MIRA INFORM REPORT

Report Date :

16.04.2011

IDENTIFICATION DETAILS

Name :	PANCHSHEEL ORGANICS LIMITED
Registered Office :	B-6 and B-7, Sector - C, Industrial Area, Sanwer Road, Indore - 452 006, Madhya Pradesh
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	02.08.1989
Com. Reg. No.:	10-005390
CIN No.: [Company Identification No.]	L24232MP1989PLC005390
IEC No.:	0390022713
PAN No.: [Permanent Account No.]	AABCP7256P
Legal Form :	A public limited liability company. The company's shares are listed on the Stock Exchanges
Line of Business :	Manufacturer, Exporter and Importer of Bulk Drugs.

RATING & COMMENTS

MIRA’s Rating :

Ba (46)

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

Maximum Credit Limit :	USD 518888
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal 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 – April 1, 2010

Country Name	Previous Rating (31.12.2009)	Current Rating (01.04.2010)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INFORMATION PARTED BY

Name :	Mr. Kamlesh
Designation :	Manager
Date :	22.03.2011

LOCATIONS

Registered Office /Factory:	B-6 and B-7, Sector - C, Industrial Area, Sanwer Road, Indore - 452 006, Madhya Pradesh, India
Tel. No.:	91-731-2421709 / 22432734
Fax No.:	91-731-2721709
E-Mail :	pol@panchsheel.com pol@vsnl.com pol@gisabm01.vsnl.net.in
Website :	http://www.panchsheel.com
Area:	25000 Sq. Fts
Location :	Owned
Corporate Office:	1, Kapadia Chamber, 1^st Cinema Road, Mumbai – 400 020, Maharashtra, India
Tel. No.:	91-22-49454200/ 1/2/ 3/ 22016590/ 0329/ 22084282
Fax No.:	91-22-22063929
E-Mail :	poltd@vsnl.com
Location :	Owned
Branch Office :	420/2, Ground Floor, 1^st Floor, Jheel, Delhi-110051, India
Location :	Rented

DIRECTORS

As on 30.09.2010

Name :	Mr. Mahendra Turakhia
Designation :	Managing Director
Address :	15/3, Silver Beach Soc., 12 Gulmohar Cross Road, 3^rd Floor, JVPD Scheme, Mumbai-400049, Maharashtra, India
Date of Birth/ Age:	25.12.1945
Qualification:	B.SC
Experience:	40 Years
Name :	Mr. Kishore Turakhia
Designation :	Director
Address :	105, Swetambari Co-operative Housing Society, 2^nd Floor, N J Road, No. -5, Gulmohar- XRd, No.-6, Juhu, Mumbai-400049, Maharashtra, India
Name :	Mr. Rajesh Turakhia
Designation :	Director
Address :	105, Swetambari Co-operative Housing Society, 2^nd Floor, N J Road, No. -5, Gulmohar- XRd, No.-6, Juhu, Mumbai-400049, Maharashtra, India
Name :	Mr. Kiritkumar M. Doshi
Designation :	Director
Address :	6C, Damodar Park, Flat No. 901, LBS Marg, Ghatkopar (West), Mumbai – 400086, Maharashtra, India
Date of Appointment :	28.03.2005
Name :	Mr. Radheshyam R Tawani
Designation :	Director
Address :	23, Jyoti Ambar Society, Goods Shed Road, Kalyan (E), Mumbai – 421301, Maharashtra, India
Date of Appointment :	01.04.2006
Name :	Mr. Bharatkumar R Desai
Designation :	Director
Address :	2, Vitrag Apartment, Nr. Shri Padnagar, VIP Road, Vadodara 390018, Gujarat, India
Date of Appointment :	31.01.2009

KEY EXECUTIVES

Name :	M/S A K Jain and Company
Designation :	Company Secretary
Name :	Mr. Chandrakant A Shah
Designation :	Compliance Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.12.2010

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of promoter and Promoter Group
Indian
Individuals / HUF	1730610	34.51
Bodies corporate	598800	11.94
(B) Public Shareholdings
Non – Institution
Bodies corporate	930558	18.55
Individuals
i. Individual Shareholders holding nominal share capital upto Rs.0.100 Million	1394927	27.81
ii. Individual Shareholders holding nominal share capital in excess Rs.0.100 Million	298005	5.94
Any other (specify)
Any other	62500	1.25
Total	5015400	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer, Exporter and Importer of Bulk Drugs.

Products :

Item Code No.	Product Description
29343000	Promethazine
29332909	Albendazole
29420014	Imipramine

Exports :

Products :

Pharmaceuticals Bulk Drugs, Formulation and Chemicals

Countries :

• Europe
• USAO
• Japan
• South East Asia

Imports :

Products :

Pharmaceutical Bulk, Drugs and Chemicals

Countries :

• China
• Italy

Terms :

Selling :

L/C, Credit

Purchasing :

L/C, Credit ( 60 Days)

PRODUCTION STATUS (AS ON 31.03.2010):-

Particulars	Unit	Installed Capacity	Actual Production
Bulk Drugs	KG	120000	98086

GENERAL INFORMATION

Customers :

Wholesalers

No. of Employees :

240 ( Office + Factory + Branch )

Financial Institutions:

• M. P. Financial Corporation

· Bajaj Auto Finance Limited

Bankers :

• State Bank of India, SME Branch, Pologround, Indore, Madhya Pradesh, India
• Yes Bank Limited, 9^th Floor, Nehru Centre, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India

Facilities :

Secured Loans	31.03.2010 (Rs. in millions)	31.03.2009 (Rs. in millions)
Term Loan
From M.P Financial Corporation (secured by hypothecation of fixed assets)	15.061	18.946
From HDFC Bank limited (Car loan)	0.224	0.632
Working Capital Loan
From State Bank Of India (Secured against first charge by hypothecation of stock and book debts and second charges on fixed assets of the Company and personally guaranteed by three Directors of Company)	15.008 2.144	14.926 2.231
Total	32.437	36.735

Banking Relations :

--

Auditors :

Name 1:

Jodh Joshi andCompany

Chartered Accountants

Address 1 :

48, Sunder Mahal, 3^rd Floor, 141, Marine Drive, Mumbai - 400 020

Name 2 :

P B Mehta and Associates

Chartered Accountants

Proprietor:

Mr. Parag B Mehta

Qualification:

B.Com, F.C.A

Baroda Office:

214, Pujer Complex, Near Ganga Jamuna Hospital, Subhanpur, Baroda – 390 023, Gujarat, India

Tel No.:

91-265-553897

E Mail:

Parag_jgd@rediffmail.com

Mumbai Office:

12, Sushma Building, Linking Road Extension, Santacruz (West), Mumbai – 400 054, Maharashtra, India

Tel No.:

91-22-26614820

Associates/Subsidiaries :

• Turakhia Brothers
• Invochem Laboratories
• Synodrug and Itnermediates
• Suneeta Chemicals
• Panchasheel Organics

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
60,00,000	Equity Shares	Rs. 10/- each	Rs. 60.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
50,15,400	Equity Shares	Rs. 10/- each	Rs.50.154 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		50.154	50.154	50.154
2] Share Application Money		0.00	0.000	0.000
3] Reserves & Surplus		79.568	70.431	61.919
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		129.722	120.585	112.073
LOAN FUNDS
1] Secured Loans		32.437	36.735	30.670
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		32.437	36.735	30.670
DEFERRED TAX LIABILITIES		13.990	12.628	11.566
TOTAL		176.149	169.948	154.309
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		72.432	76.031	67.854
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.006	0.006	0.006
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	87.141	77.853	59.748
	Sundry Debtors	72.555	57.189	68.192
	Cash & Bank Balances	0.000	(0.059)	0.092
	Other Current Assets	2.756	1.145	2.627
	Loans & Advances	11.339	8.458	11.732
Total Current Assets		173.791	144.586	142.391
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	54.845	43.584	51.749
	Current Liabilities	15.235	7.091	4.193
	Provisions	0.000	0.000	0.000
Total Current Liabilities		70.080	50.675	55.942
Net Current Assets		103.711	93.911	86.449
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		176.149	169.948	154.309

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	236.085	226.849	189.521
		Other Income	0.017	0.000	0.000
		TOTAL (A)	236.102	226.849	189.521
Less	EXPENSES
		Operating Expenditure	213.877	187.225	151.079
		Administrative & Other Expenses	14.008	18.453	13.131
		Increase/Decrease in Stock	(12.965)	0.613	4.573
		TOTAL (B)	214.920	206.291	168.783
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		21.182	20.558	20.738
Less	FINANCIAL EXPENSES (D)		3.591	3.511	3.791
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		17.591	17.047	16.947
Less/ Add	DEPRECIATION/ AMORTISATION (F)		3.526	2.808	2.760
	PROFIT BEFORE TAX (E-F) (G)		14.065	14.239	14.187
Less	TAX (I)		5.516	6.105	3.540
	PROFIT AFTER TAX (G-I) (J)		8.549	8.134	10.647
	IMPORTS
		Raw Materials	61.852	55.379	60.812
		Capital Goods	0.000	0.000	0.741
	TOTAL IMPORTS		61.852	55.379	61.553
	Earnings Per Share (Rs.)		1.70	1.62	2.12

Expected Sales (2010-2011) : Rs. 350.000 Millions

QUARTERLY RESULTS (UNAUDITED)

PARTICULARS	30.06.2010 (Rs. In Millions)	30.09.2010 (Rs. In Millions)	31.12.2010 (Rs. In Millions)
	1^st Quarter	2^nd Quarter	3^rd Quarter
Net Sales	76.750	62.240	55.880
Total Expenditure	71.060	57.640	50.810
PBIDT (Excl OI)	5.690	4.600	5.070
Other Income	0.000	0.650	0.170
Operating Profit	5.690	5.250	5.240
Interest	0.710	1.080	1.630
Exceptional Items	0.000	0.000	0.000
PBDT	4.980	4.170	3.610
Depreciation	0.720	0.830	0.750
Profit Before Tax	4.260	3.330	2.860
Tax	0.000	0.000	0.000
Provisions and Contingencies	0.000	0.000	0.000
Profit After Tax	4.260	3.330	2.860
Extraordinary Items	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000
Other Adjustment	0.000	0.000	0.000
Net Profit	4.260	3.330	2.860

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	3.62	3.58	5.61
Net Profit Margin (PBT/Sales)	(%)	5.95	6.27	7.48
Return on Total Assets (PBT/Total Assets}	(%)	5.71	6.45	6.74
Return on Investment (ROI) (PBT/Networth)		0.10	0.11	0.12
Debt Equity Ratio (Total Liability/Networth)		0.79	0.72	0.77
Current Ratio (Current Asset/Current Liability)		2.47	2.85	2.55

LOCAL AGENCY FURTHER INFORMATION

HISTORY

The company was incorporated as a private limited company in 1989 Panchsheel Organics (POL) was later converted into a public limited company in 1992. The Indore-based company is promoted by Mahendra Turakhia and Kishore Turakhia. 

The company is involved in manufacturing bulk Drugs and drug intermediates. It came out with a public issue of 1907300 equity shares of Rs. 10 each for cash at par aggregating to Rs. 19.100 Millions in February 1996, to expand the manufacturing capacities of bulk drugs. The company is expanding into the manufacture of albendazole, nalidixic acid, carbamezepine, denatonium benzoate, chloropromazine HCL and Tri Flu O Perazine HCL.

TRADE REFERENCES:

v Shubham Pharmachem Private Limited

Address: 207, Laxmi Plaza Building No. 9, Laxmi Industrial Estate, New Link Road, Andheri (West), Mumbai, Maharashtra, India

Tel No: 91-22-26344608

v Ciron Drugs and Pharma Private Limited

Address: Plot No. 37, 43 to 45, CFC-B Dewan and Sons Udyog Nagar, Village Aliyali, Palghar (West)-401404, Maharashtra, India

v Macleods Pharaceuticals Limited

Address: 304, Atlanta Arcrade Marol Church Road, Near Leela Hotel Andheri (East), Mumvbai, Maharashtra, India

Tel No.: 91-22-66762829/ 2800

v Aquatic Remedies

Address: 218/219, Kailash Plaza, Vallabh Baug Lane, Opposite Odean Cinema, Ghatkopar (East), Mumbai-400075, Maharashtra, India

Tel No. 91-22-67255555

FIXED ASSETES:

· Land

· Factory Building

· Plant and machinery

· Laboratory Testing Equipments

· Electric Installation

· Furniture and fixtures

· Office Equipments

· Vehicles

· Computer

· Pollution control equipments

Form 8

Corporate identity number of the company

L24232MP1989PLC005390

Name of the company

PANCHSHEEL ORGANICS LIMITED

Address of the registered office or of the principal place of business in India of the company

B-6 and B-7, Sector - C, Industrial Area, Sanwer Road, Indore - 452 006, Madhya Pradesh, India

This form is for

Creation of charge

Type of charge

Book debts

Movable property

Particular of charge holder

Name :	Yes Bank Limited,
Address :	9^th Floor, Nehru Centre, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Email :	shareholders@yesbank.in

Nature of instrument creating charge

Deed of Hypothecation

Date of instrument Creating the charge

31.05.2010

Amount secured by the charge

Rs. 50.000 Millions

Brief of the principal terms an conditions and extent and operation of the charge

Rate of Interest

Cc : 5.00% below YBL PLR & WCDL (sub limit of CC) : 6.50% below PLR YBL PLR IS 16.50%

LC: Commission 0.80% + applicable tax

Bank Guarantee (sub limit of LC) 0.80% + applicable tax

Terms of Repayment

CC – On demand/annual review

WCDL – 60 Days

Letter of credit – usance 90 days, validity 6 months

Bank guarantee – 36 months (including claim period)

Margin

25% on Book debts plus stock less than 120 days minus creditors

Extent and Operation of the charge

Exclusive charge on current assets of the borrower, both present and future to cover

Cash Credit (CC) – INR 30,000,000/-

Working capital demand loan (WCDL) (Sub limit CC) : INR 25,000,000/-

Letter of credit (LC) : INR 20,000,000/-

BANK Guarantee (Sub limit of LC) : 5,000,000/-

Others

Nil

Particulars of the property charged

Exclusive hypothecation charge on current assets of the borrower, both present and future

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.44.52
UK Pound	1	Rs.72.71
Euro	1	Rs.64.41

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--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	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		46

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.