MIRA INFORM REPORT

Report Date :

26.12.2014

IDENTIFICATION DETAILS

Name :	TECH MAHINDRA FOUNDATION
Registered Office :	Oberoi Gardens Estate, Chandivali, Off Saki Vihar Road, Andheri East, Mumbai – 400072, Maharashtra
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	22.03.2006
Com. Reg. No.:	11-160651
Capital Investment / Paid-up Capital :	Rs.0.500 Million
CIN No.: [Company Identification No.]	U85310MH2006PLC160651
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	NGO
Line of Business :	Company focuses on activities for Social and Inclusive Development mainly in the area of education particularly education of girl child.
No. of Employees :	Information declined by the Management

RATING & COMMENTS

MIRA’s Rating :

Ba (47)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is the corporate social responsibility arm of Tech Mahindra Limited. It is having a satisfactory track. It has more than 100 NGO partners across India in the domains of education, vocational training and disability. It is also work closely with various government, corporate and institutional agencies. Trade relations are fair. Business is active. Payment terms are reported to be usually correct. The subject can be considered 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.

EXTERNAL AGENCY RATING

Rating Agency Name	Not Available
Rating	Not Available
Rating Explanation	Not Available
Date	Not Available

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 DECLINED

MANAGEMENT NON – COOPERATIVE (91-22-66882000)

LOCATIONS

Registered Office :	Oberoi Gardens Estate, Chandivali, Off Saki Vihar Road, Andheri East, Mumbai – 400072, Maharashtra, India
Tel. No.:	91-22-66882000
Fax No.:	Not Available
E-Mail :	anil.khatri@techmahindra.com

DIRECTORS

As on 01.08.2014

Name :	Mr. Keshub Mahindra
Designation :	Director
Address :	ST – Helens Court, Peddar Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	09.10.1923
Date of Appointment :	27.06.2014
DIN No.:	00004489
Name :	Mr. Anand Gopal Mahindra
Designation :	Director
Address :	Goolestan 65 Nepean Bea Road, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	01.05.1955
Date of Appointment :	19.04.2007
DIN No.:	00004695
Name :	Mr. Vineet Nayyar
Designation :	Nominee director
Address :	5A, Friends Colony, Mathura Road, New Delhi – 110065, India
Date of Birth/Age :	30.11.1938
Date of Appointment :	14.04.2007
DIN No.:	00018243
Name :	Mr. Ulhas Narayan Yargop
Designation :	Director
Address :	S-11, Pemino, 1-B, Altamount Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	28.01.1954
Date of Appointment :	22.05.2013
DIN No.:	00054530

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 01.08.2014

Names of Shareholders	No. of Shares
Tech Mahindra Limited, India	49994
Tech Mahindra Limited and Kulkarni Milind	1
Tech Mahindra Limited and Sarkar Atanu	1
Tech Mahindra Limited and Vishwanath Kini	1
Tech Mahindra Limited and Khatri Anil	1
Tech Mahindra Limited and Gadre Anirudhha	1
Tech Mahindra Limited and Bhat Manoj	1
Total	50000

Equity Share Break up (Percentage of Total Equity)

As on 01.08.2014

Category	Percentage
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Company focuses on activities for Social and Inclusive Development mainly in the area of education particularly education of girl child.
Brand Names :	Not Divulged
Agencies Held :	Not Divulged
Exports :	Not Divulged
Imports :	Not Divulged
Terms :	Not Divulged

PRODUCTION STATUS NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Payment Behaviour	Market Goodwill	Overall
--	--	--

Remark:

Not Divulged

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Product Quality	Delivery Behaviour	Overall
--	--	--

Remark:

Not Divulged

No. of Employees :

Information declined by the Management

Bankers :

Bank Name	Not Divulged
Branch	Not Divulged
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

Banking Relations :
Auditors :
Name :	B K Khare and Company Chartered Accountants
Address :	Pune, Maharashtra, India
PAN N Income-tax PAN of auditor or auditor's firm :	AAAFB0265E
Memberships :	--
Collaborators :	--
Holding company:	Tech Mahindra Limited, India [L64200MH1986PLC041370]

CAPITAL STRUCTURE

As on 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
50000	Equity Shares	Rs.10/- each	Rs. 0.500 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
50000	Equity Shares	Rs.10/- each	Rs. 0.500 Million

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	0.500	0.500	0.500
(b) Reserves & Surplus	737.697	550.389	473.604
(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)	738.197	550.889	474.104
(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	0.000	0.000	0.000
Total Non-current Liabilities (3)	0.000	0.000	0.000
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	0.000	0.000	0.000
(c) Other current liabilities	0.407	0.082	0.145
(d) Short-term provisions	0.000	0.000	0.000
Total Current Liabilities (4)	0.407	0.082	0.145
TOTAL	738.604	550.971	474.249
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	0.591	0.000	0.000
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	0.000	0.000	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)	0.000	0.000	0.000
(d) Long-term Loan and Advances	0.000	0.000	0.000
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	0.591	0.000	0.000
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	0.000	0.000	0.000
(c) Trade receivables	0.000	0.000	0.000
(d) Cash and cash equivalents	726.381	537.099	458.941
(e) Short-term loans and advances	11.632	13.872	15.308
(f) Other current assets	0.000	0.000	0.000
Total Current Assets	738.013	550.971	474.249
TOTAL	738.604	550.971	474.249

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	0.000	0.000	41.740
	Other Income	184.200	112.211	41.584
	TOTAL (A)	184.200	112.211	83.324
Less	EXPENSES
	Other expenses	184.091	112.319	83.589
	TOTAL (B)	184.091	112.319	83.589
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	0.109	(0.108)	(0.265)
Less	FINANCIAL EXPENSES (D)	0.000	0.000	0.000
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	0.109	(0.108)	(0.265)
Less/ Add	DEPRECIATION/ AMORTISATION (F)	0.051	0.000	0.000
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	0.058	(0.108)	(0.265)
Less	TAX (I)	0.000	0.000	0.000
	PROFIT/ (LOSS) AFTER TAX (G-I) (J)	0.058	(0.108)	(0.265)
	Earnings / (Loss) Per Share (Rs.)	1.16	NA	NA

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	0.00	0.00	(0.63)
Operating Profit Margin (PBIDT/Sales)	(%)	0.00	0.00	(0.63)
Return on Total Assets (PBT/Total Assets}	(%)	0.01	(0.02)	(0.63)
Return on Investment (ROI) (PBT/Networth)		0.00	0.00	0.00
Debt Equity Ratio (Total Debt /Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		1813.30	6719.16	3270.68

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	0.500	0.500	0.500
Reserves & Surplus	473.604	550.389	737.697
Net worth	474.104	550.889	738.197
long-term borrowings	0.000	0.000	0.000
Short term borrowings	0.000	0.000	0.000
Total borrowings	0.000	0.000	0.000
Debt/Equity ratio	0.000	0.000	0.000

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Total Income	83.324	112.211	184.200
		34.668	64.155

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Total Income	83.324	112.211	184.200
Profit	(0.265)	(0.108)	0.058
	(0.32%)	(0.10%)	0.03%

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG-TERM DEBT DETAILS: NOT AVAILABLE

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	Yes
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

INDEX OF CHARGES: NO CHARGES EXIST FOR COMPANY

REVIEW OF ACTIVITIES

The Company was promoted in 2006 by Tech Mahindra Limited with an initial corpus of Rs 150.000 Millions primarilyfor spearheading the cause of Corporate Social Responsibility. The Company focuses on activities for Social and Inclusive Development mainly in the area of education particularly education of girl child.

The company since its formation have worked with more than 100 partners across India, and reached out to the underprivileged through programmes in education, vocational training and disability. In 2013-14, the company worked on 116 projects with 93 partners with a totalbudget of over INR 180m;

Tech Mahindra Foundations flagship programmes which it established and manageare:

1. SMART (Skills-for-Market Training) is a programme through which the unemployed and disadvantaged youth are trained in areas like Information Technology (IT), Tally, hospitality, Business Process Outsourcing (BPO), retail and sales, and nurse aids. The programme began in 2012-13, with just 3 SMART centres. In 2013-14, 25 centres were established training approximately 4800 youth.The programme assists youth in employment and has been able to achieve approximately 70% placement rate. It has been very effective and has been successful in pushing forward the concept of Education to Employability.

2. EDMC- A 5-year programme with East Delhi Municipal Corporation, where TMF runs a high-quality education institute for in-service teachers of MCD, and has come up with a model lab school - in Dilshad Garden, New Delhi. In the Academic year 2013-14through In-Service Teacher Training Institute, TMF has worked with 147 teachers in various subjects.

3. ARISE- All Round Improvement in School Education is a TMF supported programme that works on improving the quality of leaning in government schools. The methodology used here is through school adoption and improvement program and teacher training. The programme is established in Delhi, Chennai, Pune and Mumbai. The ARISE projects which involve both direct and indirect interventions, are reaching out to more than 50,000 beneficiaries across the country. Specifically the projects are working on the following dimensions:

- Improvement in infrastructure of the school, integration of BaLA

- Improvement in learning levels of children

- Teacherupgradation programme in language and Math

- Social dimension building equity, and the emotional environment of school with a vision to go beyond the classroom learning - School governance programmes

4. Shikshak Samman Award identifies honours and develops 25 best primary teachers from the 1799 municipal primary schools under the three MCDs.

TMF, in alignment, with TMLs approach encourages employee volunteering. It works in engaging Tech Mahindra associates with the disadvantaged communities to foster empathy and understanding of social inequalities on one hand, and creating a positive response of the community for their beneficiaries on the other. The last quarter (Jan-March 2014) witnessed contribution by 1389 volunteers who gave 6551 man hours for various causes.

FIXED ASSETS

Tangible assets

• Furniture and fixtures
• Office equipment
• Computer equipments
• Other equipments

Intangible assets

• Computer software

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 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.63.45
UK Pound	1	Rs.98.51
Euro	1	Rs.77.31

INFORMATION DETAILS

Information Gathered by :	HTL
Analysis Done by :	RAS
Report Prepared by :	KVT

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
--PROFITABILITY	1~10	4
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--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		47

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.