MIRA INFORM REPORT

Report Date :

25.06.2014

IDENTIFICATION DETAILS

Name :	GEOMETRIC LIMITED
Registered Office :	Plant 6, Pirojshanagar, Vikhroli (West), Mumbai-400079, Maharashtra
Country :	India
Financials (as on) :	31.03.2013
Date of Incorporation :	25.03.1994
Com. Reg. No.:	11-077342
Capital Investment / Paid-up Capital :	Rs.126.072 Millions
CIN No.: [Company Identification No.]	L72200MH1994PLC077342
IEC No.:	0394027329
TAN No.: [Tax Deduction & Collection Account No.]	MUMG06739F
PAN No.: [Permanent Account No.]	AABCG0066A
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Providing Software Services and Engineering Services.
No. of Employees :	Information denied by the management.

RATING & COMMENTS

MIRA’s Rating :

A (58)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 9912000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having good track record. Financial position of the company seems to be healthy. Trade relations are fair. Business is active. Payment terms are regular. The company can be considered for business dealing 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 – March 31, 2014

Country Name	Previous Rating (31.12.2013)	Current Rating (31.03.2014)
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

The economy grew 4.7 %in 2013/14, marking a second straight year of sub-5 % growth – the worst slowdown in more than a quarter of a century. The data was below an official estimate of 4.9 % annual growth and compared with 4.5 % in the last fiscal year. However, the current account deficit narrowed sharply to $ 32.4 billion at 1.7 % of gross domestic product, in 2013/14 from a record high of $ 98.8 billion or 4.7 %, the year before.A sharp fall in gold imports due to restrictions on overseas purchases and muted import of capital goods helped shrink the current account deficit.

Online retailer Flipkart has acquired fashion portal Myntra as it prepares to battle with the rapidly expanding India arm of the global e-commerce giant Amazon. The company raised $ 210 million from Russian Investment firm DST Global which has also invested in companies like Facebook, Twitter and Alibaba Group.

General Motors will start exporting vehicles from its Talegaon plant near Pune in the second half of 2014. GM was one of the few global carmakers that was using its India plant only for the domestic market.

Google has overtaken Apple as the world’s top brand in terms of value, according to global market research agency Millward Brown. Google’s brand value shot up 40 % in a year to $ 158.84 billion. The top 10 of the 100 slots were dominated by US companies.

Infosys lost another heavy weight when B G Srinivas, a board member put in his papers. He is the third CEO-hopeful to quit after Chairman N R Narayana Murthy’s return to the company – Ashok Vemuri and V Balakrishnan being the other two.While Vemuri went on to lead IGate, Balakrishnan joined politics.

Naresh Goyal – promoted Jet Airways posted biggest quarterly loss – Rs 2153.37 crore – in the three months ended March 31, mainly because it has been offering discounts to passengers to fill planes.

William S Pinckney – Chairman and CEO of Amway India was arrested by the Andhra Pradesh Police in connection with a complaint against the direct selling firm. This is the second time that he has been taken into custody. A year, ago the Kerala Police had arrested Pinckney and two company directors on charges of financial irregularities.

China has told its state-owned enterprises to sever links with American consulting firms after the United States charged five Chinese military officers wih hacking US companies. China’s action which targets consultancies like McKinsey & Co. and the Boston Consulting Group, sterns from fears that the first are providing trade secrets to the US governments.

India has emerged as a country with some of the highest unregistered businesses in the world. Indonesia has the maximum number of shadow businesses, says a study of 68 countries by Imperial College Business School in London.

Pfizer has abandoned its attempt to buy AstraZeneca for nearly $ 118 billion after the latter refused an offer of 55 pounds a share.

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 DECLINED

Management non co-operative [91-22-67056500]

LOCATIONS

Registered Office :	Plant 6, Pirojshanagar, Vikhroli (West), Mumbai-400079, Maharashtra, India
Tel. No.:	91-22-67056556 / 67056500
Fax No.:	91-22-67056891
E-Mail :	investor-relations@geometricglobal.com
Website :	www.geometricglobal.com
Corporate Office :	Unit No.703-A, 7^th Floor, B’ Wing, Reliable Tech Park, Airoli, Navi Maharashtra – 400708, Maharashtra, India
Overseas Office:	Europe Germany Friedrichstrasse 15 70174 Stuttgart Germany Tel. No.: 49- 711- 490 39 585 Fax No.: 49 -711-490 39 600
Branch Office :	Pune Plot No. 15/B Pune Infotech Park MIDC, Hinjewadi Taluka Mulshi Pune 411 057 Maharashtra, India Tel. No.: 91-20-22906600 Fax No.: 91-20-66750827 Embassy TechZone, Plot No. 3, Block No. 11, Nile Building, Rajiv Gandhi Infotech Park, MIDC, Hinjewadi, Phase-II, Village - Marunji, Pune 411 057, Maharashtra India Tel. No.: 91-20-40284444 Fax No.: 91-20-40288182 Bangalore Vikas Telecom Limited (SEZ) Vrindavan Tech Village Ground Floor, Tower 3 of 2B, Survey No. 12/3 & 12/4 of Devarabeesanhalli Village, Varthur Hobli, Bangalore East Taluka, Bengaluru - 560 037, Karnataka, India Tel. No.: 91-80-66931100 Fax No.: 91-80-66620211 Chennai Dr. VSI Estate I-9, Sintron Square, Thiruvanmiyur Chennai 600 041, Tamilnadu , India Tel. No.: 91-44-42955600 Fax No.: 91-44-42955602 Hyderabad Q City, 5^th floor, Block A, Survey no. 109, 110, and 111/2, Nanakrumguda Village, Gachibowli, Serilingampally Mandal, R. R. District, Hyderabad 500 032, Andhra Pradesh, India Tel. No.: 91-40-4470 5000

DIRECTORS

AS ON 31.03.2013

Name :	Mr. Jamshyd N Godrej
Designation :	Chairman
Address :	40-D, B.G. Kher Marg, Malabar Hills, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	62 years
Qualification :	Graduate
Name :	Mr. Manu M Parpia
Designation :	Managing Director
Address :	72, Tenerif, Little gibbs Road No. 2, Malabar Hills, Mumbai – 400006, Maharashtra, India
Date of Birth/Age :	61 years
Qualification :	B.A. in Chemical Engineering M.B.A. Diploma in Finance and Accounting
Name :	Mr. Kyamas A Palia
Designation :	Director
Address :	Patel-Wadia Building, 7-C, Wadia Street, Tardeo, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	65 years
Qualification :	Ph.D. in Business Administration
Name :	Mr. Milind S Sarwate
Designation :	Director
Address :	E-201/202, Sita Vihar, Near Damani Estate, L.B.S. Marg, Naupada, Thane – 400602, Maharashtra, India
Date of Birth/Age :	51 years
Qualification :	B.Com., C.A. and C.S.
Name :	Mr. Richard Riff
Designation :	Director
Address :	2672 W, Long Lake Road, W. Bloomfield, Michigan 48323, U.S.A.
Date of Birth/Age :	63 years
Qualification :	Mechnical Engineer and Master’s in Doctrate of Science and Aeronautics.
Name :	Mrs. Anita Ramchandran
Designation :	Director
Address :	13, Navroze Apartments, Bhulabhai Desai Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	56 years
Qualification :	Post Graduate in Business Management
Experience :	30 years
Name :	Mr. Ajay Mehra
Designation :	Director
Address :	19 Orion, Omer Park, Warden Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	43 years
Qualification :	Chartered Accountant

KEY EXECUTIVES

Name :	Mr. Manu M Parpia
Designation :	Chief Executive Officer
Name :	Maria Monserrate
Designation :	Company Secretary and Compliance Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 31.03.2014

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	4639925	7.31
Bodies Corporate	20054008	31.59
Sub Total	24693933	38.90
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	24693933	38.90
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	266172	0.42
Financial Institutions / Banks	394288	0.62
Insurance Companies	69026	0.11
Foreign Institutional Investors	2239846	3.53
Sub Total	2969332	4.68
(2) Non-Institutions
Bodies Corporate	2931284	4.62
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	12865971	20.27
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	16701282	26.31
Any Others (Specify)	3314934	5.22
Clearing Members	850385	1.34
Non Resident Indians	638807	1.01
Trusts	1695742	2.67
Directors & their Relatives & Friends	130000	0.20
Sub Total	35813471	56.42
Total Public shareholding (B)	38782803	61.10
Total (A)+(B)	63476736	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	63476736	0.00

BUSINESS DETAILS

Line of Business :

Providing Software Services and Engineering Services.

GENERAL INFORMATION

No. of Employees :	Information denied by the management.
Bankers :	Citibank, Fort, R.N. Road, Mumbai, Maharashtra, India

Banking Relations :	--
Auditors :
Name :	Kalyaniwalla and Mistry Chartered Accountants
Address :	Kalpataru Heritage 127, M.G. Road, Fort, Mumbai – 400001, Maharashtra, India
Tel. No.:	91-22-61587200
Fax No.:	91-22-22673954
Associates/Subsidiaries :	3D PLM Software Solutions Limited Geometric Asia Pacific Pte. Limited Geometric China Inc. Geometric Japan KK Geometric Americas, Inc. Geometric SAS. Geometric Romania SRL Geometric Europe GmbH 3cap technologies GmbH (w.e.f. January, 01, 2013) Godrej and Boyce Manufacturing Company Limited Godrej Infotech Limited

CAPITAL STRUCTURE

AS ON 31.03.2013

Authorised Capital :

No. of Shares	Type	Value	Amount
80000000	Equity Shares	Rs.2/- each	Rs.160.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
63036194	Equity Shares	Rs.2/- each	Rs.126.072 Millions

NOTES:

RIGHT /TERMS ATTACHED TO EQUITY SHARES:

The company has only one class of equity shares having par value of ` 2 per share. Each share holder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing general meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

DETAILS OF SHAREHOLDERS HOLDING 5% OR MORE SHARES IN THE COMPANY:

Name of Shareholder	As on 31.03.2013
	No. of Shares	% of Holding
Godrej and Boyce Manufacturing Company Limited	11275000	17.89
Godrej Investments Private Limited	7579008	12.02
Manu M. Parpia	4267925	6.77
Rakesh Radheshyam Jhunjhunwala	11261250	17.86
IDBI Trusteeship Services Limited (India Advantage Fund-V)	2688920	4.27

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	126.072	125.340	124.851
(b) Reserves & Surplus	2351.732	1948.837	2136.103
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.313	0.387	0.235
Total Shareholders’ Funds (1) + (2)	2478.117	2074.564	2261.189
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	11.386
(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	11.386
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	44.619
(b) Trade payables	15.528	41.343	17.067
(c) Other current liabilities	309.907	319.791	268.768
(d) Short-term provisions	445.437	598.662	130.804
Total Current Liabilities (4)	770.872	959.796	461.258
TOTAL	3248.989	3034.360	2733.833
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	107.214	85.402	176.982
(ii) Intangible Assets	119.563	104.354	112.895
(iii) Capital work-in-progress	7.924	0.402	0.956
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	809.623	626.580	126.980
(c) Deferred tax assets (net)	17.552	29.408	0.000
(d) Long-term Loan and Advances	1087.390	692.596	640.950
(e) Other Non-current assets	2.999	2.989	22.945
Total Non-Current Assets	2152.265	1541.731	1081.708
(2) Current assets
(a) Current investments	249.432	465.453	0.000
(b) Inventories	0.000	0.000	0.000
(c) Trade receivables	528.782	469.285	1247.957
(d) Cash and cash equivalents	33.877	352.707	25.183
(e) Short-term loans and advances	118.462	105.826	164.031
(f) Other current assets	166.171	99.358	214.954
Total Current Assets	1096.724	1492.629	1652.125
TOTAL	3248.989	3034.360	2733.833

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2013	31.03.2012	31.03.2011
	SALES
		Income	3522.497	2697.321	2349.923
		Other Income	169.045	358.008	264.748
		TOTAL (A)	3691.542	3055.329	2614.671
Less	EXPENSES
		Employee Benefits Expenses	1955.701	1902.202	1597.804
		Other Expenses	1171.803	786.292	697.719
		Exceptional Expenses / Items	(6.124)	(243.942)	0.000
		TOTAL (B)	3121.380	2444.552	2295.523
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		570.162	610.777	319.148
Less	FINANCIAL EXPENSES (D)		2.699	3.906	6.140
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		567.463	606.871	313.008
Less/ Add	DEPRECIATION/ AMORTISATION (F)		123.551	88.760	79.910
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		443.912	518.111	233.098
Less	TAX (H)		99.710	106.127	10.029
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		344.202	411.984	223.069
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		1479.630	1213.400	1098.030
Less	APPROPRIATIONS
		Transfer to General Reserve	34.420	41.200	22.400
		Final Dividend	107.240	100.440	74.910
		Dividend Tax	18.210	16.270	10.390
		Reversal of excess provision for dividend distribution tax of previous years	(11.230)	(12.150)	0.000
	BALANCE CARRIED TO THE B/S		1675.192	1479.624	1213.399
	EARNINGS IN FOREIGN CURRENCY
		Income from Software Development and Sale of Software	2976.273	2264.991	2048.229
		Reimbursement of Expenses	21.257	26.010	15.170
		Interest and Dividend	46.419	39.794	35.910
	TOTAL EARNINGS		3043.949	2330.795	2099.309
	IMPORTS
		Capital Goods	42.882	60.665	58.365
	TOTAL IMPORTS		42.882	60.665	58.365
	Earnings / (Loss) Per Share (Rs.)
	- Basic		5.48	6.58	3.58
	- Diluted		5.40	6.54	3.55

KEY RATIOS

PARTICULARS		31.03.2013	31.03.2012	31.03.2011
PAT / Total Income	(%)	9.32	13.48	8.53
Net Profit Margin (PBT/Sales)	(%)	12.60	19.21	9.92
Return on Total Assets (PBT/Total Assets}	(%)	19.35	21.79	8.95
Return on Investment (ROI) (PBT/Networth)		0.17	0.25	0.10
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.02
Current Ratio (Current Asset/Current Liability)		1.42	1.55	3.58

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	124.851	125.340	126.072
Reserves & Surplus	2136.103	1948.837	2351.732
Net worth	2260.954	2074.177	2477.804
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	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	2349.923	2697.321	3522.497
		14.783	30.592

NET PROFIT MARGIN

Net Profit Margin	31.03.2011	31.03.2012	31.03.2013
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	2349.923	2697.321	3522.497
Profit	223.069	411.984	344.202
	9.49%	15.27%	9.77%

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	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]	PAN of Proprietor/Partner/Director, if available	No
32]	Date of Birth 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	80015396	23/10/2007 *	260,000,000.00	CITIBANK BANK N.A.	BANDRA-KURLA COMPLEX, BANDRA EAST, MUMBAI - 400051, MAHARASHTRA, INDIA	A27484500
* Date of charge modification

BUSINESS REVIEW:

Part of the major markets that they serve showed a lot of uncertainty in the second half of the financial year, particularly the off-highway equipment manufacturing industry and Europe geography. Automotive industry, positively recovering from the global recession, saw demand returning in global engineering resulting in a gradual increase in demand for their key offerings in engineering and PLM IT. Aerospace also showed promise though from a small base.

The business segments of the Company – software services, engineering services, products and embedded systems recorded the following trends in the year FY13:

• Software services contribution to the top line decreased from 55.45% in FY12 to 55.20% in FY13.

• Engineering services contribution to the top line decreased from 39.30 % in FY12 to 39.02 % in FY13.

• Products business contribution to the top line increased from 5.3% in FY12 to 5.7% in FY13.

The Company’s performance in the four regions in which they operate can be summarized as follows:

• USA’s share decreased from 71.3% in FY12 to 65.10% in FY13; a growth of 8% in absolute terms.

• Europe’s share of revenue increased from 18.4% in FY12 to 23.89% in FY13; almost two-fold growth in absolute terms which includes revenue consolidated on account of acquisition of 3cap.

• APAC’s share increased from 4.2% in FY12 to 4.53% in FY13.

• India’s share increased from 6.10% in FY12 to 6.48% in FY13.

These numbers reflect the positive demand environment in Europe and investments in India which continue to be their growth markets.

Trends in various customer segments that the Company caters to were as follows:

• Direct Industrial: Segment share of business Increased from 60.7% in FY12 to 61.94% in FY13. In absolute terms, this segment recorded a growth of 13.82 % over the previous year. (USD 109.62 Mn in FY13 Vs USD 96.31 Mn in FY12)

• Strategic Partners: Segment share of business reduced from 6.8% in FY12 to 5.18% in FY13; showing a reduction of 14.51% in absolute terms. (USD 9.04 Mn in FY13 Vs USD 10.72 Mn in FY12)

• Software ISVs: Segment share of business Increased from 32.6% in FY12 to 32.88% in FY13. In absolute terms, this segment recorded a growth of 12.62 % over the previous year. (USD 58.20 Mn in FY13 Vs USD 51.68 Mn in FY12)

In the coming financial year, their vertical organization and segregated business development focus on farming and hunting accounts will help us build closer customer relationships. Their investments in embedded systems, new IP based solutions with partners and their consulting capabilities are poised to provide comprehensive solutions for their identified accounts globally. They expect better growth coming from Europe, especially in PLM IT over the next year.

MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT

BUSINESS ENVIRONMENT AND OUTLOOK:

Subject operates in the Engineering to Manufacturing space and predominantly for the engineering intensive discrete manufacturing industries. Their services, solutions and technology portfolio referred to as Engineering Services in the discussion and analysis report, covering product realization services and solutions, such as Product Lifecycle Management, Software Product Development and Global Engineering services aims to increase the effectiveness and efficiency of design, engineering and manufacturing business processes for firms across the globe.

FY13 saw Geometrics’ major markets start positively on a recovery path from the global recession. However the economic uncertainties and slower than expected progress particularly in the capital intensive equipment industry called for some mid-year plateau in demand. While discretionary budgets were under pressure, the positive part is that forward looking decisions and strategic initiatives in global engineering are resulting in a gradual increase in demand for their key offerings going into the new financial year.

The automotive industry, an important market for Subject, saw its R and D spend remain flat over the past year. A large part of the R and D investments is spent on technologies to reduce emissions, improve engine efficiency and performance and towards making cars safer. On the operational side the focus has been on making the organization more efficient, supporting globalization and industry level collaboration. A new trend emerged where the industry saw more direct OEM – OEM collaboration. This has provided opportunities for Subject to strengthen its engagements with leading automotive OEMs. Subject is favourably placed to provide solutions for the OEMs’ needs of extended collaboration and supporting their IT needs globally. The automotive OEMS in China are another area of opportunity as they open up to implement solutions for world class processes. The automotive industry is certainly promising with opportunities for Subject, however given the industry’s sourcing maturity and the economic uncertainties that the industry continues to balance, it would also put pressure on prices.

The Off-highway Equipment (Construction, Agriculture and Mining) industry began the previous year with the highest level of order backlogs. But each sub-segment saw a different trajectory as they progressed through the year. The construction industry remained subdued with very minor investment growth, the agriculture industry continued on a very organic growth path while the mining industry was hit with a severe downturn and the segment lost almost half of its order book. The industry on the whole has regrouped and cost cutting programs are being driven across the board. Having faced the short-term burnt, there is an opportunity for Subject to capitalize and provide solutions to their customers to help take out cost from their products, product development processes, manufacturing processes and global collaboration. Global engineering services and engineering productivity needs of the industry will strengthen even more providing us the opportunity to serve the industry locally in regions like China and India.

Aerospace is Geometric’s strategic growth market. The commercial aircraft sector continued to trend upwards in building upon its production momentum. Commercial aircraft demand is expected to expand over the next many years given the economic growth in emerging markets, demand for fuel-efficient planes and engine technologies. The aviation industry has an old fleet with poor economics and fuel efficiency which the industry expects to retire and replace 6,000 aircrafts in the next 15 years. The industry lead by the aircraft OEMS is pushing the speed of R and D and this is driving parallel activity increases in the aerospace supply chain, from engines, to avionics, to wiring harnesses, passenger seats and landing gear among others opening up large scale engineering opportunities. To gear up towards this major players in the industry are looking at simplifying and modernizing their IT landscapes leading to opportunities for Subject. Though the sales cycles will continue to be stretched, Subject is well positioned to address the market needs emerging particularly from Europe. The modernization of India’s air defense systems will further provide opportunities to help global companies address their offset obligations. The biggest area of R and D and new development across industries is electronics and embedded systems. The acquired capabilities of 3Cap technologies provides us the foundation to benefit from serving the growing electronics needs of their established customer base while continuing to strengthen the engagements with new customers brought in with 3Cap.

Partnerships with major software products providers for the engineering domain, whether for multi-year turnkey software product development programs or for co-development of new solutions continues to be Geometric’s strength. A strong governance model with their software partners to serve the end customer together will be key to their success.

In the manufacturing industry at large, the restructuring measures and process improvement programs are now extending to global locations and continue to drive IT and engineering outsourcing with focus to leverage the provider’s strengths in multiple geographical locations. Research and Development will continue for green technologies and localization of products for the new growth market. All of these trends are poised to deepen and widen the opportunities available for Subject.

OUTLOOK:

The Company had launched a number of strategic initiatives in the year and plans to build on these to achieve continuous improvement and steady business performance in the coming year.

CONTINGENT LIABILITIES:

Particulars	31.03.2013 [Rs. in millions]	31.03.2012 [Rs. in millions]
Income Tax Assessment Year for A.Y. 2005-06	0.746	0.746
Income Tax Assessment Year for A.Y. 2009-10	1.750	0.000
Assessment Year 2008-09 (TDS 24Q)	17.642	17.642
Assessment Year 2008-09 (TDS 26Q)	5.251	5.251
Assessment Year 2010-11 (TDS 26Q)	0.031	0.031
Assessment Year 2011-12 (TDS 26Q)	0.767	0.767
Income Tax Assessment for A.Y. 2005-06	13.751	0.000
Income Tax Assessment for A.Y. 2006-07	13.054	0.000
Income Tax Assessment for A.Y. 2007-08	15.290	15.290
Income Tax Assessment for A.Y. 2008-09	15.770	0.000
Income Tax Assessment for A.Y. 2009-10 on matter, pending with dispute resolution panel	20.190	0.000
TOTAL	104.242	39.727

FIXED ASSETS:

• Leasehold Land
• Building
• Computers
• Electrical Installation
• Office Equipment
• Furniture and Fixtures
• Vehicles
• Computer Software

STATEMENT OF STANDALONE AUDITED RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2014

Rs. in Millions

Sr. No.	Particular	3 Months Ended	Preceding 3 Months Ended	Year Ended
		31.03.2014	31.12.2013	31.03.2014
		Audited	Audited	Audited
1.	Revenue From Operations	952.200	950.900	3744.400
2.	Expenditure
	Employee benefits expenses	454.900	507.600	1962.900
	Depreciation and amortization expenses	24.400	30.700	127.500
	Other expenses	432.700	393.600	1311.400
	Total Expenses	912.000	931.900	3401.800
3.	Profit From Operations before Other Income, Interest and Exceptional Items (1-2)	40.200	19.000	342.600
4.	Other Income	37.400	34.900	355.300
5.	Profit Before Interest and Exceptional Items (3+4)	77.600	53.900	697.900
6.	Interest	0.700	0.900	3.500
7.	Profit After Interest but before Exceptional Items (5-6)	76.900	53.000	694.400
8.	Exceptional Items	--	--	--
9.	Profit from Ordinary Activities before Tax (7+8)	76.900	53.000	694.400
10.	Tax Expense	25.200	0.100	132.700
11.	Net Profit from Ordinary Activities after Tax (9-10)	51.700	52.900	561.700
12.	Extraordinary Item (net of expense)	--	--	--
13.	Net Profit for the period (11-12)	51.700	52.900	561.700
14.	Paid-up Equity Share Capital (Face Value of Rs.2/- Each)	127.000	126.800	127.000
15.	Reserves Excluding Revaluation Reserve	--	--	--
16.	Basic and Diluted Earning Per Share (EPS) (Rs.)-Not Annualised
	a) Basic and diluted EPS before extraordinary items	0.82	0.84	8.88
	b) Basic and diluted EPS after extraordinary items	0.80	0.83	8.72
17.	Public Shareholding
	-Number of Shares	38,782,803	37,710,024	38,582,261
	- Percentage of Shareholding	61.10%	61.05%	62.67%
18.	Promoters and Promoter Group Shareholding
	a) Pledged/Encumbered
	- Number of Shares	Nil	Nil	Nil
	- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)	Nil	Nil	Nil
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	Nil	Nil	Nil
	b) Non Encumbered
	- Number of Shares	24,693,933	24,693,933	23,453,933
	- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)	100.00%	100.00%	100.00%
	- Percentage of Shares (as a % of the Total Share Capital of the Company)	38.90%	38.90%	38.90%

Particulars	3 Months Ended 31.03.2014
Pending at the beginning of the quarter	--
Received during the quarter	7
Disposed of during the quarter	7
Remaining unresolved at the end of the quarter	--

STANDALONE STATEMENT OF ASSETS AND LIABILITIES

Rs. In Millions

Particulars		As at 31.03.2014
	Particulars
A	EQUITY AND LIABILITIES
1	Shareholder’s Funds
	a) Share Capital	127.000
	b) Reserves & Surplus	3045.600
	Sub Total- Shareholders funds	3172.600
2	Share application money pending allotment	0.900
3	Minority Interest	--
4	Current liabilities
	(a) Short term borrowings	59.900
	(b) Trade Payables	51.500
	(c) Other current liabilities	391.300
	(d) Short term provisions	266.500
	Sub Total- Current Liabilities	769.200
	TOTAL-EQUITY AND LIABILITIES	3942.700
B	ASSETS
1	Non-current assets
	(a) Fixed assets
	i) Tangible Assets	65.500
	ii) Intangible Assets	110.800
	iii) Capital Work-in-Progress	190.800
	(b) Non -current investments	809.600
	(c) Deferred tax asset (net)	23.200
	(d) Long -term loans and advances	1050.800
	(e) Other non- current assets	3.800
	Sub-Total- Non current assets	2254.500
2	Current assets
	(a) Current Investments	242.800
	(b) Trade receivables
	(c) Cash and Bank Balances	884.600
	(d) Cash and cash equivalents	61.700
	(d) Short- term loans and advances	168.700
	(e) Other current assets	330.400
	Sub-Total- current assets	1688.200
	TOTAL ASSETS	3942.700

NOTES:

1. The above results of the Company were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on April 29, 2014.

2. The Board of Directors has recommended a final dividend of 100% which is Rs.2 per Equity share subject to the shareholders' approval in the Annual General Meeting.

3. Effective April 01, 2013, Geometric Americas Inc. has transferred the ownership of Geometric SRL, Romania and Geometric SAS, France to Geometric Europe GmbH, a wholly owned subsidiary of Geometric Limited. This transfer does not have an impact on overall consolidated Financial statements and results.

4. The figures of quarter ended March 31, 2014 are the balancing figures between audited / unaudited figures in respect of twelve months and the published year to date figures upto nine months of the current financial year.

5. Figures for the previous periods have been regrouped wherever necessary to conform to current periods presentation.

AS PER WEBSITE

PRESS RELEASE:

GEOMETRIC SIGNS CONTRACT WITH VOLVO CARS

MUMBAI, India, June 10, 2014: Geometric Limited, (BSE: 532312, NSE: GEOMETRIC), a leader in Product Lifecycle Management (PLM), Global Engineering Services, and Offshore Software Product Development (OSPD) solutions and technologies, today announced that it has signed an application maintenance contract with Volvo Cars, Sweden covering major applications from computer aided design (CAD) and Product Lifecycle Management (PLM) landscape.

Geometric has been partnering with Volvo Cars for their global engineering and manufacturing needs since 2010, and today extended its application maintenance services (AMS) engagement to include additional CAD and PLM applications for new product development and manufacturing engineering. Geometric will deploy its proven application maintenance services framework, AMS4E based on well-defined 4E methodology, which is designed to enable, ensure, enhance and evolve the targeted PLM, engineering IT and manufacturing IT applications to deliver value to Volvo. Geometric will also leverage its extensive understanding of Volvo’s product development IT landscape combined with its excellent ISV relationships and experience in PLM, to support Volvo’s new product development programs.

On signing the contract, Nitin Tappe, COO, Geometric Limited said, “We have a long standing relationship with Volvo, and work with them on several strategic projects. This contract is a testament to our commitment to deliver the best, and Volvo’s trust in our ability to consistently bring innovation to their CAD and PLM applications. We look forward to continuing to contribute to Volvo Cars success in the use of PLM and CAD technologies”.

In addition to application maintenance, Geometric works with Volvo across multiple projects related to the design and development of complex and large scale CAD and PLM strategic initiatives, and provides offshore support through a dedicated delivery center in Chennai, India.

About Geometric

Geometric is a specialist in the domain of engineering solutions, services and technologies. Its portfolio of Global Engineering services, Product Lifecycle Management (PLM) solutions, Embedded System solutions, and Digital Technology solutions enables companies to formulate, implement, and execute global engineering and manufacturing strategies aimed at achieving greater efficiencies in the product realization lifecycle.

CAMWORKS® HELPS MODERNIZE GODREJ PROCESS EQUIPMENT DIVISION

Mumbai, India, June 05, 2014: Geometric Limited, (BSE: 532312, NSE: GEOMETRIC), a leader in advanced manufacturing software, announced that through usage of its solids-based CNC programming solution, CAMWorks, Godrej’s Process Equipment Division (PED) has seen quantum improvements in machining processes.

Godrej Process Equipment Division (PED), part of Godrej and Boyce Manufacturing Company, manufactures custom-built and critical equipment for the process industry. The company has embarked on a modernization drive to fulfill customer demands for faster deliveries, while improving process efficiency and quality.

One of the key products that Godrej PED manufactures is pressure vessels. These gigantic equipments comprise of thick pressure vessel tanks that have multiple inlet and outlet nozzles. The main challenge lay in the accurate profiling of these nozzle-weld-profiles to fit the mating part so that the ensuing welding process would have a smoother transition. They, therefore, needed a tool that ensured consistency and repeatability.

CAMWorks addressed this need, by using Automatic Feature Recognition (AFR) to consistently define features and mapping them to an intelligent knowledge database, TechDB™, to determine the machining processes. With these two technologies as the backbone, CAMWorks has been able to provide cost effective and simple-to-use software to Godrej PED with its advanced 3-Axis module to create the machining program for the WEP of nozzles and their cutouts.

“CAMWorks has helped us in improving the overall quality and productivity. The advanced capabilities have created a whole new automated machining experience, and has been easy to implement with the excellent support offered”, said Mr. Ashwini Kumar Garg, Chief Manager, Godrej PED. “Earlier, process required a lot of manual intervention resulting in inefficiencies in the way profiles were prepared and they lacked consistency, consequently resulting in over usage of significant weld consumables at the later stages. “We have saved approximately INR 2 Mn annually for only the nozzle profiling process. The manual operational time of 100 man-hours has also come down by 60%, thereby ensuing better production rates and consistent quality”, he added.

“We are very happy to partner with Godrej PED in their effort to modernize their processes. Our CAMWorks solution has been configured to interpret the manufacturing intent for machining of the J-welds, and thus ensure that repetitive tasks are standardized consuming less time and money”, said Mr. Sameer Kondejkar, Geometry Technology Solutions Vertical Head at Geometric.

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.
UK Pound	1	Rs.
Euro	1	Rs.

INFORMATION DETAILS

Information Gathered by :	PRT
Analysis Done by :	SUB
Report Prepared by :	NTH

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	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	6
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		58

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.