MIRA INFORM REPORT

Report Date :

29.11.2013

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) :	31.03.2013
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 :	Information declined by the management

RATING & COMMENTS

MIRA’s Rating :

B (32)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Status :	Moderate
Payment Behaviour :	Slow but Correct
Litigation :	Clear
Comments :	Subject is a part of Dell, USA. It is a well-established and a reputed company having a moderate track record. The company is continuously incurring losses from its operation. Therefore the networth of the company is fully record. However, the company receives good support from its group company. Trade relations are reported as fair. Business is active. Payments are reported to be slow but correct. 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 (31.12.2012)	Current Rating (31.03.2013)
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 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 / 41197969
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
Factory :	M 4, SIPCOT Industrial Park, Sunguvarchathiram Post Sriperumbudur, Taluk, Sriperumpudur -602106, Tamilnadu, India
Tel. No.:	91-44-27158037

DIRECTORS

AS ON 30.09.2013

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

Name :

Mr. Sameer Garde

Designation :

Director

Address :

Plat No. Divyasree Elan Clayton – 1001, Sarjapur Road, Bangalore – 560037, Karnataka, India

Date of Birth/Age :

09.10.1966

Date of Appointment :

16.03.2012

DIN No.:

02399137

Name :

Mr. Sriram Dhanyamraju

Designation :

Director

Address :

7031 Sobha Daffodil Somasundarapalya, Opposite DHL, 2MN 2 nd Sector HSR Layout, Bangalore – 560084, Karnataka, India

Date of Birth/Age :

02.02.1963

Date of Appointment :

01.06.2012

DIN No.:

03258027

Name :

Mr. Alok Ohrie

Designation :

Director

Address :

3711 13^th F Main 10^th Cross, Hal Stage, 11 Indira Nagar, Bangalore – 560008, Karnataka India

Date of Birth/Age :

22.02.1966

Date of Appointment :

01.05.2013

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2013

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

AS ON 30.09.2013

Equity Share Break up (Percentage of Total Equity)

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 :

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

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
Computer Systems	Nos.	2001000	1454270

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 :

Information declined by the management

Bankers :

Not Divulged

Facilities:

UNSECURED LOAN	Rs. In Millions 31.03.2012	Rs. In Millions 31.03.2011
Long Term
Long Term Maturities of finance lease obligation	55.000	0.000
TOTAL	55.000	0.000

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
PAN.:	AADFP9359C
Ultimate Holding company:	Dell Inc, USA
Holding company:	Dell International Inc., USA
Fellow Subsidiaries :	· Dell Asia Pacific Sdn, Malaysia (DAP) · Dell International Services India Private Limited, India (DIS)' · Dell (China) Co., Limited, China (DCC) · Dell Australia Pty Limited, Australia · Dell Global B.V., Netherlands (DGBV) · Dell (Xiamen) Co. Ltd, China (DXC) · Dell Corporation Ltd (UK) · Dell Computadores Do Brasil Ltda, Brazil · Dell Products LP, USA (DP) · Dell India (Sales & Marketing) Private Limited · ForcelO Networks India Private Limited. · Wysc Technology Software Development India Private Limited · SonicWALL Infosecurity Private Limited · Gale Networks Private Limited · Compellent Technologies Inc

CAPITAL STRUCTURE

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
2500000	Equity Shares	Rs.10/- each	Rs. 25.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
2500000	Equity Shares	Rs.10/- each	Rs.25.000 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	25.000	25.000	25.000
(b) Reserves & Surplus	(567.000)	1621.000	1996.000
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.0000	0.000
Total Shareholders’ Funds (1) + (2)	(542.000)	1646.000	2021.000
(3) Non-Current Liabilities
(a) long-term borrowings	55.000	0.000	1000.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	2372.000	1584.000	839.000
(d) long-term provisions	1353.000	647.000	350.000
Total Non-current Liabilities (3)	3780.000	2231.000	2189.000
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	19486.000	16101.000	12976.000
(c) Other current liabilities	5684.000	5417.000	5636.000
(d) Short-term provisions	1703.000	1201.000	1013.000
Total Current Liabilities (4)	26873.000	22719.000	19625.000
TOTAL	30111.000	26596.000	23835.000
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	918.000	907.000	899.000
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	12.000	18.000	46.000
(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)	2370.000	1108.000	409.000
(d) Long-term Loan and Advances	2121.000	1673.000	296.000
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	5421.000	3706.000	1650.000
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	5921.000	5443.000	5885.000
(c) Trade receivables	11076.000	9520.000	8528.000
(d) Cash and cash equivalents	5463.000	5454.000	4562.000
(e) Short-term loans and advances	2051.000	2293.000	3053.000
(f) Other current assets	179.000	180.000	157.000
Total Current Assets	24690.000	22890.000	22185.000
TOTAL	30111.000	26596.000	23835.000

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	70310.000	70842.000	65891.000
		Other Income
		TOTAL	70310.000	70842.000	65891.000
Less	EXPENSES
		Office Expenses
		Administrative Expenses	70187.000	68614.000	64510.000
		Advertising Expenses
		TOTAL	70187.000	68614.000	64510.000
	PROFIT/ (LOSS) BEFORE TAX AND EXCEPTIONAL AND PRIOR PERIOD ITEMS		123.000	2228.000	1381.000
	EXCEPTIONAL AND PRIOR PERIOD ITEMS		2442.000	2702.000	15.000
	PROFIT / (LOSS) BEFORE TAX		(2230.000)	(474.000)	1366.000
Less	TAX		(42.000)	(99.000)	470.000
	PROFIT / (LOSS) AFTER TAX		(2188.000)	(375.000)	896.000
	Earnings / (Loss) Per Share (Rs.)		(875.000)	(150.00)	358.41

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	(3.11)	(0.53)	1.35
Return on Total Assets (PBT/Total Assets}	(%)	(8.04)	(1.86)	5.84
Return on Investment (ROI) (PBT/Networth)		4.11	(0.29)	0.68
Debt Equity Ratio (Total Debt /Networth)		(0.10)	0.00	0.49
Current Ratio (Current Asset/Current Liability)		0.92	0.98	1.08

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 under review, the Company has achieved a total income of Rs. 70,310 million as against Rs. 70, 842 during previous financial year and has incurred a net loss after tax of Rs. 2,188 million as against a net loss after tax of Rs. 375 million during the previous financial year.

FIXED ASSETS:

· Building

· Leasehold Land

· Leasehold Improvements

· Computer Systems

· Machinery and Equipment

· Furniture and Fixtures

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.54.30
UK Pound	1	Rs.82.88
Euro	1	Rs.70.80

INFORMATION DETAILS

Information Gathered by :	--
Report Prepared by :	SDA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	4
--CREDIT LINES	1~10	2
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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		32

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.