MIRA INFORM REPORT

 

 

Report Date :

13.07.2011

 

IDENTIFICATION DETAILS

 

Name :

DISHMAN PHARMACEUTICALS AND CHEMICALS LIMITED

 

 

Registered Office :

Bhadra-Raj Chambers, Swastik Cross Road, Navrangpura, Ahmedabad-380009, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

29.06.1983

 

 

Com. Reg. No.:

04-6329

 

 

Capital Investment/ Paid-up Capital:

Rs.161.394 Millions

 

 

CIN No.:

[Company Identification No.]

L24230GJ1983PLC006329

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMD00851E

 

 

PAN No.:

[Permanent Account No.]

AAACD4161D/ AAACD4164D

 

 

Legal Form :

Public Limited Liability Company.  The company’s shares are listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturers and Exporters of Bulk Drugs, Organic Chemicals and Fine Chemicals.

 

 

No. of Employees:

Approximately 1500

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (66)

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 26000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exists

 

 

Comments :

Subject is a well established and a reputed company having good track. Financial position of the company appears to be sound. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good for normal 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.

 

INFORMATION PARTED BY

 

Name :

Mr. Ajwalia

Designation :

Account Manager

Date :

12.07.2011

 

 

LOCATIONS

 

Registered Office :

Bhadra-Raj Chambers, Swastik Cross Road, Navrangpura, Ahmedabad – 380009, Gujarat, India

Tel. No.:

91-79-26445807 / 26443053 / 26560089/ 26420198

Fax No.:

91-79-26420198

E-Mail :

jrvyas@adl.vsnl.net.in

dishman@dishmangroup.com

Website :

http://www.dishmangroup.com

 

 

Corporate Office :

301-306, Samudra Annexe, Off C. G. Road, Navrangpura, Ahmedabad - 380 009, Gujarat, India

 

 

Factory 1 :

Plot No. 1216/20, Phase IV, GIDC Estate, Naroda, Ahmedabad – 382 330, Gujarat, India

Tel. No.:

91-79-2811633 / 2814234

 

 

Factory 2 :

Survey No. 47, Paiki Sub Lot No. 1, Village Lodariya, Taluka Sanand, District Ahmedabad, Gujarat, India

 

 

Factory 3:

Swastika Cross Road, Navrangpura, Ahmedabad 380 009, Gujarat, India

Tel. No.:

91-79-26420198

 

 

Branches :

401, Sangeet Plaza, Marol Marashi Road, Andheri (East), Mumbai - 400 059, Maharashtra

Tel. No.:

91-22-2859 2120/ 29204537

Fax No.:

91-22-2859 2226/ 66964055

E-Mail :

mumbai@dishmangroup.com

 

 

Branch Office:

Located At:

 

  • Mumbai
  • Fort, Mumbai
  • Ahmedabad
  • Vadodara
  • Coimbatore
  • Bangalore
  • Kolkata
  • New Delhi
  • Pune

 

 

Overseas Office :

Located At:

 

  • China
  • Shanghai
  • Netherlands
  • Veenedaal
  • Carbogen Amcis
  • Aarau
  • Neuland
  • Manchester

 

 

Sales Offices:

 

Located At:

 

  • Australia
  • China
  • Japan
  • UK
  • US

 

 

DIRECTORS

 

As on 31.03.2011

 

Name :

Mr. Janmejay R. Vyas

Designation :

Chairman and Managing Director

Address :

B/1-A, Rajhans Society, Ellisbridge, Ahmedabad – 380 006, Gujarat

Date of Birth :

29.04.1951

Qualification :

B. Sc. (Tech.)

 

 

Name :

Mrs. Deohooti J. Vyas

Designation :

Whole-time Director

Address :

B/1-A, Rajhans Society, Ellisbridge, Ahmedabad – 380 006, Gujarat

Date of Appointment  :

 01.12.1997

Qualification  :

A Bachelor Degree in Science

Other Directorship  :

  • Schutz Dishman Biotech Private Limited
  • B. R. Laboratories Private Limited
  • Bhadra Raj Holdings Private Limited
  • Dishman FZE

 

 

Name :

Mr. Yagneshkumar B. Desai

Designation :

Director

Date of Appointment  :

26.11.2003

Qualification :

A bachelors degree in Economics

A fellow of the Indian Institute of Bankers

Other Directorship :

  • Deutsche Trustee Services (India) Private Limited
  • Kabra Extrusiontechnik Limited
  • LIC Housing Finance Limited

 

 

Name :

Mr. Sanjay S. Majmudar

Designation :

Director

Date of Appointment :

14.02.2004

Qualification :

CA, LLB, Company Secretary

Other Directorship :

·         Aarvee Denims and Exports Limited

·         AIA Engineering Limited

·         Carbogen Amcis (India) Limited

·         Keyur Financial Services Private Limited

·         Welcast Steels Limited

 

 

Name :

Mr. Ashok C. Gandhi

Designation :

Director

Date of Appointment:

30th July, 2004

Qualification :

B. Com, LLB

Other Directorship :

  • Amol Dicalite Limited
  • Jayatma Spinners Limited
  • Bloom Dekor Limited
  • Aarvee Denims and Exports Limited
  • Ahmedabad Steel Craft Limited
  • Gujarat Ambuja Exports Limited
  • Soma Textile and Industries Limited
  • Nishit Synthetics Private Limited
  • Meteor Satellite Private Limited

 

 

Name :

Mr. Arpit J Vyas

Designation :

Whole Time Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Deepak S. Pandya

Designation :

Company Secretary And Compliance Officer

 

 

Name :

Mr. Ajwalia

Designation :

Account Manager

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2011

 

Names of Shareholders

Total No. of Shares

Total Shareholding as a % of total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

48,788,412

60.46

Bodies Corporate

600,000

0.74

Sub Total

49,388,412

61.20

(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

49,388,412

61.20

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

4,737,999

5.87

Financial Institutions / Banks

2,103,631

2.61

Insurance Companies

1,250

-

Foreign Institutional Investors

6,519,172

8.08

Sub Total

13,362,052

16.56

(2) Non-Institutions

 

 

Bodies Corporate

12,121,711

15.02

Individuals

 

 

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

4,444,153

5.51

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

591,235

0.73

Any Others (Specify)

789,573

0.98

Non Resident Indians

292,408

0.36

Clearing Members

497,165

0.62

Sub Total

17,946,672

22.24

Total Public shareholding (B)

31,308,724

38.80

Total (A)+(B)

80,697,136

100.00

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

-

-

(1) Promoter and Promoter Group

-

-

(2) Public

-

-

Sub Total

-

-

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

80,697,136

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturers and Exporters of Bulk Drugs, Organic Chemicals and Fine Chemicals.

 

 

Products :

Product Description

Item Code No. (ITC Code)

Bulk Drugs

292390.00

Fine Chemicals

292390.00

Phase Transfer Catalysts

294200.29

 

 

Terms :

 

Selling :

Depend

 

 

Purchasing :

Depend

 

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Unit

Manufactured**

Bulk Drugs and Intermediates

MT

3185.18

 

** Manufactured quantity, as mentioned above does not include recovered solvent.

 

GENERAL INFORMATION

 

Suppliers :

 

As on 31.03.2010

 

  • Ablaze Glass Works Private Limited.
  • Akshar Containers
  • Amar Industries
  • Anmol Safety Products (Private) Limited
  • Asha Wooden Box
  • Chitra Machine Tools
  • Deedy Chemicals Private Limited
  • Dhruv Chem Industries
  • Dwarkesh Chemicals
  • Eskay Industries
  • Explosionproff Electrical Cont
  • Classic Chemicals
  • Gayatri Engineering Works
  • Goodluck Plastic Industries
  • Insulation Associates
  • Jay Ambe Fabricators

 

 

Customers :

Chemical Company.

 

As on 31.03.2010

  • Bayer AG
  • DuPont
  • Merck
  • Solvay
  • DOW Chemicals
  • BASF
  • Pfizer
  • FCC
  • Sanofi Synthelabo
  • Takeda
  • Schering Plough
  • Ranbaxy Laboratories
  • Dr. Reddy’s Laboratories
  • Rallies India Limited
  • Atul Products Limited
  • Sun Pharma

 

 

No. of Employees:

Approximately 1500

 

 

Bankers :

Ř       State Bank of India, Navrangpura Branch

Ř       Bank of Baroda

Ř       Corporation Bank

Ř       Bank of India

 

 

Facilities :

Secured Loan

As on 31.03.2011

(Rs. in Millions)

As on 31.03.2010

(Rs. in Millions)

Non Convertible Debenture

1500.000

750.000

Term Loans

 

 

Foreign Currency Loans from Banks

1283.598

1637.005

Rupee Loans

796.603

884.850

Working Capital Loans

 

 

Foreign currency loans

779.327

402.627

Rupee Loans

299.183

105.452

Hire Purchase Loans

 

 

From Banks

14.084

7.364

From Financial Institution

1.253

1.861

Interest Accrued and due

(Of the Term Loans Rs.580.043 Millions are repayable within a period of twelve months)

3.936

0.000

Total

4677.984

3789.159

Secured Loans

 

Secured Redeemable Non-Convertible Debentures -First Trench of Rs. 750.000 Millions issued in February,2010, are secured by, first pari-passu charge on the fixed assets of the Company located at Bavla. The debentures carry interest rate of 10.35% p.a. and are redeemable @ 20% each in the 4th and 5th year and 30% each in the 6th and 7th year from the date of allotment.

 

Secured Redeemable Non-Convertible Debentures-Second Trench issued in June 2010, are secured by, first pari-passu charge on the fixed assets of the Company located at Bavla. The debentures carry interest rate of 9.65% p.a. and are redeemable @ 50% each in the 4th and 5th year from the date of allotment.

 

Secured Foreign Currency Term Loan from Bank of India (amount outstanding as at March 31, 2011 Rs. 202.047 Millions), is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company and further secured by pledge of the shares of the Company held / to be held in wholly owned subsidiary in China, namely Dishman Pharmaceuticals and Chemicals (Shanghai) Company Limited.

 

Secured Foreign Currency Term Loan from Development Bank of Singapore (amount outstanding as at March 31, 2011 Rs. 412.550 Millions is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company.

 

Secured Foreign Currency Term Loan from International Finance Corporation (amount outstanding as at March 31, 2011 Rs. 669.000 Millions), is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company.

 

Secured Term Loan from Industrial Development Bank of India Limited (IDBI) (amount outstanding as at March 31, 2011 Rs. 140.000 Millions) is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company.

 

Secured Term Loan from Indusind Bank Limited (amount outstanding as at March 31, 2011 Rs. 356.603 Millions) is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company.

 

Secured Term Loan from Bank of Maharashtra (amount outstanding as at March 31, 2011 Rs. 150.000 Millions) is secured by first pari-passu charge on the fixed assets of the Company located at Bavla and the second pari-passu charge on the current assets of the Company.

 

Secured Term Loan from Standard Chartered Bank (amount outstanding as at March 31, 2011 Rs. 150.000 Millions) is secured by first charge on the movable fixed assets of the Naroda EOU plant of Company located at Plot No. 1216/24 to 27 and 1216/11, Pharse IV, GIDC Estate, Naroda , Ahmedabad.

 

Working Capital Loans are secured against hypothecation of inventories, collateral security of book debts, first charge on fixed assets of the Company situated at Naroda, except EOU Unit and second charge on fixed assets of the Company situated at Bavla.

 

Hire Purchase Finances are secured by hypothecation of respective assets.

 

 

 

 

Unsecured Loan

As on 31.03.2011

(Rs. in Millions)

As on 31.03.2010

(Rs. in Millions)

Long Term Loans

- From Banks

166.190

0.000

- From Directors

54.547

54.547

Short Term Loans

- From Bank

717.942

383.683

- From Directors

0.028

0.990

Foreign currency convertible bonds (FCCBS)

 

 

Of the above, long term loans Rs. 147.173 ( Previous Year Rs.nil) are repayable within a period of twelve months

0.000

112.250

Total

938.707

551.470

Note:

Unsecured loans from banks are personally guaranteed by one of the promoter directors.

 

Unsecured loans include loans from Life Insurance Corporation of India availed on the Keyman insurance policies of the key personnel of the entity.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountants

Address :

‘Herigate’, 3rd Floor, Near Gujarat Vidhyapith, Off. Ashram Road, Ahmedabad-380014, Gujarat, India

 

 

Associate Concern:

  • Bhadra-Raj Holdings Private Limited

 

 

Subsidiary Company:

  • Dishman Japan Limited

 

 

Wholly Owned Subsidiaries Companies:

  • Dishman Europe Limited
  • Dishman USA Inc.
  • Dishman International Trading (Shanghai) Co. Limited
  • Dishman FZE
  • Dishman Switzerland Limited
  • Dishman Pharma Solutions AG.
  • Dishman Pharmaceuticals and Chemicals (Shanghai) Co. Limited
  • Carbogen Amcis AG.
  • Carbogen Amcis Limited (U.K.)
  • Innovative Ozone Service Inc. (IO3S)
  • Dishman Netherlands B.V.
  • Cohecie Fine Chemicals BV. (Formerly known as Dishman Holland B.V.)
  • Dishman Japan Limited
  • Carbogen Amcis (India) Limited
  • Dishman Australasia Pty. Limited
  • Dishman Care Limited
  • Dishman LLP
  • Dishman Middle East (FZE)
  • Dishman Netherlands B.V.
  • Dishamn UK LLP

 

 

Joint Ventures Company:

  • Schutz Dishman Biotech Limited
  • CAD Middle East Pharmaceuticals Industries
  • Dishman Arabia Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

100000000

Equity Shares

Rs.2/- each

Rs.200.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

80697136

Equity Shares

Rs.2/- each

Rs.161.394 Millions

 

Note: Of the above, 1,01,00,000 equity shares of Rs. 10 each were issued as bonus shares by way of capitalization of reserves in earlier years.

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

161.394

161.394

161.394

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

6252.400

5968.187

5374.757

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

6413.794

6129.581

5536.151

LOAN FUNDS

 

 

 

1] Secured Loans

4677.984

3789.159

2321.851

2] Unsecured Loans

938.707

551.470

583.342

TOTAL BORROWING

5616.691

4340.629

2905.193

DEFERRED TAX LIABILITIES

297.666

271.377

203.059

 

 

 

 

TOTAL

12328.151

10741.587

8644.403

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

4867.733

3538.401

2686.003

Capital work-in-progress

3036.128

2676.401

1729.647

 

 

 

 

INVESTMENT

1871.404

1819.921

1563.740

DEFERREX TAX ASSETS

0.000

0.000

0.000

FOREIGN CURRENCY MONETARY ITEM TRANSLATION DIFFERENCE ACCOUNT

0.000

4.860

27.549

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1242.449
997.528
1163.171

 

Sundry Debtors

1317.616
702.434
615.509

 

Cash & Bank Balances

43.135
42.820
32.048

 

Other Current Assets

0.000
0.000
0.000

 

Loans & Advances

1845.692
2025.200
1596.206

Total Current Assets

4448.892
3767.982
3406.934

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

1540.088
750.638

229.225

 

Other Current Liabilities

191.287
163.974
90.167

 

Provisions

164.631
151.366
450.078

Total Current Liabilities

1896.006
1065.978
769.470

Net Current Assets

2552.886
2702.004
2637.464

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

12328.151

10741.587

8644.403

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Sales and Services

4195.729

3526.088

4158.847

 

 

Other Income

27.536

31.528

9.416

 

 

TOTAL                                     (A)

4223.265

3557.616

4168.263

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Materials and Manufacturing Expenses

2680.108

1625.968

1984.257

 

 

Research & Development Expenses

75.363

50.664

47.859

 

 

Employee Emoluments

419.759

337.131

309.202

 

 

Administrative, Selling & Other Expenses

203.799

210.909

353.445

 

 

Increase or decrease in stock

(178.094)

128.747

100.068

 

 

Transferred From Revaluation Reserve

(0.167)

(0.167)

(0.167)

 

 

TOTAL                                     (B)

3200.768

2353.252

2794.664

 

 

 

 

 

Less

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

1022.497

1204.364

1373.599

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

256.668

203.718

224.986

 

 

 

 

 

 

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

765.829

1000.646

1148.613

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

280.234

206.577

198.032

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

485.595

794.069

950.581

 

 

 

 

 

Less

TAX                                                                  (H)

84.143

90.382

25.018

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

401.452

703.687

925.563

 

 

 

 

 

Less

Prior Period Adjustment (Net)

0.203

[11.000]

1.206

 

 

 

 

 

Less

Short Provision of Income Tax  in Earlier years

0.000

3.952

2.906

 

 

 

 

 

 

NET PROFIT

401.249

710.735

921.451

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

579.542

794.227

486.070

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

500.000

750.000

500.000

 

 

Proposed Dividend

96.837

96.837

96.837

 

 

Tax on  Proposed Dividend

15.709

16.083

16.457

 

 

Transfer to Debenture Redemption Reserves

125.000

62.500

0.000

 

BALANCE CARRIED TO THE B/S

243.245

579.542

794.227

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export of Goods on FOB

2772.268

2955.163

3085.245

 

 

Contract Research Services

180.329

143.124

209.837

 

TOTAL EARNINGS0

2952.597

3098.287

3295.082

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

1162.685

517.859

562.273

 

 

Capital Goods and Services

129.131

504.054

62.675

 

TOTAL IMPORTS

1291.816

1021.913

624.948

 

 

 

 

 

 

Earnings Per Share (Rs.) (Basic)

4.97

8.81

11.43

 

Earnings Per Share (Rs.) (Diluted)

4.97

8.74

11.33

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

9.50
19.98

22.11

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

11.57
22.52

22.86

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

5.21
10.87

15.60

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.08
0.13

0.17

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

1.17
0.88

0.66

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

2.35
3.53

4.42

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

DETAILS OF SUNDRY CREDITORS

 

(Rs. in Millions)

Particulars

31.03.2011

31.03.2010

31.03.2009

Sundry Creditors

 

 

 

- Micro, Small and Modium Enterprises

4.345

6.379

[18.658]

- Others

1535.743

744.259

247.883

Total

1540.088

750.638

229.225

 

 

PERFORMANCE AND OPERATION REVIEW:

 

During the year, the Company achieved a turnover of Rs.4195.729 Millions as against Rs.3526.088 Millions during the previous year reflecting a growth of 18.99%. Exports constitute Rs.3002.991 Millions or 71.57% of sales for 2010-11. Other income earned during the year stood at Rs.27.536 Millions as against Rs.31.528 Millions in the previous year. Profit before tax decreased by 38.85% (Rs.485.595 Millions during the year as against Rs.794.069 Millions in the previous year). Profit after tax for the year was Rs.401.452 Millions as against Rs.703.687 Millions during previous year.

 

Earning per share for the year works out to Rs.4.97 per share (previous year Rs.8.81).

 

The consolidated turnover, which includes results of all its wholly owned subsidiaries, proportionate share in the joint ventures (Schutz Dishman Biotech Limited, CAD Middle East Pharmaceutical Inds., Dishman Arabia Limited and Dishman Japan Limited) and associate (Bhadra- Raj Holdings Private Limited) reported 8.25% growth in sales to Rs.9908.440 Millions for the current financial year 2010-11 compared to the previous year’s sales of Rs.9153.574 Millions.

 

Consolidated Profit before tax and other adjustment of the Company stood at Rs.921.063 Millions (previous year Rs. 1325.288 Millions) and profit after tax for the year at Rs.813.443 Millions (Previous year Rs.1175.763 Millions) for the current financial year 2010-11.

 

The consolidated Earning per share for the year works out to Rs.9.92 per share (previous year Rs.14.55 per share).

 

Lower sales and profit during the year is mainly due to global recession and inventory rationalization at customers end.

 

Vitamin D

 

During the year, the Company started setting up a new unit to manufacture Vitamin D at Bavla. The unit is expected to be ready for trail production during the second quarter of FY 2011-12.

 

Disinfectant Division

 

The Company has set up a manufacturing unit at Bavla to manufacture Antiseptics and Disinfectants for application in healthcare and related industries. Trial production is expected from the unit by end of June, 2011.

 

New High-Potency Manufacturing Unit (Unit 9)

 

Unit 9 (HYPO facility) has successfully completed all validation procedures for the containment of highly active APIs. Unit 9 has smoothly undergone an in-depth and scientifically rigorous qualification process of the containment equipment, led by an external consultancy with a strong reputation and expertise in industrial hygiene.

 

HYPO facility set up at Bavla completed containment performance validation by VEGA Environment Consultants Limited and ready for trial production in the first quarter of 2011-12.

 

RESEARCH AND DEVELOPMENT:

 

Research and Development is the foundation upon which Company’s strategy of manufacturing and marketing of Bulk Drugs, Intermediates (including contract manufacturing), Fine Chemicals, Quats and Specialty chemicals stands. The Company offers portfolio of services from process R AND D in state-of-the-art laboratories, kilo and pilot plant trials in well equipped kilo labs and pilot plants and scale-up to full scale commercial manufacture in multi purpose production units as well as dedicated facilities for certain products as per customer requirement. By offering technical and manufacturing excellence in multiple locations around the globe, the Company is the global outsourcing partner for the pharmaceutical industry providing innovative development and value for money, long term commercial supply.

 

The Company Offers R AND D  services with a specialization in development process that are truly scalable to commercialization through process research and development. The Company’s R AND D  process is supported by Analytical Services department which provided support in development of new analytical methods for products developed in the R AND D labs. Analytical Development Lab is equipped with all modern equipment for the analysis of raw materials, intermediates and finished products. They continually upgrade the instruments as per the requirements of the customers/products. The Quality Control (QC) supports the analytical requirements starting from initial raw material releases to release of Final API.

 

Kilo and Pilot facilities for cGMP production of API are an integral part of R AND D center to facilitate maximum interaction and ensure seamless process transfer from Laboratory to plant.

 

At Bavla facility, the Company has created a state-of-the-art R AND D  center comprising three floors and having total built up area of 4500 Sq. Mtrs. The R AND D center houses a technical library, 8 R AND D laboratories, a formulation development laboratory, an analytical development department, a kilo lab and a cGMP compliant pilot plant. The technical library has a rich collection of books and periodicals covering various chemistry and related topics. It is staffed by competent persons.

 

The R AND D labs work under full Good Laboratory Practices (GLP). Each R AND D lab has a process R AND D area and its own analytical section. The R AND D labs are equipped with latest equipment for carrying out diverse reactions. They continue to add to the knowledge on various reactions as well as try new technologies. They have now successfully used enzymes at lab scale and also commercial scale for conversions that involve multiple steps if done using conventional chemistry. They have concluded lab runs on irradiation technology for Vitamin D analogues. A small-scale irradiation equipment has been installed for certain niche products.

 

In the kilo lab, they have small reactors ranging from 30 L to 100 L capacity for small scale reactions. The cGMP pilot plant has a range of equipment which is required for the scale up of reactions developed in the labs.

 

They now have a separate group of scientists working on generic APIs. This group is involved in developing non-infringing routes to various generic and soon-to-be generic APIs.

 

In the year 2010-2011, non-infringing process for about 10 APIs of various therapeutic categories have been developed in the labs and successfully validated in the pilot plant. Regulatory filing for these APIs is under progress.

 

For the year 2011-2012, 10 new target APIs have been identified and work has already started on some of them with the first few being ready for pilot validation by the middle of this year.

 

In addition to APIs, this year 100 R AND D CRAMS projects have been completed at lab and pilot level. Another 80 are in various stages of development.

 

During the current year, they have worked on about 140 R AND D CRAMS projects. They added 5 new customers for whom they completed 9 projects at various scales. Negotiations are underway for repeat manufacturing campaigns for some of them.

 

 

SPECIAL ECONOMIC ZONE [SEZ] PROJECT:

 

During the year Company has been allotted land admeasuring 299151 sq. mtrs. by Dishman Infrastructure Limited (DIL) in the SEZ developed by them. An application has been made to the Development Commissioner for their approval for setting up the units in the said Pharma and Fine Chemicals SEZ of DIL. The Company has decided to do the future expansion in the SEZ.

 

DIL has started the development work at the SEZ site and first phase of development work will be completed by March, 2012.

 

FOREIGN CURRENCY CONVERTIBLE BONDS [FCCBs]:

 

August, 2005, the Company has issued 0.5% Foreign Currency Convertible Bonds (FCCBs / Bonds), due 2010 convertible into equity shares of the Company, for US$50 million. The said FCCBs have been listed on the Singapore Exchange Securities Trading Limited (SGX-ST). Out of US$ 50.00 million US $ 47.50 million FCCBs were converted into equity shares of the Company.

 

The Company has not received any conversion Notice from the Bondholder for conversion of Bonds into Equity Shares of the Company upto 18th August, 2010. As per the terms of the said FCCBs outstanding FCCBs of US$ 2.50 million were redeemed on maturity i.e. on 19th August, 2010.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

INDUSTRY OVERVIEW:

 

According to IMS Health Report China, Brazil, Russia, India, Mexico, Turkey and South Korea are the “Pharmaemerging Markets” in the Global Pharmaceutical Market. Since last three years, they were passing through the phase of ongoing changes and new developments and continued to roil the commercial pharmaceutical landscape, when the industry is struggling to find new sources of revenue to fill the gap. After experiencing global changes, now the countries are recovering at different rates shows growing divergence in the pace of pharmaceutical growth among major markets.

 

CRAMS, after becoming a promising medium for Indian pharma industry, represents India as a global hub for CRAMS. According to IMS Health report, Developed countries are expected to further propel the CRAMS industry to grow at CAGR of nearly 32% by 2013 as India offers global pharma companies both quality and cost advantage. Dishman has an advantage in CRAMS segment in India because of its non-conflicting business policies, technical capabilities and relationship built with global customers during the last 10 years. The trust and confidence of innovator companies has successfully positioned Dishman as preferred outsourcing partner. The company’s order book is expanding consistently reflecting its capacity and customer confidence.

 

INFRASTRUCTURE:

 

The company continued its investment in creation of new manufacturing plants in India and china to meet the expected demand of customers in the coming years. During the year the company decided to set up a new facility at Bavla to manufacture Vitamin D3. The company has also decided to convert two production blocks in Shanghai to manufacture class II and III HYPO products. cGMP compliant pilot plant at Bavla which was renovated during the previous year started commercial production in 2010-2011. The company has completed Disinfectant formulations production facility at Bavla and the trials are expected to commence by the end of first quarter of 2011-12. HYPO facility set up at Bavla completed containment performance validation by VEGA Environmental Consultants Limited and ready for trial production in the first quarter of 2011-12.

 

 

SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE :

 

The business segments of the Company comprise the following :

 

Segmen

Description of the activity

CRAMS

Contract Research and Manufacturing Segment under long term supply agreements

Others

Bulk Drugs, Intermediates, Quats and Specialty Chemicals and outsourced/traded goods

 

The break-up of Company’s total income from the product segments viz. “CRAMS segment” and “Others Segment” for the last three years is as under :

 

Product Segment

31.03.2009

31.03.2010

31.03.2011

CRAMS

7805.100

6487.300

6518.500

Others

2815.000

2860.500

3791.900

Total

10620.100

9347.800

10310.400

 

 

With strong R AND D experience and effective relationship developed with MNC Customers, the Company has emerged as a premier contract manufacturing organization (CMO). The CMO business model was envisaged in the year 1997 and there under set up a modern production facility at Bavla, near Ahmedabad, which is now a 100% EOU facility. At present, the Company has eight-multi purpose production units at Bavla. The company has also manufacturing and R AND D facilities in Switzerland, UK and Netherlands. The company has set up a green field manufacturing facility at Shanghai Chemical Industrial Park, Shanghai.

 

The company has adopted various marketing strategies to continue the growth, including increase in number of clients to reduce the dependency on any single client, increase the number of products range to reduce product risk to enter contract manufacturing through contract research of new molecules etc. and enter the specific market with marketing innovation, technology transfer in the developing markets, where technology is licensed to API manufacturer with a stipulation that the intermediates are to be procured from Dishman on a long term basis.

 

OPPORTUNITIES and THREATS:

 

Most of the innovator companies are facing challenge of depleting research pipeline and losing patent protection for their blockbuster drugs in the next few years. This has opened up opportunities to CRAMS players from low cost destinations like India. Dishman has identified this opportunity very early and started working with innovators with customs synthesis projects and contract manufacturing of APIs.

 

In view of the huge potential the CRAMS segment offers to Indian companies, many of the big pharmaceutical companies in India started exploring opportunities for a share in CRAMS segment with big investments. This may result in increased competition in the long run. The company believes that it can manufacture various APIs/intermediates and speciality chemicals of best quality at a low cost. Many of innovator companies are outsourcing their products to the company.

 

Recognizing this opportunity, the company continued to take initiatives in reducing its costs by employing lean manufacturing techniques and resource management initiatives.

 

OUTLOOK :

According to the forecast report released by IMS Health, the value of global Pharmaceutical Market is expected to grow 5-7% in 2011, to US $ 880 billion, compared with a 4-5 % pace of last year. Main reasons for slow going of global Pharmaceutical industries are sluggish prescription trends, EU Pricing pressure, intensifying generic competition, pipeline failure and losing patent protection by blockbuster drugs etc.

 

With GDP of between US $ 2-4 trillion in 2008, Brazil, Russia and India are expected to add US $ 5-15 billion to the pharmaceuticals market through 2013 (IMS Health Report). In this competitive scenario, the pharmaemerging markets are sustained due to many factors like government initiative for health care, new patient population and increasing use of generic products.

 

Now, the Indian companies have starterd to look towards the Merger and Acquisition and in licensing activities to make up for the loss of revenue that will arise due to lose of license of its key products. Cost reduction helps Indian companies dealing in CRO/ CRAMS business to remain in limelight on the global pharma stage. Indian companies through their subsidiaries formed in foreign markets serve the products and technologies to the local users in those markets and make the Indian pharmaceutical market globalize.

 

 

Fixed Assets:

 

  • Land
  • Building
  • Plant and Machinery
  • Laboratory Equipment
  • Electrical Installation
  • Furniture and Fixtures
  • Office Equipment and Computer
  • Vehicles
  • Software

 

 

NEWS:

 

Dishman Netherlands reaches agreement with Charles Bowman and Company

 

To distribute all their Vitamin D3 products in USA

 

12 January 2011

 

Dishman Netherlands reaches agreement with Charles Bowman and Company to distribute all their Vitamin D3 products in North America; which will provide them with good growth opportunities for the animal feed market.

 

Veenendaal, the Netherlands, January 11, 2010   

 

Dishman Netherlands (Vitamins and Chemicals) announced recently their intentions to produce, market, and sell Vitamin D3 for the animal feed, pharmaceutical, and food markets during 2011, from their new facility in India which is currently being completed. All products from this facility will be GMP+ certified. Existing Vitamin D products from Dishman Netherlands include Cholecalciferol, Vitamin D3 resin, Dohyfral D3 2000AG (vitamin D3 in oil), and Ergocalciferol.

 

Charles Bowman and Company has been appointed the exclusive North American distributor for all Vitamin D products from Dishman Netherlands. The new products from Dishman Netherlands will include Dishman D3 500,000IU for use in the animal feed market worldwide, Dishman D3 100,000IU for the food market, and also other Vitamin D3 products in oil. The new Dishman D3-500 grade will provide a high quality D3-500 to meet the growing demand in the marketplace.

 

The history of Vitamin D production at Dishman Netherlands can be traced back to the 1920s and the invention of the process to produce vitamin D2 and thereafter in 1946 when the production of Vitamin D3 began.

 

This agreement strengthens Dishman Netherlands’ position as a leader in the manufacture and sale of Vitamin D3 in the North American market; particularly the animal feed market with Dishman D3-500. “Charles Bowman and Company was a natural choice for us as they have worked with Dishman Netherlands for many years with our Vitamin D products and Cholesterol,” stated Rodney Fox, International Sales and Marketing Director of Dishman Netherlands.  “They bring not only an understanding of our operations but also considerable experience in the areas of marketing and distribution of vitamins and nutrition ingredients to the feed, food, and pharmaceutical markets.”

 

 


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.44.69

UK Pound

1

Rs.70.87

Euro

1

Rs.62.26

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

7

--RESERVES

1~10

8

--CREDIT LINES

1~10

7

--MARGINS

-5~5

----

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--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

 

66

 

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.