MIRA INFORM REPORT

 

 

Report Date :

11.01.2011

 

IDENTIFICATION DETAILS

 

Name :

MERCK LIMITED

 

 

Formerly Known As :

E MERCK INDIA LIMITED

 

 

Registered Office :

Shiv Sagar Estate 'A', Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.12.2009

 

 

Date of Incorporation :

26.04.1967

 

 

Com. Reg. No.:

11-13726

 

 

CIN No.:

[Company Identification No.]

L99999MH1967PLC013726

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUME03379F

 

 

PAN No.:

[Permanent Account No.]

AAACE2616F

 

 

Legal Form :

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

 

 

Line of Business :

Manufacturing and Marketing of Bulk Drugs, Reagents, Injections, Syrups/Powders and Tablets/Capsules.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa (72)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Maximum Credit Limit :

USD 18690000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well established and reputed company having fine track. The company is a subsidiary of Merck KGaA, Germany. Trade relations are fair. Financial position is good. Payments are correct and as per commitments.

 

The company can be considered good for any normal business dealings.

 

It can be regarded as a promising business partner in a medium to long-run. 

 

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 DENIED BY

 

Name :

Mr. Vijay

Designation :

Accounts Department

Date :

10.01.2011

 

 

LOCATIONS

 

Registered Office :

Shiv Sagar Estate 'A', Dr. Annie Besant Road, Worli, Mumbai-400018, Maharashtra, India

Tel. No.:

91-22-24964855 / 24964856 / 56609000

Fax No.:

91-22-24950307/ 24950354 / 24954590 / 0354 / 0307 / 24936046

E-Mail :

maria.mendes@merck.co.in

hu.shenoy@merck.co.in

Website :

http://www.merck.co.in

 

 

Factory 1 :

Plot No. 11/1, Usgaon, Ponda-403407, Goa, India

 

 

Factory 2 :

Plot Nos. 1 and 1A, MIDC Estate, Taloja, Panvel, Dist. Raigad – 410208 Maharashtra

 

 

DIRECTORS

 

AS ON 31.12.2009

 

Name :

Mr. S. N. Talwar

Designation :

Chairman

 

 

Name :

Dr. H. S. Hermansson

Designation :

Director (up to 31.07.2009)

 

 

Name :

Dr. M. Dziki

Designation :

Managing Director

 

 

Name :

Mr. H. C. H. Bhabha

Designation :

Director

 

 

Name :

Mr. E. A. Kshirsagar

Designation :

Director

 

 

Name :

Mr. K. Shivkumar

Designation :

Executive Director

 

 

Name :

Mr. R. L. Shenoy

Designation :

Director

Qualification :

B. Tech

Previous Employment :

Project Manager- Jainex Limited

 

 

Name :

Mr. Ralph Zaat

Designation :

Director (from 20.07.2009)

 

 

KEY EXECUTIVES

 

Name :

Mr. H. U. Shenoy

Designation :

Company Secretary

 

 

Name :

Mr. Vijay

Designation :

Accounts Department

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.06.2010

 

Category of Shareholder                                               

 

Total No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

(2) Foreign

 

 

Bodies Corporate

8,599,224

51.80

Sub Total

8,599,224

51.80

Total shareholding of Promoter and Promoter Group (A)

8,599,224

51.80

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

348,530

2.10

Financial Institutions / Banks

998

0.01

Insurance Companies

2,001,728

12.06

Foreign Institutional Investors

926,826

5.58

Sub Total

3,278,082

19.75

(2) Non-Institutions

 

 

Bodies Corporate

653,924

3.94

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 million

3,208,378

19.33

Individual shareholders holding nominal share capital in excess of Rs.0.100 million

752,413

4.53

Any Others (Specify)

107,361

0.65

Non Resident Indians

106,527

0.64

Trusts

834

0.01

Sub Total

4,722,076

28.45

Total Public shareholding (B)

8,000,158

48.20

Total (A)+(B)

16,599,382

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

-

-

Total (A)+(B)+(C)

16,599,382

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing and Marketing of Bulk Drugs, Reagents, Injections, Syrups/Powders and Tablets/Capsules.

 

 

Products :

Item Code No. (ITC Code)

300450 90

Product Description

Vitamin B-Complex

 

 

Item Code No. (ITC Code)

300450 90

Product Description

Vitamin B1+B2+B3+B5+B6+B12

 

 

Item Code No. (ITC Code)

300450 37

Product Description

Vitamin E

 

 

Imports :

 

Products :

  • Raw Materials
  • Finished Goods
  • Components
  • Stores and Spare Parts
  • Capital Goods

Countries :

Europe

 

 

Terms :

 

Purchasing :

L/C terms

 

PRODUCTION STATUS

 

Particulars

Unit

Installed Capacity @

Actual Production

Bulk Drugs

Tones

482.0

495.7

Reagents / Chemicals

Tones

--

--*

Injections / Nasal Drops

Kilo-Ltre

443.0

4351*

Syrups / Powders / Ointments

Tones

--

1748.0*

Tablets / Capsules

No. millions

400.0

1664.0*

 

NOTE

@ As certified by the Management, on which Auditors have placed reliance, being a technical matter.

 

* Includes quantities manufactured by others on loan licences.

 

(a) Production under “Bulk Drugs” includes items manufactured for captive consumption.

 

(b) Production includes promotional samples.

 

(c) “Reagents” is inclusive of repacked items.

 

(d) Opening and Closing Stocks and Turnover of Vitamins under “Bulk Drugs” include Vitamin derivatives.

 

(e) Under the liberalised policy of the Government vide Notification No. S-O-477 (E) dated 25 July 1991 and as amended vide Press Release Note No. 4 of 1994 series dated 25 October 1994, Bulk Drugs and Formulations included in above are exempted from licensing procedures under the Industries (Development and Regulation) Act, 1951.

 

(f) Installed capacities are on an annual basis as at year end.

 

(g) Quantities of closing stock of goods mentioned above are after adjustments of excess/shortage upon physical stockcounts, free samples, giveaways under the Company’s bonus schemes and write offs.

 

 

GENERAL INFORMATION

 

No. of Employees :

970 (approximately)

 

 

Bankers :

  • State Bank of India, Madame Cama Road, Mumbai-400021, Maharashtra, India
  • Union Bank of India
  • Deutsche Bank AG, Tulsiani Chambers, Nariman Point, Mumbai-400021, Maharashtra, India
  • Citibank N. A.
  • Canara Bank, India
  • Standard Chartered Bank
  • ICICI Bank Limited
  • HDFC Bank Limited

 

 

Facilities :

--

 

 

 

Banking Relations :

-

 

 

Auditors :

 

Name :

BSR and Company

Chartered Accountants

 

 

Holding Company :

Merck KGaA, Germany

Through its subsidiaries listed below as Investing Associates holds 51.8% (2008: 51.0%) of the equity share capital, as at 31 December 2009.

 

 

Investing Associates :

 

  • Chemitra GmbH, Germany
  • Emedia Export Company mbh, Germany
  • Merck Internationale Beteiligungen GmbH, Germany

 

 

 

 

Fellow Subsidiaries:

 

  • EMD Biosciences Inc., USA
  • EMD Chemicals Inc., USA
  • Merck and Cie KG, Switzerland
  • Merck Chemical (Shanghai) Private Limited, China
  • Merck KGaA and Co. Werk Spittal, Austria
  • Merck Limited, Japan
  • Merck Limited, Thailand
  • Merck Marker (Private) Limited, Pakistan
  • Merck Pte. Limited, Singapore
  • Merck Pty. Limited, Australia
  • Merck Pty. Limited, South Africa
  • Merck Sante SAS, Franc
  • Merck Serono International S.A., Switzerland
  • Merck Specialities Private Limited, India
  • PT Merck Tbk, Indonesia
  • Seven Seas Limited, UK

 

 

CAPITAL STRUCTURE

 

AS ON 31.12.2009

 

Authorised Capital :

No. of Shares

Type

Value

Amount

18,000,000

Equity Shares

Rs.10/- Each

Rs.180.000 millions

 

Issued, Subscribed and Paid-up Capital :

No. of Shares

Type

Value

Amount

16,599,382

Equity Shares

Rs.10/- Each

Rs.166.000 millions

 

NOTE

 

Out of the above

 

— 127,820 (2008: 127,820) Equity Shares of Rs. 10 each have been allotted as fully paid-up pursuant to a  contract for consideration having been received otherwise than in cash.

 

— 5,370,000 (2008: 5,370,000) Equity Shares of Rs. 10 each have been allotted as fully paid-up Bonus Shares, by capitalising Rs. 38.3 million from General Reserve and Rs. 15.4 million from Securities Premium Account.

 

— 8,599,224 (2008: 8,599,224) Equity Shares of Rs. 10 each are held by Merck KGaA, Germany, through its subsidiaries.

 

— During the year 261,842 Equity Shares (2008: Nil shares) were bought back pursuant to the Company’s Equity Share buy back scheme. All the shares bought back till 31 December 2009 have been extinguished.

 

 

 

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.12.2009

31.12.2008

31.12.2007

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

166.000

168.600

168.600

2] Share Application Money

0.000

0.000

0.000

3] Reserves and Surplus

4506.900

4345.300

4060.400

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

4672.900

4513.900

4229.000

LOAN FUNDS

 

 

 

1] Secured Loans

0.000

0.000

0.000

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

0.000

0.000

0.000

DEFERRED TAX LIABILITIES

21.200

23.800

48.000

 

 

 

 

TOTAL

4694.100

4537.700

4277.000

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

628.200

604.500

380.400

Capital work-in-progress Including Capital Advances

12.100

17.600

24.600

 

 

 

 

INVESTMENT

238.200

1529.300

2339.700

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS and ADVANCES

 

 

 

 

Inventories

584.900

729.800

362.900

 

Sundry Debtors

438.100

444.400

311.200

 

Cash and Bank Balances

3246.400

1847.700

1169.100

 

Other Current Assets

0.000

0.000

0.000

 

Loans and Advances

533.700

432.000

307.400

Total Current Assets

4803.100

3453.900

2150.600

Less : CURRENT LIABILITIES and PROVISIONS

 

 

 

 

Sundry Creditors

351.600

401.600

 

Other Current Liabilities

74.600

117.600

291.900

 

Provisions

561.300

548.400

326.400

Total Current Liabilities

987.500

1067.600

618.300

Net Current Assets

3815.600

2386.300

1532.300

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

4694.100

4537.700

4277.000

 

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.12.2009

31.12.2008

31.12.2007

 

SALES

 

 

 

 

 

Income

4731.100

3894.600

3148.300

 

 

Other Income

432.100

477.100

395.000

 

 

TOTAL                                     (A)

5163.200

4371.700

3543.300

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Material Cost

2060.900

1599.900

1264.900

 

 

Personnel Expenses

570.200

477.600

332.000

 

 

Operating and Other Expenses

1492.200

1319.400

881.800

 

 

TOTAL                                     (B)

4123.300

3396.900

2478.700

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

1039.900

974.800

1064.600

 

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

0.300

0.100

0.100

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

1039.600

974.700

1064.500

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

75.100

57.300

65.900

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

964.500

917.400

998.600

 

 

 

 

 

Less

TAX                                                                  (H)

309.700

287.300

310.400

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

654.800

630.100

688.200

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

1366.700

1423.500

1480.700

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Proposed Dividend

332.000

295.100

 

 

Dividend Tax

56.400

50.100

NA

 

 

Transfer to General Reserve

326.600

341.700

 

 

BALANCE CARRIED TO THE B/S

1306.500

1366.700

1423.500

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export of Goods on F. O. B Basis

522.200

296.300

 

 

Indenting commission

1.100

3.800

 

 

 

Others (Recoveries of SAP expenses, freight, insurance, etc.)

23.500

7.300

 

 

TOTAL EARNINGS

546.800

307.400

205.800

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

438.000

471.500

 

 

Finished Goods

279.200

182.400

 

 

 

Components, Stores and Spares Parts

2.200

1.700

 

 

Capital Goods

3.900

15.300

 

 

TOTAL IMPORTS

723.300

670.900

416.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

39.0

37.4

--

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

31.03.2010

1st Quarter

30.06.2010

2nd Quarter

30.09.2010 (3rd Quarter)

Net Sales

1040.270

1217.700

1573.110

Total Expenditure

900.390

1026.690

1237.080

PBIDT (Excl OI)

139.880

191.010

336.030

Other Income

109.750

104.230

121.430

Operating Profit

249.630

295.240

457.460

Interest

0.040

0.040

0.030

Exceptional Items

0.000

0.000

(100.000)

PBDT

249.590

295.200

357.430

Depreciation

18.500

18.860

14.730

Profit Before Tax

231.090

276.340

342.700

Tax

77.540

91.790

95.060

Profit After Tax

153.550

184.550

247.640

Net Profit

153.550

184.550

247.640

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.12.2009

31.12.2008

31.12.2007

PAT / Total Income

(%)

12.68

14.41

19.42

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

20.39

23.56

31.72

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

17.76

22.60

42.48

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.21

0.20

0.24

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.21

0.24

0.15

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

4.86

3.24

3.48

 

 

LOCAL AGENCY FURTHER INFORMATION

 

The Details of Sundry Creditors:

Rs. In Millions

Particulars

31.12.2009

31.12.2008

31.12.2007

Sundry Creditors

 

 

 

Dues to Micro, Small and Medium Enterprises

0.700

1.300

NA

Others

350.900

400.300

NA

Total

351.600

401.600

NA

 

 

HISTORY

 

E Merck (India) was incorporated in Apr.'67, to take over the business of the Indian branch of Emeda Exports with all its assets and liabilities. The company is a 51% subsidiary of German firm Merck KGaA, is a leading player in vitamin formulations. It has five divisions - pharma, reagents, bulk drugs, diagnostics and pigments. The products manufactured are specialities in the group of neurotropics, dermatology, antibiotics, nasal decongestants, basic vitamins, imaging agents, laboratory and fine chemicals, etc. 

 
E-Merck (India) started operations as a manufacturer of pharmaceutical specialities and over the years, it has diversified its product range to include basic drugs, fine and industrial chemicals, and diagnostics. It is gradually increasing its presence in the cardiovascular, anti-infectives and anti-malarial segments to widen its therapeutic reach.  
 
E-Merck (India) has been forced to stop the production and marketing of its multi-vitamin formulation Neurobion following the Drug Controller General of India (DCGI)'s decision to ban the combination by the end of the year 2000. Neurobion is a combination of vitamin B1, B6 and B12. The company has made a quick attempt to nullify the impact of the ban. This ban was effective from Jan. 2001. Neurobion has been replaced by its variant called Neurobion Forte.  

 
The company intends to stop dealing in Imaging Products (non ionic radiological X-Ray Contrast Medium). Due to the cessation of this line of business, company also terminate its understanding with Bracco S.P.A., Italy, on sale and distribution their products in India effective June 01. The decision has been taken in order to concentrate on the other therapeutic segments presently dealt by the company. 

 
In Dec. 2000, the company completed the acquisition of the Livogen brand from Glaxo India for a consideration of Rs.80.000 Millions. According to rough estimates, the annual sales under the Livogen family of hamematinics were worth around Rs.75.000 Millions for the twelve months till Sep. 2000.  

 
E. Merck has entered into a co-marketing tie-up with the domestic pharma company Kopran for a new anti-inflammatory drug Rofecoxib, in the country. Rofecoxib is one of the fast-moving non-steroid anti-inflammatory drugs (NSAID) and was launched a year ago in the international market. The company is launching the new drug under the brand name of `Acrobat', while Kopran has launched it under the brand name of `Ziflam'. Last year, Kopran and E Merck came together for marketing atorvastatin (cholesterol reducer). 

 
The company plans to foray into niche segments like oncology and enzymes where entry barriers are high. The company also plans to add new products to its cardiovascular range. The two-year co-marketing pact with Zydus Cadila is expected to provide E Merck an early entry with newer molecules belonging to the growing segments like diabetics and cardiology. Anti-diabetic molecule `Glimepiride` would be introduced in the first quarter of the financial year 2002. 

 
The name of the company has been changed during 2002, from E Merck India Limited to Merck Limited.  

 

During 2004, The Company sold its Taloja Plant to Biochem Pharmaceuticals Industries Limited on signing the Deed of Assignment. During 2004, the Company's collaborator Merck KGaA divested its holding in VWR International Limited, UK and This should not affect the company's business operations with the same.The company decided to sale its Life Science and Analytic business unit to the Merck Specialities Private Limited, a wholly owned subsidiary of company's Parent Company Merck KGaA, Germany for a consideration value of Rs.992 million in 2005. 

 
In 2005, The company has increased its Installed capacity of Bulk Drugs 300 MT to 318 MT per annum. The company has taken strategic initiatives in the last few years have yielded very positive result from the point of view of the operating profits. On the turnover front, they are yet to transform the ideas and strategies into desired results. The recent regulatory changes with the introduction of product patent, enforcement of the strict quality norms, proposed National Pharmaceutical policy together with more focus and attention to the company. The Government's initiative to bring the industry-friendly pricing legislation should further improve the operations of the company.

 

OPERATIONS

 

The turnover of the Company for the year 2009 was Rs. 4,731.100 millions as against Rs. 3,894.600 millions for the year 2008, showing a growth of 21.5% during the year. The profit after tax for the year was Rs. 654.8 mio as against Rs. 630.100 millions In the previous year.

 

The turnover of the Pharmaceuticals division grew from Rs. 3,189.600 millions in 2008 to 3,525.500 millions in 2009 showing a growth of 10.5%. The turnover of the Chemicals division for the year was 1,205.600 millions as against Rs. 705.000 millions in the previous year, registering an impressive growth of 71.0%.

 

During the year, the Company’s exports increased to Rs. 579.800 millions as against Rs. 353.200 millions for the previous year registering an impressive growth of 64.2%.

 

BUY BACK OF SHARES

 

The Board at its meeting held on May 20, 2009 approved the buy back of Company’s fully paid up Equity Shares from the open market at a price not exceeding Rs. 435/- per share. The buy back is limited to an amount of Rs. 451.4 mio being 10% of total paid up capital and free reserves based on audited accounts for the year ended December 31, 2008. The Company has bought back 2,61,842 Equity Shares and all the shares bought back in the buy back offer have been extinguished as on date.

 

FINANCE

 

The investments of the Company in various debt funds, and fixed deposits with Banks as on the date of the Report amount to Rs. 3435.800  millions

 

DIRECTORS

 

Mr. S. N. Talwar and Mr. E. A. Kshirsagar will retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. During the year, Mr. Ralph Zaat was nominated on the Board by Merck KGaA pursuant to the provisions of Article 110 of the Articles of Association of the Company in place of Dr. H. S. Hermansson. The Board placed on record its appreciation of the valuable services rendered by Dr. Hermansson during his tenure as a Director of the Company.

 

Mr. R. L. Shenoy’s tenure as a Whole-time Director expired on December 26, 2009. The Directors are of the opinion that it would be advisable to re-appoint Mr. R. L. Shenoy as a Whole-time Director for an additional period of two years with effect from December 27, 2009 subject to Members approval at the ensuing Annual General Meeting.

 

(A) CONSERVATION OF ENERGY-GOA PLANT

 

(a) Energy Conservation measures taken

 

1. Reciprocating inefficient chillers are replaced with energy efficient york chillers in Injectable, Central Utility and Oxynex ST plants.

 

2. Utility equipments operationally controlled as per the production plans.

 

3. Power factor maintained at 0.99.

 

4. Power consumption is taken as part of the Six Sigma Project and controlled accordingly.

 

5. Central utility chilled water pump used for Oxynex ST, thus stopping the operation of the 150 TR chilled water pump along with cooling water.

 

6. Inefficient pumps replaced with energy efficient pumps.

 

7. Inefficient lamps replaced with energy efficient CFL lamps.

 

8. Appropriate DGs loading done in second and third shifts leading to efficient operations.

 

9. Condensate water returned to boiler.

 

10 ETP water recirculated for vacuum pumps in Oxynex ST Plant.

 

11. Steam generation done to the maximum extent by briquette fired boiler.

 

12. Recirculated RO-EDI water for secondary application.

 

13. Steam, water, air, chilled water, cooling water leakages monitored and controlled.

 

(b) Additional investments and proposals, if any, being implemented for reduction of consumption of energy:

 

Installed two screw chillers at a cost of Rs. 7.000 millions

 

(c) Impact of Measures taken at (a) and (b) above:

 

1. Power consumption is controlled effectively.

 

2. The energy conservation measures have resulted in savings which are translated in the reduction of cost of production.

 

(B) TECHNOLOGY ABSORPTION

 

DISCLOSURE OF PARTICULARS WITH RESPECT TO ABSORPTION OF TECHNOLOGY, RESEARCH AND DEVELOPMENT

 

(a) RESEARCH AND DEVELOPMENT (R and D)

 

1. Specific Areas in which Research has been carried out by the Company:

 

Pharmaceuticals

 

The Pharmaceuticals R and D center at Nerul, Navi Mumbai is recognized by the Department of Scientific and Industrial Research. The R and D activities are carried out in various areas like pharmaceuticals, vitamin premixes, cosmetics and packaging development. The R and D center is benefited on account of the access it has, to the latest technologies developed by Merck KGaA, Germany.

 

Optimization, standardization and improvement of products and production processes and yields are some of the important achievements of the R and D center in the year 2009.

 

The center also is taking continuous steps for meeting the on-going changes in the regulatory requirements. By its continuous efforts on the import substitution, new product development, the center enables the Company to market more profitable products with better patient compliance.

 

2. Benefits derived as a result of R and D:

 

The R and D center has assisted the Company in the launch of new products in different therapeutic segments. The center has also been responsible for the improvement in the production processes, improved yields and operational efficiencies. Because of the initiatives of the Center, during the year, the Company launched 25 new products, some of which are line extensions of the existing products. Some of the new products and their therapeutic segments are given below:

 

3. Future Plan of Action:

 

Continuous efforts will be made to augment the R and D capabilities through modern scientific and technological techniques and improved infrastructure. Emphasis will be put on the global net working on R and D and also training and development. Efforts will be made to develop innovative commercially viable processes, know how for various dosage forms and also for improving shelf life, stability, quality, convenience and meeting regulatory compliances. The center will be also taking steps to develop anti counterfeit measures for Company's products.

 

b) TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

 

1. Efforts in brief, made towards technology absorption adaptation and Innovation:

 

The R and D center carries out developmental activities in various areas such as import substitution for raw materials, batch cycle time reduction and also line extensions of some of the existing products. The center also hires the external consultants for the purpose of augmenting the capabilities for the execution of important products. Under the continuous guidance of Merck KGaA, the center makes endeavours to update the quality systems and current good manufacturing practices.

 

2. Benefits derived as a result of above efforts:

 

The R and D center has assisted the Company in the launch of new products in different therapeutic segments. The center has also been responsible for the improvement in the production processes, improved yields and operational efficiencies. Because of the initiatives of the Center, during the year, the Company launched 25 new products, some of which are line extensions of the existing products. Some of the new products and their therapeutic segments are given below:

 

3. In case of imported technology (imported during the last five financial years):

 

Information regarding:

 

(i) Technology imported

(ii) Year of import

(iii) Has Technology been fully absorbed

(iv) If not fully absorbed, areas where this has not taken place, reasons therefore and future plans of action.

 

The Company has not imported any technology in the last five years.

 

However, the Company has been receiving technical know-how from the collaborators, Merck KGaA, Germany on an on-going basis. The technical knowhow and information are adapted and absorbed by the Company through continuous experimentation by its trained employees under the guidance of technical personnel from Merck KGaA, Germany.

 

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

 

During the year, foreign exchange outgo was Rs. 1,062.200 millions (which includes import of raw materials to the extent of Rs. 438.000 millions) while the foreign exchange earned was Rs. 546.800 millions, the details of which have been stated under item Nos. iii to vi of Schedule 26 annexed to the financial statements.

 

The Company's export turnover, both of bulk drugs and formulations has significantly increased on account of the assistance rendered by Merck KGaA. New export markets were added during the year 2009. Both the Pharmaceuticals and Chemicals divisions will make efforts to exploit the potentials that exist in the neighbouring and other regions of the world to expand the Company's presence in those geographies.

 

CONTINGENT LIABILITIES

 

Summary of disputed statutory demands not accepted by the Company are given below:

 

Particulars

2009 (Rs. In millions)

Income tax

345.000

State and Central Sales Tax

11.700

Excise duty #

108.600

Service tax

5.400

Custom Duty

1.300

Total

472.000

 

NOTE

 

# includes Rs. 89.900 million (2008: Rs. 89.900 million) in respect of a guarantee given to a toll center, towards an excise duty demand.

 

 

UNAUDITED FINANCIAL RESULTS FOR THE NINE MONTHS ENDED 30.09.2010

 

Rs. In Millions

Particulars

Quarter ended 30.09.2010

Nine Months ended 30.09.2010

a) Net Sales

1559.392

3807.505

b) Other Operating Income

13.717

 

Total

1573.109

3843.049

Expenditure

 

 

(a) (Increase)/decrease in Stock in Trade and work in progress

128.683

23.144

(b) Consumption of Raw and packing materials

349.623

1006.714

(c) Purchase of traded goods

163.824

517.840

(d) Employees Cost

187.618

522.261

(e) Depreciation

14.726

52.083

(f) Other Expenditure

407.327

1094.209

Total Expenditure

1251.801

3216.251

Profit From Operations before other Income Interest & Exceptional Items

321.308

626.798

Other Income

121.431

323.455

Profit before Interest and Exceptional items

442.739

950.253

Interest

0.034

0.111

Profit after interest before Exceptional items

442.704

950.142

Exceptional Items

(100.000)

(100.000)

Profit From Ordinary activities before Tax

342.704

850.142

Tax Expense

95.062

264.400

Net Profit From Ordinary activities after Tax

247.642

585.742

Extraordinary Items

-

-

Net Profit for the period

247.642

585.742

Paid Up Equity Share Capital ( Face Value of the share Rs.10/- each )

165.994

165.994

Reserves (Excluding Revaluation Reserves)

-

-

Earning Per Share (EPS)

 

 

-Basic and Diluted EPS before extraordinary items (qtr/nine months, not annulised)

14.92

35.29

-Basic and Diluted EPS after extraordinary items (qtr/nine months, not annulised)

14.92

35.29

Public Share Holding

 

 

- Number of Shares

8000158

8000158

- Percentage of shareholding

48.2

48.2

Promoters and Promoter group share holding

 

 

a) Pledged / Encumbered

 

- Number of Shares

-

-

- Percentage of share (as a % of the total shareholding of promoter and promoter group)

-

-

- Percentage of shares(as a % of the total share capital of the company)

-

-

b) Non-encumbered

 

- Number of Shares

8599224

8599224

- Percentage of Share (as a % of the total shareholding of promoter and promoter group)

100

100

 - Percentage of Share (as a % of the total share capital of the company)

51.8

51.8

*Tax expense consists of:

 

 

Current tax

Deferred tax

Fringe Benefit tax

129.000

(33.938)

-

307.000

(42.600)

-

 

Notes:

1. The above results have been reviewed by the Audit Committee and thereafter approved by the Board of Directors at its meeting held on 20.10.2010. The above results were subjected to a "Limited Review" by the Statutory Auditors.

 

2. Figures for the previous period/year have been re-grouped/re-arranged wherever necessary.

 

3. During the current quarter, the Company has recognised provision for impairment loss of Rs.100.000 millions on the Oxynex plant assets. This has been considered in the results of the Chemicals segment.

 

4. The Board of Directors at its meeting held on 20.10.2010 recommended an Interim dividend of Rs.95/- per share.

 

5. Status of shareholder complaints for the quarter ended 30.09.2010: For MERCK LIMITED

Pending at the beginning of the quarter - NIL

Received during the quarter- NIL

Pending at the end of the quarter - NIL

 

 

Segment Wise Revenue, Result and Capital Employee

Rs. In Millions

Particulars

Quarter ended 30.09.2010

Nine Months ended 30.09.2010

1. Segment Revenue

 

 

a) Pharmaceuticals

1155.049

2681.801

b) Chemicals

460.486

1279.792

Total

1615.535

3961.593

Less : Inter segment revenue

42.426

118.544

Net Sales and Other Operating Income

1573.109

3843.049

2. Segment Results (Profit before Tax and Interest from each segment)

 

 

a) Pharmaceuticals

238.360

430.742

b) Chemicals

44.757

251.486

Total

283.117

682.228

Less :

 

 

i) Interest

0.034

0.111

ii) Other un-allocable expenditure net off un-allocable Income

(59.621)

(168.025)

Total Profit before Tax

342.704

850.142

3. Capital Employed

 

 

a) Pharmaceuticals

518.619

518.619

b) Chemicals

794.537

794.537

c) Unallocated

3945.327

3945.327

Total

5258.483

5258.483

 

 

FIXED ASSETS

 

  • Software
  • Freehold Land
  • Building and Flats
  • Plant and Machinery
  • Furniture and Fixture
  • Office Equipment
  • Electrical Fitting
  • Vehicles

 

PRESS RELEASE

 

16.09.2010

 

“THE MERCK WAY” PRESENTED IN A NEW IMAGE BROCHURE AND FILM

 

Darmstadt, September 16, 2010 – What makes Merck what it is, what distinguishes it from other companies? Answers to these questions can now be found in an image brochure entitled "The Merck Way”. Dr. Walter Huber, Head of Corporate Communications, explained: “The 28-page illustrated brochure presents the company’s culture, values, history, strategy and objectives as well as the business sectors and the ownership structure. Customers, applicants, investors, journalists and neighbors will find out who and what Merck is.”

 

“The image brochure is complemented audio-visually by a new image film entitled “Live a Better Life“, which focuses on the uniqueness of human beings,” said Huber. Directed by the internationally renowned cinematographer Laszlo Kadar with background music provided by the Merck Philharmonic Orchestra, the four-minute film uses metaphoric images and symbolic scenes to portray what makes human beings unique and how Merck helps people to live a better life.

 

Merck is a global pharmaceutical and chemical company with total revenues of EUR 7.7 billion in 2009, a history that began in 1668, and a future shaped by approximately 40,000 (including Merck Millipore) employees in 64 countries. Its success is characterized by innovations from entrepreneurial employees. Merck's operating activities come under the umbrella of Merck KGaA, in which the Merck family holds an approximately 70% interest and free shareholders own the remaining approximately 30%. In 1917 the U.S. subsidiary Merck and Co. was expropriated and has been an independent company ever since.

 

AS PER WEB DETAILS

 

PROFILE

 

Merck Limited (formerly E. Merck Limited) was set up in India in 1967; the first Merck Group company in Asia. Merck Limited went public in 1981 and was the first Merck Group company to do so. The Merck Group now holds 51% of the share capital of Merck Limited, while the remaining 49% is publicly traded on the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited  The company has both Pharmaceuticals and Chemicals operations.

 

THEIR ACTIVE INGREDIENT IS INNOVATION

 

At Merck Serono, they are actively committed to bringing therapeutic innovations to patients. They specialize in the treatment of cancer, neurodegenerative diseases, infertility, endocrine and metabolic disorders, cardiovascular diseases and other conditions with unmet medical needs.

 

Around the world, over 17,000 employees work to discover, develop, manufacture and commercialize Merck Serono’s prescription therapies, available in over 150 countries.

 

They are internationally recognized as a biotechnology leader, with innovative and successful products along with a well-stocked and promising development pipeline. Specialized know-how in research and production means that they are able to ensure absolutely high-quality manufacturing, a key success factor especially in the biopharmaceutical industry.

 

In 2007, sales of Merck Serono products generated total revenues of € 4.5 billion. They devote 20% of these earnings to the pursuit of innovative new therapies through their own research and development, strategic alliances and agreements.

 


CMT REPORT (Corruption, Money Laundering and 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.45.44

UK Pound

1

Rs.70.61

Euro

1

Rs.58.63

 

 

 

 

 

 

 

 

 

SCORE and RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--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

 

72

 

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.