MIRA INFORM REPORT

Report Date :

14.01.2014

IDENTIFICATION DETAILS

Name :	CYBEROAM TECHNOLOGIES PRIVATE LIMITED (w.e.f.20.06.2011)
Formerly Known As :	FAST TRACK TECHNOLOGIES PRIVATE LIMITED (w.e.f.04.10.2007) CYBEROAM TECHNOLOGIES PRIVATE LIMITED
Registered Office :	901, Silicon Tower, Behind Pariseema Building, Off C.G. Road, Near Lal Bungalow, Ahmedabad – 380006, Gujarat
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	02.03.2006
Com. Reg. No.:	04-047857
Capital Investment / Paid-up Capital :	Rs. 210.784 Millions
CIN No.: [Company Identification No.]	U72200GJ2006PTC047857
TAN No.: [Tax Deduction & Collection Account No.]	AHMC02185B
PAN No.: [Permanent Account No.]	AACCC7727M
Legal Form :	Private Limited Liability Company
Line of Business :	Providing Network Security Solutions.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

Ba (54)

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

Maximum Credit Limit :	USD 2800000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well-established company having fine track record. Financial position of the company appears to be sound. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments. 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 – September 30, 2013

Country Name	Previous Rating (30.06.2013)	Current Rating (30.09.2013)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

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

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

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

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

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

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

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

LOCATIONS

Registered Office :	901, Silicon Tower, Behind Pariseema Building, Off C.G. Road, Near Lal Bungalow, Ahmedabad – 380006, Gujarat, India
Tel. No.:	91-79-66065606
Fax No.:	91-79-26407640
E-Mail :	sales@cyberoam.com deepak.dash@cyberoam.com
Website :	http://www.cyberoam.com
Corporate Office :	Sai Gulshan Complex, Beside White House, Gulbai Tekra Road, Panchwati Cross Road, Ahmedabad – 380006, Gujarat, India
Tel. No.:	91-79-66216666
Fax No.:	91-79-26407640
Branch Offices :	Located at: · Mumbai New Delhi Kolkata Bangalore Pune Chennai
Dubai Office :	Office 339, 4B East Wing Building, 3rd Floor, Dubai Airport Free Zone, P.O. Box 293667 Dubai, U.A.E
Tel. No.:	+971-4-214 9860
Fax No.:	+971-4-214 9501

DIRECTORS

AS ON 30.09.2013

Name :

Mr. Hemal Madhubhai Patel

Designation :

Managing director

Address :

9, Nicolo Court, New Jersey 085122612 USA

Date of Birth/Age :

24.09.1962

Qualification :

B.E.(Electronics) (India) & Masters Degree in Computer Science (USA)

Experience :

27 Years

Date of Appointment :

01.04.2013

PAN No.:

AEWPP3178G

DIN No.:

00805614

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	U72200GJ1998PTC034122	ICENET PRIVATE LIMITED	Director	19/05/1998	19/05/1998	01/04/2008	Active	NO
2	U72900GJ1999PTC037038	ELITECORE TECHNOLOGIES PRIVATE LIMITED	Managing director	17/12/1999	17/12/1999	-	Active	NO
3	U92110GJ1998PLC034139	BHAVYA COMMUNICATION LIMITED	Director	09/08/2000	09/08/2000	-	Under liquidation	NO
4	U72200GJ2006PTC047857	CYBEROAM TECHNOLOGIES PRIVATE LIMITED	Managing director	01/04/2013	02/03/2006	-	Active	NO

Name :

Nipam Rameshchandra Shah

Designation :

Director

Address :

502, Lane No. 21, Satyagrah Chhavani Cooperative Society, Satellite, Ahmedabad – 380015, Gujarat, India

Date of Birth/Age :

16.09.1961

Date of Appointment :

02.03.2006

PAN No.:

ACBPS8921M

DIN No.:

00093697

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	L27100GJ1993PLC020552	SHILP GRAVURES LIMITED	Director	04/08/2012	30/10/1993	-	Active	NO
2	U63030GJ1994PTC021181	RATILAL VADILAL TRANSPORT COMPANY PRIVATE LIMITED	Director	01/02/1994	01/02/1994	20/02/2009	Active	NO
3	U72900GJ1999PTC037038	ELITECORE TECHNOLOGIES PRIVATE LIMITED	Director	17/12/1999	17/12/1999	-	Active	NO
4	U72900GJ2000PTC038010	N R TECHNOLOGIES PRIVATE LIMITED	Director	16/05/2000	16/05/2000	-	Active	NO
5	U72900GJ2000PTC037130	NET SQUARE SOLUTIONS PRIVATE LIMITED	Director	01/03/2001	01/03/2001	-	Active	NO
6	U74999MH2000PTC129466	AFRO-ASIAN INSURANCE & REINSURANCE BROKERS (INDIA) PRIVATE LIMITED	Director	30/09/2004	30/09/2004	25/10/2011	Active	NO
7	U74140GJ2005PTC046277	NRS ADVISORS PRIVATE LIMITED	Director	20/06/2005	20/06/2005	-	Active	NO
8	U72200GJ2006PTC047857	CYBEROAM TECHNOLOGIES PRIVATE LIMITED	Director	02/03/2006	02/03/2006	-	Active	NO

Name :

Mr. Shankar Narayanan Madhava Menon

Designation :

Nominee director

Address :

11^th Floor, Brindaban – III, Poonam Nagar, Off Mahakali Cave, Andheri (East), Mumbai – 400093, Maharashtra, India

Date of Birth/Age :

08.08.1962

Date of Appointment :

29.10.2012

DIN No.:

00219212

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	U74140MH2000PTC167855	CARLYLE INDIA ADVISORS PRIVATE LIMITED	Managing director	22/12/2004	22/12/2004	-	Active	NO
2	U72400TN2004PTC054226	NEWGEN KNOWLEDGE WORKS PRIVATE LIMITED	Director	03/01/2005	03/01/2005	30/05/2011	Active	NO
3	U72900MH2003PTC234753	LEARNING MATE SOLUTIONS PRIVATE LIMITED	Director	03/01/2005	03/01/2005	05/06/2009	Active	NO
4	U80302KA2000PTC026760	QUEST GLOBAL MANUFACTURING PRIVATE LIMITED	Director	03/01/2005	03/01/2005	24/10/2007	Active	NO
5	U72200KA1998PTC023481	QUALITY ENGINEERING AND SOFTWARE TECHNOLOGIES PRIVATE LIMITED	Director	03/01/2005	03/01/2005	24/10/2007	Active	NO
6	U52599TN1991PTC020361	FINANCIAL SOFTWARE AND SYSTEMS PRIVATE LIMITED	Director	03/01/2005	03/01/2005	24/10/2008	Active	NO
7	U33209TN1996PTC035162	NEWGEN IMAGING SYSTEMS PRIVATE LIMITED	Director	05/01/2005	05/01/2005	-	Amalgamated	NO
8	L85110GJ1994PLC022543	CLARIS LIFESCIENCES LIMITED	Nominee director	29/05/2006	13/03/2006	03/07/2009	Active	NO
9	L72300TN1998PLC041033	ALLSEC TECHNOLOGIES LIMITED	Director	27/07/2007	25/01/2007	13/10/2011	Active	NO
10	U72900GJ1999PTC037038	ELITECORE TECHNOLOGIES PRIVATE LIMITED	Nominee director	21/09/2007	11/06/2007	-	Active	NO
11	L11200MH2005PLC154793	GOL OFFSHORE LIMITED	Director	10/07/2008	18/10/2007	29/04/2009	Active	NO
12	L65922TN2000PLC044655	REPCO HOME FINANCE LIMITED	Nominee director	28/12/2007	28/12/2007	-	Active	NO
13	U72200TN2006PTC061754	GPSL INDIA PRIVATE LIMITED	Additional director	07/01/2009	07/01/2009	19/03/2011	Active	NO
14	U24100MH1985PLC037350	VISEN INDUSTRIES LIMITED	Nominee director	09/09/2011	11/06/2011	02/08/2013	Active	NO
15	U45202KA2008PTC047156	VALUE AND BUDGET HOUSING CORPORATION PRIVATE LIMITED	Nominee director	06/09/2011	09/08/2011	20/11/2012	Active	NO
16	U72200GJ2006PTC047857	CYBEROAM TECHNOLOGIES PRIVATE LIMITED	Nominee director	29/10/2012	04/09/2012	-	Active	NO
17	U15209AP1998PTC030500	TIRUMALA MILK PRODUCTS PRIVATE LIMITED	Nominee director	11/09/2012	11/09/2012	29/04/2013	Active	NO
18	L72200AP1991PLC013134	INFOTECH ENTERPRISES LIMITED	Director	18/07/2013	17/01/2013	-	Active	NO

Name :

Mr. Mahesh Parasuraman

Designation :

Nominee director

Address :

402, Kum Kum, Plot No. 597, 16^th Road, Bandra (West), Mumbai – 400050, Maharashtra, India

Date of Birth/Age :

19.11.1975

Date of Appointment :

29.10.2012

DIN No.:

00233782

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	U72900MH2003PTC234753	LEARNING MATE SOLUTIONS PRIVATE LIMITED	Director	24/09/2004	24/09/2004	05/06/2009	Active	NO
2	U33209TN1996PTC035162	NEWGEN IMAGING SYSTEMS PRIVATE LIMITED	Director	09/10/2004	09/10/2004	-	Amalgamated	NO
3	U72400TN2004PTC054226	NEWGEN KNOWLEDGE WORKS PRIVATE LIMITED	Director	09/10/2004	09/10/2004	30/05/2011	Active	NO
4	L72300TN1998PLC041033	ALLSEC TECHNOLOGIES LIMITED	Director	31/07/2008	14/05/2007	-	Active	NO
5	U72900GJ1999PTC037038	ELITECORE TECHNOLOGIES PRIVATE LIMITED	Nominee director	21/09/2007	11/06/2007	-	Active	NO
6	L65922TN2000PLC044655	REPCO HOME FINANCE LIMITED	Nominee director	28/12/2007	28/12/2007	-	Active	NO
7	U52599TN1991PTC020361	FINANCIAL SOFTWARE AND SYSTEMS PRIVATE LIMITED	Nominee director	19/03/2009	11/07/2008	17/02/2010	Active	NO
8	U72200TN2006PTC061754	GPSL INDIA PRIVATE LIMITED	Additional director	07/01/2009	07/01/2009	19/03/2011	Active	NO
9	U72200GJ2006PTC047857	CYBEROAM TECHNOLOGIES PRIVATE LIMITED	Nominee director	29/10/2012	04/09/2012	-	Active	NO
10	U45202KA2008PTC047156	VALUE AND BUDGET HOUSING CORPORATION PRIVATE LIMITED	Nominee director	25/09/2013	23/11/2012	-	Active	NO

Name :

Mr. Rakeshkumar Rasiklal Mistry

Designation :

Whole-time director

Address :

B 404, 5^th Floor, Nirmal Shanti Towers, Opposite Goyay Park, Satellite, Ahmedabad – 380015, Gujarat, India

Date of Birth/Age :

16.02.1974

Date of Appointment :

01.04.2013

DIN No.:

01786829

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	U92110GJ1998PLC034139	BHAVYA COMMUNICATION LIMITED	Director	09/08/2000	09/08/2000	Under liquidation	NO
2	U72200GJ2006PTC047857	CYBEROAM TECHNOLOGIES PRIVATE LIMITED	Whole-time director	01/04/2013	16/08/2012	Active	NO

KEY EXECUTIVES

Name :	Mr. Deepak Kumar Dash
Designation :	Secretary
Address :	H-204, Venus Parkland Vejalpur Jivraj Raod, Near Vejalpur Police Chowky, Vejalpur, Ahmedabad – 380015, Gujarat, India
Date of Birth/Age :	03.06.1980
Date of Appointment :	27.06.2013
PAN No.:	AJCPD1194K
Name :	Mr. Harish Chib
Designation :	Sr. Vice-President, New Business Development - Cyberoam
Date of Birth/Age :	40 Years
Qualification :	B.E. (Computer Engineering
Experience :	17 Years
Name :	Abhilash Sonwane
Designation :	Sr. Vice - President – Product Management
Date of Birth/Age :	37 Years
Qualification :	Masters in Computer Appliances
Experience :	15 Years
Name :	Mr. Sunil Kumar Sharma
Designation :	VP -Sales - India & SAARC
Date of Birth/Age :	44 Years
Qualification :	B. Tech MBA
Experience :	21 Years

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 30.09.2013

NOTE: SHAREHOLDING DETAILS FILE ATTACHED

AS ON 30.09.2013

Equity Share Breakup	Percentage of Holding
Category
Bodies corporate	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :

Providing Network Security Solutions.

GENERAL INFORMATION

No. of Employees :	Not Available
Bankers :	· Citibank N. A. 1st Floor, Kalapurnam, Municipal Market, Navranpura., Ahmedabad - 380009, Gujarat, India

Banking Relations :	--
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	Heritage, 3rd Floor, Near Gujrat Vidhyapith, Off Ashram Road, Ahmedabad, Gujarat, India
Income-tax PAN of auditor or auditor's firm :	ALDFD5859Q
Holding company :	Elitecore Technologies Private Limited [U72900GJ1999PTC037038]
Subsidiary company :	Cyberoam Inc.

CAPITAL STRUCTURE

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
16,100,000	Equity Shares	Rs. 10/- each	Rs. 161.000 Millions
25,000,000	Preference Shares	Rs. 10/- each	Rs. 250.000 Millions
	Total		Rs. 411.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
10,000	Equity Shares	Rs. 10/- each	Rs. 0.100 Million
21,068,427	Preference Shares	Rs. 10/- each	Rs. 210.684 Millions
	Total		Rs. 210.784 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	210.784	0.100	0.100
(b) Reserves & Surplus	501.615	112.403	(0.017)
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	420.280	0.000
Total Shareholders’ Funds (1) + (2)	712.399	532.783	0.083
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	3.539	2.139	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	20.529	24.541	0.000
Total Non-current Liabilities (3)	24.068	26.680	0.000
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	170.677	131.116	0.016
(c) Other current liabilities	46.864	13.757	0.000
(d) Short-term provisions	7.408	38.243	0.000
Total Current Liabilities (4)	224.949	183.116	0.016
TOTAL	961.416	742.579	0.099
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	82.786	53.049	0.000
(ii) Intangible Assets	10.528	10.814	0.000
(iii) Capital work-in-progress	2.803	0.000	0.000
(iv) Intangible assets under development	25.800	8.242	0.000
(b) Non-current Investments	21.618	21.618	0.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	11.352	5.586	0.017
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	154.887	99.309	0.017
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	35.706	37.161	0.000
(c) Trade receivables	370.334	236.833	0.000
(d) Cash and cash equivalents	363.417	332.196	0.052
(e) Short-term loans and advances	22.178	30.395	0.000
(f) Other current assets	14.894	6.685	0.030
Total Current Assets	806.529	643.270	0.082
TOTAL	961.416	742.579	0.099

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		TOTAL	1456.270	1066.780	0.150
Less	EXPENSES
		TOTAL	1175.080	890.810	0.180
	PROFIT/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		281.190	175.970	(0.030)
Less/ Add	DEPRECIATION/ AMORTISATION		16.070	11.170	0.000
	PROFIT/ (LOSS) BEFORE TAX		265.120	164.800	(0.030)
Less	TAX		86.580	52.530	0.000
	PROFIT/ (LOSS) AFTER TAX		178.540	112.270	(0.030)
	EARNINGS IN FOREIGN CURRENCY
		Income from sales	961.091	669.800	0.000
	IMPORTS
		Data Processing Unit & HDD	448.734	332.078	0.000
		Capital Goods	25.628	0.943	0.000
	TOTAL IMPORTS		474.362	333.021	0.000
	Earnings/ (Loss) Per Share (Rs.)		8.48	5.34	(3.00)

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	12.26	10.52	(20.00)
Return on Total Assets (PBT/Total Assets}	(%)	29.10	23.12	(30.30)
Return on Investment (ROI) (PBT/Networth)		0.37	0.31	(0.36)
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		3.59	3.51	5.13

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	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	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

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10410717	25/02/2013	50,000,000.00	CITIBANK N. A.	1ST FLOOR, KALAPURNAM, MUNICIPAL MARKET, NAVRANPURA., AHMEDABAD - 380009, GUJARAT, INDIA	B70416417

CORPORATE INFORMATION

Subject is a private limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. The Company provides security solutions to organizations at the network gateway as well as on endpoints with its wide range of product offerings.

OPERATIONS

During the period, the Company has achieved standalone sales (including other income) of Rs. 1456.270 Millions as against Rs. 1066.780 Millions during the previous year. The Company has made a standalone Net Profit of Rs. 178.550 Millions as against Rs. 112.270 Millions during the previous year.

During the current year, the Company has achieved consolidated sales (including other income) of Rs. 1543.530 Millions as against Rs. 1128.180 Millions during the previous year. The Company has made a Consolidated Net Profit of Rs. 182.140 Millions as against Rs. 102.360 Millions during the previous year. The consolidated performance mentioned herein above includes the financial results of the Cyberoam Inc., USA which has became subsidiary company of the Company by virtue of the sanctioned Scheme of Arrangement (Demerger) by Honorable High Court of Gujarat.

DEMERGER

During the period the Company has received the order dated 19th June, 2012, for the Scheme of Arrangement (Demerger) from Hon?ble High Court of Gujarat sanctioning the scheme and the same has become effective on 4th September, 2012 - the effective date on which the orders have been filed with Registrar of Companies, Gujarat by the Company as well by ETPL.

Pursuant to the implementation of sanctioned Scheme of Arrangement (demerger):

The Cyberoam Division of ETPL has been vested as a going concern in the Company with all the assets and liabilities of that division as mentioned in the sanctioned scheme, with the appointed date viz. 1st April, 2011.

The Company has started maintaining separate books and accounts from effective date i.e. 4th September 2012.

The authorized share capital of the Company has been increased from Rs.1.000 Million to Rs.411.000 Millions while the authorized share capital of ETPL has been reduced by Rs. 410.000 Millions from Rs.515.511 Millions to Rs.105.511 Millions. The necessary changes in the capital clause of the respective Memorandum of Association of the Company and ETPL has been done by Registrar of Companies, Gujarat.

The Company has issued 21,068,427 number of 0.1% Cumulative Compulsorily Convertible Preference Shares (CCCPS) of Rs.10/- each at a price of Rs.20/- per CCCPS to all the shareholders of ETPL, in the ratio of 1000:834 i.e. 834 fully paid up CCCPS for every 1,000 equity shares of ETPL held on specified date as a consideration for the demerger.

CONTINGENT LIABILITIES:

Particulars	31.03.2013 (Rs. In Millions)	31.03.2012 (Rs. In Millions)
- Corporate Guarantee in favour of Indian Overseas Bank, Ahmedabad in respect of Credit limits sanctioned to Elitecore Technologies Private Limited	200.000	0.000
- Guarantees given by Bank on behalf of the Company	0.000	0.243
- Disputed demands of Income Tax
- Assessment Year 2007-08	0.651	0.236
- Assessment Year 2008-09	1.389	1.349
- Assessment Year 2009-10	0.845	0.000
- Special Valuation Bond given to Customs for import shipment from Elitecore Technologies Private Limited Corp., USA	2.663	2.663
Total	205.548	4.491

FIXED ASSETS:

· Buildings

Factory building

Plant and equipment

Other plant and equipment

Furniture and fixtures

Vehicles

Motor vehicles

Office equipment

Computer equipments

Other equipments

Brands and trade marks

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 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. 61.52
UK Pound	1	Rs. 101.48
Euro	1	Rs. 84.11

INFORMATION DETAILS

Report Prepared by :

BVA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTERS
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		54

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.