MIRA INFORM REPORT

Report Date :

16.10.2012

IDENTIFICATION DETAILS

Name :	DELL INDIA PRIVATE LIMITED
Formerly Known As :	DELL COMPUTER INDIA PRIVATE LIMITED
Registered Office :	Divyashree Greens, Ground Floor, SY Nos. 12/1, 12/2/A and 13/1A, Ghallaghatta Village, Varthur Hobli, Bangalore – 560071, Karnataka
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	27.11.2003
Com. Reg. No.:	08-032926
Capital Investment / Paid-up Capital :	Rs. 25.000 Millions
CIN No.: [Company Identification No.]	U72900KA2003PTC032926
TAN No.: [Tax Deduction & Collection Account No.]	BLRD02621D
PAN No.: [Permanent Account No.]	AABCD8893L
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturing and Trading in Computer Systems including Desktops, Notebooks, Servers, Workstations, Storage and related software.
No. of Employees :	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 8000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a part of Dell, USA. It is a well established company having good track record. There appears slight dip in the profitability and current year financial is missing from government department. However, trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered for business dealing at usual trade terms and condition.

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

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

RBI DEFAULTERS’ LIST STATUS

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

EPF (Employee Provident Fund) DEFAULTERS’ 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.

LOCATIONS

Registered Office :	Divyashree Greens, Ground Floor, SY Nos. 12/1, 12/2/A and 13/1A, Challaghatta Village, Varthur Hobli, Bangalore - 560071, Karnataka, India
Tel. No.:	91-80-25357311
Fax No.:	91-80-25357309/ 11
E-Mail :	ankur_singhal1@dell.com gurudutt_a@dell.com sripriya_ravishankar@dell.com
Website :	http://www.dell.com/ap/ http://www.dell.co.in
Manufacturing Unit :	Sriperumbudur Hi-Tech Special Economic Zone Sipcot Industrial Park, Sriperumbudur Phase-II, Sunguvarchatram Post, Sirumangadu Village Postal Index Number (Pin) 602106, Sriperumbudur Taluka Kancheepuram District Tamilnadu, India
Tel. No.:	91-44-27158029/84

DIRECTORS

AS ON 30.11.2011

Name :

Mr. Janet Bawcom Wright

Designation :

Director

Address :

1314 Shahhon Oaks Trail, Austin, Texas – 78746, USA

Date of Birth/Age :

19.09.1964

Date of Appointment :

15.04.2008

DIN No.:

02159007

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	Company/ LLP Status	Defaulting status
1	U00892PN2006PTC022300	ACS INFOSOLUTONS PRIVATE LIMITED	Director	19/09/2008	15/04/2008	Strike off	NO
2	U72900KA2003PTC032926	DELL INDIA PRIVATE LIMITED	Director	19/09/2008	15/04/2008	Active	NO

Name :

Mr. Ravi Gopalakrishnan Bharadwaj

Designation :

Whole-time director

Address :

Villa No. 4, Prestige Ozone, Whitefield Main Road, Bangalore – 560066, Karnataka, India

Date of Birth/Age :

01.11.1967

Date of Appointment :

23.06.2010

PAN No.:

AAPPB0770M

DIN No.:

02758130

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	Company/ LLP Status	Defaulting status
1	U72900KA2003PTC032926	DELL INDIA PRIVATE LIMITED	Whole-time director	30/09/2010	27/08/2009	Active	NO
2	U00892PN2006PTC022300	ACS INFOSOLUTONS PRIVATE LIMITED	Additional director	12/08/2010	12/08/2010	Strike off	NO
3	U72900KA2011PTC060769	DELL INDIA (SALES & MARKETING) PRIVATE LIMITED	Director	11/10/2011	11/10/2011	Active	NO

Name :

Mr. Maheshinder Singh Bhalla

Designation :

Whole-time director

Address :

C-106, St. Johns Wood Apartments, Thavareker Main Road, Koramangla, Bangalore - 560029, Bangalore, India

Date of Birth/Age :

16.03.1972

Date of Appointment :

27.12.2010

PAN No.:

AGSPB1907H

DIN No.:

02759422

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	Company/ LLP Status	Defaulting status
1	U72900KA2003PTC032926	DELL INDIA PRIVATE LIMITED	Whole-time director	30/11/2011	27/08/2009	Active	NO
2	U72900KA2011PTC060769	DELL INDIA (SALES & MARKETING) PRIVATE LIMITED	Director	11/10/2011	11/10/2011	Active	NO

Name :

Mr. Sekhar Doraswamy

Designation :

Alternate director

Address :

3418, 3^rd Cross Off Watra Tank Road, Indiranagar II Stage, Bangalore – 560038, Karnataka, India

Date of Birth/Age :

21.12.1963

Date of Appointment :

27.12.2010

PAN No.:

AAMPD9817C

DIN No.:

03353341

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	Company/ LLP Status	Defaulting status
1	U72900KA2003PTC032926	DELL INDIA PRIVATE LIMITED	Alternate director	27/12/2010	27/12/2010	Active	NO
2	U72900KA2011PTC060769	DELL INDIA (SALES & MARKETING) PRIVATE LIMITED	Alternate director	13/10/2011	13/10/2011	Active	NO

Name :

Mr. Ramesh Babu Sathyaseelan

Designation :

Whole-time director

Address :

No. 93/8, Old Post Office, Pillanna Garden, 3^rd Stage Lingarajpuram, Bangalore – 560084, Karnataka, India

Date of Birth/Age :

17.05.1969

Date of Appointment :

24.11.2011

DIN No.:

05102809

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	Company/ LLP Status	Defaulting status
1	U72900KA2003PTC032926	DELL INDIA PRIVATE LIMITED	Whole-time director	30/11/2011	24/11/2011	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.11.2011

Names of Shareholders	No. of Shares
Dell International LLC, USA	2499999
Dell International Holdings Viii BV, The Netherlands	1
Total	2500000

AS ON 30.11.2011

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]	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturing and Trading in Computer Systems including Desktops, Notebooks, Servers, Workstations, Storage and related software.

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Computer Systems	Nos.	NA	2,001,000	1,454,270

Notes:

(i) The Company is exempt from the licensing provisions of the Industries (Development Regulation) Act, 1951.

(ii) Installed capacity, as certified by the management, is arrived at on a single shift basis and relied upon by auditors, this being a technical matter.

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

Not Available

Facilities :

Unsecured Loans	31.03.2011	31.03.2010
	(Rs. In Millions)
Rupee term loans others unsecured	1000.000	2000.000
Working capital loans others unsecured	0.000	1100.000
Interest accrued due other debt unsecured	41.106	0.000
Total	1041.106	3100.000

Note: It indicates that loan from Fellow Subsidiary: Perot Systems TSI (I) Private Limited Rs. 1,000,000 [Repayable within one year: Nil].

Banking Relations :	--
Auditors :
Name :	Price Waterhouse and Company Chartered Accountants
Address :	5^th Floor, Tower D, The Millenia, 1 and 2 Murphy Road, Ulsoor, Bangalore-560008, Karnataka, India
Income-tax PAN of auditor or auditor's firm :	AADFP9359C
Ultimate Holding company:	Dell Inc.
Holding company:	Dell International Inc
Fellow Subsidiary company:	Ø Dell Asia Pacific Sdn. Ø Dell International Services India Private Limited [U74999KA1996FTC055568] Ø Dell (China) Company Limited Ø Dell Australia Pty Limited Ø Dell Global B.V. Ø Dell (Xiamen) Company Limited Ø Perot Systems Business Process Solutions India Private Limited [U72300KA1998FTC055569] Ø Perot Systems Private Limited [U72300TN2003PTC050880] Ø Dell Corporation Limited Ø Dell Brazil

CAPITAL STRUCTURE

AS ON 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
2,500,000	Equity Shares	Rs. 10/- each	Rs. 25.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
2,500,000	Equity Shares	Rs.10/- each	Rs. 25.000 Millions

Note:

It indicates of the above shares 2,499,999 (2010: 2,499,999) shares are held by Dell International, Inc. USA, the holding company.

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		25.000	25.000	25.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1995.736	1099.706	0.000
4] (Accumulated Losses)		0.000	0.000	(1151.220)
NETWORTH		2020.736	1124.706	(1126.220)
LOAN FUNDS
1] Secured Loans		0.000	0.000	0.000
2] Unsecured Loans		1041.106	3100.000	0.000
TOTAL BORROWING		1041.106	3100.000	0.000
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		3061.842	4224.706	(1126.220)
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		899.105	1001.166	1155.092
Capital work-in-progress		111.146	0.845	5.362
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		408.644	296.812	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	5885.431	3864.094	2519.749
	Sundry Debtors	8528.408	10521.626	6987.405
	Cash & Bank Balances	4561.522	4861.659	1241.580
	Other Current Assets	156.906	102.663	149.579
	Loans & Advances	3283.617	10406.263	3954.214
Total Current Assets		22415.884	29756.305	14852.527
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	12976.367	13769.831	11115.186
	Other Current Liabilities	6433.871	11317.758	5003.351
	Provisions	1362.699	1742.833	1020.664
Total Current Liabilities		20772.937	26830.422	17139.201
Net Current Assets		16429.470	2925.883	(2286.674)
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		3061.842	4224.706	(1126.220)

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Income
		Other Income
		TOTAL	61163.554	42247.906	30594.585
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	59782.594	39707.525	31258.237
Less	PROFIT/ (LOSS) BEFORE TAX AND EXCEPTIONAL AND PRIOR PERIOD ITEMS		1380.960	2540.381	(663.652)
Add/ Less	EXCEPTIONAL AND PRIOR PERIOD ITEMS		14.592	13.267	(14.840)
	PROFIT/ (LOSS) BEFORE TAX		1366.368	2527.114	(648.812)
Less	TAX		470.338	276.188	195.247
	PROFIT/ (LOSS) AFTER TAX		896.030	2250.926	(844.059)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1099.706	(1151.220)	(307.161)
	BALANCE CARRIED TO THE B/S		1995.736	1099.706	(1151.220)
	EARNINGS IN FOREIGN CURRENCY
		Income from Support Service	428.018	266.791	465.365
		Sale of Manufactured and Traded items	11529.813	5883.857	4626.409
	TOTAL EARNINGS		11957.831	6150.648	5091.774
	IMPORTS
		Raw Materials and Components	40992.380	24544.927	18600.511
		Traded Items	18597.116	6456.893	3793.513
		Capital Goods	76.316	70.018	103.129
	TOTAL IMPORTS		59665.812	31071.838	22497.153
	Earnings/ (Loss) PSer Share (Rs.)		358.41	900.37	(343.56)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	1.46	5.33	(2.76)
Return on Total Assets (PBT/Total Assets}	(%)	5.86	8.22	(4.05)
Return on Investment (ROI) (PBT/Networth)		0.68	2.25	0.58
Debt Equity Ratio (Total Liability/Networth)		10.80	26.61	(15.22)
Current Ratio (Current Asset/Current Liability)		1.08	1.11	0.87

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	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three 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	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
23]	Banking Details	No
24]	Banking facility details	Yes
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]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	Yes
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

OPERATIONS REVIEW

During the year, the Company has achieved a total income of Rs. 61163.554 Millions as against Rs. 42247.906 Millions during previous financial year and earned a net profit after tax of Rs. 896.030 Millions as against Rs. 2250.926 Millions during the previous financial year.

CONTINGENT LIABILITIES

(Rs. in millions)

Particulars	31.03.2011	31.03.2010
Claims against the Company not acknowledge as debts	8.517	11.254
Value Added Tax	987.667	42.778
Service Tax Matters	781.327	3.886
Income Tax	0.000	2.561

Notes:

i) Relates to various demands from the Sales-tax department for the period from 2005-06 to 2008-09, which are disputed by the Company. The Company has paid Rs.22.039 Millions under protest. Penalty of Rs.909.461 Millions and interest estimated at Rs.5.760 Millions has been included in the disclosure above.

ii) Relates to various demands from the Service-tax department for the period from 2004-05 to 2009-10, which are disputed by the Company. The Company has paid Rs.15.729 Millions under protest. Penalty of Rs.259.465 Millions and interest estimated at Rs.135.375 Millions has been included in the disclosure above.

iii) Does not include corporate guarantee given by the Company for Rs.833.389 Millions (2010: 833.389 Millions) to The States Industries Promotion Corporation of Tamil Nadu Limited (SIPCOT).

FIXED ASSETS:

Tangible Assets

Ø Building

Ø Leasehold Land

Ø Leasehold Improvements

Ø Computer Systems

Ø Machinery and Equipment

Ø Furniture and Fixtures

Intangible Assets:

Ø 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 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 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. 53.12
UK Pound	1	Rs. 85.15
Euro	1	Rs. 68.60

INFORMATION DETAILS

Report Prepared by :

BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--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

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.