MIRA INFORM REPORT

Report Date :

26.04.2013

IDENTIFICATION DETAILS

Name :	FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED
Formerly Known As :	TEMPLETON ASSET MANAGEMENT INDIA PRIVATE LIMITED
Registered Office :	Indiabulls Finance Centre, Tower 2, 12^th and 13^th, Floor, Senapati Bapat Marg, Elphinstone (West), Mumbai- 400013, Maharashtra
Country :	India
Financials (as on) :	30.09.2011
Date of Incorporation :	06.10.1995
Com. Reg. No.:	11-093356
Capital Investment / Paid-up Capital :	Rs. 2393.333 Millions
CIN No.: [Company Identification No.]	U67190MH1995PTC093356
TAN No.: [Tax Deduction & Collection Account No.]	MUMT04711A
PAN No.: [Permanent Account No.]	AAACT1609B
Legal Form :	Private Limited Liability Company
Line of Business :	Providing Financial Services.
No. of Employees :	Information declined by management

RATING & COMMENTS

MIRA’s Rating :

A (63)

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 19000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a part of Franklin Templeton Group. It is an established company having fine track record. Financial position 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 business dealings at usual trade terms and conditions. Note: The financials for the year September, 2012 are not filed by the company till date.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

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.

INFORMATION DECLIEND BY

Name :	Mr. Niraj Jariwala
Designation :	Finance Manager
Contact No.	91-22-67519100
Date :	24.04.2013

LOCATIONS

Registered Office :	Indiabulls Finance Centre, Tower 2, 12^th and 13^th, Floor, Senapati Bapat Marg, Elphinstone (West), Mumbai- 400013, Maharashtra, India
Tel. No.:	91-22-67519100
Fax No.:	91-22-66391282
E-Mail :	vdehadr@templeton.com
Service Centre:	Located at Ahmedabad Bangalore Bhubaneswar Chandigarh Chennai Coimbatore Dehradun Hyderabad Indore Jaipur Jalandhar Kanpur Kochi Kolkata Lucknow Ludhiana Madurai Mangalore Mumbai Nagpur Nasik New Delhi Patna Pune Rajkot Raipur Salem Surat Trichy Vadodara Varanasi Vijayawada Visakhapatnam

DIRECTORS

As on 23.02.2012

Name :	Mr. Deepak Madhav Satwalekar
Designation :	Director
Address :	9, Nutan Alka Co-operative Housing Society Limited, Relief Road, Santacurz (West), Mumbai-400054, Maharashtra, India
Date of Birth/Age :	14.11.1948
Date of Appointment :	06.10.1995
DIN No.:	00009627
Name :	Mr. Vijay Chandur Advani
Designation :	Director
Address :	484, Walsh Road Atherton, San Mateo, CA 94027, United States of America
Date of Birth/Age :	30.12.1960
Date of Appointment :	08.07.2006
DIN No.:	00018925
Name :	Mr. Navroz Hormasji Seervai
Designation :	Director
Address :	8, Shiv Shanti Bhavan, M. Karve Marg, Mumbai – 400 020, Maharashtra, India
Date of Birth/Age :	22.02.1957
Date of Appointment :	17.05.2003
DIN No.:	00024144
Name :	Mr. Bhaskara Nageshwara Rao Mandavilli
Designation :	Director
Address :	Flat No. A 906, Purva Heights, 14, Bannerghatta Road, Bilekahalli, Bangalore –560076, Karnataka, India
Date of Birth/Age :	19.06.1948
Date of Appointment :	19.05.2009
DIN No.:	00287260
Name :	Mr. Mark Joseph Benhard Mobius
Designation :	Director
Address :	PTD 139504, Pavilion Villa Jln Merbok 4, Leisure Farm 81560, Gelang Patah, Lohor, 81560, Malaysia
Date of Birth/Age :	17.08.1936
Date of Appointment :	06.10.1995
DIN No.:	00649153
Name :	Mr. Vivek Kudva
Designation :	Director
Address :	Flat No.202, 2^nd Floor, Vishnu Villa, Worli Sea Face, Mumbai – 400 018, Maharashtra, India
Date of Birth/Age :	29.07.1959
Qualification :	PGDM
Experience :	27 Years
Date of Appointment :	26.03.2009
PAN No.:	AENPK7096K
DIN No.:	00748582
Name :	Mr. Jed Andrew Plafker
Designation :	Alternate Director
Address :	4278, Silver Meadow Ct, Danuille, USA-94506
Date of Birth/Age :	11.01.1971
Date of Appointment :	22.11.2011
DIN No.:	01234645

KEY EXECUTIVES

Name :	Mr. Jayaram Subramaniam R
Designation :	Company Secretary
Address :	Flat No. 23, Tower A2, Goderej Garden Enclave, Pirojsha Nagar, Vikhroli (East), Mumbai-400079, Maharashtra, India
Date of Birth/Age :	09.09.1966
Date of Appointment :	13.10.2005
PAN No.:	AAAPI2333L
Name :	Mr. Niraj Jariwala
Designation :	Finance Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 23.02.2012

Names of Shareholders	No. of Shares
Franklin Templeton Holding Limited, Mauritius	239333296
Vivek Kudva	4
Total	239333300

Equity Share Break up (Percentage of Total Equity)

As on 23.02.2012

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	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Providing Financial Services.

GENERAL INFORMATION

No. of Employees :

Information declined by management

Bankers :

Citi Bank, Branch Fort, Mumbai, Maharashtra, India

(Rs. in Millions)

Facilities :

Secured Loan	As on 30.09.2011	As on 30.09.2010
Finance lease obligation long-term secured	(A)19.632	(B)6.114
Total	19.632	6.114
Note: (A) This represents Lease liability for vehicles on finance lease. (Secured by hypothecation of vehicles) (Amount due within one year Rs. 8.357 Millions) (B) This represents Lease liability for vehicles on finance lease. (Secured by hypothecation of vehicles) (Amount due within one year Rs.3.611 Millions )

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address :	252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai - 400 028, Maharashtra, India
PAN.:	AAEFP3641G
Holding Company :	Franklin Templeton Holding Limited, Mauritius
Ultimate Holding Company :	Franklin Resources Inc., USA
Subsidiaries :	ITI Capital Markets Limited, India CIN No.: U65991TN1993PLC024429
Fellow Subsidiaries :	· Franklin Templeton International Services (India) Private Limited, India CIN No.: U74999MH2002PTC134412 · Franklin Templeton Trustee Services Private Limited, India CIN No.: U65991MH1995PTC095500 · Darby Asia Investors (India) Private Limited, India CIN No.: U67190MH2008FTC179996 · Franklin Templeton Companies, LLC (USA) · Franklin Templeton Services, LLC (USA) · Templeton Asset Management Limited, Singapore · Franklin Templeton Capital Holdings Private Limited ,Singapore · Franklin Templeton Investment Services GmbH, Germany · Templeton Asset Management Limited, Hong Kong · Franklin Advisers, Inc., (USA) · Franklin Templeton Asset Management (Malaysia) Sdn Bhd, Malaysia · Franklin Templeton International Services SA, Luxembourg
Other related parties :	Franklin Templeton Mutual Fund

CAPITAL STRUCTURE

As on 30.09.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
245000000	Equity Shares	Rs.10/- each	Rs. 2450.000 Millons

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
239333300	Equity Shares	Rs.10/- each	Rs. 2393.333 Millions

Note:

(A) {All the above equity shares are held by Franklin Templeton Holding Limited Mauritius, the holding company and its nominee; Franklin Resources Inc., USA being the ultimate holding company}. (Of the above equity shares, 112,500,000 equity shares were allotted as fully paid up bonus shares by capitalisation of Rs. 1125.000 Millions from securities premium account).

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		30.09.2011	30.09.2010	30.09.2009
SHAREHOLDERS FUNDS
1] Share Capital		2393.333	2393.333	2393.333
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		2516.189	1254.537	817.008
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		4909.522	3647.870	3210.341
LOAN FUNDS
1] Secured Loans		19.632	6.114	9.356
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		19.632	6.114	9.356
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		4929.154	3653.984	3219.697
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		191.702	151.035	102.789
Capital work-in-progress		2.497	1.158	1.919
INVESTMENT		4840.946	3375.517	3334.476
DEFERREX TAX ASSETS		173.748	157.083	165.860
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	0.000	0.000	0.000
	Sundry Debtors	245.542	338.106	234.657
	Cash & Bank Balances	60.548	69.797	38.552
	Other Current Assets	0.046	0.013	0.004
	Loans & Advances	306.185	481.849	248.845
Total Current Assets		612.321	889.765	522.058
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	643.070	594.577	570.751
	Other Current Liabilities	198.936	242.562	246.722
	Provisions	50.054	83.435	89.932
Total Current Liabilities		892.060	920.574	907.405
Net Current Assets		(279.739)	(30.809)	(385.347)
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		4929.154	3653.984	3219.697

PROFIT & LOSS ACCOUNT

	PARTICULARS		30.09.2011	30.09.2010	30.09.2009
	SALES
		Investment Management Fees		3249.427	1979.734
		Transfer Agency Fees		262.162	202.029
		Other Income		58.977	148.340
		TOTAL (A)	3938.480	3570.566	2330.103
Less	EXPENSES
		Operating Expenses	2033.640 (Including Financial Expenses and Depreciation)	2069.443	1423.966
		TOTAL (B)		2069.443	1423.966
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)			1501.123	906.137
Less	FINANCIAL EXPENSES (D)			1.615	1.845
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)			1499.508	904.292
Less/ Add	DEPRECIATION/ AMORTISATION (F)			39.186	40.796
	PROFIT BEFORE TAX (E-F) (G)		1904.840	1460.322	863.496
Less	TAX (H)		643.190	490.777	276.263
	PROFIT AFTER TAX (G- H) (I)		1261.650	969.545	587.233
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1181.538	817.008	229.775
Less	APPROPRIATIONS
		Transfer to General Reserve		73.000	0.000
		Interim Dividend		454.733	0.000
		Tax on Distributed Profit		77.282	0.000
	BALANCE CARRIED TO THE B/S		2443.188	1181.538	817.008
	EARNINGS IN FOREIGN CURRENCY
		Sub-Advisory Fee	488.070	329.507	188.603
	TOTAL EARNINGS		488.070	329.507	188.603
	Earnings Per Share (Rs.)		5.27	4.05	2.45

KEY RATIOS

PARTICULARS		30.09.2011	30.09.2010	30.09.2009
PAT / Total Income	(%)	32.03	27.15	25.20
Net Profit Margin (PBT/Sales)	(%)	NA	44.94	43.62
Return on Total Assets (PBT/Total Assets}	(%)	236.91	140.31	138.19
Return on Investment (ROI) (PBT/Networth)		0.38	0.40	0.27
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		0.69	0.97	0.58

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	30.09.2011	30.09.2010	30.09.2009
	(Rs. In Millions)
Sundry Creditors Due to others	643.070	594.577	570.751
Total	643.070	594.577	570.751

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	Yes
10]	Designation of contact person	Yes
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	Yes
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	No
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

NOTE

Registered office of the company has been shifted from Level 4, Wockhart Towers. Bander Kurla Complex, Bandra (East), Mumbai – 400051, Maharashtra, India to the present address w.e.f 17.01.2012.

REVIEW OF FINANCIAL PERFORMANCE

During the year, the Company earned a gross income of Rs. 3938.490 Millions as against Rs. 3570.570 Millions in the previous year, an increase of 10.30%, primarily due to an increase in the average assets managed/ advised by the Company.

REVIEW OF OPERATIONS

During the year, the average assets under management (AuM) of Franklin Templeton Mutual Fund (FTMF) were Rs. 383.112 Millions. The AuM of FTMF as at September 30, 2011 was Rs. 344.818 Millions.

During the year, the total number of investor accounts reduced marginally from 2.1 mn as at September 30, 2010 to 2.0 mn as at September 30, 2011.

The Company presently manages 43 Schemes of FTMF. During the year, FTMF had launched the following schemes:

• Franklin Templeton Fixed Tenure Fund (FTFTF) - Series XIV – Plan B
• Franklin Templeton Fixed Tenure Fund (FTFTF) - Series XV

The AuM of Franklin Templeton Private Equity Strategy (FTPES) as at September 30, 2011 was Rs. 4429.520 Millions.

AWARDS

The Company has received the following fund awards:

• Outlook Money Awards – 2011 – Sachin Desai (Best Fund Manager – Debt Category)
• Outlook Money Awards – 2011 – Best Debt Fund House (Runner Up)
• Lipper Awards 2011: Franklin Infotech Fund (3 year performance – Equity Sector – Information Technology)
• Morningstar India Fund Awards 2011: Templeton India Short-Term Income Plan – Retail Plan – Growth (Best Short-Term Fund)
• ICRA Mutual Fund Awards 2011 – Gold Award – Templeton India Income Opportunities Fund – a 7 star fund (1yearperformance)
• ICRA Mutual Fund Awards 2011 – TGSF – Long Term Fund – a 5 star fund (3 year performance)
• Benchmark The Asset Research awards - The most astute investors in Asian Currency Bonds 2010 – Santosh Kamath

FIXED ASSETS:

· Land

· Buildings

· Furniture and Fixtures

· Computers and Other Hardware

· Office Equipment

· Vehicles

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 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.54.17
UK Pound	1	Rs.82.99
Euro	1	Rs.70.62

INFORMATION DETAILS

Information Gathered by :	PLK
Report Prepared by :	MRI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		63

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.