MIRA INFORM REPORT

Report No. :	338284
Report Date :	26.08.2015

IDENTIFICATION DETAILS

Name :	OPERA SOLUTIONS INDIA PRIVATE LIMITED (W.E.F. 29.10.2012)
Formerly Known As :	OPERA SOLUTIONS MANAGEMENT CONSULTING SERVICES PRIVATE LIMITED
Registered Office :	5/3, Second Floor, Sarvapriya Vihar New Delhi – 110017
Tel. No.:	91-120-4642400
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	15.05.2006
Com. Reg. No.:	55-148796
Capital Investment / Paid-up Capital :	Rs.0.126 Million
CIN No.: [Company Identification No.]	U93091DL2006PTC148796
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	Not Available
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	Private Limited Liability Company
Line of Business :	Subject is providing software consultancy services.
No. of Employees :	Information declined by the management.

RATING & COMMENTS

MIRA’s Rating :

Ba (48)

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

Maximum Credit Limit :	USD 630000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. Overall financial position of the company seems to be decent. Trade relations are reported as fair. Business is active. Payment terms are usually correct. The company can be considered for dealings at usual trade terms and conditions. Note: The company has changed its financial year from 31^st December to 31^st March.

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

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 31-03-2013.

INFORMATION DENIED

Management non-co-operative (91-120-4642400)

LOCATIONS

Registered Office :	5/3, Second Floor, Sarvapriya Vihar New Delhi – 110017, India
Tel. No.:	91-120-4642400
Fax No.:	Not Available
E-Mail :	sanjay.gupta@operasolutions.com milan.tyagi@operasolutions.com
Branch Office :	Floor 6, Express Trade Towers – 1, Plot No.15-16, Sector 16A, Noida – 201301, Uttar Pradesh, India

DIRECTORS

As on 30.09.2014

Name :

Mr. Shishir Kapoor

Designation :

Director

Address :

House No. 516, Sector-14, Gurgaon - 122001, Haryana, India

Date of Birth/Age :

24.05.1975

Date of Appointment :

30.12.2013

DIN No.:

05013431

Other Directorship :

S. No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U93091DL2006PTC148796	OPERA SOLUTIONS INDIA PRIVATE LIMITED	Director	30/12/2013	30/12/2013	-	Active	NO
2	AAA-3688	ACV VENTURES LLP	Designated Partner	04/02/2011	04/02/2011	-	Active	NO

Name :

Mr. Sridhar Ramasubbu

Designation :

Director

Address :

43, Hartlander St, Eastbrunswick, New Jersey, 08816, United States Of America

Date of Birth/Age :

07.03.1959

Date of Appointment :

01.07.2014

DIN No.:

06961578

MAJOR SHAREHOLDERS

As on 30.09.2014

Names of Shareholders	No. of Shares	%age holding
Opsol Worldwide Limited, United Kingdom	11951	95.00
Opera Solutions Limited, United Kingdom	629	5.00
Total	12580	100.00

As on 30.09.2014

Equity Share Break up (Percentage of Total Equity)

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	100.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Subject is providing software consultancy services.
Products :	Not Available
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	Not Divulged
Branch Address	Not Divulged
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number	Not Divulged
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

Auditors :
Name :	Vikas Kochhar and Associates Chartered Accountants
Address :	House No:-29 , 2nd Floor, Defence Colony Markets, New Delhi – 110024, India
PAN No.:	AACFV4579P
Memberships :	Not Available
Collaborators :	Not Available
Ultimate Holding Company :	Opera Solutions LLC
Holding Company :	Opsol Worldwide Limited, Ireland Opera Solutions Limited, Ireland

CAPITAL STRUCTURE

As on 31.03.2014

Authorised Capital:

No. of Shares	Type	Value	Amount
110000	Equity Shares	Rs.10/- each	Rs.1.100 Million

Issued, Subscribed & Paid-up Capital:

No. of Shares	Type	Value	Amount
12580	Equity Shares	Rs.10/- each	Rs.0.126 Million

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014 (15 Months)	31.12.2012 (12 Months)	31.12.2011 (12 Months)
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	0.126	0.126	0.126
(b) Reserves & Surplus	221.961	161.465	121.631
(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)	222.087	161.591	121.757
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	0.000
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	0.000	0.000	0.000
(d) long-term provisions	8.176	5.236	3.016
Total Non-current Liabilities (3)	8.176	5.236	3.016
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	0.000	0.000	0.000
(c) Other current liabilities	22.538	24.410	65.504
(d) Short-term provisions	3.025	38.847	19.148
Total Current Liabilities (4)	25.563	63.257	84.652
TOTAL	255.826	230.084	209.425
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	28.060	32.735	26.577
(ii) Intangible Assets	0.944	2.663	2.404
(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)	2.349	3.058	3.993
(d) Long-term Loan and Advances	24.825	24.823	25.946
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	56.178	63.279	58.920
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	0.000	0.000	0.000
(c) Trade receivables	170.091	122.039	106.913
(d) Cash and cash equivalents	8.814	3.952	21.531
(e) Short-term loans and advances	20.644	40.634	21.813
(f) Other current assets	0.099	0.180	0.248
Total Current Assets	199.648	166.805	150.505
TOTAL	255.826	230.084	209.425

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014 (15 Months)	31.12.2012 (12 Months)	31.12.2011 (12 Months)
	SALES
	Income	526.724	461.754	377.542
	Other Income	12.377	13.688	15.698
	TOTAL	539.101	475.442	393.240
Less	EXPENSES
	Employees benefits expense	286.067	223.734	187.345
	Other expenses	164.319	169.288	142.574
	TOTAL	450.386	393.022	329.919
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION	88.715	82.420	63.321
Less	FINANCIAL EXPENSES	0.457	0.660	0.325
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION	88.258	81.760	62.996
Less/ Add	DEPRECIATION/ AMORTISATION	9.008	7.624	6.653
	PROFIT/ (LOSS) BEFORE TAX	79.250	74.136	56.343
Less	TAX	26.020	20.630	16.852
	PROFIT/ (LOSS) AFTER TAX	53.230	53.506	39.491
	Earnings / (Loss) Per Share (Rs.)	4231.31	4253.25	3139.18

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

Particulars	31.03.2014 (15 Months)	31.12.2012 (12 Months)	31.12.2011 (12 Months)
Current Maturities of Long term debt	NA	NA	NA
Cash generated from operations	NA	NA	NA
Net cash flows from (used in) operations	NA	NA	NA

KEY RATIOS

PARTICULARS		31.03.2014 (15 Months)	31.12.2012 (12 Months)	31.12.2011 (12 Months)
Net Profit Margin (PAT/Sales)	(%)	10.11	11.59	10.46
Operating Profit Margin (PBDIT / Sales)	(%)	16.84	17.85	16.77
Return on Total Assets (PBT/Total Assets}	(%)	31.27	32.66	27.43
Return on Investment (ROI) (PBT/Networth)		0.36	0.46	0.46
Debt Equity Ratio (Total Debt/Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		7.81	2.64	1.78

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.12.2011 (12 Months)	31.12.2012 (12 Months)	31.03.2014 (15 Months)
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Share Capital	0.126	0.126	0.126
Reserves & Surplus	121.631	161.465	221.961
Net worth	121.757	161.591	222.087
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	31.12.2011 (12 Months)	31.12.2012 (12 Months)	31.03.2014 (15 Months)
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	377.542	461.754	526.724
		22.305	14.070

NET PROFIT MARGIN

Net Profit Margin	31.12.2011 (12 Months)	31.12.2012 (12 Months)	31.03.2014 (15 Months)
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	377.542	461.754	526.724
Profit	39.491	53.506	53.230
	10.46%	11.59%	10.11%

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	No
8	Designation of contact person	No
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	No
21	Banking facility details	No
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	----------------------
33	Market information	----------------------
34	Payments terms	No
35	Negative Reporting by Auditors in the Annual Report	No

Note:

Registered address has been shifted from the A-16/9, Vasant Vihar, New Delhi – 110057, India to the present address w.e.f 01.11.2008.

BUSINESS PERFORMANCE

The company has generated gross revenue of Rs.667.835 Million and has made commendable profits amounting to Rs.65.783 Million during the year under review. The growth potentials of the company are tremendous in the years to come.

ABOUT THE COMPANY

Opera Solutions Management Consulting Services Private Limited was incorporated as on May, 15, 2006 and registered under the Companies Act, 1956 private limited company at the office of the Registrar of Companies, NCT of Delhi and Haryana. The Company has been incorporated with an object to carry on the services in the field of management and business consultancy name of the company has been changed to Opera Solutions India Private Limited vide fresh certificate of Incorporation issued dated 29th day of October 2012.

INDEX OF CHARGES

S. NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10581441	26/06/2015	125,000.00	The Hong Kong and Shanghai Banking Corporation Limited	25, Birla Tower, Barakhamba Road, New Delhi - 110001, INDIA	C59575852

* Date of charge modification

CONTINGENT LIABILITIES

(Rs. In Million)

Particulars	As at 31 March 2014
Other money for which the company is contingently liable
Others	0.098
Guarantees	0.025
Disputed Income Tax Demand (A.Y 2009-10)	19.087
Disputed Income Tax Demand (A.Y 2010-11)	6.796
Total	26.006

FIXED ASSETS

• Computers
• Plant and Machinery
• Furniture and Fixtures
• Leasehold Improvement
• Land and Building

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.66.70
UK Pound	1	Rs.105.10
Euro	1	Rs.77.10

INFORMATION DETAILS

Information Gathered by :	SPY
Analysis Done by :	RAS
Report Prepared by :	PNM

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILITY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	---
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		48

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.