MIRA INFORM REPORT

Report No. :	317065
Report Date :	10.04.2015

IDENTIFICATION DETAILS

Name :	TEST AND VERIFICATION SOLUTIONS INDIA PRIVATE LIMITED

Registered Office :	489, 46^th Street, Ashok Nagar, Chennai – 600083, Tamilnadu
Tel No.:	91-44-24327171

Country :	India

Financials (as on) :	31.03.2014

Date of Incorporation :	03.09.2011

Com. Reg. No.:	18-082191

Capital Investment / Paid-up Capital :	Rs.1.000 Million

CIN No.: [Company Identification No.]	U72100TN2011PTC082191

TIN No.:	Not Available

IEC No.:	Not Available

TAN No.: [Tax Deduction & Collection Account No.]	Not Available

PAN No.: [Permanent Account No.]	AADCT9587D

Legal Form :	Private Limited Liability Company

Line of Business :	Providing Software Testing and Hardware Verification Services.

No. of Employees :	110 (Approximately) (In Office 85 + In Branch 25)

RATING & COMMENTS

MIRA’s Rating :

Ba (44)

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 a subsidiary of Test and Verification Solutions Limited, UK. It is an established company having satisfactory track. The company has improved its operations which has led to increased sales turnover and profitability during year under review. The rating also takes into consideration good liquidity position of the company during FY 2014. Trade relations reported to be fair. Business is active. Payments are reported to be usually correct. The company 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.

ECGC Country Risk Classification List – December 31, 2014

Country Name

Previous Rating

(30.09.2014)

Current Rating

(31.12.2014)

India

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

EXTERNAL AGENCY RATING

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 PARTED BY

Name :	Mr. Shyam Ramaswamy
Designation :	Manager (Sales and Business Development)
Contact No.:	91-9731852714
Date :	09.04.2015

LOCATIONS

Registered Office :	489, 46^th Street, Ashok Nagar, Chennai – 600083, Tamilnadu, India
Tel. No.:	91-44-24327171
Mobile No.:	91-9731852714 (Mr. Shyam Ramaswamy)
Fax No.:	Not Available
E-Mail :	rbalaca@gmail.com shyam.r@testandcerification.com
Website :	http://www.testandverification.com

Branch Office 1 :	Nandi Infotech Building, KIADB Plot #8, 1^st Cross, Sadarmangala Industrial Estate, Off: ITPB, Mahadevapura Post, Bangalore – 560048, Karnataka, India
Tel. No.:	91-80-33451851 / 52
Area :	Rented

Branch Office 2 :	NP-11 Developed Plot, Thiru-Vi-Ka Industrial Estate, Ekkaduthangal, Chennai – 60032, Tamilnadu, India,
Tel. No.:	91-44-42636841
Area :	Rented

DIRECTORS

As on 26.09.2014

Name :

Saraswathi Thiagarajan

Designation :

Director

Address :

Old No 9, New No 14, East Park Road, Shenoy Nagar, Chennai – 600030, Tamilnadu, India

Date of Birth/Age :

09.02.1976

Qualification :

B. Tech M. S.

Date of Appointment :

03.09.2011

Experience :

15 Years

DIN No.:

00645126

Other Directorship:

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

U72300TN2005PTC055720

EFOCUS BUSINESS SOLUTIONS PRIVATE LIMITED

Director

21/03/2005

Strike off

U72100TN2011PTC082191

Test and Verification Solutions India Private Limited

Director

03/09/2011

Active

Name :

Mr. Karthik Nagappan

Designation :

Director

Address :

489, 46^th Street, Ashok Nagar, Chennai – 600083, Tamilnadu, India

Date of Birth/Age :

07.04.1977

Qualification :

B.A. (Eng. Lit)

Date of Appointment :

03.09.2011

Experience :

6 Years

DIN No.:

03042366

Other Directorship:

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

U72300TN2005PTC055720

EFOCUS BUSINESS SOLUTIONS PRIVATE LIMITED

Director

30/09/2010

01/04/2010

Strike off

U72100TN2011PTC082191

Test and Verification Solutions India Private Limited

Director

03/09/2011

Active

Name :

Mr. Michael George Bartley

Designation :

Director

Address :

39 Seymour Avenue, Bishopston, Bristol, BS79HH, United Kingdom

Date of Birth/Age :

29.07.1962

Qualification :

PHD

Date of Appointment :

04.11.2011

Experience :

25 Years

DIN No.:

05105382

Other Directorship:

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

U72100TN2011PTC082191

Test and Verification Solutions India Private Limited

Director

25/09/2012

04/11/2011

Active

KEY EXECUTIVES

Name :	Mr. Shyam Ramaswamy
Designation :	Manager (Sales and Business Development)

Name :	B. Chandra
Designation :	Practicing Company Secretary
Address :	A2, Happy Home Apartments, New No.9, United India Colony, 4^th Main Road, Kodambakkam, Chennai – 600024, Tamilnadu, India
Tel No.:	91-44-43587356
E-Mail :	bchandra@bchandrapcs.com bchandra61@gmail.com

MAJOR SHAREHOLDERS

As on 26.09.2014

Names of Shareholders	No. of Shares	% of Holding
Saraswathi Thiagarajan	50000	5.00
Karthik Nagappan	50000	5.00
Test and Verification Solutions Limited, UK	900000	90.00
Total	1000000	100.00

Equity Share Break up (Percentage of Total Equity)

As on 26.09.2014

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	90.00
Directors or relatives of Directors	10.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Providing Software Testing and Hardware Verification Services.

Products / Services :	Software Testing and Hardware Verification

Brand Names :	“asureSign” “asureVIP”

Agencies Held :	--

Exports :	Not Divulged

Imports :	Not Divulged

Terms :
Selling :	Credit (60 Days)

Purchasing :	Credit (60 Days)

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
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged
Remark :	Not Divulged

Customers :

ClearSeed
ICERA
Infineon
Natep
Pactron
Life-augmented
Somnoum
Bluwireless Technology

No. of Employees :

110 (Approximately) (In Office 85 + In Branch 25)

Bankers :

Banker Name	HDFC Bank Limited
Branch Address	Ashok Nagar, Chennai, Tamilnadu, India
Person Name (With Designation)	Ms. Kirtika (Relationship Manager)
Contact Number	91-9789889500
Name of Account Holder	Test and Verification Solutions India Private Limited
Account Number	01362560003583
Account Since (Date/Year of Account Opening)	5 Years
Average Balance Maintained (If Possible)	--
Credit Facilities Enjoyed (If any)	--
Account Operation	Current Accounts
Remarks (If any)	As claimed by Ms. Kirtika that the company have clean transaction with the bank, their management is also good.


Auditors :
Name :	R. Balachandran Chartered Accountants
Address :	Flat 3B, 3rd Block, 3rd Floor, Bajaj Apartments, 7/4 Nandanam Extention, Nandanam, Chennai – 600035, Tamilnadu, India
PAN No.:	AADPB1118P

Memberships :	--

Collaborators :	--

Holding Company :	Test and Verification Solutions Limited, UK

CAPITAL STRUCTURE

As on 26.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount

1000000	Equity Shares	Re.1/- each	Rs.1.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

1000000	Equity Shares	Re.1/- each	Rs.1.000 Million

FINANCIAL DATA

[all figures are in Rupees Million]

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	1.000	1.000	1.000
(b) Reserves & Surplus	3.236	1.009	0.429
(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)	4.236	2.009	1.429

(3) Non-Current Liabilities
(a) long-term borrowings	1.200	0.000	0.010
(b) Deferred tax liabilities (Net)	0.135	0.102	0.020
(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)	1.335	0.102	0.030

(4) Current Liabilities
(a) Short term borrowings	8.306	0.000	0.000
(b) Trade payables	1.682	1.378	0.300
(c) Other current liabilities	1.933	1.833	1.426
(d) Short-term provisions	0.179	2.861	0.035
Total Current Liabilities (4)	12.100	6.072	1.761

TOTAL	17.671	8.183	3.220

II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1.131	1.208	0.454
(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	1.131	1.208	0.454

(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	0.000	0.000	0.604
(c) Trade receivables	11.012	1.145	1.389
(d) Cash and cash equivalents	1.033	4.149	0.245
(e) Short-term loans and advances	0.523	0.338	0.225
(f) Other current assets	3.972	1.343	0.303
Total Current Assets	16.540	6.975	2.766

TOTAL	17.671	8.183	3.220

PROFIT & LOSS ACCOUNT

	PARTICULARS			31.03.2014	31.03.2013	31.03.2012
	SALES
		Income		58.919	43.628	7.613
		Other Income		0.000	0.013	0.000
		TOTAL (A)		58.919	43.641	7.613

Less	EXPENSES
		Employee Benefits Expenses		47.554	28.534	5.686
		Other Expenses		7.626	13.760	1.442
		Prior Period Items		0.000	0.119	0.000
		TOTAL (B)		55.180	42.413	7.128

	PROFIT/(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)			3.739	1.228	0.485

Less	FINANCIAL EXPENSES (D)			0.013	0.001	0.002

	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)			3.726	1.227	0.483

Less	DEPRECIATION/ AMORTISATION (F)			0.503	0.336	0.054

	PROFIT/(LOSS) BEFORE TAX (E-F) (G)			3.223	0.891	0.429

Less	TAX (H)			0.996	0.312	0.000

	PROFIT/(LOSS) AFTER TAX (G-H) (I)			2.227	0.579	0.429

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD			1.008	0.429	0.000

	BALANCE CARRIED TO THE B/S			3.235	1.008	0.429

	EARNINGS IN FOREIGN CURRENCY
			Export Earnings	27.756	38.944	4.729
	TOTAL EARNINGS			27.756	38.944	4.729

	Earnings / (Loss) Per Share (Rs.)			2.23	0.58	4.29

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT/Sales)	(%)	3.78	1.33	5.64

Operating Profit Margin (PBDIT/Sales)	(%)	6.35	2.81	6.37

Return on Total Assets (PBT/Total Assets}	(%)	18.24	10.89	13.32

Return on Investment (ROI) (PBT/Networth)		0.76	0.44	0.30

Debt Equity Ratio (Total Debt /Networth)		2.24	0.00	0.01

Current Ratio (Current Asset/Current Liability)		1.37	1.15	1.57

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Share Capital	1.000	1.000	1.000
Reserves & Surplus	0.429	1.009	3.236
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	0.000	0.000
Net worth	1.429	2.009	4.236

Long Term borrowings	0.010	0.000	1.200
Short Term borrowings	0.000	0.000	8.306
Total borrowings	0.010	0.000	9.506
Debt/Equity ratio	0.007	0.000	2.244

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Sales	7.613	43.628	58.919
		473.072	35.049

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Sales	7.613	43.628	58.919
Profit	0.429	0.579	2.227
	5.64%	1.33%	3.78%

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	Yes
9]	Name of person contacted	Yes
10]	Designation of contact person	Yes
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	Yes
19]	Payments terms	Yes
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	Yes
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

UNSECURED LOANS:

Particulars	31.03.2014 Rs. In Million	31.03.2013 Rs. In Million
LONG TERM BORROWINGS
Saraswathi Thiagarajan	0.700	0.000
Mr. Karthik Nagappan	0.500	0.000
Total	1.200	0.000

OPERATIONS:

During the year 201 3 - 2014 the company achieved a turnover of Rs.58.919 Million with a net profit Rs.3.223 Million. The company generated all its revenue from development and sale of software through domestic and export. The company is planning to further develop the business in this year.

NO CHARGES EXIST FOR THE COMPANY

FIXED ASSETS:

· Computer and Accessories

· Office Equipment

· Electrical Fittings

· Furniture and Fixture

· Laptop

· Printers

· Server

· UPS

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.62.26
UK Pound	1	Rs.92.49
Euro	1	Rs.67.00

INFORMATION DETAILS

Information Gathered by :	SVA

Analysis Done by :	SUM

Report Prepared by :	VNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILITY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--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		44

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.