MIRA INFORM REPORT

Report Date :

31.12.2013

IDENTIFICATION DETAILS

Name :	TEXTRON INDIA PRIVATE LIMITED [w.e.f. 20.11.2007]
Formerly Known As :	TEXTRON GLOBAL TECHNOLOGY CENTER PRIVATE LIMITED
Registered Office :	Floor 1 and 2, Tower 2, Sez Campus, Global Village, RVCE Post, Mylasandra, Bangalore-560059, Karnataka
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	02.04.2004
Com. Reg. No.:	08-033677
Capital Investment / Paid-up Capital :	Rs.98.355 Millions
CIN No.: [Company Identification No.]	U72900KA2004PTC033677
Legal Form :	Private Limited Liability Company
Line of Business :	The Company is engaged in providing IT, ITES and Support Services.
No. of Employees :	Information denied by the management.

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 2225000
Status :	Satisfactory
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track record. Overall financial of the company appears to be strong and healthy. Company is operating on its owned funds. Trade relation reported to be fair. Business is active. Payment terms are reported to be regular and as per commitment. The company can be considered for business dealing 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 – September 30, 2013

Country Name	Previous Rating (30.06.2013)	Current Rating (30.09.2013)
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’s current account deficit narrowed in the quarter ended September as government measures to curb imports, especially gold, kicked in.  The current account deficit, the excess of a country’s imports of goods and services over exports, narrowed to $ 5.2 billion from $ 21 billion in the year ago period, according to provisional Reserve Bank of India data. Finance Minister P. Chidambaram said the CAD for the year will be less than $ 60 billion or 3 per cent of GDP and the latest data suggests the government may achieve the target.

India was ranked 94^th among the world’s most corrupt nations list. Denmark and New Zealand topped as the cleanest while Somalia emerged as the most corrupt.

India’s services sector activity witnessed a moderate improvement in November over the previous month, even while indicating the fifth successive monthly contraction, according the HSBC survey.

$53 million estimated losses suffered by India due to phishing attacks during the third quarter, according to a study by RSA. India ranks fourth in the list of nations hit by phishing attacks. The US remained at the top of the charts. Phishing is the process of acquiring information such as user names, passwords and credit card details by sending e-mails disguised as official mails.

Rs.4080 million worth of mobile-phone-based transactions by July 2013 compared to Rs.260 million in September, 2012, according to Deloitte report. The number of transactions has shot up from 94000 to 701000.

India aims to earn Rs.400000 million from the bandwidth auction set for January. The merger and acquisition guidelines, cleared by a group of ministers, will be out before the auction begins so that players can make informed decisions on the auctions.

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 DECLINED

Management non co-operative [91-80-67409000]

LOCATIONS

Registered Office :	Floor 1 and 2, Tower 2, Sez Campus, Global Village, RVCE Post, Mylasandra, Bangalore-560059, Karnataka, India
Tel. No.:	91-80-67409000
Fax No.:	91-80-67409900
E-Mail :	ssrivastav@textron.com vkrishnan@textron.com
Division 1 :	F12-F-24, The Grand Plaza, Plot No. 2, Nelson Mandela Road, Vasant Kunj, Phase II, New Delhi-110070, India
Tel. No.:	91-11-49343100
Division 2 :	2^nd Floor, Adithi Enclave, No. 29, 80 Feet Road, 4^th Block, Koramangala, Bangalore-560034, Karnataka, India

DIRECTORS

AS ON 18.11.2013

Name :

Mr. Inderjit Singh Sial

Designation :

Managing Director

Address :

198, Sector 15A, Noida-201301, Uttar Pradesh, India

Date of Birth/Age :

18.11.1966

Date of Appointment :

20.11.2012

Din No.:

00061008

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	U74899DL1990PTC039655	MAYFAIR IMPEX PRIVATE LIMITED	Director	27/03/1990	27/03/1990	-	Strike off	NO
2	U74140DL2004PTC124142	ADVANCED CENTRE FOR MANAGMENT EXCELLENCE PRIVATE LIMITED	Director	16/01/2004	16/01/2004	22/09/2012	Active	NO
3	U74899DL1991PTC046325	PALM INSURANCE BROKERAGE PRIVATE LIMITED	Director	07/12/2006	07/12/2006	-	Active	NO
4	U74899DL1988PTC030959	ROLLSCON (INDIA) PRIVATE LIMITED	Director	09/02/2007	09/02/2007	23/07/2012	Active	NO
5	U74140DL2011PTC214382	SAAB INDIA TECHNOLOGIES PRIVATE LIMITED	Managing director	18/10/2011	19/08/2011	18/04/2012	Active	NO
6	U72900KA2004PTC033677	TEXTRON INDIA PRIVATE LIMITED	Managing director	18/11/2013	20/11/2012	-	Active	NO

Name :

Mr. John Hinkle Bracken

Designation :

Director

Address :

2, Colley Court, Barrington, Rhode Island, Pin Code 02806, USA

Date of Birth/Age :

27.10.1948

Date of Appointment :

02.04.2004

Din No.:

00422626

Name :

Ann Thompson Willaman

Designation :

Director

Address :

117, Woolaston Street, Cranston, Rhode Island, Pin Code 02910, USA

Date of Birth/Age :

18.05.1954

Date of Appointment :

22.10.2004

Din No.:

00351310

Name :

Mr. Venkatraman Krishnan

Designation :

Whole Time Director

Address :

# 90, Brindavan, 3^rd Cross, SVK Layout, West of Chord Road, Bangalore-560079, Karnataka, India

Date of Birth/Age :

20.05.1966

Date of Appointment :

23.03.2009

Din No.:

02433868

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	U72900KA2004PTC033677	TEXTRON INDIA PRIVATE LIMITED	Whole-time director	02/09/2009	23/03/2009	Active	NO

Name :

Mr. Basudev Banerjee

Designation :

Whole Time Director

Address :

E-102, Townsend Avalahalli, Singanayakana Halli Post, Bangalore-560064, Karnataka, India

Date of Birth/Age :

02.10.1946

Date of Appointment :

23.06.2010

Din No.:

03112468

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	U72900KA2004PTC033677	TEXTRON INDIA PRIVATE LIMITED	Whole-time director	28/09/2010	23/06/2010	Active	NO

Name :

Mr. Vijay Madhukar Pilay

Designation :

Whole Time Director

Address :

C/O U Rajanna, H No. 1329, Ground Floor, 7^th Cross, 14^th Main Mico Layout, BTM 2^nd Stage, Bangalore-560076, Karnataka, India

Date of Birth/Age :

01.12.1967

Date of Appointment :

08.09.2011

Din No.:

03629702

Name :

Paul Augustine Mc Gartoll

Designation :

Director

Address :

11, Northwest Passage, Barrington, Rhode Island, Pin Code 02806, USA

Date of Birth/Age :

27.04.1957

Date of Appointment :

01.03.2013

Din No.:

06515905

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	U72900KA2004PTC033677	TEXTRON INDIA PRIVATE LIMITED	Director	18/11/2013	01/03/2013	Active	NO

KEY EXECUTIVES

Name :	Suyashil Suyashil
Designation :	Secretary
Address :	# 1276, 44^th Cross, Kumaraswamy Layout, Phase I, Bangalore-560078, Karnataka, India
Date of Birth/Age :	10.07.1976
Date of Appointment :	14.03.2007
Pan No.:	AWYPS3273P

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 18.11.2013

Names of Shareholders	No. of Shares
Textron Atlantic LLC, USA	1
Textron Inc., USA	1
Textron Far East Pte. Limited, Singapore	9835498
TOTAL	9835500

AS ON 18.11.2013

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

BUSINESS DETAILS

Line of Business :

The Company is engaged in providing IT, ITES and Support Services.

GENERAL INFORMATION

No. of Employees :	Information denied by the management.
Bankers :	Not Available

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	Deloitte Center, Anchorage II, 100/2,Richmond Road, Bangalore – 560025, Karnataka, India
PAN No:	AACFD3771D
Ultimate Holding Company :	Textron Inc. USA
Holding Company :	Textron Far East Pte Limited
Fellow Subsidiaries :	· Bell Helicopter, USA · Bell Helicopter, Canada · Cessna, USA · EZGo, USA · Greenlee Textron Inc., USA · Gustav Klauke GMBH, Germany · Jacobsen, USA · Jacobsen, UK · Kautex Inc., USA · Kautex Textron CVS Limited, UK · Kautex Textron GMBH and Company Germany · Lycoming, USA · Ransomes Jacobsen · Textron Global Services Inc. · Textron Marine and Land Systems, USA · Textron Systems

CAPITAL STRUCTURE

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
19000000	Equity Shares	Rs.10/- each	Rs.190.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
9835500	Equity Shares	Rs.10/- each	Rs.98.355 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012	31.03.2011
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	98.355	98.355	98.355
(b) Reserves & Surplus	457.983	341.775	286.286
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	556.338	440.130	384.641
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	49.936	24.692	38.076
Total Non-current Liabilities (3)	49.936	24.692	38.076
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	112.644	93.335	37.378
(c) Other current liabilities	49.751	40.220	26.535
(d) Short-term provisions	15.653	20.704	9.146
Total Current Liabilities (4)	178.048	154.259	73.059
TOTAL	784.322	619.081	495.776
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	156.909	154.763	30.216
(ii) Intangible Assets	80.294	82.492	31.418
(iii) Capital work-in-progress	0.850	4.202	0.000
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	0.000	0.000	0.000
(c) Deferred tax assets (net)	38.754	21.445	16.484
(d) Long-term Loan and Advances	64.883	112.535	89.173
(e) Other Non-current assets	1.679	1.542	1.437
Total Non-Current Assets	343.369	376.979	168.728
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	3.365	0.000	0.000
(c) Trade receivables	179.268	151.273	106.508
(d) Cash and cash equivalents	133.164	35.663	169.442
(e) Short-term loans and advances	44.021	55.145	51.077
(f) Other current assets	81.135	0.021	0.021
Total Current Assets	440.953	242.102	327.048
TOTAL	784.322	619.081	495.776

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	TOTAL REVENUES		1368.000	1012.000	578.000
Less	EXPENSES
		TOTAL	NA	NA	NA
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		239.774	146.265	94.333
Less/ Add	DEPRECIATION/ AMORTISATION		98.474	61.738	22.884
	PROFIT / (LOSS) BEFORE TAX		141.300	84.527	71.449
Less	TAX		25.092	29.037	0.247
	PROFIT / (LOSS) AFTER TAX		116.208	55.490	71.202
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		341.775	286.285	215.083
	BALANCE CARRIED TO THE B/S		457.983	341.775	286.285
	EARNINGS IN FOREIGN CURRENCY		1373.509	1004.054	565.063
	Earnings / (Loss) Per Share (Rs.)		11.82	5.64	7.23

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
Return on Total Assets (PBT/Total Assets}	(%)	18.97	14.24	14.91
Return on Investment (ROI) (PBT/Networth)		0.25	0.19	0.19
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		2.47	1.57	4.47

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	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]	Date of Birth 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

INDEX OF CHARGES: NO CHARGES EXIST FOR COMPANY

OPERATING RESULTS AND BUSINESS:

For the year ended March 31st, 2013, the company earned total revenues of Rs. 1368.000 millions (2011-12 - Rs. 1012.000 millions). The Net profit before tax for the period ended March 31st, 2013 is Rs. 141.000 millions (2011-12 - Rs. 84.000 millions). During the year ended March 31st, 2013, the revenues from Services contributed 99% (2011-12 - 99%) of total revenues of the Company. Sale of Product and other Income contributed 1% (2011-12 - 1%) of total revenues to the Company.

ACHIEVEMENTS AND OUTLOOK:

During the year, the Business Development team continued to play a significant role to promote business interests of each of the BUs in India. Mr. Inderjit Sial, President and Managing Director and Basudev Banerjee visited all business units under Textron Systems Corporation, Bell Helicopter and Cessna to interact with senior leadership for extending best possible support to their business initiatives in India. The business units, in collaboration with TIPL, developed their in country teams for promoting Textron’s products in India.

New Bell Business Development office at New Delhi was set up and inaugurated by Mr. John Garrison President Bell Helicopter on 12 April 2012. Cessna, with support from TIPL, made concerted efforts to promote Citation jets and Caravan Aircraft. Cessna has continued its effort towards clearance for caravan to carry 14 passengers and is hopeful that this would be approved by DGCA in the near future. TSC, Bell and Cessna participated in Aero India air show during February 2013. Ellen Lord President of Textron Systems led a senior delegation to the air show and held fruitful meetings with several senior government officials. While Bell displayed 407 and 429 in the air show, Cessna displayed VLJ Mustang in the static display. These generated major interest amongst civil and military visitors.

Subsequent to the meetings held during Aero India, each identified opportunity was followed up meticulously by TIPL and major progress has been made for Lycoming and TDS. The Para military forces have expressed significant interest in Unattended Ground Sensors (UGS) of TDS and DRDO has expressed major interest for Lycoming engine for under development UAV. In another major initiative, TMLS has engaged Indian manufacturers of armored vehicles like TATA, Mahindra, L and T, Ashok Leyland and Punj Lloyd for various emerging Army programs of armored vehicles.

Considering the growth in Indian passenger car segment, they have facilitated promotion of Kautex plastic fuel tank solutions to various automotive OEMs in India. They are closely engaged with Kautex Bonn and Kautex China to develop appropriate business development strategy for Kautex in India. A possible joint venture partner, with vast auto component production capability, has been identified for Kautex to enter the market through joint venture after due diligence. The Technology segment had modest growth during the Financial Year 2012-13. Bell increased their headcount to support Engineering works under the guidance of Bell in USA.

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.62.00
UK Pound	1	Rs.102.17
Euro	1	Rs.85.19

INFORMATION DETAILS

Information Gathered by :	SVA
Report Prepared by :	TPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	5
--CREDIT LINES	1~10	6
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
--RBI	YES/NO	NO
--EPF	YES/NO	NO
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.