MIRA INFORM REPORT

 

 

Report Date :

14.03.2013

 

IDENTIFICATION DETAILS

 

Name :

DIAMOND INFOSYSTEMS LIMITED

 

 

Registered Office :

Essen Info Park5/9-10, BIDC Gorwa,  Baroda - 390016, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

09.03.1993

 

 

Com. Reg. No.:

019094

 

 

Capital Investment / Paid-up Capital :

Rs.58.850 Millions

 

 

CIN No.:

[Company Identification No.]

L24110GJ1993PLC019094

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Providing information technology services.

 

 

No. of Employees :

Information declined by the management.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (42)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 680000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having satisfactory track record. Profit margin of the company is low. However, trade relations are reported as fair. Business is active. Payments are reported to be slow but correct. 

 

The company can be considered normal for business dealings at usual trade terms and conditions.

 

Note: The company is not traded on BSE in the last 30 days.

 

NOTES :

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

 

 

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.

 

 

INFORMATION DENIED BY

 

Name :

Mr. Rajesh Kaka

Designation :

Accountant

Contact No.:

91-265-2284328

Date :

13.03.2013

 

 

LOCATIONS

 

Registered Office/ Corporate Office :

Essen Info Park5/9-10, BIDC Gorwa,  Baroda – 390016, Gujarat, India

Tel. No.:

91-265-2283969/ 2284328/ 3931234 

Fax No.:

91-265-2284328 

E-Mail :

esha.parmar@diinsy.com

Website :

http://diinsy.com

 

 

Regional Office :

Located at

·         Mumbai

·         Chennai

·         Delhi

·         Jaipur

·         Indore

·         Ahmedabad

 

 

Overseas Office :

C/o Enterprise Intelligent Systems Inc. 2100, Park lake DrivEmail NE Suite E Atlanta, GA 30345, USA.

Tel. No.:

11-678-281-0063

Fax No.:

11-770-457-2234

 

 

DIRECTORS

 

As on: 31.03.2012

 

Name :

Mr. Suresh Naraian Bhatnagar

Designation :

Chairman

 

 

Name :

Mr. Amit Suresh Bhatnagar

Designation :

Vice Chairman

 

 

Name :

Mr. Sumit Suresh Bhatnagar

Designation :

Managing Director

 

 

Name :

Mr. Gajendra Narayan Verma

Designation :

Director

 

 

Name :

Mr. Prakash Sinha

Designation :

Director

 

 

Name :

Mr. Triloki Narayan Bhatnagar

Designation :

Director

 

 

Name :

Mr. N.N. Bhatnagar

Designation :

Director

 

 

KEY EXECUTIVES

 

AUDIT COMMITTEE:

Mr. Prakash Sinha (Chairman)

Mr. Triloki Bhatnagar

Mr. G N Verma

 

 

INVESTOR GRIEVANCES COMMITTEE:

Mr. G N Verma (Chairman)

Mr. Triloki Bhatnagar

Mr. Prakash Sinha

 

 

SHAREHOLDING PATTERN

 

As on: 31.12.2012

 

Category of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

175750

2.99

http://www.bseindia.com/include/images/clear.gifBodies Corporate

2476745

42.09

http://www.bseindia.com/include/images/clear.gifSub Total

2652495

45.07

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

2652495

45.07

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

725000

12.32

http://www.bseindia.com/include/images/clear.gifSub Total

725000

12.32

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

900

0.02

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

99824

1.70

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Millions

2406781

40.90

http://www.bseindia.com/include/images/clear.gifSub Total

2507505

42.61

Total Public shareholding (B)

3232505

54.93

Total (A)+(B)

5885000

100.00

I Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

0

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

0

0.00

Total (A)+(B)+(C)

5885000

0.00

 

 

Shareholding belonging to the category “Promoter and Promoter Group”

 

 

 

Details of Shares held

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

Sl.No

Name of the Shareholder

No. of Shares held

As a % of grand total (A)+(B)+(C)

 

1

Diamond Projects (P) Limited

23,07,845

39.22

39.22

2

SN Bhatnagar

1,75,750

2.99

2.99

3

Sumit Associates

1,68,900

2.87

2.87

 

Total

26,52,495

45.07

45.07

 

 

 

Shareholding belonging to the category “Public” and holding more than 1% of the Total No. of Shares

 

Sl. No.

Name of the Shareholder

No. of Shares held

Shares as % of Total No. of Shares

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

1

Administrator of the Specified

725000

12.32

12.32

2

Suresh N Bhatnagar

628141

10.67

10.67

3

Amit Suresh

537212

9.13

9.13

4

Sumit Suresh

498323

8.47

8.47

5

Madhurilata Bhatnagar

326905

5.55

5.55

6

Richa Bhatnagar

173200

2.94

2.94

7

Mona Bhatnagar

173200

2.94

2.94

 

Total

3061981

52.03

52.03

 

 

Shareholding belonging to the category “Public” and holding more than 5% of the Total No. of Shares

Sl. No.

Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them

No. of Shares

Shares as % of Total No. of Shares

Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital

1

Administrator of the Specified

725000

12.32

0.00

2

Suresh N Bhatnagar

628141

10.67

0.00

3

Amit Suresh

537212

9.13

0.00

4

Sumit Suresh

498323

8.47

0.00

5

Madhurilata Bhatnagar

326905

5.55

0.00

 

Total

2715581

46.14

46.14

 

 

BUSINESS DETAILS

 

Line of Business :

Providing information technology services.

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by the management.

 

 

Bankers :

·         Corporation Bank

·         Citibank

·         Allahabad Bank

·         HDFC Bank

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2012

As on

31.03.2011

Long-term borrowings

 

 

Other loans and advances (Car Loan)

0.233

0.604

Short-term borrowings

0

0

Loans repayable on demand

5.670

0.000

Total

5.903

0.604

Long-term borrowings

 

Notes:

1         Details of bonds / debentures issued by the Company: N.A.

(ii) The Company is eligible to reissue the (state type) bonds / debentures that have been redeemed. As at 31 March,

2012,_number of bonds / debentures of ~ _each (As at 31 March, 2011_bonds / debentures of ~ _each)

were available for reissuance. N.A.

(iii) Details of terms of repayment for the other long-term borrowings and security provided in respect of the secured other long-term borrowings:

 

Particulars

Terms of repayment and security

31 March, 2012

 

 

Secured

Unsecured

Term loans from banks:

Secured Against

 

 

Kotak Mahindra Bank Ltd

 

2.33

0.00

 

Assets

 

 

Total – Term loans from banks

 

2.33

0.00

 

Details of long-term borrowings guaranteed by some of the directors or others:           N.A

 

The Company has defaulted in repayment of loans and interest in respect of the following: N.A.

 

Short-term borrowings

 

Details of security for the secured short-term borrowings:

 

Particulars

Nature of security

31 March, 2012

Loans repayable on demand

 

 

 

from banks:

 

 

 

Corporation Bank

 

Book Debts

56.70

Total – from banks

 

 

56.70

Other loans and advances:

 

 

0.00

 

Total

 

0.00

 

 

 

Banking Relations :

--

 

 

Statutory Auditor :

 

Name :

Vijay Tewar and Company

Chartered Accountants

Address :

315-316, Panorama, R.C. Dutt Road,  Vadodara – 390007, Gujarat, India

 

 

Secretarial Audit :

K H Associates

 

 

Company in which KMP / Relatives of KMP can exercise

significant influence :

·         Diamond Projects Limited

·         Diamond Power Infrastructure Limited

·         Diamond Power Transformors Limited

 

 

CAPITAL STRUCTURE

 

As on: 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

10000000

Equity Shares

Rs.10/- each

Rs.100.000 Millions

100000

Preference Shares

Rs.100/- each

Rs. 10.000 Millions

 

Total

 

Rs. 110.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

5885000

Equity Shares

Rs.10/- each

Rs.58.850 Millions

 

 

 

 

 

 

Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting

(Rs. In Millions)

Particulars

Number of shares

Amount

Outstanding at the Beginning of

5885000

58.850

Outstanding at the End of the Year

5885000

58.850

 

 

Details of shares held by each shareholder holding more than 5% shares:

 

Class of shares / Name of shareholder

 

 

As at 31 March, 2012

Number of

% holding

Diamond Projects Limited

2307845

39.22

Unit Trust of India

725000

12.32

Suresh N. Bhatnagar

628141

10.67

Amit Suresh Bhatnagar

537212

9.13

Sumit Suresh Bhatnagar

498323

8.47

Madhurilata Bhatnagar

326905

5.55

 

Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being

 

Details of calls unpaid – N.A.

 

Details of forfeited shares – N.A.


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2012

31.03.2011

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

58.850

58.850

74.967

2] Share Application Money

16.118

16.118

0.000

3] Reserves & Surplus

96.760

70.286

60.395

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

171.728

145.254

135.362

LOAN FUNDS

 

 

 

1] Secured Loans

5.903

0.604

0.941

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

5.903

0.604

0.941

DEFERRED TAX LIABILITIES

0.187

0.001

0.000

 

 

 

 

TOTAL

177.818

145.859

136.303

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

32.699

32.959

33.560

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

82.926

34.753

34.753

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.753

0.000

0.000

 

Sundry Debtors

479.181

558.901

441.663

 

Cash & Bank Balances

1.770

0.824

1.669

 

Other Current Assets

0.447

0.000

0.000

 

Loans & Advances

25.974

28.397

30.234

Total Current Assets

508.125

588.122

473.566

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

433.816

500.019

398.839

 

Other Current Liabilities

4.162

8.468

0.000

 

Provisions

7.954

1.488

6.737

Total Current Liabilities

445.932

509.975

405.576

Net Current Assets

62.193

78.147

67.990

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

177.818

145.859

136.303

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

4186.060

3137.051

2286.419

 

 

Other Income

9.106

4.567

2.788

 

 

TOTAL                                     (A)

4195.166

3141.618

2289.207

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of materials consumed

4136.954

3114.208

2277.082

 

 

Changes in inventories of finished goods, work-inprogress

and stock-in-trade

(0.753)

0.000

 

 

 

Employee benefits expense

15.064

8.500

 

 

 

Other expenses

5.021

5.243

 

 

 

Extraordinary items

0.000

(0.496)

 

 

 

TOTAL                                     (B)

4156.286

3127.455

2277.082

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      I

38.880

14.163

12.125

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

0.399

0.077

0.049

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

38.481

14.086

12.076

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

0.821

0.795

0.734

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

37.661

13.291

11.342

 

 

 

 

 

Less

TAX                                                                  (H)

11.187

3.401

3.400

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

26.474

9.890

7.942

 

 

 

 

 

 

Earnings Per Share (Rs.)

4.50

1.68

NA

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2012

30.09.2012

30.12.2012

 

1st Quarter

2nd Quarter

3rd Quarter

Net Sales

514.600

556.100

561.600

Total Expenditure

510.000

550.200

557.500

PBIDT (Excl OI)

4.600

5.900

4.100

Other Income

0.200

0.200

1.500

Operating Profit

4.700

6.100

5.600

Interest

0.200

0.300

0.500

Exceptional Items

0.000

0.000

0.000

PBDT

4.500

5.800

5.200

Depreciation

0.200

0.200

0.200

Profit Before Tax

4.200

5.600

4.900

Tax

2.000

1.500

1.000

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

2.200

4.100

3.900

Extraordinary Items

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

2.200

4.100

3.900

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

0.63

0.31

0.35

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

0.90

0.42

0.50

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

6.96

2.14

2.24

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.22

0.09

0.08

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.03

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.14

1.15

1.17

 

 

LOCAL AGENCY FURTHER INFORMATION

 

SUNDRY CREDITORS:

(Rs. In Millions)

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

 

 

 

Acceptance

433.816

500.019

398.839

Total

433.816

500.019

398.839

 

 

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

No

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

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

Yes

30]

Major Shareholders, if available

Yes

31]

Date of Birth of Proprietor/Partner/Director, if available

No

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

No

 

 

FUTURE PROSPECTS:

 

The Company sustains a relentless competitive focus as the economic climate is expected to remain challenging. The Company will continue to deploy resources in a focused manner to secure stakeholder interest and pursue growth. The future prospectus of the industry is grim thus it is very important for them to sustain and venture into new and better areas within the IT industry to survive and make the entity profitable. Diamond Infosystems Limited would be soon opening an office in Dubai followed by South Africa and New Zealand to manage its business operations abroad.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

Industry structure and developments:

 

Changing economic and business conditions and rapid technological innovation are creating an increasingly competitive market environment that is driving corporations to transform their operations. Consumers of products and services are increasingly demanding accelerated delivery times and lower prices. Companies are focusing on

their core competencies and using outsourced technology service providers to adequately address these needs. The role of technology has evolved from supporting corporations to transforming their business. There is an increasing need for highly skilled technology professionals in the markets in which they operate. At the same time, corporations are reluctant to expand their internal IT departments and increase costs. These factors have increased the reliance of corporations on their outsourced technology service providers and are expected to continue to drive future growth for outsourced technology services.

 

1.       Increasing trend towards offshore technology services

 

Outsourcing the development, management and ongoing maintenance of technology platforms and solutions has become increasingly important to companies.

 

2.       The India advantage

 

India is widely recognized as the premier destination for offshore technology services. According to the NASSCOM Strategic Review 2011, IT services exports (excluding exports relating to business process outsourcing (BPO), hardware, engineering design and product development) from India are estimated to grow by

22.7% in fiscal 2011, to record revenues of US$ 33.5 billion.

 

3.       Evolution of technology outsourcing

 

The realm of technology outsourcing is changing. In an environment of rapid technological advancement, globalization and regulatory changes, companies are looking at outsourcing approaches that require their technology service providers to develop specialized systems, processes and solutions along with cost-effective delivery capabilities.

 

 

4.       Their end-to-end solutions

 

They complement their industry expertise with specialized support for their clients. They also leverage the expertise of their various Centers of Excellence and their software engineering group and technology lab to create customized solutions for their clients. In addition, they continually evaluate and train their professionals in new technologies and methodologies. Finally, they ensure the integrity of their service delivery by utilizing a scalable and secure infrastructure.

 

Outlook, risks and concerns

 

This section contains forward-looking statements that involve risks and uncertainties. Their actual results could differ materially from those anticipated in these statements as a result of certain factors.

 

The following lists their outlook, risks and concerns:

 

Their revenues and expenses are difficult to predict and can vary significantly from period to period, which could cause their share price to decline. They may not be able to sustain their previous profit margins or levels of profitability.

 

Their revenues are highly dependent on clients primarily located in the U.S. and Europe, as well as in certain industries, and an economic slowdown or other factors that affect the economic health of the U.S., Europe or these industries may affect their business.

 

Currency fluctuations may affect the results of their operations.

 

Their success depends largely upon their highly skilled technology professionals and their ability to hire, attract, motivate, retain and train their personnel.

 

they may face difficulties in providing end-to-end business solutions for their clients, which could lead to clients discontinuing their work with them. This in turn could harm their business.

 

Intense competition in the market for technology services could affect their cost advantages, which could reduce their share of business from clients and may  decrease their revenues.

 

Their revenues are highly dependent upon a small number of clients, and the loss of any one of their major clients could significantly impact their business.

 

Legislation in certain countries in which they operate, including the United States and the United Kingdom, may restrict companies in those countries from outsourcing work to them.

 

Compliance with new and changing corporate governance and public disclosure requirements adds uncertainty to their compliance policies and increases their costs of compliance.

 

their failure to complete fixed-price, fixed-timeframe contracts or transaction-based pricing contracts within the budget and on time, may negatively affect their profitability.

 

Their client contracts can be terminated without cause and with little or no notice or penalty. This could negatively impact their revenues and profitability.

 

Their engagements with customers are singular in nature and do not necessarily provide for subsequent engagements.

 

 

Their client contracts are often conditioned upon their performance, which, if unsatisfactory, may result in less revenue than previously anticipated.

 

Some of their long-term client contracts contain benchmarking provisions which, if triggered, could result in lower future revenues and profitability under the contract.

 

Their business will suffer if they fail to anticipate and develop new services and enhance existing services in order to keep pace with rapid changes in technology and in the industries on which they focus.

 

Disruptions in telecommunications, system failures or virus attacks could harm their ability to execute their GDM, which could result in client dissatisfaction and a reduction of their revenues.

 

they may be liable to their clients for damages caused by disclosure of confidential information, system failures, errors or unsatisfactory performance of services.

 

Their increasing work with governmental agencies may expose them to additional risks.

 

They are investing substantial cash assets in new facilities and physical infrastructure, and their profitability could be reduced if their business does not grow proportionately.

 

They may be unable to recoup their investment costs to develop their software products.

 

Their insiders who are significant shareholders may control the election of their Board and may have interests that conflict with those of their other shareholders or holders of their ADSs.

 

They may engage in acquisitions, strategic investments, strategic partnerships or alliances or other ventures that may or may not be successful.

 

Their net income would decrease if the Government of India reduces or withdraws tax benefits and other incentives it provides to them or when their tax holidays expire or terminate.

 

In the event that the Government of India or the governent of another country changes its tax policies in a manner that is adverse to them, their tax expense may materially increase, reducing their profitability.

 

They operate in jurisdictions that impose transfer pricing and other tax-related regulations on them, and any failure to comply could materially and adversely affect their profitability.

 

Wage pressures in India and the hiring of employees outside India may prevent them from sustaining their competitive advantage and may reduce their profit margins.

 

Terrorist attacks or a war could adversely affect their business, results of operations and financial condition.

 

The markets in which they operate are subject to the risk of earthquakes, floods, tsunamis and other natural and manmade disasters.

 

Changes in immigration laws may affect their ability to compete and provide services to their clients in various countries. This could hamper their growth and may have an impact on their revenues.

 

Their ability to acquire companies organized outside India depends on the approval of the Government of India and / or the Reserve Bank of India, and failure to obtain this approval could negatively impact their business.

 

 

UNAUDITED FINANCIAL RESULT FOR QUARTER ON 30.09.2012

(Rs in Millions)

Particulars

Quarter

Ended on

30.09.2012

Quarter

Ended on

30.06.2012

for half year ended

Ended on

30.09.2012

 

[Unaudited]

[Unaudited]

[Unaudited]

Net sales/income from Operation

556.063

514.578

1070.641

Total  Income

556.063

514.578

1070.641

Expenditure

 

 

 

 Increase decrease in stock trade

 

-

-

Consumption of  Raw material

-

-

-

Purchase of Traded Goods

544.525

504.736

1049.261

Employees Cost

4.519

4.330

8.849

Depreciation

0.225

0.225

0.450

other Expenditures

1.117

0.965

2.082

Total

550.386

510.256

1060.642

Profit from Operation before Other Income, Interest and Exceptional Items

5.677

4.322

9.999

Other Incomes

0.176

0.154

0.330

Profit before Interest and Exceptional Items

5.853

4.476

10.329

Interest

0.259

0.242

 

Profit after Interest but before Exceptional Items

5.594

4.234

9.828

Exceptional Items

-

-

-

Profit/Loss from Ordinary Activities before Tax

5.594

4.234

9.828

fax Expenses

1.500

2.000

3.500

Del erred tax

-

-

 

Net Profit / Loss from Ordinary Activities after Tax

4.094

2.234

6.328

Extraordinary Item

-

-

-

Net Profit  / Loss  for the period

4.094

2.234

6.328

Share of Profit/(Loss) of Associates

 

 

 

Minority Interest

 

 

 

Net Profit /Loss after Taxes .Minority Interest and Shares of Profit / Loss of Associates

 

 

 

Paid-up- Equity share capital (Face Value of the Share shall be indicated)

58.850

58.850

58.850

Reserve excluding Revaluation Reserves as per balance Sheet of Previous accounting year

 

 

 

Earning Per Shares! Before extraordinary Item (of Rs 107-each )( not Annualized ): a)

Basic b) Diluted

0.07

004

0.11

Earning Per Shares ( After extraordinary Item ) of Rs

10/-each 11 not Annualized ): a)

Basic b) Diluted

007

004

0.11

 

 

 

 

Particular of Shareholding

 

 

 

Public Shareholding

 

 

 

No. of Shares

8.10

8.10

8.10

Percentage of Shareholding

13 76

13 76

14.76

Promoter and Promoters group Shareholding

 

 

 

a| Pledged /Encumbered

 

 

-

Number of Shares

5.075

5.075

5.075

Percentage of Shares as a % of the Total Shareholding of promoter group)

-

-

-

Percentage of Shares ( as of % the total share capital of the company)

8.624

8.624

8.624

b) Non -encumbered

 

 

-

Number of Shares

-

-

 

Percentage of Share (as a % of the Total Shareholding of  promoter Group)

-

-

-

Percentage of Shares ( as of % the total share capital of

the company)

-

-

-

 

Investor Complaints

3 Months Ended

on 31.03.2012

Pending at the beginning of the Quarter

-

received during the Quarter

0

Disposed of Dunne the Quarter

0

Remaining Unresolved at the End of the Quarter

-

 

Notes:

 

1. The above Unaudited Financial Results have been reviewed by Statutory Auditor and the Audit Committee of the Board of Directors and the same have been taken on record at the Board Meeting held on 09.11.2012

 

2. The Company is presently doing business in information technology business.

 

3. Sales includes sales of all divisions of the Company

 

 

FIXED ASSETS:

 

·         Buildings

·         Assets under lease

·         Furniture and Fixtures

·         Assets under lease

·         Vehicles

·         Office Equipment

·         Computers

·         Electrical Installations

·         EIS Division


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.54.11

UK Pound

1

Rs.80.84

Euro

1

Rs.70.55

 

 

INFORMATION DETAILS

 

Information Gathered by :

SVA

 

 

Report Prepared by :

RAJ

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

4

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

4

--RESERVES

1~10

4

--CREDIT LINES

1~10

4

--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

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

42

 

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.