MIRA INFORM REPORT

Report Date :

14.05.2011

IDENTIFICATION DETAILS

Name :	KHANDELWAL LABORATORIES PRIVATE LIMITED
Registered Office :	79/78 D Lad Path, Kala Chowkie, Mumbai 400033, Maharashtra
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	27.09.1945
Com. Reg. No.:	004554
Capital Investment / Paid-up Capital :	Rs. 50.000 millions
CIN No.: [Company Identification No.]	U74999MH1945PTC004554
TAN No.: [Tax Deduction & Collection Account No.]	MUMK10828G
PAN No.: [Permanent Account No.]	AACK42245E
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Seller of Pharmaceuticals, Medicinal Chemicals and Botanical products such as Tablets and Capsules, Injectables, Injection Sterile Powder, Orals including Anti-Biotics, Ointments, Granuals, Powders and Fine Chemicals.
No. of Employees :	1200 Approximately

RATING & COMMENTS

MIRA’s Rating :

B (33)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 3792000
Status :	Moderate
Payment Behaviour :	Slow but Correct
Litigation :	Clear
Comments :	Subject is old and established company having moderate track. The company has incurred some losses in the year 2008-2009. however, trade relations are fair. Business is active. Payments are reported to be slow but correct. The company can be considered for small to mediocre business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – April 1, 2010

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

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

INFORMATION PARTED BY

Name :	Mr. Jitendra Mehta
Designation :	Accounts Manager
Contact No.:	91-9323864359

LOCATIONS

Registered Office :	79/78 D Lad Path, Kala Chowkie, Mumbai 400033, Maharashtra, India
Tel. No.:	91-22-23718238/46/ 22880156/22829327/23719665
Fax No.:	91-22-23739381/ 23771958
E-Mail :	klab@vsnl.com info@khandelwallab.com it@khandelwallab.com mehta@khandelwal.com sborase@gmail.com gpinto@khandelwallab.com sanjeev@khandelwallab.com
Website :	http://www.khandelwallab.com
Area :	8000 Sq.ft
Factory :	Plot B- 1/90, Wagle Industrial Estate, Thane-400 604, Maharashtra
Location :	Owned
Factory :	Survey - 277/3/6, Dadra (Silvassa)- 396 230, Union Territory

DIRECTORS

AS ON 29.09.2010

Name :	Mr. Sanjeev Khandelwal
Designation :	Chairman cum Director
Address :	13, Prem, Niwas, Altamount Road, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	10.12.1963
Date of Appointment :	20.08.1993
Name :	Mr. Vijay Goel
Designation :	Chairman
Address :	E-348, Greater Kailash – II, New Delhi – 110024, India
Date of Birth/Age :	09.11.1940
Date of Appointment :	18.06.1993
Name :	Mr. R V S Mani
Designation :	Director
Address :	Progressive harmony, Flat No. 26, 2^nd Floor, Plot No- 11, Sector – 44, Kopar Khairane New Mumbai, Maharashtra – 400709, India
Date of Birth/Age :	31.10.1939
Date of Appointment :	25.06.2003
Name :	Mr. Mahesh Prasad Mehrotra
Designation :	Director
Address :	C-561, Defence Colony, New Delhi, 110024, India.
Date of Birth/Age :	26.09.1937
Date of Appointment :	29.09.2007
Date of Cessation:	02.08.2010

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2010

Names of Shareholders	No. of Shares
Sanjeev Khandelwal	4500000
Sunita Khandelwal jointy with Sanjeev Khandelwal	500000
Total	5000000

AS ON 29.09.2010

Equity Share Breakup		Percentage of Holding
Category
Directors or relatives of directors		100.00
	Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Seller of Pharmaceuticals, Medicinal Chemicals and Botanical products such as Tablets and Capsules, Injectables, Injection Sterile Powder, Orals including Anti-Biotics, Ointments, Granuals, Powders and Fine Chemicals.

Products :

Item Code No.	Product Description
3003.10	Anafortan (Anti Spasmodic)
3003.10	Cefi (Antibiotics)
3003.10	Ofla (Antibiotics)

GENERAL INFORMATION

Customers :

v SFOLCIEST Clients

v Sole Selling Agents

v Consignees Sales Agent

No. of Employees :

1200 Approximately

Bankers :

v Punjab National Bank, Reshore Road, 102, Raheja Chambers, Nariman Point, Mumbai - 400 021, Maharashtra, India.

v Axis Bank Limited, P. M. Road, Fort, Mumbai – 400 001, Maharashtra, India.

Facilities :

Rs. In Millions

SECURED LOAN	31.03.2010	31.03.2009
Over Draft Against the security of fixed deposit	109.154	0.000
Cash Credit Against hypothecation of stock and book debts and against equitable mortgage of fixed assets of the company and guaranteed by a director	0.000	105.684
From Others Against hypothecation of vehicle repayable within one year Rs. 4.065 million	10.181	5.336
Total	119.335	111.020
UNSECURED LOAN
From J M Financial Service Private Limited	20.000	0.000
From Others	18.716	17.439
Total	38.716	17.439

Banking Relations :	--
Auditors :
Name :	Warde and Shah Chartered Accountants
Address :	Regent Chambers, 12^th Floor, Jamnalal Bajaj Marg, 208, Nariman Point, Mumbai – 400 021, Maharashtra, India.
Tel No.:	91-22-22833344/ 4455
Fax No.:	91-22-22855336
E mail:	hpca@vsnl.net jpshah36@rediffmail.com
Subsidiaries :	· Infinity Optimal Solutions Private Limited · Nano Cutting Edge Technology Private Limited
Group Companies :	· Pinnacle Remedies Private Limited · ITX.Com (India) Private Limited · Xytech Laboratories Private Limited · Radicure Remedies Private Limited · Novus Healthcare Private Limited · Medicross Healthcare Private Limited · Oncure Research Private Limited · Khandelwal Concord Private Limited · Virtus Techno Innovations Private Limited · B.K. Life Sciences Private Limited

CAPITAL STRUCTURE

AS ON 29.09.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs. 10 each	Rs.50.000 millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares (including 300000 equity shares issued as fully paid bonus shares by capitalization of General Reserve and 2100000 equity shares issued as fully paid bonus shares by capitalization of Revaluation Reserves.)	Rs. 10 each	Rs. 50.000 millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		50.000	50.000	50.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		898.096	847.544	156.932
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		948.096	897.544	206.932
LOAN FUNDS
1] Secured Loans		119.335	111.020	228.936
2] Unsecured Loans		38.716	17.439	60.452
TOTAL BORROWING		158.051	128.459	289.388
DEFERRED TAX LIABILITIES		7.033	10.676	16.751
TOTAL		1113.180	1036.679	513.071
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		221.108	242.234	256.717
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		228.475	159.192	4.184
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	191.547	187.982	197.859
	Sundry Debtors	290.586	338.770	279.341
	Cash & Bank Balances	155.414	34.852	7.949
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	395.095	402.217	101.399
Total Current Assets		1032.642	963.821	586.548
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	244.666	231.462	241.869
	Other Current Liabilities	100.877	82.373	88.713
	Provisions	23.502	20.046	17.080
Total Current Liabilities		369.045	333.881	347.662
Net Current Assets		663.597	629.940	238.886
MISCELLANEOUS EXPENSES		0.000	5.313	13.284
TOTAL		1113.180	1036.679	513.071

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Sales	1385.760	1312.025	1124.115
		Other Income	0.000	0.000	0.000
		TOTAL (A)	1385.760	1312.025	1124.115
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL (B)	1335.996	1744.871	1139.838
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		49.764	(432.846)	(15.723)
Less	FINANCIAL EXPENSES (D)		NA	NA	NA
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		49.764	(432.846)	(15.723)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		NA	NA	NA
	PROFIT BEFORE TAX (E-F) (G)		49.764	(432.846)	(15.723)
Less	TAX (H)		(1.493)	0.000	0.000
	PROFIT AFTER TAX (G-H) (I)		51.257	(432.846)	(15.723)
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	73.679	72.480	40.223
	IMPORTS
		Raw Materials	14.924	33.475	12.319
		Others	1.549	1.789	0.240
	TOTAL IMPORTS		16.473	35.264	12.559
	Earnings Per Share (Rs.)		--	--	--

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	3.69	(32.99)	(1.39)
Net Profit Margin (PBT/Sales)	(%)	3.59	(32.99)	(1.39)
Return on Total Assets (PBT/Total Assets}	(%)	3.96	(35.88)	(1.86)
Return on Investment (ROI) (PBT/Networth)		0.05	(0.48)	(0.07)
Debt Equity Ratio (Total Liability/Networth)		0.56	0.52	3.15
Current Ratio (Current Asset/Current Liability)		2.79	2.88	1.68

LOCAL AGENCY FURTHER INFORMATION

PERFORMANCE REVIEW

There has been no improvement in the operations of the Company for the year 31.03.2010 However, following growth oriented strategies initiated by the company together with new product launches, new alliances and cost reduction measures the Directors expect an improvement in the Company's performance.

During the Company realized Rs. 508.497 millions from the sale of its investments in the shares of Larsen and Toubro. The company also incurred a loss of Rs. 296.759 millions from its F and O Operations which has been shown as an exceptional item in the Profit and Loss Account.

FIXED ASSETS

• Land (freehold and leasehold)
• Building
• Plant and machinery
• Other machinery and equipment
• Furniture, fixtures and equipment
• Vehicles
• Patent

FORM 8

Corporate identity number of the company	U74999MH1945PTC004554
Name of the company	KHANDELWAL LABORATORIES PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	79/78 D Lad Path, Kala Chowkie, Mumbai 400033, Maharashtra, India
This form is for	Modification of charge
Type of charge	Immovable property
Particular of charge holder	Punjab National Bank, Reshore Road, 102, Raheja Chambers, Nariman Point, Mumbai - 400 021, Maharashtra, India. Email: sborase@gmail.com
Nature of instrument creating charge	Letter of Continuity Dated :-23.02.2011
Date of instrument Creating the charge	23.02.2011
Amount secured by the charge	Rs. 110.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest Base rate 9.50 % + 8.25% p.a. Terms of repayment On demand Extent and operation of the charge Mortgage of immovable Properties at Thane, Dadra Nagar Haveli and Uttaranchal facility shall continue to be held as additional security for further adhoc limit of Rs.10 millions. Total facilities now stand enhanced to Rs.110 millions.
Short particulars of the property charged (Including location of the property)	All that piece or parcel of land or ground bearing Plot No. B-1, MIDC, Industrial Estate, Thane admeasuring 2575 sq. mtrs. All that piece or parcel of land or ground of Industrial Land and Premises bearing Survey No. 277/3/6, admeasuring 2575 sq. mtrs. of Village Dadra, sub district Silvassa, Dadra and Nagar Haveli. All that piece of land known as Plot No. 20 Sector 6, in the Pant Nagar Industrial Area, bearing Khasra No.407, 408,409,411,412,413 and 414 Kalyanpur, Tehsil Kichha, Uttaranchal.
Date of instrument modifying the charge	07.06.2010
Particulars of the present modification	Mortgage of immovable Properties at Thane, Dadra Nagar Haveli and Uttaranchal facility shall continue to be held as additional security for further adhoc cash credit limit of Rs.10 millions.

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.44.91
UK Pound	1	Rs.73.06
Euro	1	Rs.64.03

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	4
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	4
--CREDIT LINES	1~10	3
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		33

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.