MIRA INFORM REPORT

Report Date :

28.08.2014

IDENTIFICATION DETAILS

Name :	DSM SHARED SERVICES INDIA PRIVATE LIMITED
Registered Office :	9^TH Floor, Building No.20, Sy No.664 (P), APIIC, Software Layout, Mind Space, Hitech City, Madhapur, Hyderabad – 500081, Telangana
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	25.05.2011
Com. Reg. No.:	01-074651
Capital Investment / Paid-up Capital :	Rs. 1.099 Million
CIN No.: [Company Identification No.]	U72300TG2011FTC074651
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is engaged in the business of IT Enabled Services which aids back-office services to affiliates of DSM.
No. of Employees :	Information declined 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 420000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Financial position of the company seems to be decent. Trade relations are fair. Business active. Payment terms are usually correct. The company can be considered normal for business dealings 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 – June 1, 2014

Country Name	Previous Rating (31.03.2014)	Current Rating (01.06.2014)
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

N E W S

As per the latest IMF study, the total weigh of emerging markets in the GDP of the world on a purchasing power parity basis has seen a sizeable shift. It highlights how as against 51 % in 2005, the emerging economies now account for close to 56 % of the global purchasing power GDP as per the latest survey. And with the emerging economies growing at a faster rate than their developed counterparts, there are every possibility that the their share goes up further in the coming years.  China may surpass the US over the next few years.

Politics and economics are very intricately connected. They tend to influence each other in ways that could be very complex and far-reaching. The prospects of the India’s economy have been seriously compromised due to political corruption. High inflation, poor standard of living are to a great extent a result of rampant corruption in the country. China on the other hand, seems to be facing diametrically opposite challenge. American hedge fund manager Jim Chanos has been keenly following the political and economic development in the dragon economy and has figured out something that is quite worrying. He is of the view that the Chinese economy could be heading toward trouble on account of new Chinese President Xi Jingping’s very aggressive anti-corruption drive. Chanos believes tat many things such as apartment sales, luxury products, etc. were largely bought with dirty money. And it is now beginning to impact consumption. This may indeed be bad news for an economy that is struggling to transition from an investment-driven export-oriented economy to a domestic consumption-driven economy.

A study published by Firstpost has revealed that asset classes like real estate and equities were the biggest beneficiaries of the liberalization policies.  A firm called Ciane Analytics studied returns from assets including equities, gold, fixed deposits, G-Secs and real estate since 1991. Real estate outperformed every other asset classes during the 23-year period with an annualized return of 20 % ! Equities came in second with annualized return of 15.5 % ! However, while these returns may seem mouthwatering, the fact is that the return from equities adjusted for inflation came down to just 7.1 %.

Some brief news are as under

. R-Power to buy Jaypee’s hydro assets

. Investors await justice in NSEL case

. India seeks MFN status from Pakistan ahead of meeting

. Ukrain’s clashes with rebels hinder MH17 crash investigation

. India exploring merger of state-owned hydro PSUs

..Higher costs weigh down profit growth to slowest in 9 quarters

..Wal-Mart to expand wholesale business in India

. GMR group moves to strengthen balance sheet

. Central Bank to sell 4 % stake to Life Insurance Corporation

. Tata Chemicals plans to raise up to Rs 10000 mn.

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 31-03-2014.

INFORMATION DENIED BY

Name :	Mr. Ankit Jain
Designation :	Account Manager
Contact No.:	91-40-49494000
Date :	21.08.2014

LOCATIONS

Registered Office :	9^TH Floor, Building No.20, Sy No.664 (P), APIIC, Software Layout, Mind Space, Hitech City, Madhapur, Hyderabad – 500081, Telangana, India
Tel. No.:	91-40-49490000
Fax No.:	91-40-49494001
E-Mail :	Manish-M.Mandhyan@dsm.com
Website :	www.dsm.com

DIRECTORS

As on 27.09.2013

Name :

Mr. Manish Mandhyan

Designation :

Director

Address :

12-5-87 Flat No 502, Footmans Residency, Vijaypuri Colony, South Lalaguda, Secunderabad – 500017, Andhra Pradesh, India

Date of Birth/Age :

27.05.1971

Date of Appointment :

28.07.2011

DIN No.:

03577743

Name :

Mr. Lakshmanan Karuppiah Chettiar

Designation :

Director

Address :

Flat No. 301, Silverbill Nyati Enclave, Mohamadwadi Kondwa, Pune – 411028, Maharashtra, India

Date of Birth/Age :

28.12.1962

Date of Appointment :

28.09.2012

DIN No.:

02884927

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	U25209PN1998PTC014523	DSM INDIA PRIVATE LIMITED	Director	20/09/2010	17/11/2009	-	Active	NO
2	U72300TG2011FTC074651	DSM SHARED SERVICES INDIA PRIVATE LIMITED	Director	28/09/2012	19/06/2012	-	Active	NO

Name :

Mr. Bharath Ramraman Sesha

Designation :

Director

Address :

Apartment No. 1004, Block b2, Uniworld city, South City I, Gurgaon – 122002, Haryana, India

Date of Birth/Age :

18.05.1972

Date of Appointment :

29.09.2013

DIN No.:

01983066

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	U74900KA2005PTC037446	MOKSHA-YUG ACCESS INDIA PRIVATE LIMITED	Director	28/10/2006	28/10/2006	-	Active	NO
2	U24231PB1993PTC023090	DSM SINOCHEM PHARMACEUTICALS INDIA PRIVATE LIMITED	Whole-time director	30/08/2011	16/11/2009	03/07/2012	Active	NO
3	U24231MH2003PTC139071	DSM NUTRITIONAL PRODUCTS INDIA PRIVATE LIMITED	Director	25/09/2013	17/12/2012	-	Active	NO
4	U72300TG2011FTC074651	DSM SHARED SERVICES INDIA PRIVATE LIMITED	Director	27/09/2013	18/12/2012	-	Active	NO
5	U25209PN1998PTC014523	DSM INDIA PRIVATE LIMITED	Managing director	20/11/2013	18/12/2012	-	Active	NO

Name :

Mr. Anthony Trevor Johnson

Designation :

Director

Address :

Koeweg, 14 6372 AM, Landgraaf 230912412

Date of Birth/Age :

23.10.1965

Date of Appointment :

27.09.2013

DIN No.:

06641596

KEY EXECUTIVES

Name :	Mr. Ankit Jain
Designation :	Account Manager
Name :	CVK and Associates
Designation :	Company Secretaries

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 27.09.2013

Names of Shareholders	No. of Shares
DSM Singapore Industrial Pte Limited, Singapore	109899
DSM Business Support B. V, Netherlands	1
Total	109900

As on 27.09.2013

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 :

Subject is engaged in the business of IT Enabled Services which aids back-office services to affiliates of DSM.

GENERAL INFORMATION

No. of Employees :	Information declined by the management.
Bankers :	Not Divulged
Banking Relations :	---
Auditors :
Name :	SRBC and Company LLP Chartered Accountant
Address :	Oval Office, 18, i Labs Centre, Hitech City, Madhapur, Hyderabad – 500081, Andhra Pradesh, India
Tel. No.:	91-40-67362000
Fax No.:	91-40-67362200
PAN No.:	ABSFS4151K
Holding Company :	DSM Singapore Industrial Pte Limited
Fellow Subsidiary :	DSM Business Support B. V.

CAPITAL STRUCTURE

As on 27.09.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
250000	Equity Shares	Rs.10/- each	Rs.2.500 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
109900	Equity Shares	Rs.10/- each	Rs. 1.099 Million

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	1.099	0.399
(b) Reserves & Surplus	105.698	29.846
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1) + (2)	106.797	30.245
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	0.253	0.035
Total Non-current Liabilities (3)	0.253	0.035
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000
(b) Trade payables	106.650	29.000
(c) Other current liabilities	6.657	3.535
(d) Short-term provisions	0.043	0.106
Total Current Liabilities (4)	113.350	32.641
TOTAL	220.400	62.921
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	64.189	4.184
(ii) Intangible Assets	0.326	0.000
(iii) Capital work-in-progress	0.000	0.000
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	0.000	0.000
(d) Long-term Loan and Advances	9.485	4.919
(e) Other Non-current assets	0.000	0.000
Total Non-Current Assets	74.000	9.103
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	0.000	0.000
(c) Trade receivables	66.487	0.000
(d) Cash and cash equivalents	77.727	10.920
(e) Short-term loans and advances	2.157	0.233
(f) Other current assets	0.029	42.665
Total Current Assets	146.400	53.818
TOTAL	220.400	62.921

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012
	SALES
		Income	175.805	42.664
		Other Income	0.741	0.367
		TOTAL (A)	176.546	43.031
Less	EXPENSES
		Employees benefits expense	35.475	18.981
		Other expenses	126.615	23.567
		TOTAL (B)	162.090	42.548
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		14.456	0.483
Less	FINANCIAL EXPENSES (D)		0.102	0.008
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		14.354	0.475
Less/ Add	DEPRECIATION/ AMORTISATION (F)		6.201	0.117
	PROFIT BEFORE TAX (E-F) (G)		8.153	0.358
Less	TAX (H)		1.602	0.113
	PROFIT AFTER TAX (G-H) (I)		6.551	0.245
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	175.805	42.664
	TOTAL EARNINGS		175.805	42.664
	IMPORTS
		Outgo (Expenditure)	85.684	25.379
	TOTAL IMPORTS		85.684	25.379
	Earnings Per Share (Rs.)		86.92	9.40

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012
PAT / Total Income	(%)	3.71	0.57
Net Profit Margin (PBT/Sales)	(%)	4.64	0.84
Return on Total Assets (PBT/Total Assets}	(%)	3.70	0.57
Return on Investment (ROI) (PBT/Networth)		0.08	0.01
Current Ratio (Current Asset/Current Liability)		1.29	1.65

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)
Sales	42.664	175.805
		312.069

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)
Sales	42.664	175.805
Profit	0.245	6.551
	0.57%	3.73%

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	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for last two years	Yes
12]	Profitability for last two years	Yes
13]	Reasons for variation <> 20%	----------------------
14]	Estimation for coming financial year	No
15]	Capital in the business	No
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]	Date of Birth of Proprietor/Partner/Director, if available	Yes
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

Note:

Registered office of the company has been shifted from FM House No.25, Huda Residential Complex, Road No. 2, Banjara Hills, Hyderabad - 500033, Andhra Pradesh, India to the present address w.e.f.15.03.2013

NATURE OF BUSINESS

DSM shared Services India Private Limited was incorporated on May 25, 2011 and is a wholly owned subsidiary of DSM Singapore Industrial Limited, Singapore. The company is engaged in the business of IT Enabled Services Which aids back – office Services to affiliates of DSM. The Company has obtained the approval from the Government of India for setting up of Special Economic Zone (SEZ) for undertaking operations related to rendering of IT Enabled Services.

INDEX OF CHARGES: NO CHARGES EXIST FOR THE COMPANY

FIXED ASSETS

· Computers

· Lease hold

· Furniture and Fixture

· Office Equipment

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 records 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 records 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.60.66
UK Pound	1	Rs.100.80
Euro	1	Rs.80.72

INFORMATION DETAILS

Information Gathered by :	HET
Analysis Done by :	RAS
Report Prepared by :	ART

SCORE & RATING EXPLANATIONS

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

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This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.