign currency During the year the Company has entered into a contract with one of the supplier for purchase of D cinema projectors. The supplier has extended a Supplier’s Credit in foreign currency. This loan is repayable over a period of 4 years.

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountant
Address :	ASV N Ramanas Tower, 52, Venkatnarayana Road, t. Nagar, Chennai – 600018, Tamilnadu, India
Tel. No.:	91-44-66885000
Fax No.:	91-44-66885050
PAN No.:	AACFD3771D
Associates/Subsidiaries :	Qube Cinema Inc, USA

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
16500000	Equity Shares	Rs. 10/- each	Rs. 165.000 millions
7500000	Preference Shares	Rs. 10/- each	Rs. 75.000 millions
		Total	Rs. 240.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
9874714	Equity Shares	Rs. 10/- each	Rs. 98.747 millions
7443611	Preference Shares	Rs. 10/- each	Rs. 74.436 millions
		Total	Rs. 173.183 Millions

Note: Above includes

(A)

A. Above includes

i) 28,77,725 Equity shares issued for consideration other than for cash

ii) 7,70,000 Equity shares issued as fully paid up Bonus Shares by capitalisation of Profits.

B. During the year the Company has

i) Issued 807,508 Equity Shares of Rs.10/- each at a Premium of Rs.20/- per share to RIMT Employees Trust under ESOP 2006

ii) Issued 40,296 Equity Shares of Rs.10/- at a Premium of Rs.20/- per share and 210 Shares @ Rs.10/- to RIMT Employees and consultants

(B) 2. Pursuant to the Shareholders Agreement dated July 18, 2008 entered into amongst the Company, Promoters, Nomura Asia Investment (MB) Pte. Limited, StreetEdge Golden Gate Investments LP., Intel Capital (Mauritius) Limited, Reliance Capital Limited, and CSI BD (Mauritius), the Redeemable Convertible Cumulative Preference Shares that were issued to Intel Capital (Mauritius) Limited, were converted into Convertible Cumulative Preference Shares(CCPS) along with the CCPS issued to Nomura Asia Investment (MB) Pte. Limited. and Intel Capital (Mauritius) Limited in pursuance to the Share Subscription Agreement dated July 18, 2008.. The CCPS are convertible on the terms and conditions contained in the Shareholders Agreement dated July 18, 2008, at any time after the Initial Investment Closing Date (as defined in the Agreement) but before March 31, 2013.

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		173.183	164.703	164.703
2] Employee Stock Option Outstanding		0.041	1.223	1.119
3] Reserves & Surplus		948.380	1000.912	979.003
4] (Accumulated Losses)		0.000	0.000	(25.110)
NETWORTH		1121.604	1166.838	1119.715
LOAN FUNDS
1] Secured Loans		101.912	72.534	72.516
2] Unsecured Loans		48.970	0.000	0.000
TOTAL BORROWING		150.882	72.534	72.516
DEFERRED TAX LIABILITIES		5.657	5.518	0.000
TOTAL		1278.143	1244.890	1192.231
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		664.298	559.266	500.924
Capital work-in-progress		198.507	126.617	116.879
INVESTMENT		0.407	185.081	172.909
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	145.601	111.423	91.805
	Sundry Debtors	347.776	194.365	128.468
	Cash & Bank Balances	194.793	144.969	250.775
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	73.303	71.468	51.927
Total Current Assets		761.473	522.225	522.975
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	271.916	40.646	60.430
	Other Current Liabilities	42.466	103.982	59.040
	Provisions	32.160	3.671	1.986
Total Current Liabilities		346.542	148.299	121.456
Net Current Assets		414.931	373.926	401.519
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		1278.143	1244.890	1192.231

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income	1208.000	898.322	553.525
		Other Income	97.000	8.351	23.769
		TOTAL (A)	1305.000	906.673	577.294
Less	EXPENSES
		Raw Material Consumed		129.834	27.295
		Purchases of Trading Goods		199.563	192.476
		Decretion / (Accretion) to stock		1.371	(36.603)
		Other direct Expenses	1128.000	105.031	72.554
		Administrative Expenses		278.596	247.567
		Selling and distribution Expenses		44.857	9.928
		TOTAL (B)	1128.000	759.252	513.216
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		177.000	147.421	64.078
Less	FINANCIAL EXPENSES (D)		NA	8.777	11.075
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		177.000	138.644	53.003
Less/ Add	DEPRECIATION/ AMORTISATION (F)		NA	86.107	64.046
	PROFIT BEFORE TAX (E-F) (G)		177.000	52.537	(11.043)
Less	TAX (I)		62.000	5.518	3.536
	PROFIT AFTER TAX (G-I) (J)		115.000	47.019	(14.579)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		NA	(26.600)	(12.021)
	BALANCE CARRIED TO THE B/S		NA	20.419	(26.600)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	256.767	22.558
		Commission Earnings	NA	37.530	36.802
	TOTAL EARNINGS		NA	294.297	59.360
	IMPORTS
		Raw Materials	NA	298.594	58.795
		Capital Goods	NA	94.673	493.838
	TOTAL IMPORTS		NA	393.267	552.633
	Earnings Per Share (Rs.)		12.75	5.21	(1.62)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	8.81	5.19	(2.53)
Net Profit Margin (PBT/Sales)	(%)	14.65	5.84	(1.99)
Return on Total Assets (PBT/Total Assets}	(%)	12.41	4.86	(1.08)
Return on Investment (ROI) (PBT/Networth)		0.15	0.05	(0.01)
Debt Equity Ratio (Total Liability/Networth)		0.44	0.19	0.17
Current Ratio (Current Asset/Current Liability)		2.19	3.52	4.31

LOCAL AGENCY FURTHER INFORMATION

BUSINESS DURING THE YEAR

The year was a good year for the Company overall with all business segments performing better than or near budgeted expectations. The Digital Cinema segment recorded a significant growth to become the prime revenue driver of the Company. Alongwith the media revenue, this segment contributed to 74% of the overall revenue and 72% gross margins of the company.

QUBE SALES

INDIA:

This year the Company took a strategic decision to aggressively target direct DCI deployments in India and entered into a beneficial commercial partnership with one of the prime DCI projector vendors, Barco. With DCI requirements on the upswing among multiplexes and prime single screens across India, the Company was able to capitalize on this opportunity given the strong credentials backing it and won key accounts, not only among the single screens but also among established and emerging multiplexes in the North, West and the South.Most of these deployments also included 3D integration in the course of which the Company handled all the technologies currently available for 3D enablement. Suffice it to say that the Company today can take pride in having the most trained implementation specialists for DCI equipment, both quantitatively and qualitatively. They expect this momentum to continue and are well positioned to garner a good share of the upcoming deployments in India. In addition, strong partner demand from Andhra Pradesh ensured not just robust sales, but also a significantly fast ramp up of their roll-out in this key advertising market. It has now attained critical size for inclusion under the QCN channel based approach, in addition to Tamil Nadu, and West Bengal which was recently brought under this coverage.

OVERSEAS

The key highlights during the year were the DCI installations directly catered to by the Company in Korea, Australia, Italy and Kuwait and the signing of a long term, high potential licensing arrangement for Qube software with a partner in China. During the year, Cinedigm, a key DCI deployment company in the USA, also qualified Qube XP-D for their deployments post integration with their TMS solution. In March this year, The Company also showcased the next generation change for DCI equipment, the 4K Integrated Media Block (Qube Xi) at Cinemacon, to excellent feedback. The Qube Xi, arguably, was the only ‘true’ 4K IMB solution that was unveiled at this show. The Company expects Qube Xi to be a category leading product globally and has commenced discussions with projector manufacturers for adoption and bundled offers. The Qube Xi is expected to start shipping from the third quarter of this year.

FIXED ASSETS

Tangible Assets

• Buildings
• Computers
• Furniture and Fittings
• Plant and Machinery and Office Equipments
• Vehicles
• Vehicle Taken on Hire Purchase

Intangible Assets

• Software

Contingent Liability

• Disputed Central Sales Tax – Rs. 3.307 million
• Counter Guarantees Issued to the Banks – Rs. 5.296 million
• Outstanding Letters of Credit Rs. 21.348 million

Bankers Charges Report as per Registry

Corporate identity number of the company	U92490TN1986PTC012536
Name of the company	Real Image Media Technologies Private Limited
Address of the registered office or of the principal place of business in India of the company	No.7B, IIIrd Street, Balaji Nagar, Royapettah, Chennai – 600014, Tamilnadu, India
This form is for	Modification of Charge
Charge identification (ID) number of the charge to be modified	90285608
Type of charge	Immovable Property Any Interest in immovable Property
Particular of charge holder	Indian Overseas Bank Address : Gemini Circle Branch, New No. 297, Cathedral Road, Chennai – 600086, Tamilnadu, India
Nature of instrument creating charge	No Instrument. Confirmation letter evidencing creation of supplemental Mortgage.
Date of instrument Creating the charge	20.05.2010
Amount secured by the charge	Rs.272.000 million
Brief of the principal terms an conditions and extent and operation of the charge	a] Rate of Interest – BPLR i.e. 12% p.a. at present without MIR b] terms of repayment – Working capital limits repayable on demand. Existing repayment terms for the existing limits to continue. C] Margin – CC-Stocks-25%, Receivables-40%, Bill Disc-LC Bills -25%, TL-I and TL-I-25%, LC-10% and LG-10% d] Extent and operation of the charge – First and exclusive charge by extension of equitable mortgage by constructive delivery of documents of the immovable properties of the company more fully described in clause 15 of this form 8. The charge operates as security for the repayment of the dues by the company to the bank along with interest, charges etc. e] Others – All other terms and conditions are as per sanction letter dated 05.04.2010 and documents obtained by the bank.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	i) Extension of Equitable Mortgage of lease hold rights by constructive delivery of documents of all that piece and parcel of land measuring about 3 Grounds and 1665 Sq.ft. ii) (Part of 7 grounds and 806 Sq.ft.) bearing Re-survey No.629/4, old survey no.3952, Collectors Certificate no. 452 and Patta dated 20.05.1987 of Mylapore Village, Mylapore Triplicane Taluka, Chennai. iii) District along with the superstructure thereon bearing Door No. 7B, IIIrd Street, Balaji Nagar, Royapettah, Chennai – 600014 and bounded on the north by land belonging to Sri V. Sivakumar. iv) South by third Street Balaji Nagar, East by house belonging to Mr. S.N. Rao, West by land belonging to Mr. V. Senthil Kumar situate within the registration district of south Chennai and v) Sub registration district of Mylapore.
Date of instrument modifying the charge	19.05.2010
Particulars of the present modification	NO change in the limits of Rs.272.000 million sanctioned to the company. This modification is filed to additionally secure the limit by Extension of Equitable Mortgage of lease hold rights by constructive delivery of documents as detailed in clause 15 of this form 8.

AS PER WEBSITE DETAILS

COMPANY PROFILE

Real Image Media Technologies

Real Image Media Technologies is India’s leading provider of technology in the film, video and audio domains and has pioneered several technology revolutions over the last 25 years. Established in 1986, the company was instrumental in bringing computer-based digital non-linear editing to India with Avid Technology, transforming the industry and forever changing the way Indian film and television programs were edited. Real Image subsequently brought digital cinema sound to India with DTS and helped Indian cinema leapfrog a generation, form mono sound directly to digital. With its Qube Cinema end-to-end digital cinema product line, Real Image has made an impact worldwide. It is the only Indian company – and amongst a handful worldwide – with DCI compliant digital cinema technology.

Qube Cinema, Inc.

Today, if there are only a handful of companies across the world that are working to fulfill the exacting needs of DCI, there are fewer still who look beyond. Qube Cinema is committed to creating a seamless world of Digital Cinema with products that are innovative, powerful, reliable and cost-effective.

Qube Cinema, Inc. is a company with a passion for cinema and a thorough understanding of film, video, audio and computer technology along with vast experience in the production, post-production and exhibition industries – a unique combination of expertise that has helped in the development of the company’s digital cinema technology.

QCN

QCN has the distinct advantage of Real Image’s expertise in the digital cinema technology arena. Patented by Real Image in both India and the United States, the technology in use offers clients unprecedented flexibility and accountability for their cinema advertising. QCNs clients include players from the FMCG, banking, automobile, and electronics industries among others.

Technology Marketing

The Technology Marketing division was set-up in 1992 and introduced in the country several revolutionary technologies that made it possible to discover a whole new range of exciting possibilities in picture and sound. The Company is the unrivalled leader in the Broadcast arena and is the Indian representative of several global entertainment technology players such as Avid Technology Inc., Digidesign, Softimage, DTS, Orad Hi-Tech Systems Limited and Digital Vision.

Media Artists – Audio Post Production Studios

Media Artists is the Company’s highly acclaimed studio complex in Chennai, the very first studio to obtain THX certification in the country. Providing high quality services and facilities for audio post-production, Media Artists has always been the first to adopt new technologies and tools to enhance quality of work, and comprises of experienced sound engineers and technicians.

JS Films – Advertising Film Production

JS Films is the culmination of the creative talents and technical wizardry of Jayendra Panchapakesan and P.C. Sreeram. An eye for detail and impressive cinematic techniques are the trademark of this duo, producing the best possible feature, television and advertising films.

Proving the complete faith that Real Image has in the products it brings to the Indian media, JS Films is now specializing in executing productions with all the technologies promoted by the Real Image Technology Marketing division.

KEY PEOPLE

Senthil Kumar, Co-Founder

Widely acknowledged as one of the country's foremost experts in audio and video technologies, Senthil has some truly outstanding achievements to his credit. He set up Media Artists Film and Video Postproduction Centre in Chennai shortly after he graduated from college. Media Artists rapidly grew to become the country's best sound recording studio for film and video programmes. In 1992, he set up Real Image, along with two colleagues, to bring Avid digital nonlinear editing systems to India. He has also supervised computer graphics and special effects for a number of video programmes. As a consultant to several Indian companies for audio and video, Senthil's expertise has had a far-reaching influence on the industry at large. In addition, as an expression of his intense interest in software applications for the film, video, audio and entertainment industries worldwide, Senthil promotes a company called South Beach Software. He is based in Chennai.

Jayendra Panchapakesan, Co-Founder

Jayendra studied Chemistry but found his passion in advertising in 1978. He turned creative consultant in 1985 and had the unique distinction of consulting with three top agencies in Chennai at the same time – HTA, Mudra and Sistas. In 1986, he teamed up with PC Sreeram to start JS Films. In 1993 Jayendra teamed up with Senthil Kumar to set up Real Image Media Technologies introducing non linear editing with Avid. Today, Real Image is known across the world for its end to end digital cinema solution called Qube. Jayendra has also conceptualized and directed India’s first Carnatic Concert Film ‘Margazhi Raagam’. This was the first time in the world that 7 Red digital cinema cameras were used. In association with Sathyam Cinemas, Real Image also produced a Tamil feature film ‘Thiru Thiru Thuru Thuru’ shot and post produced completely with a digital work flow. Jayendra is also associated with various social organizations and has created films to bring awareness and funding to a variety of causes.

Arvind Ranganathan, Chief Executive Officer

Arvind joined Real Image in 2005 to head strategy and business implementation across divisions. Arvind brings deep insight of the cinema industry, across the business value chain. A Chemical Engineer and a Post Graduate in Management, Arvind moved to the Investment Banking domain after spending his early years in manufacturing and marketing with the industrial sector. Arvind has been involved in most facets of the financial markets, from equity research to Investment Banking & Corporate Finance, which included an association with KPMG Corporate Finance in India and the Middle East. His experience includes significant business advisory roles apart from transactional roles. The ability to quickly grasp the key business drivers across industry sectors and driving the management imperatives and actions required to deliver on strategic goals are his forte.

Raja Enok, Chief Marketing Officer

Raja oversees the development and implementation of the company’s comprehensive marketing plan. His area of focus is Digital Cinema and Broadcast Technology. Raja has worked in diverse domains from consumer products to media technology, in roles that covered brand management, marketing and distribution management. In 1991 he joined Media Artists, a leading film and video post-production facility and managed operations. During this tenure, he became well versed with the technology and practices of the film, video and audio industry. In 1994, he took over as head of Skyline Communications, a Media Services Firm and was responsible for channel marketing and commercial airtime sales. He has been with Real Image since 1998, is a key player in Real Image’s digital cinema foray and has extensive domain and technology knowledge.

P Venkatesh, Chief Financial Officer

PV, as he is referred to in office, is a Post-Graduate in Finance, Cost Accountant and Company Secretary by qualification. He has over 15 years of experience across multiple domains in corporate finance and business & financial restructuring including a couple of investment banking stints. His areas of expertise include financial planning & analysis, operations controls and business restructuring.

Rajesh Ramachandran, President & Chief Technology Officer – Qube Cinema

Rajesh heads the dynamic group of software professionals of the Real Image Software Division, Chennai. He has a Bachelor's degree in Computer Science and Engineering from the University of Madras. Rajesh comes to Real Image from Install Shield, Chicago where he was architecting software installation technologies and tools. He also led the development teams of two of Install Shield's leading products. Prior to that, Rajesh worked at Sapura, Kuala Lumpur where he was involved in creating a rapid application development tool for the Macintosh and Windows platforms. Rajesh is also a member of the faculty at Develop Mentor, a component software think tank based in Los Angeles where he trained software professionals on component software topics. Currently Rajesh and his team are developing innovative products for the mass entertainment industries.

Sudha Panchapakesan, Head - Human Resources

Sudha heads Human Resources at Real Image, a responsibility she took on in 2002, prior to which she worked as Manager with JS Films. Before moving to India, Sudha lived in Canada where she began her career as an Office Manager at Arrow TV and Video. She went on to work as an Income Tax assessor with Revenue Canada and as a personal assistant to the commanding officer at CFCC with the Department of National Defense. Sudha has done her Certification in HR Management prior to taking on her new role as Head of Human Resources. She is based in Chennai.

James Abraham, National Head - Technical services

James joined Real Image in January 2000; he is now the National Head in charge of Training and Technical Services and is based in Chennai.

After completing a Bachelors degree in Mechanical Engineering and an M.B.A (Marketing & Advertising), he worked as a Design Engineer (CAD/CAM) in Michigan, USA providing design solutions to fortune 100 companies like IBM, Compaq and Xerox. While he was in the United States, he also completed a Masters degree in Engineering Management. After three years, he returned to India to work as Senior Manager -Operations in charge of Production and Marketing in the MC Group of Companies, Calicut, having varied interests such as a newspaper, printing and publishing, advertising and footwear manufacture. Later he was instrumental in starting one of the first computer based animation studios in Cochin providing services to the advertising and architectural industries. Two years later, on a visit to Muscat, he decided to utilise his engineering background and worked as Marketing Manager in OHI Petroleum & Energy Services LLC. After a 3-year stint he returned to India again to work in a field close to his heart - the digital world. James has gained a lot of experience working in various countries with people of different cultures as well as in a variety of industries and he brings this expertise to Real Image.

P. Murali Krishna, Head - Legal

P Murali Krishna ensures the implementation of systems and procedures for compliance with statutory enactments in Real Image. A Fellow Member of the Institute of Company Secretaries of India, New Delhi, he holds graduate degrees in Commerce and Law from the University of Madras and the University of Bangalore, respectively. Before joining Real Image, he worked as Company Secretary with Parry's, Parry's Confectionary, Deccan Cements and S&S Power Switchgear. He was also a member of the Expert Committee of the Madras Chamber of Commerce on Corporate Laws during 1994/95 and 1995/96.

B.M.A. Prabhu, Country Head - Digital Cinema Mastering Services

A graduate in English Literature, Prabhu has been with Real image since 1996, servicing the film video domain for more than a decade. He started of his career here supporting the AVID systems and operated from Mumbai between early 1996 till end of 1997. Prabhu has handled most of the product line that Real image has been dealing with, from AVID to DTS and now the Qube line of products. He has instrumental in testing the Qube range of products from day one and has been coordinating with the in house software development team to get the products on air. He is currently heading the mastering operations across Real Image. Prabhu also handles key broadcast clients within Chennai like Sun Television network and Jaya television network.

Prior to Real Image, Prabhu has worked with Sterling Computers and Ashok Leyland Information Technology.

V. Vaidyanathan, Vice President – Finance

A Chartered Accountant with over 15 years of experience in the field of finance and accounts, Vaidyanathan joined Real Image in the year 2004 and has completely changed the working environment in the finance and accounting functions of the Company with his professionalism and rich experience in his core function. Prior to joining Real Image, he was with I.P. Rings Limited, an Amalgamation Group Company, for more than 5 years. Prior to IP Rings he had a stint with Venkat Associates, a leading Chartered Accounting Firm in Chennai and conducted audits for many a corporate including Reliance Industries, CEAT, Asian Paints to name a few.

K.L. Naveen, General Manager - Technology Marketing

Naveen joined Real Image in December 1998 and has moved swiftly from a trainee, to a marketing executive, to a product manager. He later went on to handle responsibilities as National Sales Manager, for Avid and Digidesign products, and now acts as General Manager - Tech Marketing. Based in Hyderabad, Naveen has handled some of their major clients like Mantra - Ramoji Film City, Padmalaya, Maa TV, Star TV, India TV, Suresh Productions and Prasad Studios Naveen has had prior work experience with organizations such RC Studios, Excel Videos, Eenadu Television and ITC in Chennai, and Sterling Holiday Resorts Valley View, Kodai. He speaks Hindi, English, Telugu, and Tamil fluently.

Venkat Giridhar, General Manager - QCN

Venkat has been working with Real Image for the last 3 years. He heads the Southern Region marketing for QCN from Bangalore. A post graduate in Master in Marketing Management, Venkat has been in Media Sales for the last 18 years. Venkat Was with Eenadu Group (AP) heading their Marketing in Karnataka for E TV network , post to this he launched the Zee Kannada channel in Karnataka for Zee Group.

Ashish Mathur, General Manager - Marketing, QCN

Ashish Mathur, has been working with Real Image for the last 3 years. He heads the Western Region marketing for QCN. A Post Graduate in Mass Communications, Ashish has been in Media sales for the last 16 years. Prior to joining Real Image, Ashish was with Dimples Cine Advertising, handling key accounts like P&G, Videocon, and Sahara One Television.

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. 50.31
UK Pound	1	Rs. 79.04
Euro	1	Rs. 65.82

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	6
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		50

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.