MIRA INFORM REPORT

 

 

Report No. :

309078

Report Date :

21.02.2015

 

IDENTIFICATION DETAILS

 

Name :

DIAMOND INFOSYSTEMS LIMITED

 

 

Registered Office :

Essen Info Park, 5/9-10, BIDC Gorwa, Vadodara – 390016, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

09.03.1993

 

 

Com. Reg. No.:

04-019094

 

 

Capital Investment / Paid-up Capital :

Rs. 58.850 Millions

 

 

CIN No.:

[Company Identification No.]

L24110GJ1993PLC019094

 

 

IEC No.:

Not Available

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

PAN No.:

[Permanent Account No.]

Not Available

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

Subject is engaged in providing information technology and outsourced business services

 

 

No. of Employees :

Information declined by the management.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (43)

 

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 an established company having satisfactory track. Profitability of the company is low. However, liquidity position of the company is good.

 

Trade relations are reported as 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.

 

 

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 DENIED

 

Management non-cooperative (Tel No.: 91-265-2284328)

 

 

LOCATIONS

 

Registered Office :

Essen Info Park, 5/9-10, BIDC Gorwa, Vadodara – 390016, Gujarat, India

Tel. No.:

91-265-2283969/ 2284328/ 3931234/ 2284328

Fax No.:

91-265-2284328 

E-Mail :

esha.parmar@diinsy.com

ncc@diinsy.com

Website :

http://diinsy.com

 

 

Regional Office :

Located At:

 

  • Mumbai
  • Chennai
  • Delhi
  • Jaipur
  • Indore
  • Ahmedabad

 

 

Overseas Office :

Located At:

 

  • USA
  • Rwanda
  • UAE

 

 

DIRECTORS

 

Name :

Mr. Sumit Suresh Bhatnagar

Designation :

Managing Director

Address :

6, Green Park Society, Nizampura, Vadodara-390002, Gujarat, India

Date of Birth/Age :

20.10.1972

Date of Appointment :

09.03.1993

DIN No.:

00776129

 

 

Name :

Mr. Prakash Sinha

Designation :

Director

Address :

R-20, Nehru Enclave, Gomti Nagar, Lucknow-226020, Uttar Pradesh, India

Date of Birth/Age :

07.03.1938

Date of Appointment :

29.04.2002

DIN No.:

00775879

 

 

Name :

Mr. Amit Suresh Bhatnagar

Designation :

Director

Address :

6, Green Park Society, Nizampura, Vadodara-390002, Gujarat, India

Date of Birth/Age :

12.02.1970

Date of Appointment :

09.03.1993

DIN No.:

00775880

 

 

Name :

Mr. Gajendra Narayan Verma

Designation :

Director

Address :

R/O Laxmi Cottage, New Colony, Dungarpur-314001, Rajasthan, India

Date of Birth/Age :

25.09.1921

Date of Appointment :

07.01.1995

DIN No.:

01869397

 

 

Name :

Mr. Suresh Narain Bhatnagar

Designation :

Director

Address :

6, Green Park Society, Nizampura, Vadodara-390002, Gujarat, India

Date of Birth/Age :

10.09.1941

Date of Appointment :

09.03.1993

DIN No.:

01661444

 

 

Name :

Namo Narain Bhatnagar

Designation :

Director

Address :

67, Oriental Apartment, Sector 9, Rohini, Delhi-110085, India

Date of Birth/Age :

10.04.1947

Date of Appointment :

27.09.2011

DIN No.:

02389040

 

 

Name :

Triloki Narayan Bhatnagar

Designation :

Director

Address :

3 DA-8, Jawahar Nagar, Jaipur-302004, Rajasthan, India

Date of Birth/Age :

02.03.1937

Date of Appointment :

29.04.2002

DIN No.:

02397298

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.12.2014

 

Category of Shareholder

No. of Shares

% of Holdings

(A) Shareholding of Promoter and Promoter Group

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

175750

2.99

http://www.bseindia.com/include/images/clear.gifBodies Corporate

2476745

42.09

http://www.bseindia.com/include/images/clear.gifSub Total

2652495

45.07

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

2652495

45.07

(B) Public Shareholding

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

725000

12.32

http://www.bseindia.com/include/images/clear.gifSub Total

725000

12.32

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

900

0.02

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

99824

1.70

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

2406781

40.90

http://www.bseindia.com/include/images/clear.gifSub Total

2507505

42.61

Total Public shareholding (B)

3232505

54.93

Total (A)+(B)

5885000

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

 

 

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

0

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

0

0.00

Total (A)+(B)+(C)

5885000

0.00

 

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

 

Sl.No.

Name of the Shareholder

Details of Shares held

No. of Shares held

As a % of grand total

1

Diamond Projects Private Limited

23,07,845

39.22

2

S N Bhatnagar

1,75,750

2.99

3

Sumit Associates

1,68,900

2.87

 

Total

26,52,495

45.07

 

 

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

 

Sl. No.

Name of the Shareholder

No. of Shares held

 

Shares as % of Total No. of Shares

 

1

Administrator of the Specified

725000

 

12.32

2

Suresh N Bhatnagar

628141

 

10.67

3

Amit Suresh

537212

 

9.13

4

Sumit Suresh

498323

 

8.47

5

Madhurilata Bhatnagar

326905

 

5.55

6

Richa Bhatnagar

173200

 

2.94

7

Mona Bhatnagar

173200

 

2.94

 

Total

3061981

 

52.03

 

 

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

 

Sl. No.

Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them

No. of Shares

Shares as % of Total No. of Shares

1

Administrator of the Specified

725000

12.32

2

Suresh N Bhatnagar

628141

10.67

3

Amit Suresh

537212

9.13

4

Sumit Suresh

498323

8.47

5

Madhurilata Bhatnagar

326905

5.55

 

Total

2715581

46.14

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in providing information technology and outsourced business services

 

 

Products/ Services :

Not Available

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

 

Selling :

Not Divulged

 

 

Purchasing :

Not Divulged

 

 

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 :

  • Corporation Bank
  • Citi Bank
  • Allahabad Bank
  • HDFC Bank Limited

 

 

Facilities :

SECURED LOANS

31.03.2014

(Rs. in Millions)

31.03.2013

(Rs. in Millions)

SHORT TERM BORROWINGS

 

 

From Bank

18.645

11.569

 

 

 

Total

18.645

11.569

 

 

 

Auditors :

 

Name :

Vijay Tewar and Company

Chartered Accountants

Address :

315-316, Panorama, R.C. Dutt Road, Vadodara – 390007, Gujarat, India

PAN No:

ABJPT8933H

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Company in which KMP / Relatives of KMP can exercise significant influence:

  • Diamond Projects Limited
  • Diamond Power Infrastructure Limited
  • Diamond power Transformor Limited

 

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

10000000

Equity Shares

Rs. 10/- each

Rs. 100.000 Millions

100000

Preference Shares

Rs. 100/- each

Rs. 10.000 Millions

 

 

 

 

 

Total

 

Rs. 110.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

5885000

Equity Shares

Rs. 10/- each

Rs. 58.850 Millions

 

 

 

 

 

 

i) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period:

 

Particulars

 

No. of Shares

Rs. In Millions

Outstanding at the beginning of

5885000

58.850

Outstanding at the end of the year

5885000

58.850

 

 

 

ii) Details of shares held by each shareholder holdings more than 5 % shares:

 

Name of shareholders

As at 31st March, 2014

No of Shares

% holding in

Diamond Projects Limited

2307845

39.22%

Unit Trust of India

725000

12.32%

Suresh N. Bhatnagar

628141

10.67%

Amit Suresh Bhatnagar

537212

9.13%

Sumit Suresh Bhatnagar

498323

8.47%

Madhurilata Bhatanagar

326905

5.55%

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

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

58.850

58.850

58.850

(b) Reserves & Surplus

132.551

119.169

96.760

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

16.118

16.118

16.117

Total Shareholders’ Funds (1) + (2)

207.519

194.137

171.727

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

0.000

0.000

0.233

(b) Deferred tax liabilities (Net)

0.260

0.240

0.187

(c) Other long term liabilities

0.000

0.000

0.000

(d) long-term provisions

0.202

0.323

0.294

Total Non-current Liabilities (3)

0.462

0.563

0.714

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

18.645

11.569

5.670

(b) Trade payables

87.002

303.244

433.816

(c) Other current liabilities

6.549

4.733

4.162

(d) Short-term provisions

2.360

4.313

7.661

Total Current Liabilities (4)

114.556

323.859

451.309

 

 

 

 

TOTAL

322.537

518.559

623.750

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

0.000

0.000

0.000

(i) Tangible assets

31.594

31.410

32.698

(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

85.919

85.919

82.926

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

24.176

23.868

23.259

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

141.689

141.197

138.883

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

0.553

0.756

0.754

(c) Trade receivables

159.618

361.048

479.181

(d) Cash and cash equivalents

1.034

1.714

1.770

(e) Short-term loans and advances

18.595

13.484

2.715

(f) Other current assets

1.048

0.360

0.447

Total Current Assets

180.848

377.362

484.867

 

 

 

 

TOTAL

322.537

518.559

623.750

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

 

Income

2785.178

2868.400

4186.060

 

 

Other Income

4.792

11.919

9.107

 

 

TOTAL                                     (A)

2789.970

2880.319

4195.167

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

2753.166

2829.128

4136.954

 

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

0.203

(0.002)

(0.754)

 

 

Employees benefits expense

13.147

16.262

0.000

 

 

Other expenses

3.621

5.482

5.021

 

 

TOTAL                                     (B)

2770.137

2850.870

4156.286

 

 

 

 

 

 

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

19.833

29.449

38.881

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

2.129

1.721

0.399

 

 

 

 

 

 

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

17.704

27.728

38.482

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

0.701

0.767

0.821

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX (E-F)                (G)           

17.003

26.961

37.661

 

 

 

 

 

Less

TAX                                                                  (H)

3.621

4.552

11.187

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX (G-H)                  (I)

13.382

22.409

26.474

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

2.27

3.81

4.50

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

 

31.03.2013

31.03.2012

 

 

 

 

 

Net Profit Margin

PAT / Sales

(%)

0.48

0.78

0.63

 

 

 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)

0.71

1.03

0.93

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

7.19

6.23

6.96

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.08

0.14

0.22

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.09

0.06

0.03

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.58

1.17

1.07

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Share Capital

58.850

58.850

58.850

Reserves & Surplus

96.760

119.169

132.551

Share Application money pending allotment

16.117

16.118

16.118

Net worth

171.727

194.137

207.519

 

 

 

 

long-term borrowings

0.233

0.000

0.000

Short term borrowings

5.670

11.569

18.645

Total borrowings

5.903

11.569

18.645

Debt/Equity ratio

0.034

0.060

0.090

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

4186.060

2868.400

2785.178

 

 

(31.477)

(2.901)

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

4186.060

2868.400

2785.178

Profit

26.474

22.409

13.382

 

0.63%

0.78%

0.48%

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

------------

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

------------

22]

Litigations that the firm / promoter involved in

------------

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

-------------

26]

Buyer visit details

-------------

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

Date of Birth of Proprietor/Partner/Director, if available

Yes

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

No

 

 

CURRENT OPERATIONS

 

“In today’s rapidly changing business scenario, information is the power to propel ahead.”

 

Today with the advancement of science and technology, information is growing not merely by bytes but by terabytes and dealing with such voluminous information is a huge challenge for businesses to make quick and speedy decisions.

 

Subject is a group company of Diamond Power, is amongst the fastest upcoming and growing services, BPO and Product Engineering companies.

 

The operations of the Company now can be classified into following segments:

 

 

 

 

1. IMG Division (Infrastructure Management Group)

 

Under the IMG Division Diamond Infosystems has a wide array of products and services to offer under the following heads:-

 

System Integration

 

Hardware sales and services

 

DIL offers a large and varied set of product sales and services including a full range of hardware solutions from entry level PCs/Notebooks to high-end servers for the needs of Corporate, Small Business and Home customers. We also provide/sell various hardware devices from various business alliances like DELL, HCL, Intel, HP, IBM, Toshiba to name a few.

 

 

Network Integration

 

Their Network Integration solutions and services ensure that the communication networks deliver the performance the business relies on. Their Network Integration solutions and services ensure that the communication networks deliver the performance the business relies on.

 

Peripheral Sales and Services

 

DIL also provides peripheral sales and services from various partners with competitive market rates and enables quick after sales service.

 

 

System Maintenance and Upgradation

 

DIL has a very prompt customer helpdesk for quick reporting and on-phone guidance. It is also equipped with latest debugging tools and equipment.

 

Web Solutions

 

Diamond Infosystems is helping companies leapfrog into the future by creating a strong web presence. Their web solutions are helping turn 9 to 5 business operations into 24*7 revenue generating machines. Their web services and solutions include:-

 

Domain Registration

 

Domain names from DIL give you a complete web presence. Registering the domain names with DIL ensures great customer service, the best pricing along with a host of other features.

 

Website Hosting

 

They are one of the most competitive web service providers offering host of services for building the web presence. We specialize in composite, managed servers, dedicated servers, dedicated hosting, virtual private servers (VPS hosting), ASP. NET and LAMP web hosting solutions. They provide hosting solution for both Windows and Linux platform both.

 

Website Designing

 

Diamond Infosystems specializes in highest quality interactive websites, logos, and templates as well as ecommerce website design and also specializes in Website User Interface, Website Re-design, Web 2.0 based

Layout Designing, HTML/CSS, DIV/CSS (Table less Designs) and JS/DHTML.

 

E-Commerce Development

 

DIL focuses on custom Ecommerce solutions and custom web site development that fit the business challenges. Their Ecommerce initiatives improve sales performances, customer satisfaction and marketing initiatives undertaken by a company

 

FUTURE PROSPECTS

 

The Company sustains a relentless competitive focus as the economic climate is expected to remain challenging. The Company will continue to deploy resources in a focused manner to secure stakeholder interest and pursue growth.

 

The future prospectus of the industry is grim thus it is very important for us to sustain and venture into new and better areas within the IT industry to survive and make the entity profitable. As a measure of the same, it gives us immense pleasure to inform you that Diamond Infosystems Limited would be soon opening an office in Dubai followed by South Africa and New Zealand to manage its business operations abroad.

 

 

MANAGEMENT DISCUSSION ANALYSIS REPORT

 

The financial statements have been prepared in compliance with the requirements of the Companies Act, 1956, guidelines issued by the Securities and Exchange Board of India (SEBI) and the Generally Accepted Accounting Principles (GAAP) in India. Their Management accepts responsibility for the integrity and objectivity of these financial statements, as well as for the various estimates and judgments used therein. The estimates and judgments relating to the financial statements have been made on a prudent and reasonable basis, so that the financial statements reflect in a true and fair manner the form and substance of transactions, and reasonably present our state of affairs, profits and cash flows for the year.

 

Industry structure and developments:

 

Changing economic and business conditions and rapid technological innovation are creating an increasingly competitive market environment that is driving corporations to transform their operations. Consumers of products and services are increasingly demanding accelerated delivery times and lower prices. Companies are focusing on their core competencies and using outsourced technology service providers to adequately address these needs. The role of technology has evolved from supporting corporations to transforming their business. There is an increasing need for highly skilled technology professionals in the markets in which we operate. At the same time, corporations are reluctant to expand their internal IT departments and increase costs. These factors have increased the reliance of corporations on their outsourced technology service providers and are expected to continue to drive future growth for outsourced technology services.

 

 

 

1. Increasing trend towards offshore technology services

 

Outsourcing the development, management and ongoing maintenance of technology platforms and solutions has become increasingly important to companies.

 

2. The India advantage

 

India is widely recognized as the premier destination for offshore technology services. According to the NASSCOM Strategic Review 2011, IT services exports (excluding exports relating to business process outsourcing (BPO), hardware, engineering design and product development) from India are estimated to grow by

22.7% in fiscal 2011, to record revenues of US$ 33.5 billion.

 

3. Evolution of technology outsourcing

 

The realm of technology outsourcing is changing. In an environment of rapid technological advancement, globalization and regulatory changes, companies are looking at outsourcing approaches that require their technology service providers to develop specialized systems, processes and solutions along with cost-effective delivery capabilities.

 

4. Our end-to-end solutions

 

We complement their industry expertise with specialized support for their clients. We also leverage the expertise of their various Centers of Excellence and their software engineering group and technology lab to create customized solutions for their clients. In addition, we continually evaluate and train their professionals in new technologies and methodologies. Finally, we ensure the integrity of their service delivery by utilizing a scalable and secure infrastructure.

 

 

OUTLOOK, RISKS AND CONCERNS

 

This section contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these statements as a result of certain factors.

 

The following lists our outlook, risks and concerns:

 

Ř  Their revenues and expenses are difficult to predict and can vary significantly from period to period, which could cause our share price to decline. We may not be able to sustain t

Ř  Their previous profit margins or levels of profitability.

Ř  Their revenues are highly dependent on clients primarily located in the U.S.  and Europe, as well as in certain industries, and an economic slowdown or other factors that affect the economic health of the U.S., Europe or these industries may affect our business.

Ř  Currency fluctuations may affect the results of their operations.

Ř  Their success depends largely upon our highly skilled technology professionals and their ability to hire, attract, motivate, retain and train our personnel.

Ř  They may face difficulties in providing end-to-end business solutions for their clients, which could lead to clients discontinuing their work with us. This in turn could harm our business.

Ř  Intense competition in the market for technology services could affect their cost advantages, which could reduce our share of business from clients and may decrease our revenues.

Ř  Their revenues are highly dependent upon a small number of clients, and the loss of any one of our major clients could significantly impact our business.

Ř  Legislation in certain countries in which we operate, including the United States and the United Kingdom, may restrict companies in those countries from outsourcing work to us.

Ř  Compliance with new and changing corporate governance and public disclosure requirements adds uncertainty to their compliance policies and increases our costs of compliance.

Ř  Their failure to complete fixed-price, fixed-timeframe contracts or transaction based pricing contracts within the budget and on time, may negatively affect our profitability.

Ř  Their client contracts can be terminated without cause and with little or no notice or penalty. This could negatively impact our revenues and profitability.

Ř  Their engagements with customers are singular in nature and do not necessarily provide for subsequent engagements.

Ř  Their client contracts are often conditioned upon their performance, which, if unsatisfactory, may result in less revenue than previously anticipated.

Ř  Some of their long-term client contracts contain benchmarking provisions which, if triggered, could result in lower future revenues and profitability under the contract.

Ř  Their business will suffer if we fail to anticipate and develop new services and enhance existing services in order to keep pace with rapid changes in technology and in the industries on which we focus.

Ř  Disruptions in telecommunications, system failures or virus attacks could harm our ability to execute our GDM, which could result in client dissatisfaction and a reduction of our revenues.

Ř  We may be liable to our clients for damages caused by disclosure of confidential information, system failures, errors or unsatisfactory performance of services.

Ř  Their increasing work with governmental agencies may expose us to additional risks.

Ř  We are investing substantial cash assets in new facilities and physical infrastructure, and our profitability could be reduced if our business does not grow proportionately.

Ř  They may be unable to recoup our investment costs to develop our software products.

Ř  Their insiders who are significant shareholders may control the election of our Board and may have interests that conflict with those of our other shareholders or holders of our ADSs.

Ř  They may engage in acquisitions, strategic investments, strategic partnerships or alliances or other ventures that may or may not be successful.

Ř  Their net income would decrease if the Government of India reduces or withdraws tax benefits and other incentives it provides to us or when their tax holidays expire or terminate.

Ř   In the event that the Government of India or the government of another country changes its tax policies in a manner that is adverse to us, our tax expense may materially increase, reducing our profitability.

Ř  They operate in jurisdictions that impose transfer pricing and other tax-related regulations on us, and any failure to comply could materially and adversely affect our profitability.

Ř   Wage pressures in India and the hiring of employees outside India may prevent us from sustaining our competitive advantage and may reduce our profit margins.

Ř  Terrorist attacks or a war could adversely affect our business, results of operations and financial condition.

Ř  The markets in which we operate are subject to the risk of earthquakes, floods, tsunamis and other natural and man-made disasters.

Ř  Changes in immigration laws may affect our ability to compete and provide services to our clients in various countries. This could hamper our growth and may have an impact on our revenues.

Ř  Their ability to acquire companies organized outside India depends on the approval of the Government of India and / or the Reserve Bank of India, and failure to obtain this approval could negatively impact our business.

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10503078

29/05/2014

30,000,000.00

Corporation Bank

14-15 National Plaza,, RC Dutt Road, Alkapuri,, Vadodara, Gujarat - 390005, INDIA

C06666820

2

10330565

23/12/2011

10,000,000.00

CORPORATION BANK

14-15 National Plaza, RC Dutt Road, Alkapuri,, Vadodara, Gujarat - 390005, INDIA

B30149983

 

 

 

STATEMENT OF STANDALONE UNAUDITED FINANCIAL RESULTS

FOR THE QUARTER ENDED 31ST DECEMBER 2014

(Rs. in millions)

Sr.

No.

 

 

Particulars

Quarter Ended

Quarter

Ended

For 9 Month

Ended

31.12.2014

30.09.2014

31.12.2014

Unaudited

Unaudited

Unaudited

Part I

 

 

 

 

1.

Income from Operations

 

 

 

 

a) Net Sales / Income from Operations

529.255

1148.511

2967.819

 

b) Other Operating Income

0.000

0.000

0.000

 

Total Income from Operations (net)

529.255

1148.511

2967.819

2.

Expenditure

 

 

 

 

a) Cost of materials consumed

--

--

--

 

b) Purchase of stock-in-trade

521.899

1135.780

2931.807

 

c) Changes in inventories of finished goods, work-in-progress and stock-in-trade

--

--

--

 

d) Employee benefits expense

3.739

4.000

11.445

 

e) Depreciation and amortisation expense

--

--

--

 

f)  Power and Fuel Charges

--

--

--

 

g) Other expenses

0.931

1.044

3.017

 

Total Expenses

526.569

1140.827

2946.269

3.

Profit/ (Loss) from Operations before Other Income, Exchange gain/(loss), Finance costs and Exceptional items (1-2)

2.686

7.687

21.550

4.

Other Income

0.194

0.180

0.596

5.

Profit /(Loss) from Ordinary activities before finance costs and Exceptional items (3+4a+4b)

2.880

7.867

22.146

6.

Interest

0.923

0.627

2.304

7.

Profit / (Loss) from ordinary activities after Finance costs but before

Exceptional items (5-6)

1.957

7.240

19.842

8.

Exceptional items

--

--

--

9.

Profit/ (Loss) from ordinary activities before tax (7+8)

1.957

7.240

19.842

10.

Tax expenses

--

--

--

11.

Net Profit / (Loss) from ordinary activities after tax (9-10)

1.957

7.240

19.842

12.

Extraordinary items

--

--

--

13.

Net Profit / (Loss) for the period (11+12)

1.957

7.240

19.842

14.

Paid-up equity share capital (Face Value of Rs. 10 per share)

58.850

58.850

58.850

15.

Reserve excluding Revaluation reserve

 

 

 

16.

Earnings Per Share (EPS) before and after extraordinary items (of Rs. 10/- each)

a) Basic

b) Diluted

0.03

 

 

0.03

0.03

 

 

 

 

 

Part II

 

 

 

 

A.

PARTIULARS OF SHAREHOLDINGS

 

 

 

 

Public Shareholding

 

 

 

 

- Number of Shares

810000

810000

810000

 

- Percentage of Shareholding

13.76

13.76

14.76

 

Promoters and Promoter Group Shareholding

 

 

 

 

a) Pledged/Encumbered

 

 

 

 

- Number of Shares

50.75

50.75

50.75

 

- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)

--

--

--

 

- Percentage of Shares (as a % of the Total Share Capital of the Company)

86.24

86.24

86.24

 

b) Non Encumbered

 

 

 

 

- Number of Shares

--

--

--

 

- Percentage of Shares (as a % of the Total Shareholding of Promoter and Promoter Group)

--

--

--

 

- Percentage of Shares (as a % of the Total Share Capital of the Company)

--

--

--

 

 

PARTICULARS

For the quarter ended

31st December 2014

B   INVESTORS COMPLAINTS

 

Pending at the beginning of the quarter

--

Received during the quarter

0

Disposed during the quarter

0

Remaining unresolved at the end of the quarter

--

 

 

 

FIXED ASSETS

 

  • Land
  • Buildings
  • Computers
  • Vehicles
  • Office equipment

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. 96.01

Euro

1

Rs. 70.72

 

 

INFORMATION DETAILS

 

Information Gathered by :

PRT

 

 

Analysis Done by :

SUM

 

 

Report Prepared by :

JYO


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILITY

1~10

3

--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

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

 

43

 

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.