MIRA INFORM REPORT

 

 

 

Report Date :

23RD June, 2006

 

IDENTIFICATION DETAILS

 

Name :

DIVI’S LABORATORIES LIMITED

 

 

Formerly Known As :

DIVI'S RESEARCH CENTRE PRIVATE LIMITED

 

 

Registered Office :

Divi Towers, 3rd Floor, 7-1-77/E/1/303, Dharam Karan Road, Ameerpet, Hyderabad 500 016, Andhra Pradesh, India

 

 

Country :

India

 

 

Financials (as on) :

31.03.2005

 

 

Date of Incorporation :

12.10. 1990

 

 

Com. Reg. No.:

01-11854

 

 

CIN No.:

[Company Identification No.]

L24110AP1990PLC011854

 

 

Legal Form :

A public limited liability company. The company’s shares are listed on the Stock Exchanges

 

 

Line of Business :

Manufacturers of Bulk Drugs and Intermediates like Naproxen, Dextra Methorphane Hydro Bromide, Diltiazem Hydro Chloride, Nabomethone, Ipamidol, etc.

 


 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 11000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established company having fine track records. Available information indicates high financial responsibility of the company. Financial position is good. Payments are usually correct and as per commitments.

 

The company can be considered good for any normal business dealings at usual trade terms and conditions.

 

LOCATIONS

 

Registered Office :

Divi Towers, 3rd Floor, 7-1-77/E/1/303, Dharam Karan Road, Ameerpet, Hyderabad 500 016, Andhra Pradesh, India

Tel. No.:

91-40-23731318/23731760/23731761

Fax No.:

91-40-23733242

E-Mail :

divis@hd1.vsnl.net.in, info@divislaboratories.com, mail@divislaboratories.com

Website :

http://www.divislaboratories.com

Area :

296 Sq. ft

Location :

Rented

 

 

Factory 1 :

unit i :

 

Lingojigudem Village, Choutuppal Mandal, Nalgonda District - 508 252, Andhra Pradesh

 

unit II (Proposed) :

 

Chippada Village, Bheemunipatnam Mandal, Vishakhapatnam District, Andhra Pradesh.

 

 

r & d cENTERS

v      C-26, Industrial Estate, Sanathnagar, Hyderabad – 500018, Andhra Pradesh

Tel. 91-40-23704657

 

v      Lingojigudem Village, Choutuppal Mandal, Nalgonda District, Andhra Pradesh

Tel. 91-40-272092/272260

 

v      Chippada Village, Bheemunipatnam Mandal, Visakhapatnam District – 531162, Andhra Prades

 

v      DRC – Vizag Village Chippada, Bheemunipatnam, Vishakapatnam – 530 010, Andhra Pradesh

 

DIRECTORS

 

Name :

Mr. Murali K. Divi

Designation :

Chairman & Managing Director

Age

52 years

Qualification

M. Pharm.

Experience

28 years

Date of Joining

10.10.1994

Previous Employment

Cheminor Drugs Limited - Managing Director

 

 

Name :

Mr. N. V Ramana

Designation :

Executive Director

Age

46 years

Qualification

B.Sc.(Chem.)

Experience

18 years

Date of Joining

26.12.1994

Previous Employment

Enmark Exim Services Private Limited  - President

 

 

Name :

Mr. Madhusudhana Rao Divi

Designation :

Director - NRI (Kuwait) (Projects)

 

 

Name :

Mr. Kiran S. Divi

Designation :

Director (Business Development)

Age

27 years

Qualification

B. Pharm.

Experience

1 year

Date of Joining

10.08.2001

 

 

Name :

Dr. P Gundu Rao

Designation :

Director (R & D)

 

 

Name :

Dr. K. Satyanarayana

Designation :

Non Executive Director

 

 

Name :

Mr. G. Venkata Rao

Designation :

Non Executive Director

 

 

Name :

Prof. C. Ayyana

Designation :

Non Executive Director

 

 

Name :

Mr. S. Vasudev

Designation :

Director (IDBI Nominee)

 

 

Name :

Mr. G. Suresh Kumar

Designation :

Non Executive Director

 

 

Name :

Mr. L. Kishore Babu

Designation :

Chief Financial Officer

 

KEY EXECUTIVES

 

Name :

Mr. A. Narendra

Designation :

Company Secretary

 

MAJOR SHAREHOLDERS

 

Names of Shareholders

No. of Shares

Percentage of Holding

Indian Promoters

6913441

53.93

Mutual Funds and DTI

878651

6.85

Banks

7815

0.06

Flls

2407772

18.78

Private Corporate Bodies

596698

4.65

Indian Public

1748701

13.65

NRIs/OCBs

195573

1.53

Clearing Members

18233

0.14

Trusts

766

0.01

Directors

(Independent and not in

control of the Company)

51050

0.40

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers of Bulk Drugs and Intermediates like Naproxen, Dextra Methorphane Hydro Bromide, Diltiazem Hydro Chloride, Nabomethone, Ipamidol, etc.

 

 

Products :

Product Description

Item Code Number

 

CIS (+) Hydroxy Lactum

2909.00

Dextromethorphan HBR

2902-00

Lopamidol

2942.00

 

 

Exports to :

UK, Switzerland, Canada, USA, Mexico and  Germany

 

 

Imports from :

Germany

 

PRODUCTION STATUS

 

Particulars

Unit

 

Installed Capacity

Actual Production

Active Pharma Ingredients and Intermediates

MTS

 

2000

1331.43

 

GENERAL INFORMATION

 

No. of Employees :

300

 

 

Bankers :

v      State Bank of India, Overseas Branch, ABIDS, Hyderabad, Andhra Pradesh

 

v      State Bank of Hyderabad, IFC Branch, Panjagutta, Hyderabad, Andhra Pradesh

 

v      The Lakshmi Vilas Bank Limited, K. P. H. B. Colony, Kukatpally, Hyderabad, Andhra Pradesh

 

v      Industrial Development Bank of India, Hyderabad, Andhra Pradesh 

 

v      IDBI Bank Limited, Hyderabad, Andhra Pradesh

 

v      UTI Bank Limited, Hyderabad, Andhra Pradesh

 

 

Facilities :

SECURED LOANS:

31.03.2005

WORKING CAPITAL LOANS:

 

From Banks

 

(Secured by equitable mortgage of the immovable properties of the Company and further secured

by first charge of all the movables (Save and except book-debts) including movable machinery,

machinery spares, tools and accessories, present and future and further Secured by Hypothecation stocks, book debts and receivables of the Company and guaranteed by the Chairman and Managing Director of the Company)

627.840

OTHER LOANS •.

 

From Banks

 

(Secured by hypothecation of Vehicles acquired against the Loan)

0.956

Total

628.796

UNSECURED LOANS:

 

Interest Free Sales Tax Loan

32.108

Total

32.108

 

 

 

Banking Relations :

Good

 

 

Auditors :

M/s. P.V.R.K. Nageswara Rao & Co.

Chartered Accountants

Address:

109, Metro Residency, 6-3-1247, Rajbhavan Road Hyderabad - 500 082.

 

 

Associates/Subsidiaries :

Cheminor Drugs Limited

 


 

CAPITAL STRUCTURE

 

Authorised Capital :

No. of Shares

Type

Value

Amount

15000000

Equity Shares

Rs 10/- each

Rs. 150.000 millions

500000

Redeemable Preference Shares

Rs. 100 each

Rs. 50.000 millions

 

Total

 

Rs. 200.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

13000000

Equity Shares

Rs 10/- each

Rs. 130.000 millions

1,28,18,700

Equity Shares

Rs 10/- each

Rs. 128.187 Millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2005

31.03.2004

31.03.2003

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

128.187

128.187

128.187

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

2708.412

2163.774

1551.031

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2836.599

2291.961

1679.218

LOAN FUNDS

 

 

 

1] Secured Loans

628.796

582.252

412.831

2] Unsecured Loans

32.108

77.011

20.955

TOTAL BORROWING

660.904

659.263

433.786

DEFERRED TAX LIABILITIES

250.323

222.875

178.117

 

 

 

 

TOTAL

3747.826

3174.099

2291.121

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1815.439

1663.243

1459.255

Capital work-in-progress

4.157

26.477

14.272

Advance for Capital Works

6.727

28.752

36.944

 

 

 

 

INVESTMENT

0.000

0.575

0.249

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1390.488

1075.952

671.179

 

Sundry Debtors

1021.692

867.489

566.472

 

Cash & Bank Balances

44.878

71.921

44.919

 

Other Current Assets

1.371

0.939

1.250

 

Loans & Advances

258.222

98.889

130.633

Total Current Assets

2716.651

2115.190

1414.453

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

678.216

532.206

634.052

 

Provisions

116.932

127.932

 

Total Current Liabilities

795.148

660.138

634.052

Net Current Assets

1921.503

1455.052

780.401

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

3747.826

3174.099

2291.121

 


PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

31.03.2005

31.03.2004

31.03.2003

Sales Turnover [including other income]

3645.248

3172.829

2597.206

 

 

 

 

Profit/(Loss) Before Tax

1023.142

1019.625

693.265

Provision for Taxation

362.830

291.194

144.232

Profit/(Loss) After Tax

660.312

728.431

549.033

 

 

 

 

Export Value

3081.961

2614.319

2209.121

 

 

 

 

Import Value

679.448

578.566

617.764

 

 

 

 

Total Expenditure

2622.106

2153.204

1902.270

 

SUMMARISED RESULTS

 

PARTICULARS

 

 

 

31.03.2006 Full Year

Sales Turnover

 

 

3811.100

Other Income

 

 

106.300

Total Income

 

 

3917.400

Total Expenditure

 

 

3644.300

Operating Profit

 

 

1273.100

Interest

 

 

55.800

Gross Profit

 

 

1217.300

Depreciation

 

 

148.200

Tax

 

 

333.100

Reported PAT

 

 

704.700

Dividend

 

 

1000.000

 

KEY RATIOS

 

PARTICULARS

 

31.03.2005

31.03.2004

31.03.2003

Debt Equity Ratio

0.26

0.28

0.32

Long Term Debt Equity Ratio

0.02

0.04

0.13

Current Ratio

1.53

1.34

1.32

TURNOVER RATIOS

 

 

 

Fixed Assets

1.47

1.49

1.55

Inventory

2.85

3.52

4.45

Debtors

3.72

4.28

4.57

Interest Cover Ratio

24.79

31.35

16.58

Operating Profit Margin (%)

34.64

38.60

33.26

Profit Before Interest and Tax Margin (%)

30.35

34.29

29.69

Cash Profit Margin (%)

23.09

28.02

25.66

Adjusted Net Profit Margin (%)

18.80

23.71

22.09

Return on Capital Employed (%)

33.06

41.59

40.64

Return on Net Worth (%)

25.75

36.69

39.99

 

STOCK PRICES

 

Face Value

Rs.10/-

High

Rs.1270.00/-

Low

Rs.1250.00/-

 

 

LOCAL AGENCY FURTHER INFORMATION

 

History

 

Divi's Laboratories Limited was established in 1990 as a Research & Development company to develop processes for API & Intermediates and to provide turnkey solutions to the industry. In 1994 the name of the company was changed to Divi's Laboratories Limited. The company is headed by Murali K Divi as Chairman & Managing Director. In 1995,the company's first manufacturing unit was built on a 300 acre site comprising of 11 multi-purpose production blocks. 
 
 The company's plant at Choutuppal Mandal,Nalgonda District is having 11 multi-purpose production blocks primarily manufacturing active pharmaceutical ingredients and intermediates for generics,advanced intermediates for discovery compounds,cartenoids,protecting agents and building blocks for peptide chemistry and nucleotide chemistry. 
 
 During 1991 the company successfully developed commercial processes for intermediates and bulk actions & supply to manufacturing enterprises. In 2000 the company was awarded ISO 9001 certification by SGS-Yarsley. 
 
 The Company product portfolio has about 90 products covering Generic Products and New Chemistries comprising Custom Synthesis of APIs & Intermediates for MNC, Peptide Building Overseas and Carotenoids etc. The company is the first company to develop and manufacture synthetic carotenoids and also the largest manufacturer of some peptide reagents and protected amino acids world-wide. 
 
 The company has taken up a development of a new site in 2002 at Chippada village 35 KM from Visakhapatnam. The commercial production is slated to commence by March 2003. The total estimated outlay on this facility was Rs.402.200 Millions . The above plant will not only increase the capacity of API and also provide comfort to the company's multinational customers for assured supply of products. 
 
 The company is coming out with an IPO through book building route and the offer size is 3.205  Millions equity shares of Rs.10 each comprising fresh issue of 1.270  Millions  shares and an offer for sale of 1.935  Millions  shares. The floor price has been fixed at Rs.130 per share and the issue is open from February 17,2003 to February 21,2003. After the public issue the total equity has increased to Rs.128.200  Millions  from Rs 115.500  Millions  
 
 The company has increased its installed capacity of Active Pharma Ingredients & Intermediates by 200 MTs and with this expansion the total installed capacity of Active Pharma Ingredients & Intermediates has increased to 2000 MTs. 
 
 The company has invested an amount of Rs.303.521 Millions towards capital expenditure at its manufacturing facilities at Choutuppal (Unit-I) and Chippada (Unit-II) for additional machinery installed at both Unit-I and Unit-II for enhancing he production capacity. Further the company has commissioned a new pilot plant at Unit-2 and also a new Research Centre with 60 work stations, which became fully operational during the year. The company has also installed additional Laboratory instruments at the Research centres.  
 
 The company is in the process of setting up an Export Oriented Unit with a capital investment of Rs.35 crores at its Unit-2.

 

DIVIDEND: 
 
 The Directors recommend a dividend of Rs.8.00 per equity share of Rs.10/- each for the year 2004-05 subject to approval of the Members at the ensuing Annual General Meeting. 
 
 PERFORMANCE AND OPERATIONS REVIEW
 
 During the year, Divi achieved a turnover of Rs.3473.783 Millions as against Rs. 3028.314 Millions  during the previous year reflecting a growth of 15%. Exports constituted 88% of total turnover and exports to advanced markets comprising Europe and America accounted for 62% of Company's business. Other Income earned during the year stood at Rs.171.465 Millions as against Rs. 144.515 Millions in the previous year. Profit after Tax (PAT) came to Rs.660.312 Millions as against Rs. 728.431 Millions during the previous year. Earnings Per Share for the year works to Rs.51.51 per share as against Rs.56.83 last year. 
 
 Lower profitability during the year is due to the movement of certain products with higher material costs and increase in prices of petroleum and molasses based solvents besides incidence of higher taxation consequent to withdrawal of exemption on export profits. Some of the Custom Synthesis projects are going through a longer development phase resulting in delayed sales. The first Manufacturing facility of the company at Choutuppal near Hyderabad was successfully inspected by US-FDA in May, 2004 without any Form-483 observations. The company currently has 19 DMFs for the US market. 
 
 During the year, the company has completed trials of a speciality ingredient for a large MNC company and the product has been well received by the customer. The project is in the process of commercialization for which the company is building a production facility to cater to the worldwide requirement of the speciality ingredient exclusively for this customer. 
 
 During the year, Divi has added 17 products to its product portfolio for generics APIs, future generics and custom synthesis. 
 
 TAXATION: 
 
 Divi has made an Income-tax provision this year (including prior year adjustment) of Rs.335.382 Millions  as against Rs.246.437 Millions during the previous year. An amount of Rs.27.448 Millions has been provided during the year towards Deferred Tax Liability for the year as required under Accounting Standard AS-22 relating to 'Accounting for Taxes on Income'. Deferred Tax Liability provision during the previous year was Rs.44.757 Millions . 
 
 FINANCE: 
 
 During the year, Divi has cleared the outstanding FC loan to SBI. Divi has availed higher working capital limits, a bulk of these in foreign currency at competitive rates to cater to increased working capital requirements. Divi has been regular in payments of interest and other obligations with the Banks. Divi continues to avail the Sales Tax Deferment facility. 

 

RESEARCH AND DEVELOPMENT
 
 During the year, technologies for some of the future generic APIs were developed and sampled to customers. With the commissioning of the 4th Research Centre (DRC) of Divi with 60 work stations at Unit-2 and addition of new Laboratory instruments including certain special equipment like NMR, LCMS, GC-MS at other Centres, Divi is able to take up more projects both in custom synthesis and future generics. Currently, 180 scientists are deployed at the 4 Research Centres of the company. The company has so far filed 7 patents for process novelty. 
 
 FUTURE OUTLOOK: 
 
 Divi has 19 DMF filings with US-FDA and this is expected to increase to about 25 by end of the year. Divi is working on 15 future generic compounds to have a strong pipeline to percolate revenues as and when the patents expire. Four of the Active Pharma Ingredients also have Certificate of Suitability (CoS) from Europe. Divi has successfully completed trials of a speciality ingredient jointly with a large MNC company. To commercialise this opportunity, Divi is in the process of setting up an Export Oriented Unit with a capital investment of Rs.350.000 Millions at its Unit-2. 
 
 Divi continues to have a unique positioning in the generic and custom synthesis businesses due to its respect for IPR, R&D capabilities, cGMP manufacturing facilities, cost competitiveness and non-competing business model. 
 
 Global therapeutic peptides market is currently valued at around $ 1 billion and is estimated to double by 2010. The rising need for new therapeutic approaches combined with the potential of peptides as active pharma ingredients for effective drug formulation is contributing to rapid market development. Divi is the largest producer of peptide building blocks and will benefit from the world-wide growth in peptide business.  
 
 Carotenoids have already been developed by the company to commercial scale that are still to realise their commercial potential. 

 

HUMAN RESOURCES: 
 
 Divi continues to have cordial and harmonious relationship with the employees. 
 
 Particulars of employees required to be furnished under Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 are given in the Annexure attached and forms part of the Report. 

 

RESEARCH AND DEVELOPMENT (R&D): 
 
 1. Specific areas in which : Process development for ActiveR&D is carried out by Pharmaceutical Ingredients andthe Company. intermediates.  
 
 2. Benefits derived as a : Developed new products and result of the above R&D achieved cost and process efficiencies on existing products. 
 
 3. Future plan of action : To develop processes for newer products and intermediates.  
 
 4. Expenditure on R&D: Amount (Rs. in lakhs) 
 
 Particulars 2004-05 2003-04 
 
 Capital 205.72 79.78Recurring 740.16 679.20Total 944.96 758.98 
 
 Total R&D Expenditureas a percentage of Sales 2.72% 2.51% 

 

Overview: 
 
 The financial statements have been prepared in compliance with the requirements of the Companies Act, 1956 and Generally Accepted Accounting Principles (GAAP) in India. The management of Divi's Laboratories accepts responsibility for the integrity and objectivity of these financial statements as well as for various estimates and judgments used therein. These estimates and judgments relating to the financial statements have been made on a prudent and reasonable basis, in order that the statements reflect, in a true and fair manner, the state of affairs and profits for the year. This report may also contain certain statements that the company believes are or may be considered to be 'forward looking statements' which are subject to certain risks and uncertainties. 

 

Industry and Structure: 
 
 The global pharma industry is still on a growth path of about 5 to 7% and consequently there is a demand for API as well. However, the industry is undergoing a lot of structural changes viz., 
 
 * more out-sourcing of early stage development and late life cycle products 
 
 * segregation of supply lines based on competitive positioning between existing integrated players and potential integrated players 
 
 * alignment of players without any API capability with pure API producers. 
 
 On a macro level, there are several pointers which clearly show that pharma business out of Asia is on a growth track mainly to supply to developed countries like US and Europe. There is, of course, a lot of churning because of a lot of capacity in Europe that will be rendered empty. 

 

Opportunities and Threats: 
 
 From the beginning of this year, India has moved to a compliance on the patent regime as required under WTO. The implementation mechanism, though not quite clear, the new environment has set in a more conducive atmosphere for out-sourcing by big pharma companies. The company, with its track record of compliance and respecting IPR even without the law in place, stands to gain further from increased custom synthesis opportunities. 
 
 For several developed countries, it has become an economic neccessity to reduce their healthcare costs and consequently the cost of medicines and this is driving manufacturing towards Asia. Divi, with its infrastructure already acceptable to FDA standards, the regulatory mechanism in place and its experience of these markets, stands to benefit further in the generic business as well.  
 
 Risks and Concerns: 
 
 The company manufacturers Active Pharmaceutical Ingredients and Intermediates which are either Generics or custom manufactured for its customers. Some of these products are subject to regulatory approvals by the governments of user countries and the non-approval or withdrawal of existing approval may impact business. However, the company has a well spread product portfolio across a wide range of therapeutic uses, the largest product having sales of 22%, the top 5 products contributing about 50% of revenue and the top five customers account for 39% of its revenue. 
 
 The company manufactures various products that are subject to intellectual properties. The company's philosophy is to respect intellectual properties and hence always develop processes and offer products that are patent non-infringing and avoid violating intellectual properties. This process is carried out by in-house due diligence team and, as and when necessary, expert opinion of external patent Attorney firms is obtained. Currently, the company has no issues in this area. 
 
 Being predominantly into exports constituting over 88% of total sales, the company's business carries risk of any negativity towards purchases from India and exchange risks. The company exports to several countries and the highest sales to a single country is 28% of revenue. 
 
 The company currently on a net basis operates in the following currencies: 
 
 USD 78%Euro 2%Sterling Pound & Others 9% 
 
 Some of the company's raw materials and transportation is dependant on the prices of crude and petroleum based products. The company has always been making efforts to pass on the increased costs. The company operates across varying value added products and makes efforts to balance the proportion of impact. 
 
 The company operates manufacturing facilities which uses various chemicals of varying hazards of handling. The company is always pursuing best operating conditions including ISO 18001 certification and dedicated safety teams. The company maintains adequate insurance coverage for both fixed and current assets. 

 

 

milestones

 

2003

The company receives Certificate of Substantiability from the council of European Countries.

 

Appointed Mr. A. Narendra as Company Secretary and compliance officer of the company (in place of outgoing Company Secretary Mr. M. P. Sudarshan) who has joined the organisation.

 

2004

The company has informed that the manufacturing facility of company choutuppal near Hyderabad was successfully inspected by US-FDA in May 2001.

 

achievements

 

˜                  It has grown multi-fold from the time of its inception.

˜                  It has been the recipient of prestigious awards over the past years.

˜                  IDMA 1996 (Indian Drug Manufacturers Association) For Excellence in Quality

˜                  It had been inspected by USFDA in September, 2000

˜                  ISO 14001 Certified in the year 2000

˜                  ISO 9001 Certified in the  year 1998

˜                  The Director General of Foreign Trade rated the company first among the top 10 exporters from Andhra Pradesh in the year 1996-97.

˜                  FAPCCI 1997 (Federation of Andhra Pradesh Chambers of Commerce & Industry) (For Best Export Effort in the State of Andhra Pradesh)

˜                  FAPCCI 1996 (Federation of Andhra Pradesh Chambers of Commerce & Industry) (For Best Technological Development in Research & Development by an Industrial / Scientific Organisation)

˜                  ICMA 1996 (Indian Chemical Manufacturers Association) (For Achieving Outstanding Quantum of Exports)

˜                  IDMA 1996 (Indian Drug Manufacturers Association) (For Excellence in Quality)

 

The company is in trade terms with :

 

˜                  Atofina

La Defence 10, Cedex 42, 92091, Paris, La Defence, France

˜                  Bayer AG

Ch-M/GF 30, D-51368 Leverkusen Bayerwerk, Germany

˜                  DSM Fine Chemicals Austria GmbH

      St. Peter Strabe 25, P. O. Box 296, A-4021, Linz, Austria

˜                  Great Lakes Sales (Europe) GmbH

Juchstrabe 45, Ch-8501, Frauenfeld, Switzerland

˜                  Hawk Petroleum Pte Limited

Level 36, Hong Leong Building, 16, Raffles           Quay, Singapore 048581

˜                  Nagase & Company Limited

5-1, Nihonbashi, Kobunacho, Chou-Ku, Tokyo 103, Japan

˜                  Rohm & Hass B.V.

P. B. 32, NL 3800 AA Amersfoort, The Netherlands

˜                  Saurefbrik Schweizerhall (Switz)

Ch-4133 Prattein 1, Switzerland

˜                  SQM Europe N.V.

Sint Pietersvlier 7, Bus 8, Precambuilfing 2000, Antwerpen 1, Belgium

˜                  Sinochem Jiangsu Imp. & Exp. Corporation

50 Zhonghua Road, Nanjing, China

 

Subject has been accredited with ISO 9001 and ISO 14001 Certifications.

 

press clipping

 

AUGUST 10, 2004

 

The Financial Express

 

The company has reported a net profit of Rs. 730 million on a total income of Rs. 3170 millions. During the year, its research centres had developed eight new products, one of them being Levitiracetam for which the company was the first to file DMF for USA market. The comapny has also five patents during the year for process novelty. Further the company has projected an income of Rs. 4000 millions for the year 2004-05.

 

The Hindu Business Line – Published

 

The company has projected a turnover of Rs. 4000 million for the financial year 2004-05. The company achieved a turnover of Rs. 3170 million in a fiscal year 2003-04, with a net profit of Rs. 730 millions.

 

Giving the highlights of the company’s performance at the 14th Annual General Body Meeting on Monday, Mr. Murali K. Divi, Chairman, said eight new products were developed, including Levitiracetam, for which the company was first to the Drug Master File for the USA market.

 

Fixed Assets

 

v      Land and development

v      Buildings

v      Plant & machinery

v      Laboratory equipments

v      Furniture and fixtures

v      Data processing equipments

v      Vehicles

 


CMT REPORT [Corruption, Money laundering & Terrorism]

 

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

 

1]         INFORMATION ON DESIGNATED PARTY

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

 

2]         Court Declaration :

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

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

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

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.46.34

UK Pound

1

Rs.84.27

Euro

1

Rs.57.96

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

6

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

6

--CREDIT LINES

1~10

6

--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

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

54

 

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

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average/normal.

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

 

 

 

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