MIRA INFORM REPORT

Report No. :	314181
Report Date :	25.03.2015

IDENTIFICATION DETAILS

Name :	AUTONOMY SOFTWARE ASIA PRIVATE LIMITED (w.e.f. 03.01.2012)
Formerly Known As :	IRON MOUNTAIN INFORMATION MANAGEMENT INDIA PRIVATE LIMITED (w.e.f. 15.07.2010) STRATIFY SOFTWARE INDIA PRIVATE LIMITED PURPLEYOGI SOFTWARE INDIA PRIVATE LIMITED (w.e.f. 13.10.2000) PURPLEYOGI.COM (INDIA) PRIVATE LIMITED
Registered Office :	2 Floor, Hibiscus, Vrindavan Tech Village, Maratha-Halli Outer Ring Road, Devarabeesanahalli, Varathur, Bangalore – 560037, Karnataka
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	10.03.2000
Com. Reg. No.:	08-026561
Capital Investment / Paid-up Capital :	Rs.12.941 Million
CIN No.: [Company Identification No.]	U72200KA2000PTC026561
TIN No.:	Not Available
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 :	Proving Software Development and Support Services.
No. of Employees :	Information denied by management

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a part of “Hewlett-Packard Company, USA Delaware”. It is an established company having fine track. The company possesses a favourable financial profile marked by an acceptable networth base and decent capital structure backed by zero debt in its books. Management has witnessed sufficient revenue base and net profitability during FY 2014. The rating also takes into consideration, the HP’s plan to separate its PC and printing business from its software and corporate hardware business which may provide greater focus at each new company whereas, will also diminish HP’s business diversity. However, trade relations are fair. Business is active. Payment terms are reported as regular and as per commitments. In view of strong parent and management team, the company can be considered for business dealings at usual trade terms and conditions.

NOTES:

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – December 31, 2014

Country Name	Previous Rating (30.09.2014)	Current Rating (31.12.2014)
India	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 31-03-2014.

INFORMATION DENIED

Management Non Co-Operative (Tel No.: 91-80-42819100)

LOCATIONS

Registered Office :	2 Floor, Hibiscus, Vrindavan Tech Village, Maratha-Halli Outer Ring Road, Devarabeesanahalli, Varathur, Bangalore – 560037, Karnataka, India
Tel. No.:	91-80-42819100
Fax No.:	91-80-42819100
E-Mail :	sharad.bansal@hp.com
Website :	http://www.autonomy.com

DIRECTORS

As on 30.09.2014

Name :

Mr. Gunderao Raghavendrarao Muzumdar

Designation :

Additional Director

Address :

Flat 207, Sai Madura Enclave, 2/3-17, 19th Cross Aurobundo Marg, J P Nagar, 1st Phase, Bangalore - 560078, Karnataka, India

Date of Appointment :

20.02.2015

DIN No.:

05298115

Name :

Mr. Sharad Bansal

Designation :

Director

Address :

I - 501, Spring Fields Apartments, Sarjapur Road, Varthur Hobli, Bangalore - 560102, Karnataka, India

Date of Birth/Age :

13.07.1979

Date of Appointment :

28.09.2012

DIN No.:

06374409

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	U72200KA2000PTC026561	Autonomy Software Asia Private Limited	Director	28/09/2012	16/09/2012	-	Active	NO

Name :

Mr. Christopher Henry Yelland

Designation :

Director

Address :

1 Broune Grove Lower Bourne Farnham, Surrey, GU103QT, United Kingdom

Date of Birth/Age :

24.12.1967

Date of Appointment :

18.09.2013

DIN No.:

06556418

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	U72200KA2000PTC026561	Autonomy Software Asia Private Limited	Director	18/09/2013	24/04/2013	-	Active	NO

MAJOR SHAREHOLDERS

As on 30.09.2014

Names of Shareholders	No. of Shares
Stratify Inc. USA	1294135
Interwoven Software Services India Private Limited, India	2
Total	1294137

Equity Share Break up (Percentage of Total Equity)

As on 30.09.2014

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

BUSINESS DETAILS

Line of Business :

Proving Software Development and Support Services.

Products :

Product Description	Item Code No. (ITC Code)
Software	852490

Brand Names :

--

Agencies Held :

--

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
Remark :	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
Remark :	Not Divulged

No. of Employees :

Information denied by 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 :	Narayan Patil and Ramesh Chartered Accountants
Address :	1101, World Trade Centre, Malleswaram, Bangalore – 560055, Karnataka, India
Tel. No.:	91-80-67640900 / 01
E-Mail :	info@nprca.in
PAN No.:	AAAFN6836D
Memberships :	--
Collaborators :	--
Holding Company :	Stratify Inc., USA
Ultimate Holding Company :	Hewlett-Packard Company, USA Delaware
Fellow Subsidiary with who transaction has been Carried out during the year or immediately preceding year :	Autonomy Systems Limited, UK Autonomy Digital LLC, USA Interwoven Software Services India Private Limited, India Hewlett Packard India Sales Private Limited Hewlett Packard Globalsoft Private Limited Hewlett Packard Singapore Sales Private Limited

CAPITAL STRUCTURE

As on 30.09.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
2000000	Equity Shares	Rs.10/- each	Rs.20.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1294137	Equity Shares	Rs.10/- each	Rs.12.941 Million

FINANCIAL DATA

[all figures are in Rupees Million]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	12.941	12.941	12.941
(b) Reserves & Surplus	366.414	311.479	258.749
(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)	379.355	324.420	271.690
(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	2.535	5.301
(d) long-term provisions	12.695	9.482	8.373
Total Non-current Liabilities (3)	12.695	12.017	13.674
(4) Current Liabilities
(a) Short term borrowings	0.000	0.000	0.000
(b) Trade payables	14.584	10.412	11.287
(c) Other current liabilities	13.393	11.729	25.404
(d) Short-term provisions	7.090	5.060	7.787
Total Current Liabilities (4)	35.067	27.201	44.478
TOTAL	427.117	363.638	329.842
II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	45.193	52.918	82.435
(ii) Intangible Assets	0.388	1.242	2.684
(iii) Capital work-in-progress	0.000	0.000	0.014
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	13.571	9.373	3.647
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	10.671	10.794	14.304
(e) Other Non-current assets	0.000	0.035	0.011
Total Non-Current Assets	69.823	74.362	103.095
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	0.000	0.000	0.000
(c) Trade receivables	92.313	75.977	35.281
(d) Cash and cash equivalents	250.056	196.928	166.820
(e) Short-term loans and advances	14.439	15.743	24.331
(f) Other current assets	0.486	0.628	0.315
Total Current Assets	357.294	289.276	226.747
TOTAL	427.117	363.638	329.842

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014	31.03.2013	31.03.2012
	GROSS REVENUE		496.955	433.266	553.357
	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		117.760	115.530	150.560
Less	DEPRECIATION/ AMORTISATION		37.013	47.398	64.247
	PROFIT/(LOSS) BEFORE TAX		80.747	68.132	86.313
Less	TAX		25.920	15.530	19.335
	PROFIT/(LOSS) AFTER TAX		54.827	52.602	66.978
	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		263.635	210.906	143.928
	BALANCE CARRIED TO THE B/S		318.570	263.635	210.906
	EARNINGS IN FOREIGN CURRENCY
		Software development and professional services	487.270	425.094	547.628
	TOTAL EARNINGS		487.270	425.094	547.628
	Earnings / (Loss) Per Share (Rs.)		42.37	40.65	NA

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Return on Total Assets (PBT/Total Assets}	(%)	19.53	19.23	26.46
Return on Investment (ROI) (PBT/Networth)		0.21	0.21	0.32
Debt Equity Ratio (Total Debt /Networth)		0.00	0.00	0.00
Current Ratio (Current Asset/Current Liability)		10.19	10.63	5.10

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Share Capital	12.941	12.941	12.941
Reserves & Surplus	258.749	311.479	366.414
Money received against share warrants	0.000	0.000	0.000
Share Application money pending allotment	0.000	0.000	0.000
Net worth	271.690	324.420	379.355
Long Term borrowings	0.000	0.000	0.000
Short Term borrowings	0.000	0.000	0.000
Total borrowings	0.000	0.000	0.000
Debt/Equity ratio	0.000	0.000	0.000

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Gross Revenue	553.357	433.266	496.955
		(21.702)	14.700

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	Rs. In Million	Rs. In Million	Rs. In Million
Gross Revenue	553.357	433.266	496.955
Profit	66.978	52.602	54.827
	12.10%	12.14%	11.03%

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	No
24]	Banking facility details	No
25]	Conduct of the banking account	----------
26]	Buyer visit details	----------
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	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

BACKGROUND

The Company, is a wholly owned subsidiary of Stratify Inc, USA and its ultimate parent company is Hewlett-Packard Company, USA Delaware. The Company renders software development, product support and other services.

REVIEW OF OPERATIONS

During the year, the company continues to be engaged in the business of proving software development and support services.

NO CHARGES EXIST FOR THE COMPANY

FIXED ASSETS:

· Land

· Building

· Plant and Machinery

· Computer

· Vehicles

· Furniture and Fixture

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.62.20
UK Pound	1	Rs.92.93
Euro	1	Rs.68.03

INFORMATION DETAILS

Information Gathered by :	GYT
Analysis Done by :	SUB
Report Prepared by :	VNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILITY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--RESERVES	1~10	5
--CREDIT LINES	1~10	6
--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		50

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.