MIRA INFORM REPORT

Report No. :	337775
Report Date :	25.08.2015

IDENTIFICATION DETAILS

Name :	AURIONPRO SOLUTIONS LIMITED (w.e.f. 09.03.2005) INTELLVISIONS SOFTWARE LIMITED AMALGAMATED WITH AURIONPRO SOLUTIONS LIMITED (w.e.f. 25.04.2014)
Formerly Known As :	AURIONPRO SOLUTIONS PRIVATE LIMITED VALUE ADDED INFORMATION DISTRIBUTION SERVICES PRIVATE LIMITED
Registered Office :	35^th Floor, Sunshine Tower, Tulsi Pipe Road, Dadar (West), Mumbai – 400013, Maharashtra
Tel. No.:	91-22-30017001 / 66172600
Country :	India
Financials (as on) :	31.03.2015
Date of Incorporation :	04.08.1995
Com. Reg. No.:	11-176087
Capital Investment / Paid-up Capital :	Rs.198.543 Million
CIN No.: [Company Identification No.]	L99999MH1997PLC111637
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	AAACV7297H
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	The Company is engaged in the business of providing solutions in corporate banking, treasury, fraud prevention and risk management, internet banking, governance and compliance also provider of intellectual property led Information Technology solutions for the banking and financial services.
No. of Employees :	Information declined by the management.

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 10400000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Exist
Comments :	Aurionpro Solutions is an established company having satisfactory track. As per 2015 financials, there appears a dip in its profitability margins as compared to its previous year. However, rating consider company’s long track record of business operations and sound financial risk profile supported by good net worth base and favourable gap between trade payables to its receivables. Moreover, the company’s qualified and well-experienced board of directors has been the key drivers for the growth of the company. Trade relations are fair. Business is active. Payment terms are reported to be usually correct. In view of the aforesaid, the company can be considered for business dealings at usual trade terms and conditions. Note: Mr. Sanjeeb Zha, (Finance Department) claimed that the subject company “Intellvisions Software Limited” has been merged with “Aurionpro Solutions Limited” w.e.f. 25^th March 2014.

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, 2015

Country Name	Previous Rating (31.12.2014)	Current Rating (31.03.2015)
India	A1	A1

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

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term bank facilities = BBB-
Rating Explanation	Moderate degree of safety and moderate credit risk.
Date	April 13, 2015

Rating Agency Name	CARE
Rating	Short term bank facilities = A3
Rating Explanation	Moderate degree of safety and higher credit risk.
Date	April 13, 2015

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 31-03-2013.

INFORMATION DENIED BY

Name :	Mr. Sanjeeb Zha
Designation :	Finance Department
Contact No.:	91-22-30017001
Date :	22.08.2015

LOCATIONS

Registered Office :	35^th Floor, Sunshine Tower, Tulsi Pipe Road, Dadar (West), Mumbai – 400013, Maharashtra, India
Tel. No.:	91-22-30017001 / 66172600
Fax No.:	91-22-66172666
E-Mail :	mehul.raval@aurionpro.com
Website :	www.aurionpro.com

DIRECTORS

As on 31.03.2014

Name :	Mr. Paresh Zaveri
Designation :	Non-Executive Chairman
Name :	Mr. Amit Sheth
Designation :	Vice Chairman and Managing Director
Name :	Mr. Sanjay Desai
Designation :	Executive Director
Name :	Mr. Samir Shah
Designation :	Non-Executive Director
Name :	Mr. Prem Rajani
Designation :	Independent Director (Resigned w.e.f. 19th May 2014)
Name :	Dr. Nikunj Kapadia
Designation :	Independent Director
Name :	Dr. Mahendra Mehta
Designation :	Independent Director
Name :	Mr. Sandeep Daga
Designation :	Independent Director
Qualification :	B.E. (Electronics) and M.M.S. (Finance)

KEY EXECUTIVES

Name :	Mr. Mehul Raval
Designation :	Company Secretary
Name :	Mr. Sanjeeb Zha
Designation :	Finance Department

SHAREHOLDING PATTERN

As on 30.06.2015

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	2623598	13.21
Sub Total	2623598	13.21
(2) Foreign
Individuals (Non-Residents Individuals / Foreign Individuals)	2961301	14.92
Bodies Corporate	774047	3.90
Sub Total	3735348	18.81
Total shareholding of Promoter and Promoter Group (A)	6358946	32.03
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	107273	0.54
Financial Institutions / Banks	66884	0.34
Foreign Institutional Investors	165067	0.83
Sub Total	339224	1.71
(2) Non-Institutions
Bodies Corporate	3065250	15.44
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	2180839	10.98
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	4839021	24.37
Any Others (Specify)	3071038	15.47
Non Resident Indians	1589123	8.00
Clearing Members	128276	0.65
Overseas Corporate Bodies	601816	3.03
Trusts	181485	0.91
Others	4000	0.02
Others	566338	2.85
Sub Total	13156148	66.26
Total Public shareholding (B)	13495372	67.97
Total (A)+(B)	19854318	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	19854318	100.00

BUSINESS DETAILS

Line of Business :

The Company is engaged in the business of providing solutions in corporate banking, treasury, fraud prevention and risk management, internet banking, governance and compliance also provider of intellectual property led Information Technology solutions for the banking and financial services.

Products :

Product Description	Item Code No. (ITC Code)
Packaged software	99611842

Brand Names :

Not Available

Agencies Held :

Not Available

Exports :

Not Divulged

Imports :

Not Divulged

Terms :

Selling :

Not Divulged

Purchasing :

Not Divulged

PRODUCTION STATUS = NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged

Customers :

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

No. of Employees :

Information declined by the management.

Bankers :

Banker Name	State Bank of India
Branch Address	IFB, Natraj Building, 102, 1^st Floor, 194, Sir M. V. Road Western Express Highway, Andheri (East), Mumbai – 400069, Maharashtra, India
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

• Axis Bank Limited
• HDFC Bank Limited
• Bank of India

Facilities :

SECURED LOAN	31.03.2015 (Rs. in Million)	31.03.2014 (Rs. in Million)
SHORT TERM BORROWING
Working capital loans from banks	NA	505.541
Total	NA	505.541

Auditors :
Name :	B S R and Company LLP Chartered Accountants
Address :	Mumbai, Maharashtra, India
Internal Auditors :
Name :	D. Kothary and Company Chartered Accountants
Address :	Mumbai, Maharashtra, India
Memberships :	Not Available
Collaborators :	Not Available
Subsidiaries (As on 31.03.2014) :	Aurionpro Solutions Inc Aurionpro Solutions Pte. Limited Aurionpro Software Pte. Limited Auroscient Outsourcing Limited Aurofidel Outsourcing Limited Aurionpro Solutions SPC Aurionpro SCM Pte. Limited Kairoleaf Analytics(S) Pte. Limited PT Aurionpro Solutions, Indonesia E2E Infotech Limited (till 29 June 2013) Aurionpro Solutions (Hong Kong) Limited (till 01 August 2013)
Step-down subsidiaries (As on 31.03.2014) :	Aurionpro SCM Inc. Aurionpro Holdings Pte. Limited Aurionpro Solutions PLC Sena Systems Private Limited Integro Technologies Pte. Limited (Sold to Aurionpro Holdings Pte. Limited w.e.f. 31 March 2014) Integro Technologies SDN. BHD Integro Technologies Company Limited Aurionpro Solutions Pty Limited (Sold to Aurionpro Holdings Pte. Limited w.e.f. 31 March 2014)

CAPITAL STRUCTURE

As on 31.03.2015

Authorised Capital: Not Available

Issued, Subscribed & Paid-up Capital: Rs.198.543 Million

As on 31.03.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
26,150,000	Equity Shares	Rs.10/- each	Rs.261.500 Million

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
18,098,198	Equity Shares	Rs.10/- each	Rs.180.982 Million

As on 31.03.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
26,150,000	Equity Shares	Rs.10/- each	Rs.261.500 Million

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
18,098,198	Equity Shares	Rs.10/- each	Rs.180.982 Million

Reconciliation of the number of shares outstanding at the beginning and at the end of the year

Particulars	As on 31.03.2014
	Number of shares	Rs. In Million
At the commencement of the year	16,810,427	168.104
Add: Shares issued on conversion of share warrants	530,000	5.300
Add: Shares issued on preferential basis	257,771	2.578
Add: Shares issued on acquisition of companies	500,000	5.000
At the end of the year	18,098,198	180.982

Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shareholders are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder are in proportion to its share of the paid-up equity capital of the Company.

During the year ended 31 March 2014, the Company has proposed final dividend of Rs.2 per equity shares (31 March 2013: Rs.1.25). The dividend proposed by the Board of Directors is subject to the approval of the shareholders at the ensuing Annual General Meeting.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

Particulars of shareholders holding more than 5% of equity shares

Name of equity shareholders	As on 31.03.2014
	Number of shares	% of total shares
Mr. Amit Sheth	1,016,804	5.62
Mr. Paresh Zaveri	2,704,301	14.94
Mr. Vishwanath Prabhu	0.000	0.000
Mr. Naresh Nagpal	948,365	5.24
Reliance Capital Limited	1,306,906	7.22

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2015	31.03.2014	31.03.2013
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	198.543	180.982	168.104
(b) Reserves & Surplus	3450.392	3017.064	2532.522
(c) Money received against share warrants	0.000	0.000	135.625
(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	3648.935	3198.046	2836.251
(3) Non-Current Liabilities
(a) long-term borrowings	75.181	2.205	160.058
(b) Deferred tax liabilities (Net)	0.000	15.167	44.143
(c) Other long term liabilities	3.986	3.018	0.000
(d) long-term provisions	21.143	6.569	6.943
Total Non-current Liabilities (3)	100.310	26.959	211.144
(4) Current Liabilities
(a) Short term borrowings	524.031	648.982	555.830
(b) Trade payables	303.529	503.788	147.101
(c) Other current liabilities	292.023	370.033	193.093
(d) Short-term provisions	127.591	91.833	37.646
Total Current Liabilities (4)	1247.174	1614.636	933.670
TOTAL	4996.419	4839.641	3981.065
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	305.340	151.211	241.713
(ii) Intangible Assets	0.000	19.295	19.913
(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	1219.286	1213.191	1733.281
(c) Deferred tax assets (net)	11.357	0.000	0.000
(d) Long-term Loan and Advances	278.982	300.492	188.002
(e) Other Non-current assets	31.314	9.006	2.080
Total Non-Current Assets	1846.279	1693.195	2184.989
(2) Current assets
(a) Current investments	1.239	1.475	1.935
(b) Inventories	64.173	75.425	77.783
(c) Trade receivables	696.015	907.399	733.141
(d) Cash and cash equivalents	80.332	135.369	65.404
(e) Short-term loans and advances	2297.456	1635.339	917.022
(f) Other current assets	10.925	391.439	0.791
Total Current Assets	3150.140	3146.446	1796.076
TOTAL	4996.419	4839.641	3981.065

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2015	31.03.2014	31.03.2013
	SALES
	Income	2613.068	2180.885	1943.349
	Other Income	129.656	380.311	118.720
	TOTAL	2742.724	2561.196	2062.069
Less	EXPENSES
	Cost of Materials Consumed	2411.858	1289.440	986.226
	Purchases of Stock-in-Trade		0.000	0.000
	Changes in inventories of finished goods, work-in-progress and Stock-in-Trade		2.358	(26.984)
	Employees benefits expense		570.701	529.281
	Other expenses		301.689	195.279
	TOTAL	2411.858	2164.188	1683.802
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION	330.866	397.008	378.267
Less	FINANCIAL EXPENSES	101.156	112.947	116.732
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION	229.710	284.061	261.535
Less/ Add	DEPRECIATION/ AMORTISATION	90.590	76.144	123.408
	PROFIT/ (LOSS) BEFORE TAX	139.120	207.917	138.127
Less	TAX	41.413	(61.445)	19.019
	PROFIT/ (LOSS) AFTER TAX	97.707	269.362	119.108
	EARNINGS IN FOREIGN CURRENCY
	Information technologies and consultancy services	NA	670.476	818.581
	Interest income on working capital loan	NA	21.634	16.163
	TOTAL EARNINGS	NA	692.110	834.744
	Earnings / (Loss) Per Share (Rs.)	4.96	15.29	7.29

CURRENT MATURITIES OF LONG TERM BORROWINGS DETAILS

Particulars	31.03.2015	31.03.2014	31.03.2013
Current Maturities of Long term borrowings	NA	137.951	85.776
Net cash flows from (used in) operations	NA	(260.452)	(15.896)
Net cash flows from (used in) operating activities	NA	(306.714)	(70.273)

KEY RATIOS

PARTICULARS		31.03.2015	31.03.2014	31.03.2013
Net Profit Margin (PAT / Sales)	(%)	3.74	12.35	6.13
Operating Profit Margin (PBIDT/Sales)	(%)	12.66	18.20	19.46
Return on Total Assets (PBT/Total Assets}	(%)	3.69	5.73	6.15
Return on Investment (ROI) (PBT/Networth)		0.04	0.07	0.05
Debt Equity Ratio (Total Debt /Networth)		0.16	0.20	0.25
Current Ratio (Current Asset/Current Liability)		2.53	1.95	1.92

STOCK PRICES

Face Value	Rs.10/-
Market Value	Rs.206/-

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	168.104	180.982	198.543
Reserves & Surplus	2532.522	3017.064	3450.392
Money received against share warrants	135.625	0.000	0.000
Net worth	2836.251	3198.046	3648.935
long-term borrowings	160.058	2.205	75.181
Short term borrowings	555.830	648.982	524.031
Total borrowings	715.888	651.187	599.212
Debt/Equity ratio	0.252	0.204	0.164

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	1943.349	2180.885	2613.068
		12.223	19.817

NET PROFIT MARGIN

Net Profit Margin	31.03.2013	31.03.2014	31.03.2015
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	1943.349	2180.885	2613.068
Profit	119.108	269.362	97.707
	6.13%	12.35%	3.74%

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check list by info agents	Available in Report (Yes/No)
1	Year of establishment	Yes
2	Constitution of the entity -Incorporation details	Yes
3	Locality of the entity	Yes
4	Premises details	No
5	Buyer visit details	---
6	Contact numbers	Yes
7	Name of the person contacted	Yes
8	Designation of contact person	Yes
9	Promoter’s background	Yes
10	Date of Birth of Proprietor / Partners / Directors	Yes
11	Pan Card No. of Proprietor / Partners	No
12	Voter Id Card No. of Proprietor / Partners	No
13	Type of business	Yes
14	Line of Business	Yes
15	Export/import details (if applicable)	No
16	No. of employees	No
17	Details of sister concerns	Yes
18	Major suppliers	No
19	Major customers	No
20	Banking Details	Yes
21	Banking facility details	Yes
22	Conduct of the banking account	--
23	Financials, if provided	Yes
24	Capital in the business	Yes
25	Last accounts filed at ROC, if applicable	Yes
26	Turnover of firm for last three years	Yes
27	Reasons for variation <> 20%	--
28	Estimation for coming financial year	No
29	Profitability for last three years	Yes
30	Major shareholders, if available	Yes
31	External Agency Rating, if available	No
32	Litigations that the firm/promoter involved in	Yes
33	Market information	---
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

LITIGATION DETAILS

Case Details
Bench:- Bombay
Presentation Date:- 25/09/2013
Lodging No:-	ITXAL/1583/2013	Failing Date:-	25/09/2013	Reg. No.:-	ITXA/1869/2014	Reg. Date:-	24/12/2014
Petitioner:-	THE COMMISSIONER OF INCOME TAx		Respondent:-	AURIONPRO SOLUTIONS LIMITED
Petn.Adv:-	A. R. MALHOTRA ()
District:-	MUMBAI
Bench:-	DIVISION		Category:-	TAX APPEALS
Status:-	Pre-Admission		Stage:-	FOR REJECTION [ORIGINAL SIDE MATTERS]
Next Date:-	02/09/2015
Coram:-	ACCORDING TO SITTING LIST ACCORDING TO SITTING LIST
Last Date:-	07/02/2014		Stage:-	FOR REJECTION [ORIGINAL SIDE MATTERS]
Last Coram:-	REGISTRAR(OS)/PROTHONOTARY & SR. MASTER
Act :-	Income Tax Act, 1961		Under Section:- 260A

UNSECURED LOAN

PARTICULARS	31.03.2015 (Rs. in Million)	31.03.2014 (Rs. in Million)
LONG TERM BORROWING
Rupee term loans from others	NA	2.205
SHORT TERM BORROWING
Term loans	NA	1.412
Deposits	NA	21.500
Loans and advances from related parties	NA	120.529
Total	NA	145.646

CONTINGENT LIABILITIES:

PARTICULARS	31.03.2015 (Rs. in Million)	31.03.2014 (Rs. in Million)
Guarantees outstanding	NA	10.683
Stand By Letter of Credit outstanding given on behalf of the subsidiaries	NA	375.149

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10375046	09/08/2012	70,000,000.00	HDFC BANK LIMITED	HDFC BANK HOUSESENAPATI BAPAT MARG, LOWER PAREL WEST, MUMBAI - 400013, MAHARASHTRA, INDIA	B57496820
2	10311715	29/04/2015 *	196,500,000.00	STATE BANK OF INDIA	IFB, NATRAJ BUILDING, 102, 1ST FLOOR, 194,, SIR M  V ROAD WESTERN EXPRESS HIGHWAY, ANDHERI (EAST), MUMBAI - 400069, MAHARASHTRA, INDIA	C53508008
3	10264926	25/03/2013 *	944,500,000.00	AXIS BANK LIMITED	AXIS HOUSE, GROUND FLOOR, C-2 WADIA INTERNATIONAL  CENTRE, P.B. MARG, WORLI, MUMBAI - 400025, MAHARASHTRA, INDIA	B72217912
4	10262162	10/10/2012 *	50,000,000.00	YES BANK LIMITED	9TH FLOOR, NEHRU CENTRE, DISCOVERY OF INDIA, DR.  ANNIE BESANT ROAD, WORLI, MUMBAI -  400018, MAHARASHTRA, INDIA	B62560974
5	10030729	22/01/2010 *	310,500,000.00	STATE BANK OF INDIA	MID CORPORATE LOAN ADMN. UNIT, SHRI HARI BLDG.,  R.T.O. LANE, FOUR BUNGLOW, ANDHERI(WEST), MUMBAI - 400053,  MAHARASHTRA, INDIA	A77730836

* Date of charge modification

OPERATIONS [AS ON 31.03.2014]

The company made significant strides operationally this past fiscal year. The streamlining activities initiated in previous quarters have resulted in process efficiencies across all functions and the structure of the company has been reorganized into a regional model to maximize our sales team's ability to position the full suite of Aurionpro's software and services offerings globally. The Western region is comprised of North America, Europe, and Australia, and the Eastern region includes India, Asia Pacific, the Middle East, and Africa. Significant investments in Salesforce.com , which manages Aurionpro's global sales and delivery operations, will improve internal collaboration and will support Aurionpro's goals of growth and increased risk monitoring.

Aurionpro has also recently invested significantly in both strengthening the company's infrastructure and ensuring the high quality of their delivery processes. Several new offices have been established in India, Singapore, and the U.S. in order to accommodate an expanding base of employees in world-class facilities. We have also achieved numerous technical and operational certifications that ensure the quality of our internal controls. The company attained ISO 20000-1 and ISO 27001 certifications, the Capability Maturity Model Integration (CMMI) Level 3 certification, and the SOC2 certification. These achievements ensure that Aurionpro adheres to a comprehensive set of criteria that guarantee the security, availability, and effective delivery that form the foundation for successful implementations.

BACKGROUND [AS ON 31.03.2014]

Aurionpro Solutions Limited was incorporated on 31 October 1997 as a private limited company under the Companies Act, 1956 (‘the Act’). The Company was converted into public limited company with effect from 9 March 2005. The Company is engaged in the business of providing solutions in corporate banking, treasury, fraud prevention and risk management, internet banking, governance and compliance. The Company is a leading provider of intellectual property led Information Technology solutions for the banking and financial service insurance segments.

STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 30.06.2015

(RS. IN MILLION)

		Particulars	Quarter Ended
			30.06.2015 (Unaudited)
1	Income from Operations
	a) Net Sales/Income from Operations (net of excise duty)		436.857
	b) Other Operating Income		--
	Total Income from Operations (Net)		436.857
2	Expenses
		Software development and related expenses	65.641
		Changes in inventories of finished goods, work-in-progress and stock-in-trade	17.455
		Employee benefit expenses	191.285
		Depreciation and amortization expense	20.440
		Other expenses	96.143
	Total Expenses		390.964
3		Profit /(Loss) from operations before other income, finance costs and exceptional items (1-2)	45.893
4	Other Income		44.143
5		Profit /(Loss) from ordinary activities before finance costs and exceptional items (3+4)	90.036
6	Finance Costs		18.461
7		Profit /(Loss) from ordinary activities after finance costs but before exceptional items (5-6)	71.575
8	Exceptional Items		--
9	Profit /(Loss) from ordinary activities before tax		71.575
10	Tax Expense		17.344
11	Net Profit /(Loss) from ordinary activities after tax (9-10)		54.231
12	Extraordinary items (net of tax expense)		--
13	Net Profit /(Loss) for the period (11-12)		54.231
14	Paid up equity share capital (Eq. shares of Rs.10/- each)		198.543
15	Reserve excluding revaluation reserves		--
16		Earnings per share (before/after extraordinary items) of Rs.10/- each
		Basic	2.73
		Diluted	2.73
A		PARTICULARS OF SHAREHOLDING
1		Public Shareholding
		- No. of Shares	13495372
		- Percentage of Shareholding	67.97
2		Promoters and promoter group shareholding
		a) Pledged/Encumbered
		- Number of shares	3614000
		- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)	56.83
		- Percentage of shares (as a % of the total share capital of the Company)	18.20
		b) Non- encumbered
		- Number of shares	2744946
		- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)	43.17
		- Percentage of shares (as a % of the total share capital of the Company)	13.83

	Particulars		Quarter ended 30.06.2015
B		Investor Complaints
		Pending at the beginning of the quarter	Nil
		Received during the quarter	1
		Disposed during the quarter	1
		Remaining unresolved at the end of the quarter	Nil

NOTE :

• The above results were reviewed by the Audit Committee and thereafter approved by the Board of Directors at their meeting held on 11.08.2015. The Statutory Auditors of the Company performed a review, of these financial results in accordance with the Standard on Review Engagement (SRE) 2410, "Review of interim Financial Information Performed by the Independent Auditor of the Entity" issued, by the Institute of Chartered Accountants of India".

• The Company/Group has identified geographic segment as its primary segments on the basis of the location of assets. The Company's assets are predominantly located in India, Hence, no separate disclosure of segment Information in line with Accounting Standard (AS) 17 on "Segmental Reporting" is required.

• During the quarter ended June 30, 2015, the Company has incurred foreign exchange loss of Rs 26.507 Million (June 30, 2014 quarter ended includes foreign exchange gain Rs 2.080 Million).

• Tax expenses for the quarter include deferred tax credit of Rs. 13.198 Million (30 June 2014 quarter ended Rs 7.1212 Million).

• Pursuant to the scheme of amalgamated of Intellvisions Software Limited with the company, the results for the quarters ended 30 June 2015 and 31 March 2015 includes the results of merged entity for the period from 01.04.2015 to 30.06.2015 and 01.04.2014 to 31.03.2015 respectively giving effects to the scheme and are not strictly comparable to other quarters.

• Software development and other related expenses include purchase of material of Rs.55.134 Million (30 June 2014 quarter ended Rs 301.814 Million).

• Figures for the previous periods/year have been regrouped/reclassified wherever necessary to make them comparable with those of the current quarter.

FIXED ASSETS

Tangible Assets

• Computers
• Land
• Furniture and fixtures
• Office Equipments
• Leasehold Improvements
• Vehicles
• Ships vessels

Intangible Assets

• Computer software
• Goodwill

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report : No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.66.50
UK Pound	1	Rs.104.00
Euro	1	Rs.76.27

INFORMATION DETAILS

Information Gathered by :	SPR
Analysis Done by :	HNA
Report Prepared by :	SNT / PNM

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILITY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	---
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	YES
--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		49

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.