MIRA INFORM REPORT

Report No. :	321501
Report Date :	09.05.2015

IDENTIFICATION DETAILS

Name :	SONATA SOFTWARE LIMITED
Registered Office :	208, T V Industrial Estate, 2nd Floor, S. K. Ahire Marg, Worli, Mumbai – 400030, Maharashtra
Tel. No.:	91-22-24943055
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	18.10.1994
Com. Reg. No.:	082110
Capital Investment / Paid-up Capital :	Rs.105.159 Million
CIN No.: [Company Identification No.]	L72200MH1994PLC082110
TAN No.: [Tax Deduction & Collection Account No.]	MUMS31130B
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 :	The Company is primarily engaged in the business of providing IT Services and Solutions.
No. of Employees :	2,565 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (65)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 9120000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is an established company having fine track. Fundamentals of the company are decent. Financial position of the company is strong and healthy. Rating also takes into consideration low debt level. However, trade relations are reported to be fair. Business is active. Payment terms are reported to be regular and as per commitment. 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

Rating Agency Name	CRISIL
Rating	Long term rating : A/Positive
Rating Explanation	Adequate degree of safety and low credit risk.
Date	13.03.2015

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 31-03-2014.

INFORMATION DENIED BY

Name :	Mr. Pradeep
Designation :	Assistant Manager
Contact No.:	91-80-67782409
Date :	06.5.2015

LOCATIONS

Registered Office :	208, T V Industrial Estate, 2nd Floor, S. K. Ahire Marg, Worli, Mumbai – 400030, Maharashtra, India
Tel. No.:	91-22-24943055
Fax No.:	91-22-24936973
E-Mail :	info@sonata-software.com
Website :	http://www.sonata-software.com
Corporate Office :	APS Trust Building Bull Temple Road, N. R. Colony, Bangalore - 560 019, Karnataka, India
Tel. No.:	91-80-6778 1999
Fax No.:	91-80-2661 0972
Branch Office :	Located At : Bangalore Mysore Road Chennai Hyderabad Kolkata New Delhi Pune
International Office :	Located At : Atlanta, New Jersey Redmond Amsterdam Singapore Schamburg, Victoria

DIRECTORS

As on 31.03.2014

Name :	Pradip P Shah
Designation :	Chairman
Name :	S B Ghia
Designation :	Director
Name :	M D Dalal
Designation :	Executive Vice Chairman
Name :	Viren Raheja
Designation :	Director
Name :	P Srikar Reddy
Designation :	Managing Director & CEO
Name :	S N Talwar
Designation :	Director
Name :	B K Syngal
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Pradeep
Designation :	Assistant Manager
AUDIT COMMITTEE
Name :	B K Syngal
Designation :	Chairman
Name :	S B Ghia
Designation :	Director
Name :	Pradip P Shah
Designation :	Director
STAKEHOLDERS RELATIONSHIP COMMITTEE
Name :	S B Ghia
Designation :	Chairman
Name :	P Srikar Reddy
Designation :	M D Dalal
NOMINATION & REMUNERATION COMMITTEE
Name :	S N Talwar
Designation :	Chairman
Name :	S B Ghia
Designation :	Director
Name :	B K Syngal
Designation :	Director
Name :	Viren Raheja
Designation :	Director
CSR COMMITTEE
Name :	S B Ghia
Designation :	Chairman
Name :	S N Talwar
Designation :	Director
Name :	P Srikar Reddy
Designation :	Director
Name :	Priya Manoj Jaswani
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2015

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	29442210	28.00
Bodies Corporate	3423457	3.26
Sub Total	32865667	31.25
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	32865667	31.25
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	214522	0.20
Financial Institutions / Banks	61861	0.06
Foreign Institutional Investors	8625024	8.20
Sub Total	8901407	8.46
(2) Non-Institutions
Bodies Corporate	9976200	9.49
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	27262466	25.92
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	21799649	20.73
Any Others (Specify)	4353917	4.14
Trusts	1655675	1.57
Non Resident Indians	800644	0.76
Clearing Members	332594	0.32
Directors & their Relatives & Friends	1565004	1.49
Sub Total	63392232	60.28
Total Public shareholding (B)	72293639	68.75
Total (A)+(B)	105159306	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)	105159306	100.00

BUSINESS DETAILS

Line of Business :	The Company is primarily engaged in the business of providing IT Services and Solutions.
Products :	Not Available
Brand Names :	Not Available
Agencies Held :	Not Available
Exports :	Not Available
Imports :	Not Available
Terms :	Not Available

PRODUCTION STATUS : NOT AVAILABLE

GENERAL INFORMATION

Suppliers :

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

Customers :

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

No. of Employees :

2,565 (Approximately)

Bankers :

Bank Name	Standard Chartered Bank Axis Bank Bank of America HSBC Bank State Bank of India BNP Paribas
Branch	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

Facilities :

Secured Loan	31.03.2014 (Rs. in Million)	31.03.2013 (Rs. in Million)
Short-term borrowings
Loans repayable on demand
From Bank [Secured by pari passu first charge on all the current assets of the company both present and future including stock, book debts and other current assets wherever located]	56.948	167.822
Total	56.948	167.822

Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Solicitors :
Name :	Talwar, Thakore and Associates Chartered Accountants
Name :	Dua and Associates Chartered Accountants
Name :	William E Horwich Chartered Accountants
Name :	Fladgate Fielder Chartered Accountants
Memberships :	--
Collaborators :	--
Wholly owned Subsidiaries Companies:	Sonata Information Technology Limited, India Sonata Software North America Inc., USA Sonata Software GmbH, Germany Sonata Europe Limited, UK Sonata Software FZ-LLC, Dubai Sonata Software (Qatar) LLC, Qatar Sonata Technology Solutions India Limited, India

CAPITAL STRUCTURE

As on 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
150,000,000	Equity Shares	Rs.1/- each	Rs.150.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
105,159,306	Equity Shares	Rs.1/- each	Rs.105.159 Million

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

PARTICULARS	Opening balance	Fresh issue / Other Changes	Closing balance
Equity shares with voting rights
Year ended 31st March 2014
Number of shares	105,159,306	--	105,159,306
Amount [Rs. In Million]	105.159	--	105.159
Equity shares with voting rights
Year ended 31st March 2013
Number of shares	105,159,306	--	105,159,306
Amount [Rs. In Million]	105.159	--	105.159

Details of rights, preferences and restrictions attached to each class of shares

The Company has equity shares having a par value of Rs. 1. Each shareholder is entitled for one vote per share. The shareholders have the right to receive interim dividends declared by the Board of directors and final dividends proposed by the Board and approved by the shareholders.

In the event of liquidation by the Company, the holders of the equity shares will be entitled to receive in proportion to the number of equity shares held by them, the remaining assets of the Company.

The shareholders have all other rights as available to equity shareholders as per the provisions of the Companies Act, 1956, read together with the Memorandum of Association and Articles of Association of the Company, as applicable.

Details of shares held by each shareholder holding more than 5% shares

PARTICULARS	As at 31.03.2014
	No. of shares	% of holding
Akshay Raheja	8,250,000	7.85
Viren Raheja	8,250,000	7.85
Suman Raheja	6,900,000	6.56
Hemendra M Kothari	9,050,000	8.61

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	105.159	105.159	105.159
(b) Reserves & Surplus	3087.994	2992.008	2881.860
(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)	3193.153	3097.167	2987.019
(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	17.534
(d) long-term provisions	6.958	0.000	55.274
Total Non-current Liabilities (3)	6.958	0.000	72.808
(4) Current Liabilities
(a) Short term borrowings	56.948	167.822	0.000
(b) Trade payables	318.807	136.676	165.813
(c) Other current liabilities	59.812	60.432	199.849
(d) Short-term provisions	437.419	223.616	36.443
Total Current Liabilities (4)	872.986	588.546	402.105
TOTAL	4073.097	3685.713	3461.932
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	147.329	206.225	285.088
(ii) Intangible Assets	0.033	0.165	4.937
(iii) Capital work-in-progress	0.189	0.000	5.176
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	510.001	842.637	908.203
(c) Deferred tax assets (net)	96.950	28.303	62.790
(d) Long-term Loan and Advances	585.658	645.716	590.142
(e) Other Non-current assets	0.000	0.000	0.000
Total Non-Current Assets	1340.160	1723.046	1856.336
(2) Current assets
(a) Current investments	576.609	217.693	220.075
(b) Inventories	0.000	0.000	0.000
(c) Trade receivables	641.891	586.225	624.536
(d) Cash and cash equivalents	1375.020	791.452	443.118
(e) Short-term loans and advances	83.171	332.054	305.288
(f) Other current assets	56.246	35.243	12.579
Total Current Assets	2732.937	1962.667	1605.596
TOTAL	4073.097	3685.713	3461.932

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	3337.045	2327.598	2253.738
	Other Income	173.906	107.186	119.281
	TOTAL (A)	3510.951	2434.784	2373.019
Less	EXPENSES
	Employees benefits expense	1862.721	1361.108	1461.156
	Other expenses	884.199	738.991	601.223
	TOTAL (B)	2746.920	2100.099	2062.379
	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	764.031	334.685	310.640
Less	FINANCIAL EXPENSES (D)	1.664	0.530	0.158
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	762.367	334.155	310.482
Less/ Add	DEPRECIATION/ AMORTISATION (F)	73.922	97.216	107.710
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	688.445	236.939	202.772
Less	TAX (H)	150.025	79.340	53.714
	PROFIT/ (LOSS) AFTER TAX (G-H) (I)	538.420	157.599	149.058
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD	1903.204	1976.504	1934.109
Less	APPROPRIATIONS
	Transfer to General Reserve	60.000	16.000	15.000
	Interim Dividend	105.159	52.580	52.580
	Proposed Dividend	289.188	131.449	26.289
	Tax on Dividend	62.718	30.870	12.794
	Total	517.065	230.899	106.663
	BALANCE CARRIED TO THE B/S	1924.559	1903.204	1976.504
	EARNINGS IN FOREIGN CURRENCY
	F.O.B. Value of Exports	3156.904	2306.785	2234.017
	Other operating revenues	7.679	6.064	5.279
	TOTAL EARNINGS	3164.583	2312.849	2239.296
	IMPORTS
	Capital Goods	0.000	2.996	2.617
	TOTAL IMPORTS	0.000	2.996	2.617
	Earnings / (Loss) Per Share (Rs.)	5.12	1.50	1.42

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	16.13	6.77	6.61
Operating Profit Margin (PBIDT/Sales)	(%)	22.90	14.38	13.78
Return on Total Assets (PBT/Total Assets}	(%)	19.86	8.42	8.16
Return on Investment (ROI) (PBT/Networth)		0.22	0.08	0.07
Debt Equity Ratio (Total Debt /Networth)		0.02	0.05	0.00
Current Ratio (Current Asset/Current Liability)		3.13	3.33	3.99

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	105.159	105.159	105.159
Reserves & Surplus	2881.860	2992.008	3087.994
Share Application money pending allotment	0.000	0.000	0.000
Net worth	2987.019	3097.167	3193.153
long-term borrowings	0.000	0.000	0.000
Short term borrowings	0.000	167.822	56.948
Total borrowings	0.000	167.822	56.948
Debt/Equity ratio	0.000	0.054	0.018

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	2253.738	2327.598	3337.045
		3.277	43.369

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Million)	(Rs. In Million)	(Rs. In Million)
Sales	2253.738	2327.598	3337.045
Profit	149.058	157.599	538.420
	6.61%	6.77%	16.13%

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	Yes
10]	Designation of contact person	Yes
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	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	No
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	Yes

CONTINGENT LIABILITIES:

PARTICULARS	31.03.2014 (Rs. in Million)	31.03.2013 (Rs. in Million)
Guarantees [The Company has given corporate guarantee to IBM Limited on behalf of Sonata Information Technology Limited, amount drawn down as at year-end by IBM Limited of this facility is Rs. Nil (Previous year – Rs. Nil).]	50.000	50.000
Claims against the Company not acknowledged as debt [The Company has received a legal notice from its Ex-employee towards compensation arising on account of terms of appointment. Based on legal opinion received by the Company, the maximum amount payable in the event the proceeding goes against the Company is Rs. 22.863 Million]	22.863	22.863
Disputed demand of Service tax [The Company renders Information Technology related services to some of its clients in India. The Service Tax department has classified these services as ‘Manpower Recruitment or Supply Agency Services’. The Company has contested this re classification and has preferred an appeal before the Central Excise and Service Tax Appellate Tribunal (CESTAT). One of the clients of the Company has indemnified the Company for any demands that may arise on account of service tax liability up to an amount of Rs. 23.700 Million. The amount included as disputed demand is excluding the amount indemnified by the client.]	67.653	67.653
Disputed demands of Income-tax	1410.577	687.173
Total	1551.093	827.689

INDEX OF CHARGES

S.NO.	CHARGE ID	DATE OF CHARGE CREATION/MODIFICATION	CHARGE AMOUNT SECURED	CHARGE HOLDER	ADDRESS	SERVICE REQUEST NUMBER (SRN)
1	10026461	15/09/2014 *	240,000,000.00	STANDARD CHARTERED BANK	NO. 112, SERENITY, KORAMANGALA INDUSTRIAL AREA, 5  TH BLOCK, KORAMANGALA, BANGALORE, KARNATAKA - 5600  38, INDIA	C21527965

* Date of charge modification

BUSINESS PERFORMANCE

The Company is primarily engaged in the business of providing IT Services and Solutions to its customers in the US, Europe, Middle East and Asia Pacific and distribution of software products in India. The consolidated results of the Company include operations of its Indian and overseas subsidiaries and are best explained and analyzed under the two distinct segments of:

a) International IT Services and

b) Domestic Products and Services.

On an overall basis, for the year that ended on 31st March, 2014, they are very pleased to report that the Company has declared a record financial performance both on a consolidated basis and also in each of the individual business segments it operates in.

This remarkable growth coupled with a strong balance sheet has been the result of our continued efforts to engage with their customers as a transformational IT Services provider, deeper knowledge, client commitment, and bringing to bear their expertise on technologies like omni-channel commerce, mobile, big data analytics, social and cloud to their business processes. The above focused approach was invigorated by adopting the value statement of “Go Deeper”, essentially meaning go deeper into a customer to emerge higher in what we do for them. The Company continues to build on its traditional vertical of strength - Travel and Outsourced Product Development (OPD) while entering new verticals like Retail and CPG (Consumer Products & Goods). During the year, the Company was fittingly named Hybris’ Most Innovative Partner and Microsoft named it the Azure Cloud Partner of the year. While strengthening existing partnerships with large firms such as Microsoft and IBM, the Company forged new partnerships with leading technology firms and solution providers such as StorSimple, Moovweb etc. As a part of expanding near shore service delivery capabilities the Company opened a Development Centre facility at Redmond, USA and has also opened operations in Australia.

Notable steps taken by the Company during the year which supported its solid financial performance and which they believe will have a continued positive effect on the Company were:

• Establishment of an advisory board consisting of eminent technocrats and academicians to guide the CEO;

• Strengthening the Sales, Account Management, Alliances and Product Management processes and teams; and

• Further strengthening the Senior Management capabilities through additions in key positions such as - Head of Sales for USA, UK, Australia.

Their people are our greatest asset. They build lasting relationships with our customers and are key to the continued success and growth of their business. They continue to enhance our employee capability with continued investments in hiring the best, imparting training in areas of improvement of soft skills, management, technology and their domains of focus.

Coming to the results, both on a Standalone and Consolidated basis the Company has shown growth in all its financial metrics.

STANDALONE FINANCIALS

Total income has shown a growth of 44%, Earnings before Interest, Depreciation and Taxes (EBIDTA) a growth of 128% and Net Profit growth of 242%. Earnings per share at 5.12 showed a growth of 242%.

MANAGEMENT DISCUSSION AND ANALYSIS

ECONOMIC OVERVIEW

Global activities recorded gradual recovery in 2013. Strengthening of activities was recorded in the second half of the year, a trend likely to continue through much of 2014. Global output growth, though, moderated slightly to 3 percent for 2013 from 3.2 percent recorded in 2012. GDP growth in Advanced Economies dropped marginally to 1.3 percent from 1.4 percent achieved in 2012 whereas Emerging Markets and Developing Economies posted a GDP growth of 4.7 percent in 2013, down from 5 percent recorded in 2012. Global economy is projected to maintain its growth momentum to post a GDP growth of 3.6 percent in 2014 and 3.9 percent in 2015.

Indian economy too witnessed some improvements in the second half of the fiscal year 2013-14 (FY14). Hovering inflation, high cost of capital, subdued demand and investment sentiments, policy inaction – Indian economy confronted multitude of intertwined problems. Deprecating rupee coupled with drying up of foreign capital pushed the government into damage control mode, pressing ahead with few policy reforms and fast tracking of infrastructure and industrial projects. All this did not prove enough, as the economy posted its second consecutive sub 5 percent growth. At 4.7 percent, the provisional estimated GDP growth for FY14, though, was marginally higher than 4.5 percent achieved in FY13.

Return of a stable government with revival of economic growth its stated priority, Indian economy is likely to accelerate its growth momentum, going forward. Gradually stabilizing growth in advanced economies bode well for country’s exports sector and Foreign Exchange Reserves. These factors shall put the economy back on higher growth trajectory; the recovery though would be gradual-but-sustainable. A trend that gets reflected in IMF’s growth projection of 5.4 percent and 6.4 percent respectively for calendar years 2014 and 2015.

GLOBAL IT SCENARIO

Incongruent to the contemporary economic and socio-political upheavals, the world around us continues to change rapidly. On the one hand, inflation including the food price one is challenging monthly budgets of average household. Yet at the other hand, spread of smartphones and tablets coupled with e-commerce and m-commerce continues at a rapid pace.

As global boundaries blur fast, the competition for acquiring the same set of customers is fast intensifying. Winning enterprises of tomorrow are going to be defined by their ability to go digital and thereby leverage data to the fullest. Winners of tomorrow’s hyper competitive world would be those who can transform themselves into agile and responsive organizations with added edge of innovation and customer centricity.

Technology, thus, will fuel business transformation and determine the way businesses engage with customers, their speed at which they deliver services. It will also impact the resilience and reliability of their operations and also their innovation capabilities.

Their ability to help create digital enterprises for the customers is fast becoming the critical differentiator for providers of technology. Having undergone the fast churn from hardware to enterprise software to SMAC and artificial intelligence, information technology has become an integral part of every industry. As they fast usher into an increasingly multi-device connected world; smart machines, cognitive computing and ‘internet of things’ are narrowing the divide between humans and machines.

Growth in IT spends bears a very direct and close reflection of the momentum of overall economic growth. Global IT spends stood at USD 3.7 trillion in 2013, near flat growth of 0.4 percent over the previous year. With global GDP growth picking momentum, IT spends are estimated to grow by 3.2 percent to reach USD 3.8 trillion in 2014.

Indian IT-BPM Industry is estimated to have grown by 8.8 percent to reach USD 118 billion in FY14.

• Exports are estimated to have grown by 13 percent to cross USD 86 billion in FY14. The growth was fueled by return of discretionary spending and increased demand from US and Europe. US continues to be the largest geographic market for India, accounting for about 62 percent. An encouraging demand growth of about 14 percent was recorded from Europe. Accounting for over 41 percent of overall exports, BFSI continues to be the largest vertical segment. Emerging verticals such as retail, healthcare, utilities are estimated to grow faster. IT services continues to be the fastest growing segment, generating exports of USD 52 billion.

• In domestic market, IT-BPM industry is estimated to have recorded its lowest growth of last 12 years in FY14. At an estimated Rs. 1,910 billion, the domestic market is likely to grow by 9.7 percent. IT services is estimated to have grown at 9.7 percent whereas software products growth of 9.5 percent was aided by increased demand for vertical-specific and SMAC-based solutions.

OUTLOOK

Looking forward, they are positive that investments made during the past year in MACS, new geography expansion in Australia, Singapore, Qatar, a stronger sales team, establishing large bid pursuit team, focused alliances, strategic account management, and focus on a few verticals will yield us the results and more strongly establish us as a specialized services organization focusing on deep customer relationships and transformation. Our plan during the year is to stay on course as earlier and make further investments in areas such as human capital, development of customer centers of excellence, alliances with firms which are in line with the IT strategy of their customers to ensure they grow deeper into them while building reference and replicable capabilities to help build their new customer base and prospects. As regards the Domestic products business, the strategy of creating more value to their customers and principals and looking for more opportunities to bring advanced technology products to the Indian market and also to expand overseas market, we expect the business to grow at a higher pace.

CORPORATE INFORMATION

Subject is a Company registered in India with its registered office at Mumbai and operationally headquartered at Bangalore. The Company is listed on the National Stock Exchange Limited and the Bombay Stock Exchange Limited. The Company is primarily engaged in the business of providing IT Services and Solutions to its customers in the US, Europe, Middle East and India.

FIXED ASSETS

Tangible assets

Leasehold land

Buildings

Leasehold Improvements

Plant and equipment

Furniture and fixtures

Vehicles

Office equipments

Intangible assets

Computer software

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED AND NINE MONTHS ON 31.12.2014

[RS. IN MILLIONS]

PARTICULARS	3 Months Ended		9 Months Ended
	31.12.2014 [Unaudited]	30.09.2014 [Unaudited]	31.12.2014 [Unaudited]
1. Income from operations
a) Net sales/ Income from operation (net of excise duty)	1243.329	1145.969	3401.020
b) Other operating income	2.664	1.047	5.823
Total Income from Operations (net)	1245.993	1147.016	3406.843
2.Expenditure
Employees benefits expense	693.047	625.785	1900.431
Depreciation	12.337	10.580	41.176
Exchange Gain/Loss	(20.266)	(11.675)	(71.053)
Other expenses	195.416	199.464	598.087
Total expenses	880.534	824.154	2468.641
3. Profit from operations before other income, and financial costs and Exceptional Items	365.459	322.862	938.202
4. Other income	65.153	45.865	154.155
5. Profit from ordinary activities before finance costs	430.612	368.727	1092.357
6. Finance costs	4.995	3.707	9.009
7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items	425.617	365.020	1083.348
8. Exceptional item	--	--	--
9. Profit from ordinary activities before tax Expense:	425.617	365.020	1083.348
10.Tax expenses	104.234	80.092	252.810
11.Net Profit / (Loss) from ordinary activities after tax	321.383	284.928	830.538
12.Extraordinary Items (net of tax expense)	--	--	--
13.Net Profit / (Loss) for the period	321.383	284.928	830.538
14.Paid-up equity share capital (Nominal value Rs.1 per share)	105.159	105.159	105.159
15. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year
16.i) Earnings per share (before extraordinary items) of Rs.1/- each) (not annualised):
(a) Basic and diluted	3.06	2.71	7.90
A. PARTICULARS OF SHAREHOLDING
1. Public Shareholding
- Number of shares	70919145	70674145	70919145
- Percentage of shareholding	67.44	67.21	67.44
2. Promoters and Promoters group Shareholding
a) Pledged /Encumbered
Number of shares	1875000	1875000	1875000
Percentage of shares (as a % of total shareholding of the promoter and promoter group)	5.48	5.44	5.48
Percentage of shares (as a % of total share capital of the company)	1.78	1.78	1.78
b) Non Encumbered
Number of shares	32365161	32610161	32365161
Percentage of shares (as a % of total shareholding of the promoter and promoter group)	94.52	94.56	94.52
Percentage of shares (as a % of total share capital of the company)	30.78	31.01	30.78

	PARTICULARS	3 Months Ended 31.12.2014
B	Investor complaints (Nos.)
	Pending at the beginning of the quarter	--
	Received during the Quarter	11
	Disposed of during the quarter	11
	Remaining unresolved at the end of the quarter	--

NOTE :

1. The above unaudited financial result of the Company has been reviewed by the Audit Committee and approved by the Board of Director at their meeting held on February 06, 2015.

2. In accordance with Clause 41 of the Listing Agreement the Statutory Auditors have carried out a 'Limited Review' of the Standalone financial results for the quarter and nine months ended December 31, 2014.

3. Consequent to the applicability of the Companies Act, 2013 with effect from April 01, 2014, depreciation for the quarter and nine months ended December 31, 2014 has been calculated based on the useful life as specified under Schedule II of the said Act.

On account of the above, the depreciation for the quarter and nine months ended December 31, 2014 debited to the statement of profit and loss is higher by Rs. 1.443 Million and Rs. 10.865 Million respectively.

In terms of Schedule II of the Companies Act, 2013 an amount of Rs.11.353 Million {net of tax) has been debited to the opening retained earnings as at April 01, 2014 towards the carrying amount of assets, where the remaining useful life of the asset is Nil

4. Segment results have not been disclosed in the Standalone results since the Company operates in only one Segment viz International (Software Service exports}.

6. Interim dividend of Rs. 1/- per share (100% on par value of Rs.1/-) has been declared at the Board Meeting held today. This along with the interim dividend of Rs.1.75/- per share declared on September 08, 2014 raises the total interim dividend for the year to Rs. 2.75/- per share.

7. Previous period figures have been regrouped/reclassified wherever necessary to confirm to current period's classification. 

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.64.05
UK Pound	1	Rs.99.04
Euro	1	Rs.71.76

INFORMATION DETAILS

Information Gathered by :	MNJ
Analysis Done by :	SAN
Report Prepared by :	SNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	8
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	7
FINANCIAL CONDITION		0
--BUSINESS SCALE	1~10	7
--PROFITABILITY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	5
--RESERVES	1~10	7
--CREDIT LINES	1~10	7
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		65

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.