MIRA INFORM REPORT

Report Date :

02.08.2011

IDENTIFICATION DETAILS

Name :	S ZHAVERI PHARMAKEM PRIVATE LIMITED
Registered Office :	109, Shiv Smruti Chambers, 49, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	06.06.2005
Com. Reg. No.:	11-153790
Capital Investment / Paid-up Capital :	Rs.0.870 million
CIN No.: [Company Identification No.]	U51397MH2005PTC153790
TAN No.: [Tax Deduction & Collection Account No.]	MUMS48413B
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Importer of Pharmaceutical Raw Materials and Chemicals.
No. of Employees :	50 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

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

Maximum Credit Limit :	USD 533000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is a well established company with satisfactory track. Trade relations are fair. Business is active. Payments are reported as being usually correct and as per commitments. The company can be considered good for business dealings under 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. Vikas B. Mehta
Designation :	Manager – International Marketing
Contact No.:	91-9867522653
Date :	28.07.2011

LOCATIONS

Registered Office :	109, Shiv Smruti Chambers, 49, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India
Tel. No.:	91-22-66607756/ 57
Mobile No.:	91-9867522653 (Mr. Vikas B. Mehta)
Fax No.:	91-22-66607758
E-Mail :	szhaveri@bom3.vsnl.net.in info@szaveri.net accounts@szhaveri.net dinesh.deora@gmail.com vikas@szhaveri.net
Website :	http://.www..szhaveri.com
Area :	400 Sq. ft. built up area (Approximately)
Location :	Owned
Head Office :	E-7, Kasturi Complex, Anjur Road, Rahanat Village, Bhiwandi – 421 302, District Thane, Maharashtra, India
E-Mail :	szhaveri@bom3.vsnl.net.in
Website :	http://.www..szhaveri.com
Factory :	28/16, TTC Industrial Area, MIDC Turbhe, Navi Mumbai – 400705, Maharashtra, India
Tel. No.:	91-22-67912851 / 67912852
Fax No.:	91-22-67912853
Location :	Leased
Research Centre :	D-28 / 16, T.T.C. Industrial Area, M.I.D.C., Turbhe, New Mumbai – 400 705, Maharashtra, India
Tel. No.:	91–22–66607756/ 57
Fax No.:	91–22–66607758
Warehouse:	32, Kewal Industrial Estate, S.B. Marg, Lower Parel, Mumbai 400 018, Maharashtra, India
Location :	Rented
Branch Office :	236, Kewal Industrial Estate, S.B. Marg, Lower Parel, Mumbai 400 018, Maharashtra, India
Area :	1000 Sq. ft.
Location :	Rented
Administration Office:	45, Tardeo Air Condition Market, Mumbai - 400 018, Maharashtra, India
Branch Office :	308-310, Shiv Smruti Chambers, 49 Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Tel No.:	91-22-66607756
Fax No.:	91-22-66607758

DIRECTORS

AS ON 30.09.2010

Name :	Mrs. Uma Rajan Javeri
Designation :	Director
Address:	1002, Jaywant Towers CHS Limited, Tardeo Road, Tardeo, Mumbai – 400 034, Maharashtra, India
Date of Birth/Age :	06.03.1942
Qualification :	B.Com
Date of Appointment :	06.06.2005
DIN No.:	00140841
Name :	Ms. Suhagi R. Javeri
Designation :	Director
Address:	1002, Jaywant Towers CHS Limited, Tardeo Road, Tardeo, Mumbai – 400 034, Maharashtra, India
Date of Birth/Age :	23.08.1984
Qualification :	Post Graduate
Date of Appointment :	06.06.2005
DIN No.:	00140949
Name :	Mr. Heinrich Ernst Wilhelm Petersen
Designation :	Director
Address:	Lessing STR, 2, 73486, Adelmannsfelden, Adelmannsfelden, 73486, Germany
Date of Birth/Age :	09.09.1949
Date of Appointment :	04.02.2008
DIN No.:	02166885
Name :	Mr. Joseph Otto Rettenmaier
Designation :	Director
Address:	Holzmuhle 6, Rosenberg, 73494, Germany
Date of Birth/Age :	22.01.1968
Date of Appointment :	04.02.2008
DIN No.:	02095744

KEY EXECUTIVES

Name :	Mr. Vikas B. Mehta
Designation :	Manager – International Marketing

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 30.09.2010)

Names of Shareholders	No. of Shares
Uma Rajan Jhaveri	33478
Saloni Jhaveri	5000
Suhagi Jhaveri	5000
GMBH Asia Holding Retten Maier	43478
Total	86956

(AS ON 30.09.2010)

Category	Percentage
Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]	50.00
Directors or relatives of directors	50.00
Total	100.00

BUSINESS DETAILS

Line of Business :	Manufacturer and Importer of Pharmaceutical Raw Materials and Chemicals.
Products :	· Roehm GmbH, Germany · PPG Industries INC., USA · H.E. Daniel Limited, U.K. · J. Rettenmaier, Germany
Imports :
Products :	Pharmaceutical Raw Materials and Chemicals
Countries :	· Germany · USA · U.K. · Europe · China · Japan
Terms :
Selling :	Cash and Credit (30 days)
Purchasing :	L/C, Cash and Credit (30 days)

GENERAL INFORMATION

Suppliers :

· ROEHMA, GmbH, Germany and payment terms is draft 180 days

· J.Rettenmaier and Sohne, payment term is draft 180 days

· Warner Jenkinson, Europe payments term is draft 30 days

Customers :

Wholesalers and Retailers

No. of Employees :

50 (Approximately)

Bankers :

· Standard Chartered Bank,

SME Credit, 23-25, M.G. Road, Fort, Mumbai-400 001, Maharashtra, India

· Grindlays Bank,

90, M.G. Road, Fort, Mumbai-400 001, Maharashtra, India

· Corporation Bank,

49, Shiv Smruti Chambers, Ground Floor, Dr. A.B. Road, Worli, Mumbai- 400 018, Maharashtra, India

· Standard Chartered Bank,

Phoenix Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

Facilities :

Secured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
Cash Credit	7.913	5.281
Term Loan	0.000	4.158
Vehicles Loans	0.876	1.251
Total	8.789	10.690

Unsecured Loans	31.03.2010 Rs. In Millions	31.03.2009 Rs. In Millions
From Directors, Shareholders and Related Parties	5.126	7.522
Total	5.126	7.522

Banking Relations :	--
Auditors :
Name :	Vinay H. Panjabi and Associates Chartered Accountants
Address :	206, Dalamal Chambers, 29, New Marine Lines, Mumbai – 400 020, Maharashtra, India
PAN No.:	AABPP1597J

CAPITAL STRUCTURE

AS ON 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
300000	Equity Shares	Rs.10/- each	Rs.3.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
86956	Equity Shares	Rs.10/- each	Rs.0.870 million

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		0.870	0.870	0.870
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		132.396	114.109	106.497
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		133.266	114.979	107.367
LOAN FUNDS
1] Secured Loans		8.789	10.690	27.439
2] Unsecured Loans		5.126	7.522	8.016
TOTAL BORROWING		13.915	18.212	35.455
DEFERRED TAX LIABILITIES		0.260	0.037	0.068
TOTAL		147.441	133.228	142.890
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		87.506	20.788	18.232
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		5.581	60.842	80.436
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	25.242	16.113	30.516
	Sundry Debtors	52.820	75.670	29.933
	Cash & Bank Balances	3.937	7.506	8.287
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	8.083	6.240	6.025
Total Current Assets		90.082	105.529	74.761
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	28.197	48.962	27.970
	Other Current Liabilities	2.645	4.533	1.413
	Provisions	4.896	0.448	1.170
Total Current Liabilities		35.738	53.943	30.553
Net Current Assets		54.344	51.586	44.208
MISCELLANEOUS EXPENSES		0.010	0.012	0.014
TOTAL		147.441	133.228	142.890

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Operating Income	313.870	234.511	168.147
		Other Income	3.249	5.587	6.633
		TOTAL (A)	317.119	240.098	174.780
Less	EXPENSES
		Material Costs	236.434	177.635	127.444
		Personnel Costs	25.629	24.055	17.679
		Selling, General and Administration Expense	19.905	16.618	15.279
		Research and Development Expenses	4.826	3.565	2.698
		Foreign Exchange Loss/ (Gain)	(3.818)	2.463	0.000
		TOTAL (B)	282.976	224.336	163.100
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		34.143	15.762	11.680
Less	FINANCIAL EXPENSES (D)		2.745	2.546	8.075
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		31.398	13.216	3.605
Less/ Add	DEPRECIATION/ AMORTISATION (F)		3.124	2.917	2.499
	PROFIT BEFORE TAX (E-F) (G)		28.274	10.299	1.106
Less	TAX (H)		9.987	2.687	3.889
	PROFIT AFTER TAX (G-H) (I)		18.287	7.612	(2.783)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		16.119	8.507	11.290
	BALANCE CARRIED TO THE B/S		34.406	16.119	8.507
	Earnings Per Share (Rs.)		210.00	88.00	NA

Particulars	31.03.2011
Sales Turnover (Approximately)	380.000

Expected Sales (2011-12): Rs.500.000 Millions

The above information has been parted by Mr. Vikas Mehta.

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	5.77	3.17	(1.59)
Net Profit Margin (PBT/Sales)	(%)	9.01	4.39	0.66
Return on Total Assets (PBT/Total Assets}	(%)	15.92	8.15	1.19
Return on Investment (ROI) (PBT/Networth)		0.21	0.09	0.01
Debt Equity Ratio (Total Liability/Networth)		0.37	0.63	0.61
Current Ratio (Current Asset/Current Liability)		2.52	1.96	2.45

LOCAL AGENCY FURTHER INFORMATION

TRADE REFERENCE:

· Warner Jenkinson, Europe

FORM 8:

Corporate identity number of the company	U51397MH2005PTC153790
Name of the company	S ZHAVERI PHARMAKEM PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	109, Shiv Smruti Chambers, 49, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India E-Mail: accounts@szhaveri.net
This form is for	Modification of charge
Charge identification number of the modified	10220470
Type of charge	Immovable Property
Particular of charge holder	Standard Chartered Bank, SME Credit, 23-25, M.G. Road, Fort, Mumbai-400 001, Maharashtra, India E-Mail: reenabang@rediffmail.com
Nature of description of the instrument creating or modifying the charge	Memorandum of Entry
Date of instrument Creating the charge	25/05/2010
Amount secured by the charge	Rs.45.000 millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: Credit Facility. Interest / Commission - As agreed by and with the Bank from time to time. Terms of Repayment: As agreed by and with the Bank from time to time. Margin: As applicable, if any. Extent and Operation of the charge: The Bank is having first charge on security given by the Company.
Short particulars of the property charged	A) Commercial Property located at 101, Shiv Chambers, Dr. Annie Besant Road, Worli, Mumbai B) Commercial Property located at 308, Shiv Chambers, Dr. Annie Besant Road, Worli, Mumbai C) Commercial Property located at 310, Shiv Chambers, Dr. Annie Besant Road, Worli, Mumbai
Particulars of the present modification	By present modification, the existing charge of Rs.45.000 millions is also now secured with immovable properties of the Company viz. Commercial Property located at 101, 308 and 310, Shiv Chambers, Dr. Annie Besant Road, Worli, Mumbai

FIXED ASSET

· Air Conditioner

· Computer and Printer

· Electrical Fitting

· Fax Machine

· Generators

· Lab Instrument

· Motor Car

· Office Equipments

· Office Premises

· Paint Lab

· Paradise Premises

· Plant and Machinery

· Software

· Telephone EPABX

WEBSITE DETAILS:

PROFILE:

Subject formerly known as S. Zhaveri and Company was incorporated in the year 1951. An Indenting house, which represents some of the world’s leading manufacturers of pharmaceutical raw materials and chemicals, started marketing of pharmaceutical raw materials to Multinationals and Indian pharmaceutical companies.

Diversification is another aspect of success and the company followed the same principles, by offering more products to the Pharmaceutical and Cosmetics Industries under the group company Suresel.

The company started the Material on the spot division to cater to the needs of customers by making international products available at their doorstep. This enabled the sales team to work in tandem with customers from various parts of India to provide the right products at the right time from the warehouse at Mumbai.

Subject started its Export wing to supply Eunimix and quality API's and Intermediates from renowned Indian manufacturers to the international markets.

To cater to the needs of customers by making international products available at there doorstep the company started the Material on the spot division. This enabled the sales team to work in tandem with customers from various parts of India to put in place the right products from the warehouse at Mumbai.

The company started its Export wing to supply quality API’s from renowned Indian manufacturers and Intermediates to the international markets.

In the present times innovativeness, foresight and vision are the deciding factors that govern leadership. In order to be a true leader, catering to all the aspects of the pharmaceutical industry, the company has diversified the sphere of activities and commissioned an independent Formulation Research and Development centre.

During the past 50 years, the name S. Zhaveri has become synonymous in the national and international market for supplying quality products and services.

The SUCCESS is attributed to –

• Customer support

• Guaranteed product quality

• Professional and practical approach

• Effective management principles

• Skilled personnel

• Experience and in-depth knowledge of the pharma industry

• Rapid response

• Flexibility

• Respect of confidentiality and close colloboration with each client

In a nutshell, Subject, is a name that spells TRUST, RELIABILTY and EXCELLENCE reaching out to the New Horizons.

AWARDS AND ACHIEVEMENTS

Mrs. Uma R. Javeri, Managing Director has been bestowed with the Woman Entrepreneur of the year award - 2007 at the Emerging India Awards function on 22nd June-2007 at Grand Hyatt, Mumbai by the honorable Prime Minister Shri Manmohan Singh This award has been given by CNBC TV 18, ICICI Bank and CRISIL

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.44.05
UK Pound	1	Rs.72.40
Euro	1	Rs.63.46

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--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	NO
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

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.