1. Summary Information
|
Country |
|
||
|
Company Name |
IPCA
LABORATORIES LIMITED |
Principal Name 1 |
Mr. Premchand Godha |
|
Status |
Good |
Principal Name 2 |
Mr. Ajit Kumar Jain |
|
Registration # |
11-007837 |
||
|
Street Address |
48, Kandivli Industrial Estate, Kandivali (West), Mumbai - 400067,
Maharashtra, India |
||
|
Established Date |
19.10.1949 |
SIC Code |
-- |
|
Telephone# |
91-22-66474444 |
Business Style 1 |
Manufacturing |
|
Fax # |
91-22-28686613 |
Business Style 2 |
Selling |
|
Homepage |
Product Name 1 |
Pharmaceutical Products |
|
|
# of employees |
9815
(Approximately) |
Product Name 2 |
-- |
|
Paid up capital |
Rs.252,300,000/- |
Product Name 3 |
-- |
|
Shareholders |
Promoter and
Promoter Group – 45.09% Public
Shareholding – 54.09% |
Banking |
HSBC Bank
Limited |
|
Public Limited Corp. |
YES |
Business Period |
63 Years |
|
IPO |
YES |
International Ins. |
- |
|
Public |
YES |
Rating |
A
(67) |
|
Related
Company |
|||
|
Relation
|
Country
|
Company
Name |
CEO |
|
Associates |
India
|
Tonira Pharma
Limited |
-- |
|
Note |
- |
||
2. Summary
Financial Statement
|
Balance Sheet as of |
31.03.2012 |
(Unit: Indian Rs.) |
|
|
Assets |
Liabilities |
||
|
Current Assets |
6,088,300,000 |
Current Liabilities |
4,058,600,000 |
|
Inventories |
6,639,800,000 |
Long-term Liabilities |
5,315,400,000 |
|
Fixed Assets |
9,188,800,000 |
Other Liabilities |
1,303,800,000 |
|
Deferred Assets |
0,000 |
Total Liabilities |
10,677,800,000 |
|
Invest& other Assets |
1,383,600,000 |
Retained Earnings |
12,370,400,000 |
|
|
|
Net Worth |
12,622,700,000 |
|
Total Assets |
23,300,500,000 |
Total Liab. & Equity |
23,300,500,000 |
|
Total Assets (Previous Year) |
19,131,600,000 |
|
|
|
P/L Statement as of |
31.03.2012 |
(Unit: Indian Rs.) |
|
|
Sales |
23,293,700,000 |
Net Profit |
2,801,700,000 |
|
Sales(Previous yr) |
18,659,200,000 |
Net Profit(Prev.yr) |
2,553,700,000 |
|
Report Date : |
28.12.2012 |
IDENTIFICATION DETAILS
|
Name : |
IPCA LABORATORIES LIMITED |
|
|
|
|
Registered
Office : |
48, Kandivli Industrial Estate, Kandivali (West), Mumbai - 400067, Maharashtra |
|
|
|
|
Country : |
India |
|
|
|
|
Financials (as
on) : |
31.03.2012 |
|
|
|
|
Date of
Incorporation : |
19.10.1949 |
|
|
|
|
Com. Reg. No.: |
11-007837 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs.252.300 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L24239MH1949PLC007837 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMI05234F |
|
|
|
|
PAN No.: [Permanent Account No.] |
AAACI1220M |
|
|
|
|
Legal Form : |
A Public Limited Liability company. The company’s Shares are Listed on
the Stock Exchanges. |
|
|
|
|
Line of Business
: |
Manufacturing and Selling of Pharmaceutical Products such as
Tablets/Capsules, Orals/Liquids, Injectables, Basic Drugs/Intermediates and
Psyllium Husk. |
|
|
|
|
No. of Employees
: |
9815 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
A (67) |
|
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 50500000 |
|
|
|
|
Status : |
Good |
|
|
|
|
Payment Behaviour : |
Regular |
|
|
|
|
Litigation : |
Exists |
|
|
|
|
Comments : |
Subject is one of India’s largest suppliers of bulk drugs. It is an
old and well established company having good track. It has recorded a better growth in the revenue earned from operations
during 2012. Profitability appears to be good. Financial position of the
company appears to be good. Trade relations are reported as trustworthy. Business is active.
Payments are reported to be regular and as per commitments. The company can be considered good for business dealings at usual
trade terms and conditions |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – June 30, 2012
|
Country Name |
Previous Rating (31.03.2012) |
Current Rating (30.06.2012) |
|
India |
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
|
High |
B2 |
|
Very High |
C1 |
|
Restricted |
C2 |
|
Off-credit |
D |
INDIAN ECONOMIC OVERVIEW
India is developing into an open-market economy, yet traces of
its past autarkic policies remain. Economic liberalization, including
industrial deregulation, privatization of state-owned enterprises, and reduced
controls on foreign trade and investment, began in the early 1990s and has
served to accelerate the country's growth, which has averaged more than 7% per
year since 1997. India's diverse economy encompasses traditional village
farming, modern agriculture, handicrafts, a wide range of modern industries,
and a multitude of services. Slightly more than half of the work force is in
agriculture, but services are the major source of economic growth, accounting
for more than half of India's output, with only one-third of its labor force.
India has capitalized on its large educated English-speaking population to become
a major exporter of information technology services and software workers. In
2010, the Indian economy rebounded robustly from the global financial crisis -
in large part because of strong domestic demand - and growth exceeded 8%
year-on-year in real terms. However, India's economic growth in 2011 slowed
because of persistently high inflation and interest rates and little progress
on economic reforms. High international crude prices have exacerbated the
government's fuel subsidy expenditures contributing to a higher fiscal deficit,
and a worsening current account deficit. Little economic reform took place in
2011 largely due to corruption scandals that have slowed legislative work.
India's medium-term growth outlook is positive due to a young population and
corresponding low dependency ratio, healthy savings and investment rates, and
increasing integration into the global economy. India has many long-term
challenges that it has not yet fully addressed, including widespread poverty,
inadequate physical and social infrastructure, limited non-agricultural
employment opportunities, scarce access to quality basic and higher education,
and accommodating rural-to-urban migration.
|
Source
: CIA |
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CRISIL |
|
Rating |
AA (Long Term Rating) |
|
Rating Explanation |
High degree of safety and very low credit
risk. |
|
Date |
08.10.2012 |
|
Rating Agency Name |
CRISIL |
|
Rating |
A1+ (Short Term Debt) |
|
Rating Explanation |
Very strong degree of safety and lowest credit
risk. |
|
Date |
08.10.2012 |
RBI DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available RBI Defaulters’ list.
EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of
31-03-2012.
LOCATIONS
|
Registered Office/ International Division : |
48, Kandivli Industrial Estate, Kandivali (West), Mumbai- 400067, |
|
Tel No.: |
91-22-66474444 |
|
Fax No.: |
91-22-28686613 |
|
E-Mail : |
|
|
Website : |
|
|
|
|
|
Corporate Office : |
142 AB, Kandivli Co-operative Industrial Estate Limited, Kandivli
(West), Mumbai-400067, |
|
Tel No.: |
91-22- 66474747 |
|
Fax No.: |
91-22- 6647 4757/ 28686954 |
|
|
|
|
Domestic Marketing : |
IPCA House, 63-E, Kandivli Co-operative Industrial Estate Limited, Kandivli
(West), Mumbai – 400067, Maharashtra, India
|
|
Te. No. : |
91-22-66474222 |
|
Fax. No. : |
91-22-66474114 |
|
|
|
|
Research and Development center : |
123-AB, 125 and
126, Kandivali Industrial Estate, Kandivali (West), Mumbai – 400 067, |
|
Tel No.: |
91-22-28684787/
2867/ 28683589/ 28674518/ 66474755 |
|
Fax No.: |
91-22-28683589/
66474757 |
|
|
|
|
Plant : |
P. O. Sejavata, Ratlam – 457002, Madhya Pradesh, India Tel: -91-7412-278000 Fax:-91-7412-279083 Plot No. 89-A-D/90/91, Industrial Estate, Pologround, Tel: -91- 731-24211 72/2081 Fax:-91-731- 2422082 Plot No, 69 to 72 (B), Sector II, Kandla Free Trade Zone,
Gandhidham - 370 230, Tel: 91-2836-252385/389 Fax:-91-2836-252313 4722, GIDC Industrial Estate, Ankleshwar – 393002, Tel :- 91-2646-220594 Fax:- 91-2246-250435 23-24, GIDC Industrial Estate, Nandesari – 391340, Tel :- 91-265-2840795 Fax:- 91-265-2840868 Plot No, 255/1, Village Athal, Sllvassa - 396 230, Dadra
and Nagar Haveli (U.T.), Tel :- 91-260-2640301 Fax:- 91-260-2640303 Plot No. 65 and 99, Danudyog Industrial Estate, Silvassa -
396 230, Dadra and Nagar Haveli (U.T.), Tel:-91-260-2640850 Fax:-91-260-2640646 H-4, MIDC, Waluj, Aurangabad-431 136, Maharashtra, India Tel: -91-240- 2564993 Fax:-91-240-2564113 C-6, Sara Industrial Estate, Tel: -91-135-6542228 Fax:-91-135- 2728766 Plot No. 393/394, Melli Jorethang Road, Gom Block, Bharikhola, South
District Sikkim - 737121 Tele: 91-3595-276372 Fax: 91-03595-276372 |
|
|
|
|
Depots : |
Located at:
|
DIRECTORS
As on: 31.03.2012
|
Name : |
Mr. Premchand
Godha |
|
Designation : |
Chairman and
Managing Director |
|
|
|
|
Name : |
Mr. Ajit Kumar Jain |
|
Designation : |
Joint Managing
Director |
|
|
|
|
Name : |
Mr. Pranay Godha |
|
Designation : |
Executive
Director |
|
|
|
|
Name : |
Mr. Prashant
Godha |
|
Designation : |
Executive
Director |
|
|
|
|
Name : |
Mr. Ramappa S.
Hugar |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Madhukar R.
Chandurkar |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Babulal Jain |
|
Designation : |
Director |
|
Qualification |
C. A. |
|
|
|
|
Name : |
Dr. V. V. Subba
Rao |
|
Designation : |
Director |
|
Qualification |
Science Post
Graduate in Chemistry and Ph.D. |
|
|
|
|
Name : |
Mr. Anand T.
Kurse |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. Dev Prakash
Yadava |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. Jeevan L.
Nagori |
|
Designation : |
President –
Operation |
|
|
|
|
Name : |
Dr. Ashok Kumar |
|
Designation : |
President - R and
D Chemicals |
|
|
|
|
Name : |
Mr. N. Guhaprasad |
|
Designation : |
President - International Marketing ( Branded Formulations) |
|
|
|
|
Name : |
Dr. Anil Pareek |
|
Designation : |
President –
Medical Affairs and Clinical Research |
|
|
|
|
Name : |
Mr. Sunil Ghai |
|
Designation : |
President – Domestic Marketing |
|
|
|
|
Name : |
Harish P. Kamath |
|
Designation : |
Senior Vice President – Legal and Company Secretary |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on: 30.09.2012
|
Category of Shareholder |
No. of Shares |
Percentage of
Holding |
|
(A) Shareholding of
Promoter and Promoter Group |
|
|
|
|
|
|
|
|
10667946 |
8.46 |
|
|
47243180 |
37.45 |
|
|
57911126 |
45.91 |
|
|
|
|
|
Total shareholding
of Promoter and Promoter Group (A) |
57911126 |
45.91 |
|
(B) Public
Shareholding |
|
|
|
|
|
|
|
|
27115142 |
21.49 |
|
|
5827 |
0.00 |
|
|
15516258 |
12.30 |
|
|
42637227 |
33.80 |
|
|
|
|
|
|
10229704 |
8.11 |
|
|
|
|
|
|
12458972 |
9.88 |
|
|
2071246 |
1.64 |
|
|
842084 |
0.67 |
|
|
195262 |
0.15 |
|
|
4411 |
0.00 |
|
|
163585 |
0.13 |
|
|
478826 |
0.38 |
|
|
25602006 |
20.29 |
|
Total Public
shareholding (B) |
68239233 |
54.09 |
|
Total (A)+(B) |
126150359 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts have been issued |
- |
- |
|
|
- |
- |
|
|
- |
- |
|
|
- |
- |
|
Total (A)+(B)+(C) |
126150359 |
- |
BUSINESS DETAILS
|
Line of Business : |
Manufacturing and Selling of Pharmaceutical Products such as
Tablets/Capsules, Orals/Liquids, Injectables, Basic Drugs/Intermediates and
Psyllium Husk. |
||||||||||||
|
|
|
||||||||||||
|
Products : |
|
PRODUCTION STATUS (AS ON 31.03.2011)
|
Particulars |
Unit |
Installed Capacity |
Actual Production |
|
Tablets/
Capsules |
Lacs |
166090 |
129086 |
|
Orals/Liquids |
Lacs |
238 |
420 |
|
Injectables |
Lacs |
138 |
582 |
|
Basic Drugs/
Intermediates |
Tones |
4380 |
3814 |
NOTES
a)
As the industrial licensing in respect of drugs and
pharmaceuticals produced by the Company has been abolished under the Industrial
Policy, the particulars of licensed capacity are not stated.
b)
Installed capacity, being of a technical nature is
not verified by the Auditors.
c)
Production of basic drugs/intermediates includes
1459 tonnes (Previous year 1088 tonnes) used for captive consumption.
d)
Production includes production under contract
manufacturing.
e) Previous year’s
figures are given in bracket.
GENERAL INFORMATION
|
No. of Employees : |
9815 (Approximately) |
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|
Bankers : |
·
Canara Bank ·
Corporation Bank ·
ICICI Bank Limited ·
HDFC Bank Limited ·
HSBC Bank Limited ·
Standard Chartered Bank ·
UBS AG ·
BNP Paribas ·
DBS Bank Limited ·
Citi Bank N.A. ·
Kotak Mahindra Bank ·
Barclays Bank PLC ·
Bank of Nava Scotia |
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Facilities : |
(Rs.
In Millions)
Note: a) Security and
repayment terms i) Debentures 12.75% Secured Redeemable Non-Convertible Debentures amounting to Rs
333.300 Millions (Previous year Rs. 500.000 Millions) -Redeemble in 3 equal
annual installments of which one instalment is paid. Secured by mortgage over
Company's office premises at Ahmedabad, Gujarat, first pari passu charge over
movable and immovable properties at Dehradun and pari passu first charge on
Company's plant and machinery at Ratlam. The schedule of repayment is: 26th
December, 2013 Rs.166.600 Millions; 26th December, 2012 Rs.166.700 Millions. 9.95% Secured Redeemable Non-Convertible Debentures of Rs.500.000
Millions (Previous year Rs. NIL) - Redeemable at the end of 3rd year by
exercising put/call option or, at the end of 5th year, both from the date of
issue i.e. 3rd October 2011. Secured by mortgage over Company's office premises at Ahmedabad, Gujarat and
first pari-passu charge over movable property of the Company includes plant
and machinery situated at Ratlam, Athal (Silvassa), Indore (Madhya Pradesh),
Piparia (Silvassa), Pithampur (lndore) and Dehradun. ii) Rupee Term
Loan HDFC Bank Limited- Rs. NIL (Previous year Rs. 186.700 Millions)
Repayable in 15 equal quarterly instalments from 16th May, 2009, secured by
first pari passu charge by way of hypothecation of movable fixed assets both
present and future except on movable fixed assets at Pithampur, Indore. The
said loan is prepaid before the Balance sheet date. Bank of Baroda - Rs. NIL (Previous year Rs.150.000 Millions) Repayable
in 3 equal annual installments from 30th March, 2012, secured by first charge
by way of equitable mortgage of land and building of the Company situated at
lndore (except Pithampur), Dehradun, Ratlam, Mumbai, Athal and Piparia. The
said loan is prepaid before the Balance sheet date. iii) Foreign
Currency Term Loan ICICI Bank Offshore Banking Unit - Rs.76.400 Millions (Previous year
Rs. 200.700 Millions) Repayable in 8 semiannual instalments from 10th
October, 2008, secured by exclusive charge on the entire movable fixed assets
at SEZ, Indore, Pithampur and pari passu first charge on movable fixed assets
at Kandla. BNP PARIBAS, Singapore Branch - a) Rs.508.800 Millions (Previous year
Rs.564.900 Millions) Repayable in 4 equal semiannual installments from 20th
March,2013, secured by first pari passu charge by way of hypothecation of
movable fixed assets both present and future except on movable fixed assets
at Pithampur, Indore. b) Rs.508.800 Millions (Previous year Rs. NIL) Bullet Repayment at the
end of 5th year on 6th October,2016,Secured by first pari passu charge by way
of hypothecation of movable fixed assets both present and future except on
movable fixed assets at Pithampur, Indore. CITI Bank N.A. Bahrain Branch - Rs.199.900 Millions (Previous year Rs.
223.000 Millions) Repayable in 14 equal quarterly installments from 21st
July,2011, secured by first pari passu charge by way of hypothecation of all
the movable fixed assets both present and future except on movable fixed
assets at Pithampur, Indore. DBS Bank, Singapore Branch - Rs. 340.900 Millions (Previous year Rs.
396.900 Millions) Repayable in 9 semiannual instalments from 16th March,2011,
secured by first pari passu charge by way of hypothecation of all the movable
fixed assets both present and future except on movable fixed assets at
Pithampur, Indore. Barclays Bank PLC, London Branch - Rs. 508.800 Millions (Previous year
Rs. 446.000 Millions) Repayable in 13 quarterly installments from 24th May,
2012, secured by first pari passu charge on the plant and machinery of the
Company except assets at Pithampur, Indore. HSBC Mauritius - Rs. 1017.600 Millions (Previous year Rs. NIL)'
Repayable in 7 half yearly installments from 31st July, 2013, secured by
first pari passu charge on the plant and machinery of the Company except assets
at Pithampur, Indore. b) Maturity
Profile of Borrowings
a) Canara Bank – Consortium-Secured by first charge by way of hypothecation of raw
materials, packing materials, work-in process, finished goods, stores and spares,
book debts and all other movable current assets of the Company and second
charge by way of mortgage of the immovable properties of the Company and
hypothecation of plant and machinery of the Company. b) Kotak Mahindra Bank- Secured by first and exclusive hypothecation on all existing and
future current assets and movable fixed assets of the erstwhile Tonira Pharma
Limited, first and exclusive charge by way of equitable mortgageon the
immovable properties of the erstwhile Tonira Pharma Limited bearing plot nos.
4722,4723,4731 and 4732 at GIDC, Ankleshwar and plot no. 23 and 24 at GIDC,
Nandesari.
Commercial Paper During the year the Company had raised and repaid Commercial Paper. The
maximum outstanding amount during the year was Rs 1000.000 Millions (Previous
year Rs. 450.000 Millions) and the closing balance at year end is Rs. Nil.
(Previous year Rs. Nil). |
|
|
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|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
Natvarlal Vepari and Company Chartered Accountants |
|
|
|
|
Cost Auditors : |
|
|
Name : |
ABK and Associates Chartered Accountants |
|
|
|
|
Shareholders of
Subject : |
|
|
|
|
|
Subsidiaries : |
|
|
|
|
|
Step-down
Subsidiaries : |
|
|
|
|
|
Associates : |
|
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|
|
|
Other Related
Parties (Entities in which Directors or their relatives have significant
influence) : |
|
CAPITAL STRUCTURE
As on: 31.03.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
285000000 |
Equity Shares |
Rs.2/- each |
Rs.570.000 Millions |
|
|
|
|
|
Issued & Subscribed Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
127108750 |
Equity Shares |
Rs.2/- each |
Rs.254.200
Millions |
|
|
|
|
|
Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
125827655 |
Equity Shares |
Rs.2/- each |
Rs.251.700 Millions |
|
322704 |
Share Suspense account |
Rs.2/- each |
Rs.0.600 Million |
|
|
|
|
|
|
|
Total |
|
Rs.252.300 Millions |
Of the above:
a) Aggregate Shares issued under Employees
Stock Option Scheme (ESOS): 2108750 Equity Shares of Rs.2/- each (Previous year
1987500 Equity Shares)
b) Equity Share of Rs.10 each have been
sub-divided into five equity shares of Rs.2/- each pursuant to the resolution
passed by the shareholders at the Extra Ordinary General Meeting held on 25th
February, 2010.
c) 53,210 Equity Shares of Rs. 10 each in
2009-10 and 2,03,009 Equity Shares of Rs. 10/- each in 2008-09 have been
extinguished under Buy back Scheme.
d) The outstanding equity shares to be issued
aggregating to Rs.0.600 Million representing 322704 equity shares of Rs. 21-
each of the Company under the scheme of amalgamation of Tonira Pharma Limited
with the Company is shown as Equity Share Suspense account under Share Capital.
e) As per the Scheme of Amalgamation, the
authorised share capital of Tonira Pharma Limited of 12000000 equity shares of
Rs.10/- each is added to the Authorised Share Capital of the Company as
60000000 equity shares of Rs 21- each amounting to Rs.120.000 Millions..
i) Reconciliation of Shares
|
|
Equity Shares |
|
|
Particulars |
As at 31.03.2012 |
|
|
|
Numbers |
Rupees in Millions |
|
Shares outstanding at the beginning of the year |
125706405 |
251.400 |
|
Shares Issued during the year |
121250 |
0.300 |
|
Shares outstanding at the end of the year |
125827655 |
251.700 |
ii) Details of Shareholding in excess of 5%
|
|
As at 31.03.2012 |
|
|
Name of Shareholder |
Number of shares held |
% |
|
Kaygee Investments Private Limited |
26994495 |
21.45 |
|
HDFC Trustee Company Limited |
11283320 |
8.97 |
|
Exon Laboratories Private Limited |
8101000 |
6.44 |
|
Chandurkar Investments Private Limited |
6978005 |
5.54 |
iii) The details of Shares
Reserved for issue under options as at 31st March, 2012 are as under:
|
Options |
31.03.2012 |
|
|
(Nos.) |
|
At the beginning of the year |
34750 |
|
Granted |
- |
|
Exercised # |
24250 |
|
Forfeited / lapsed |
- |
|
At the end of the year |
10500 |
|
Number of Shares to be issued |
52500 |
|
Exercise price for outstanding options: |
|
|
- Grant II |
- |
|
-Grant III |
Rs.6303.000 |
|
Amount to be received on issue under option (Rs. Millions) |
|
# Due to corporate action on 23rd March, 2010 for
sub-division of 1 fully paid up equity share of Rs. 101- each into 5 fully paid
up equity shares of Rs.2/- each, each of the outstanding options now represent
a right but not an obligation to the option grantee to apply for 5 fully paid
up equity shares of Rs.2/- each of the Company at exercise price duly adjusted
for the said corporate action.
iv) Merger of Tonira Pharma Limited with the Company
Pursuant to scheme of amalgamation ('the
scheme') of Tonira Pharma Limited (TPL) with Subject under the provisions of
Sections 391 to 394 of the Companies Act, 1956 as sanctioned by the Honorable
High Court of Judicature of Bombay vide its order dated 30th March, 2012 and by
the Honorable High Court of Judicature of Gujarat vide its order dated 2nd
April'2012, which orders have been filed with the Registrar of Companies on
15th and 16th of May, 2012, respectively, to make the scheme effective, all the
assets and liabilities of the said TPL were transferred to and vested in the
Company as a going concern with effect from the appointed date i.e. 1st
April'2011. Accordingly, this scheme of amalgamation has been given effect to
in these accounts.
Salient Features of the scheme of Amalgamation
TPL was engaged in the business of
manufacturing/marketing of Drug intermediates and Active Pharmaceutical
Ingredients.
Subject is engaged in the business of
manufacturing/marketing of drug Intermediates, Active Pharmaceutical
Ingredients and Pharmaceutical formulations.
The appointed date for the purpose of this
amalgamation is 1st April, 2011
In accordance with the scheme approved, the
accounting for this amalgamation has been done in accordance with the
"Pooling of Interest Method" referred to in Accounting Standard 14-
"Accounting for Amalgamation" of the Companies (Accounting Standards)
Rules, 2006.
Accordingly, Subject has accounted for the
Scheme in its books of accounts with effect from the Appointed Date i.e. 1 st
April, 2011 asunder:
i) With effect from the Appointed Date, ail
assets and liabilities appearing in the books of accounts of TPL have been
transferred to and vested in Subject and have been recorded by Subject at their
respective book values.
ii) In consideration of the transfer of the
business as a going concern, the Company shall issue 6 fully paid-up equity
shares of Rs. 21- each of the Company for every 100 equity share of Rs. 10/-
each fully paid-up of TPL to the equity shareholders of TPL. Pending allotment,
the outstanding equity shares to be issued aggregating to Rs.0.600 Million
representing 3,22,704 equity shares of Rs. 21/- each of the company is shown as
Equity Share Suspense account under Share Capital.
iii) The equity shares in TPL held by the
Company have been cancelled under the scheme.
iv) The difference between the book value of
net identifiable assets and liabilities of TPL transferred to Subject pursuant
to this scheme and the consideration being the value of New Equity Shares to be
issued and allotted by ILL amounting to Rupees 5.500 Millions has been credited
to capital reserve account.
v) Accordingly, 3,22,704 equity shares of ILL
of Rs. 21/- each fully paid up are to be issued to the shareholders of TPL
under this amalgamation. The record date fixed for this purpose is 31st May,
2012.
vi) All intercompany transactions have been
eliminated on incorporation of the accounts of TPL in the Company.
vii) The Company shall proceed to issue these
equity shares to the shareholders of TPL in due course of time.
viii) The transactions of the business of TPL
with effect from 1st April, 2011 have been incorporated in the Company's
accounts on the basis of the Audited Financial Statements of the business,
which is treated as a Company's Branch, as audited by Mitesh P Vora and Company
Chartered Accountants, the statutory auditors of the erstwhile TPL. They were
appointed by the Board of Directors of the Company as its Branch Auditors.
In view of the aforesaid amalgamation, the
figures for the current year are not strictly comparable to those of the
previous year.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
252.300 |
251.400 |
250.400 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.100 |
|
|
3] Reserves & Surplus |
12370.400 |
10287.200 |
8498.200 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
12622.700 |
10538.600 |
8748.700 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
4342.800 |
4272.500 |
3790.800 |
|
|
2] Unsecured Loans |
972.600 |
1035.600 |
749.000 |
|
|
TOTAL BORROWING |
5315.400 |
5308.100 |
4539.800 |
|
|
DEFERRED TAX LIABILITIES |
930.900 |
807.300 |
793.100 |
|
|
|
|
|
|
|
|
TOTAL |
18869.000 |
16654.000 |
14081.600 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
9188.800 |
6978.200 |
6364.700 |
|
|
Capital work-in-progress |
884.500 |
1131.500 |
382.800 |
|
|
|
|
|
|
|
|
INVESTMENT |
428.000 |
489.400 |
494.200 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
OTHER NON CURRENT ASSETS |
71.100 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
6639.800
|
4625.100
|
3708.400
|
|
|
Sundry Debtors |
3451.100
|
4663.100
|
3919.100
|
|
|
Cash & Bank Balances |
92.500
|
84.400
|
82.900
|
|
|
Other Current Assets |
1444.500
|
0.000
|
0.000
|
|
|
Loans & Advances |
1100.200
|
1159.900
|
1215.400
|
|
Total
Current Assets |
12728.100
|
10532.500
|
8925.800
|
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
2331.100
|
934.600
|
697.500
|
|
|
Other Current Liabilities |
1727.500
|
1123.000
|
1141.700
|
|
|
Provisions |
372.900
|
420.000
|
246.700
|
|
Total
Current Liabilities |
4431.500
|
2477.600
|
2085.900
|
|
|
Net Current Assets |
8296.600
|
8054.900
|
6839.900
|
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
18869.000 |
16654.000 |
14081.600 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
|
|
31.03.2012 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
|
|
23293.700 |
|
|
|
Other Income |
|
|
129.200 |
|
|
|
TOTAL (A) |
|
|
23422.900 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Materials Consumed |
|
|
8714.300 |
|
|
|
Purchases of Stock-in-Trade |
|
|
1008.800 |
|
|
|
Changes in inventories of finished goods, work-in-progress and
Stock-in-Trade |
|
|
(650.400) |
|
|
|
Employee Benefit Expenses |
|
|
3222.000 |
|
|
|
Other Expenses |
|
|
5864.200 |
|
|
|
Foreign Exchange (Gain)/ Loss Net |
|
|
527.900 |
|
|
|
TOTAL (B) |
|
|
18686.800 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
|
|
4736.100 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
|
|
393.600 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
|
|
4342.500 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
|
|
653.100 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
|
|
3689.400 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
|
|
887.700 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
|
|
2801.700 |
|
|
|
|
|
|
|
|
|
Less |
Provision for
Investment in Subsidiaries |
|
|
0.000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
|
|
1462.400 |
|
|
|
|
|
|
|
|
|
Add |
Amalgamation
of Tonira Pharma Limited |
|
|
43.100 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
|
|
1000.000 |
|
|
|
Transfer to Debenture Redemption Reserve |
|
|
70.000 |
|
|
|
Tax on Proposed Dividend |
|
|
24.600 |
|
|
|
Tax on Interim dividend |
|
|
40.800 |
|
|
|
Proposed final dividend |
|
|
151.400 |
|
|
|
Interim dividend |
|
|
251.500 |
|
|
|
Proposed Dividend of previous year reversed on Shares bought back |
|
|
0.000 |
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
|
|
2768.900 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
FOB value of export |
|
|
13533.600 |
|
|
|
Dividend
and interest |
|
|
12.000 |
|
|
|
Proceeds
received on disposal of Joint Venture |
|
|
0.000 |
|
|
|
Other Services charges |
|
|
63.500 |
|
|
TOTAL EARNINGS |
|
|
13609.100 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
|
|
3732.000 |
|
|
|
Packing Material |
|
|
21.800 |
|
|
|
Trade goods |
|
|
88.200 |
|
|
|
Capital Goods |
|
|
529.700 |
|
|
|
Stores and machine component |
|
|
34.300 |
|
|
|
Others |
|
|
24.500 |
|
|
TOTAL IMPORTS |
|
|
4430.500 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
|
|
|
|
|
Basic: |
|
|
|
|
|
|
Before Exceptional Item |
|
|
22.23 |
|
|
|
After Exceptional Item |
|
|
22.23 |
|
|
|
Diluted |
|
|
|
|
|
|
Before Exceptional Item |
|
|
22.22 |
|
|
|
After Exceptional Item |
|
|
22.22 |
|
|
|
PARTICULARS |
|
31.03.2011 |
31.03.2010 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
|
18659.200 |
15455.500 |
|
|
|
Other Income |
|
236.200 |
134.000 |
|
|
|
TOTAL (A) |
|
18895.400 |
15589.500 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Material
Cost and Inventory Adjustments |
|
7675.700 |
6409.500 |
|
|
|
Personal cost |
|
2615.900 |
2163.800 |
|
|
|
Manufacturing and Other Expenses |
|
4734.500 |
3604.900 |
|
|
|
Foreign Exchange Transaction |
|
(433.400) |
(57.900) |
|
|
|
Provision for Diminution in value of investments |
|
0.000 |
30.300 |
|
|
|
TOTAL (B) |
|
14592.700 |
12150.600 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
|
4302.700 |
3438.900 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
|
311.400 |
258.300 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
|
3991.300 |
3180.600 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
|
554.300 |
463.300 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
|
3447.000 |
2717.300 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
|
893.300 |
625.400 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
|
2553.700 |
2091.900 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
|
1527.000 |
1519.500 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Debenture
Redemption Reserve |
|
150.000 |
150.000 |
|
|
|
General
Reserve |
|
2000.000 |
1525.400 |
|
|
|
Interim
Dividend |
|
251.300 |
224.900 |
|
|
|
Proposed
Final Dividend |
|
150.800 |
125.200 |
|
|
|
Proposed
Dividend of previous year reversed on
Shares bought back |
|
0.000 |
(0.100) |
|
|
|
Tax
on dividend |
|
66.200 |
59.000 |
|
|
BALANCE CARRIED
TO THE B/S |
|
1462.400 |
1527.000 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN FOREIGN
CURRENCY |
|
|
|
|
|
|
|
FOB value of export |
|
9829.000 |
7833.200 |
|
|
|
Dividend
and interest |
|
5.400 |
10.700 |
|
|
|
Proceeds
received on disposal of Joint Venture |
|
0.00 |
2.300 |
|
|
|
Other Services charges |
|
31.100 |
11.000 |
|
|
TOTAL EARNINGS |
|
9865.500 |
7857.200 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
|
2210.200 |
1897.100 |
|
|
|
Packing Material |
|
26.600 |
57.000 |
|
|
|
Trade goods |
|
118.000 |
89.000 |
|
|
|
Capital Goods |
|
381.700 |
409.600 |
|
|
|
Stores and machine component |
|
237.000 |
8.900 |
|
|
TOTAL IMPORTS |
|
2973.500 |
2461.600 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
21.16 |
16.75 |
|
QUARTERLY RESULTS
|
PARTICULARS |
|
|
30.06.2012 |
|
Type |
|
|
1st
Quarter |
|
Net Sales |
|
|
6344.000 |
|
Total Expenditure |
|
|
5514.700 |
|
PBIDT (Excl OI) |
|
|
829.300 |
|
Other Income |
|
|
29.800 |
|
Operating Profit |
|
|
859.100 |
|
Interest |
|
|
95.100 |
|
Exceptional Items |
|
|
0,000 |
|
PBDT |
|
|
764.000 |
|
Depreciation |
|
|
199.200 |
|
Profit Before Tax |
|
|
564.800 |
|
Tax |
|
|
135.000 |
|
Provisions and contingencies |
|
|
0,000 |
|
Profit After Tax |
|
|
429.800 |
|
Extraordinary Items |
|
|
0,000 |
|
Prior Period Expenses |
|
|
0,000 |
|
Other Adjustments |
|
|
0,000 |
|
Net Profit |
|
|
429.800 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
PAT / Total Income |
(%) |
11.96 |
13.42
|
7.15 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
15.84 |
17.58
|
9.85 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
16.83 |
24.07
|
9.63 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.29 |
0.31
|
0.20 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
0.77 |
0.76
|
0.33 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
2.87 |
4.28
|
3.42 |
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check List by Info
Agents |
Available in Report
(Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
Yes |
|
8] |
No. of employees |
Yes |
|
9] |
Name of person contacted |
No |
|
10] |
Designation of contact person |
No |
|
11] |
Turnover of firm for last three years |
Yes |
|
12] |
Profitability for last three years |
Yes |
|
13] |
Reasons for variation <> 20% |
-- |
|
14] |
Estimation for coming financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
No |
|
20] |
Export / Import details (if applicable) |
No |
|
21] |
Market information |
-- |
|
22] |
Litigations that the firm / promoter involved in |
Yes |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking account |
-- |
|
26] |
Buyer visit details |
-- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if applicable |
Yes |
|
29] |
Last accounts filed at ROC |
Yes |
|
30] |
Major Shareholders, if available |
No |
|
31] |
Date of Birth of Proprietor/Partner/Director, if available |
No |
|
32] |
PAN of Proprietor/Partner/Director, if available |
No |
|
33] |
Voter ID No of Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating, if available |
Yes |
|
LITIGATION DETAILS |
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Bench:- Bombay |
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Stamp No:- |
CAWST/978/2012 |
Failing Date:- |
12/01/2012 |
Reg. No.:- |
CAW/102/2012 |
Reg. Date:- |
12/01/2012 |
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Main Matter |
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Stamp No.:- |
WPST/2655/2011 |
Reg. No.:- |
WP/1264/2011 |
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Petitioner:- |
Krantikari Kamgar Union |
Respondent:- |
IPCA Laboratories Limited and ORS |
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Petn.Adv:- |
Jane Cox |
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District:- |
DDR-NGR-HVL@SALVASA |
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Bench:- |
Single |
Category:- |
For Direction |
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Status:- |
Pre-Admission |
Stage:- |
For Circulation (Civil side) |
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Last Date:- |
13/02/2012 |
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Last Coram:- |
According to sitting List |
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Act:- |
Order Act |
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MANAGEMENT DISCUSSION
AND ANALYSIS:
INDUSTRY STRUCTURE
AND DEVELOPMENT:
The global pharmaceutical market is now estimated to be US $820 billion and is growing at a rate of about 4% per annum. USA, Japan and Europe constitute about 85% of the global pharmaceutical market and are growing at a slower annual rate of about 3% mainly due to loss of exclusivity, lesser new product approvals and price erosions due to generics competition.
In contrast, pharmaceutical market of emerging economies like India, Brazil, Mexico, etc. are growing at a much faster rate of 10% -14% per annum driven by improved per capita income, increased access and rising awareness of modern medicines and strengthening of healthcare infrastructure.
OUTLOOK, RISKS AND
CONCERNS:
Though in the world pharmaceutical market, India has a share of about 3% by value, India is recognized as one of the leading global players with large Number of drug master files and dossier registrations for Active Pharmaceutical Ingredients (APIs) and formulations with manufacturing facilities approved by regulatory authorities of the developed countries.
Indian companies are focusing on global generic and API business, R and D activities and contract research and manufacturing alliances. India is also fast emerging as a preferred pharmaceuticals manufacturing location.
Several large selling drugs going off patent over next few years and increasing use of pharmaceutical generics in developed markets to reduce healthcare cost will provide attractive growth opportunities to generics manufacturers and thus Indian pharmaceutical industry is poised for an accelerated growth in the coming years.
However, poor public healthcare funding and infrastructure, low per capita consumption of medicines in developing and under developed countries including India, currency fluctuations, inflation and resultant all round increase in input costs are few causes of concern.
FINANCIAL PERFORMANCE
AND OPERATIONS REVIEW:
The Company had another successful financial year with a net total income of Rs. 23422.900 Millions as against Rs. 18896.1000 Millions in the previous year, a growth of 24%.
The Company`s focus on formulations business resulted into increase in overall formulation sales to Rs. 17495.500 Millions, an increase of 26% over previous year formulations sales of Rs. 13873.700 Millions.
The Company further expanded its therapeutic coverage with introduction of new formulations, both in the domestic and export markets, especially in the fast growing life style related segments.
The Active Pharmaceutical Ingredient (API) business also increased by 15% to Rs. 5496.900 Millions.
During the financial year under report, the Earnings before interest, depreciation, foreign exchange translation loss increased by 37% to Rs.5264.000 Millions as against Rs. 3842.400 Millions in the previous financial year. The operations have resulted in a net profit of Rs.2801.700 Millions during the financial year under report as against Rs. 2553.700 Millions in the previous financial year, an increase of 10%. Due to steep depreciation of Indian Rupee vis-a-vis major currencies, during the financial year under report, the Company incurred foreign exchange translations loss of Rs.527.900 Millions as against a gain of Rs. 433.400 Millions in the previous financial year.
INTERNATIONAL
BUSINESS:
The products of the Company are now exported to over 110 countries across the globe. During the financial year under report the international business increased by 37% to Rs. 14019.700 Millions as against Rs. 10251.800 Millions in the previous year. Formulation exports of the Company increased by 44% to Rs. 9961.400 Millions and exports of APIs and Drug Intermediates increased by 22% to Rs.4058.300 Millions.
The directors have pleasure in informing that the Company has received in May 2012 recognition as "STAR TRADING HOUSE" from the Office of the Zonal Joint Director of Foreign Trade, Ministry of Commerce and Industry, Government of India.
Europe:
The Company achieved European export sales of Rs. 4448.400 Millions during the financial year under report as against sales of Rs. 3879.900 Millions in the previous year a growth of 15% from this continent.
The Company has developed and submitted 62 generic formulation dossiers for registration in Europe out of which 50 dossiers are already registered.
The Company has also obtained certificate of suitability (COS) of 40 APIs (previous year-34 APIs) from European Directorate for Quality Medicines.
The Company has also stepped up the activity of registering products in main EU markets. The Company has started exporting formulations to few more European countries during the financial year under report.
Americas:
The Company exports its APIs to USA, Canada and South American countries and formulations to USA, Panama, West Indies and few South American countries in this sub-continent.
The Company achieved sales of Rs. 2889.800 Millions in this continent as against Rs. 2109.800 Millions in the previous year, a growth of 37%.
The Company is working on a list of formulations for development and filing of ANDAs with US FDA. Most of these formulations are from own APIs for which the Company has file/in the process of filing Drug Master File (DMF).
The Company has signed agreements with marketing partners for sale/ distribution of generic formulations on a profit sharing arrangement in the US market. 25 ANDA applications in respect of generic formulations developed by the Company are filed with US FDA (previous year-22 ANDA) out of which 12 ANDA applications are granted till date.
The formulations manufacturing facility of the Company at Indore SEZ was inspected by US FDA in the month of January 2012 and their approval is awaited. Once this facility is approved by US FDA, the Company will be in a position to scale up its US generic business.
The Company has signed agreements with marketing partners for sale/ distribution of generic formulations in Canadian market and under these agreements, the Company has developed and filed few formulation dossiers for registration in Canada. With approval of 2 formulations dossiers, formulations business from this country has commenced in the financial year under report.
The Company`s wholly owned subsidiary in Mexico has started activities of filing the formulation dossiers for registration in the said country. The Company has started marketing its branded formulations in Venezuela, Columbia and Peru in the Latin American market with a few product registrations. Several more formulations dossiers are in the process of being registered/submitted for registration in all these markets of Latin America.
Asia
The Asian business (excluding India) recorded a sales of Rs. 1433.000 Millions as against Rs. 1115.700 Millions in the previous year, a growth of 28%. The Company exports formulations as well as APIs to several Asian countries. In countries like Nepal, Sri Lanka, Myanmar, Philippines and Vietnam, the Company markets its branded formulations through dedicated field force. The field force and product range of the Company in Asian market is also being expanded.
Africa
The Company achieved export sales of Rs. 3773.200 Millions to Africa during the financial year under report as against Rs. 2045.500 Millions in the previous year, a growth of 84%.
WHO pre-qualified anti-malarial formulation of Artemether+Lumefantrine helped the Company in increasing its anti-malarial formulations business in the African market. WHO pre-qualification for fixed dose anti-malarial formulation of Artesunate + Amodiaquine is expected shortly.
The Company exports branded and generic formulations as well as APIs to 31 African countries. The Company markets branded formulations in countries like Uganda, Ghana, Ivory Coast, Burkina Faso, Zimbabwe, Sudan, Tanzania, Kenya, Ethiopia and Nigeria through dedicated field force.
The Company is expanding its branded formulations business across the continent through expansion of field force and geographical coverage and increase in the number of branded formulations marketed.
Australasia
The Company exports APIs to Australia and formulations to Australia and New Zealand in this sub-continent. The business from this continent was Rs.397.900 Millions during the financial year under report as against Rs. 321.500 Millions in the previous year, a growth of 24%.
The Company is focusing on registering more formulation dossiers in Australia and New Zealand through its wholly owned subsidiary Company Ipca Pharma (Australia) Pty Limited, Australia and its wholly owned subsidiary Ipca Pharma (NZ) Pty Limited, New Zealand.
DOMESTIC FORMULATIONS
BUSINESS
The Company`s formulations business in India now comprises of 12 marketing divisions focusing on key therapeutic segments.
The brand building was in evidence especially in chronic therapy segments such as cardio-vasculars, anti-diabetics, newer anti-malarials and non steroidal anti-inflammatory drugs (NSAID).
During the year under report, Zerodol, a NSAID brand of the Company became the first brand in the Company`s history to cross annual turnover of Rs.1000.000 Millions in the domestic branded formulations market.
During the year under report, the Company introduced 5 new products in the domestic market.
During the financial year under report, the domestic formulations business recorded a growth of 8% at Rs. 7534.100 Millions as against Rs. 6956.600 Millions in the previous year.
The lower growth in the Domestic branded formulations business was mainly on account of seasonal impact and rising attrition rate amongst field personnel. The steps taken by the Company have reduced the attrition rate amongst field personnel and the primary and secondary sales data of domestic branded formulations business have shown improvement since January 2012.
ACTIVE PHARMACEUTICAL INGREDIENTS (APIS) AND INTERMEDIATES BUSINESS
During the financial year under report, the APIs and Intermediates business recorded sales of Rs.5496.900 Millions as against Rs.4785.500 Millions in the previous financial year, a growth of 15%. Nearly74% of the APIs and Intermediates business is from exports.
Though quantitative API production was up by 21% during the financial year under report, the increased captive consumption of API`s due to substantial growth in the international formulations business restricted the sales volume of the APIs.
The Company exported APIs/Intermediates to 95 countries across the globe. Most of the international customers of the Company are end user formulation manufacturers including several multinational companies (MNCs). 6 new APIs were commercialized during the financial year under report.
The Ratlam API manufacturing facility of the Company is approved by regulatory agencies of US, Canada, Japan, Australia, UK and many other European countries.
The Company has also stepped up Drug Master File (DMF) registration activities. 61 DMFs (previous year - 57 DMFs) of the Company are currently filed with US FDA. The Company has also obtained Certificate of Suitability (COS) for 40 APIs (previous year - 34 APIs) from European Directorate for Quality Medicines (EDQM) for EU countries.
INTELLECTUAL PROPERTY
PROTECTION
The Company has created intellectual property management group within the Research and Development centers to deal with management and protection of intellectual property. The Company has filed as many as 213 patent applications till date as against 196 patent applications filed a year ago in India, USA and other countries. These applications relate to novel and innovative manufacturing processes for the manufacture of APIs and pharmaceutical formulations.
The directors have pleasure in informing you that 65 patent applications of the Company are since registered, 47 in India, 11 in US and 7 in the European Union.
MANUFACTURING
FACILITIES
The Company`s new formulations manufacturing unit at Special Economic Zone (SEZ)Indore meeting current Good Manufacturing Practices(cGMP)and regulatory requirements of developed countries was recently inspected by US-FDA and their approval is awaited. Small quantities of generic formulations are currently manufactured from this plant and exported to UK.
The API manufacturing facility at Ratlam was further expanded to cater to growing manufacturing needs of APIs.
The Company`s new formulations manufacturing unit at Sikkim initially commenced the commercial production in the month of July 2011. In the month of September 2011 the said manufacturing unit suffered damages due to earthquake and the production was stopped. The said plant recommenced production in the month of December 2011. Since all the manufacturing units of them Company are adequately insured, including for loss of profit, there was no financial impact on account of this incident.
The Company has started work for setting up a new R and D facility at Village Ranu, Tehsil Padra, District - Vadodara (Gujarat). The Company has also received the environmental clearance for setting-up of a green field API manufacturing facility at this location.
INTERNAL CONTROL
SYSTEMS
The Company has adequate internal control systems including suitable monitoring procedures commensurate with its size and the nature of the business. The internal control systems provide for all documented policies, guidelines, authorization and approval procedures. The Company has an internal audit department which carries out audits throughout the year. The statutory auditors while conducting the statutory audit, review and evaluate the internal controls and their observations are discussed with the Audit committee of the Board.
Contingent liabilities and commitments not provided for in respect of:
|
Particulars |
2011 -2012 |
2010-2011 |
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Rupees in Millions |
Rupees in Millions |
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A. Contingent
Liabilities |
|
|
|
a) Bills discounted with banks |
1472.400 |
1069.500 |
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Since Realised |
(850.800) |
(478.500) |
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b) Other moneys for which the ompany is contingently liable for tax, excise, customs |
185.300* |
113.900 |
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and other matters not accepted by the Company |
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|
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c) Claims against the Company not acknowledged as debts. |
0.100 |
0.100 |
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d) Corporate Guarantees given to bankers of associates and subsidiaries for which the Company holds counter guarantees. |
0.000 |
300.000 |
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e) Corporate Guarantee given to others |
22.800 |
22.800 |
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f) Guarantees given by banks in favour of Government and others/ Letter of Credit opened against which goods are not received * |
657.400 |
967.500 |
FIXED ASSETS
A.
Tangible Assets
B.
Intangible
Assets
UNAUDITED
STANDALONE FINANCIAL RESULTS
(Rs. In Millions)
|
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|
Quarter Ended |
Half Year Ended |
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Particulars |
30.09.2012 |
30.06.2012 |
30.09.2012 |
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PART -1 |
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1 |
Income from
operations |
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a) Net Sales/income from operations (Net of excise duty) |
7575.200 |
6302.500 |
13877.700 |
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b) Other Operating Income |
137.700 |
41.500 |
179.200 |
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Total Income from
operations (net) |
7712.900 |
6344.000 |
14056.900 |
|
2 |
Expenses |
|
|
|
|
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a) Cost of materials consumed |
2737.300 |
2505.400 |
5242.700 |
|
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b) Purchases of stock-in-trade |
304.100 |
239.600 |
543.700 |
|
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c) Changes in inventories of finished goods, work-in-progress and stock-in-trade |
68.800 |
(287.500) |
(218.700) |
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d) Employee benefit expense |
977.800 |
916.300 |
1894.100 |
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e) Depreciation / Amortisation Expense |
208.800 |
199.200 |
408.000 |
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f) Other expenses |
1836.800 |
1552.400 |
3389.200 |
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Total Expenses |
6133.60 |
5125.400 |
11259.000 |
|
3 |
Profit from operations
before other Income, foreign exchange transactions/translations (gain/loss)
finance costs & exceptional items (1-2) |
1579.300 |
1218.600 |
2797.900 |
|
4 |
Other Income |
91.600 |
29.800 |
121.400 |
|
5 |
Profit from ordinary
activities before foreign exchange transactions/translations (gain/loss,
finance costs & exceptional items (3+4) |
1670.900 |
1248.400 |
2919.300 |
|
6 |
Foreign exchange transactions/translations (gain) / loss |
(63.800) |
588.500 |
524.700 |
|
7 |
Finance costs |
88.800 |
95.100 |
183.900 |
|
8 |
Profit from
ordinary activities after foreign exchange transactions/translations
(gain/loss, finance costs but before exceptional items (5-6-7) |
1645.900 |
564.800 |
2210.700 |
|
9 |
Exceptional item |
- |
- |
- |
|
10 |
Profit from
ordinary activities before tax (8-9) |
1645.900 |
564.800 |
2210.700 |
|
11 |
Tax Expense |
395.000 |
135.000 |
530.000 |
|
12 |
Net Profit from
ordinary activities after tax (10-11) |
1250.900 |
429.800 |
1680.700 |
|
13 |
Extraordinary items (net of tax expense) |
- |
- |
- |
|
14 |
Net Profit for the
period (12-13) |
1250.900 |
429.800 |
1680.700 |
|
15 |
Paid-up equity share capital (Face value of? 21- each) |
252.300 |
252.300 |
252.300 |
|
16 |
Reserves excluding revaluation reserve |
- |
- |
- |
|
17 |
i Earnings per share (Rs.) (before
extraordinary items) |
|
|
|
|
|
Basic |
9.92 |
3.41 |
13.32 |
|
|
Diluted |
9.92 |
3.41 |
13.32 |
|
|
ii Earnings per share (Rs.) (after
extraordinary items) |
|
|
|
|
|
Basic |
9.92 |
3.41 |
13.32 |
|
|
Diluted |
9.92 |
3.41 |
13.32 |
|
18 |
Debt service coverage ratio (DSCR) (No. of times) # |
- |
- |
6.89 |
|
|
Interest service coverage ratio (ISCR) (No. of times) ## |
- |
- |
14.87 |
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PART-II |
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A 1 |
PARTICULARS OF
SHAREHOLDING Public shareholding |
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- Number of shares |
68239233 |
68239233 |
68239233 |
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- Percentage of shareholding |
54.09% |
54.09% |
54.09% |
|
2 |
Promoters and Promoter group shareholding a) Pledged / Encumbered |
|
|
|
|
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- Number of Shares |
6815400 |
7180400 |
6815400 |
|
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- Percentage of Shares (as a % of the total shareholding of promoter and promoter group) |
11.77% |
12.40% |
11.77% |
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- Percentage of Shares (as a % of the total share capital of the Company) |
5.41% |
5.69% |
5.41% |
|
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b) Non- encumbered |
|
|
|
|
|
- Number of Shares |
51095726 |
50730726 |
51095726 |
|
|
- Percentage of Shares (as a % of the total shareholding of promoter and promoter group) |
88.23% |
87.60% |
88.23% |
|
|
- Percentage of Shares (as a % of the total share capital of the Company) |
40.50% |
40.22% |
40.50% |
# DSCR = [(Profit after tax before exceptional items + depreciation + interest on long term debts) / (Interest & Principal repayment of long term debts during the period)]
## ISCR = ((Profit before tax + depreciation + gross interest) / Gross interest]
|
B |
NUMBER OF INVESTOR COMPLAINTS |
30.09.2012 |
|
|
Pending at the beginning of the quarter |
- |
|
|
Received during the quarter |
32 |
|
|
Disposed of during the quarter |
31 |
|
|
Remaining unresolved at the end of the quarter |
1 |
UNAUDITED STANDALONE STATEMENT
OF ASSETS AND LIABILITIES AS AT 30TH SEPTEMBER, 2012
(Rs. In Millions)
|
Sr. No. |
Particular |
31.03.2012 |
|
A |
EQUITY AND LIABILITIES |
|
|
1 |
Shareholders' Funds |
|
|
|
a) Capital |
252.300 |
|
|
b) Reserves and Surplus |
14341.200 |
|
|
Sub-total - Shareholders' fund |
14593.500 |
|
|
|
|
|
2 |
Share Application money pending allotment |
- |
|
|
|
|
|
|
Non-current
liabilities |
|
|
|
a) Long-term borrowings |
3509.100 |
|
|
b) Deferred tax liabilities (net) |
1014.900 |
|
|
c) Other Long-term liabilities |
4.000 |
|
|
d) Long-term provisions |
105.900 |
|
|
Sub-total - Non-current liabilities |
4633.90 |
|
|
|
|
|
3 |
Current liabilities |
|
|
|
a) Short-term borrowings |
1401.200 |
|
|
b) Trade payables |
3023.900 |
|
|
c) Other current liabilities |
1542.700 |
|
|
d) Short-term provisions |
117.500 |
|
|
Sub-total-Current
liabilities |
6085.300 |
|
|
|
|
|
|
TOTAL - EQUITY AND
LIABILITIES |
25312.700 |
|
|
|
|
|
B |
ASSETS |
|
|
1 |
Non-current Assets |
|
|
|
a) Fixed assets |
10504.000 |
|
|
b) Non-current investments |
236.100 |
|
|
c) Deferred tax assets (net) |
0.000 |
|
|
d) Long-term loans and advances |
917.500 |
|
|
e) Other non-current assets |
79.000 |
|
|
Sub-total-current
Assets |
11736.60 |
|
|
|
|
|
2 |
Current Assets |
|
|
|
a) Current Investments |
315.600 |
|
|
b) Inventories |
6813.100 |
|
|
c) Trade receivables |
5029.100 |
|
|
d) Cash and Bank Balances |
174.900 |
|
|
e) Short-term loans and advances |
458.000 |
|
|
f) Other current assets |
785.400 |
|
|
Sub-total-current
assets |
13576.100 |
|
|
|
|
|
|
Total Assets |
25312.700 |
Notes:
AS PER WEBSITE DETAILS:
Press Release
IPCA LABORATORIES Q2
FY13 FINANCIAL RESULTS
Mumbai, October 25, 2012: Ipca Laboratories Limited today announced its unaudited standalone financial results for the second quarter ended 30th September, 2012.
Key Highlights of Q2
FY13
|
Q2 FY13 at a glance
(Rs. In Millions) |
|||
|
Particulars |
Q2FY13 |
Q2FY12 |
Growth |
|
Net Total Income |
7804.500 |
6265.500 |
25% |
|
Export Income |
4643.400 |
3531.900 |
31% |
|
EBITDA |
1788.100 |
1565.500 |
14% |
|
Profit before Forex (gain) / loss and tax |
1582.100 |
1313.400 |
20% |
|
Forex (gain) /loss |
(63.800) |
271.500 |
- |
|
Net Profit after Forex (gain) / loss and tax |
1250.900 |
779.600 |
60% |
|
Earnings per share of Rs. 21- each (Rs.) |
99.200 |
62.000 |
60% |
|
Q2 FY13 Revenue
break-up
(Rs.
In Millions) |
|||
|
Particulars |
Q2FY13 |
Q2FY12 |
Growth |
|
Formulations |
|
|
|
|
Domestic |
2627.800 |
2292.100 |
15% |
|
Exports |
3391.600 |
2604.800 |
30% |
|
Total Formulations |
6019.400 |
4896.900 |
23% |
|
APIs |
|
|
|
|
Domestic |
304.000 |
356.200 |
(15%) |
|
Exports |
1251.800 |
927.100 |
35% |
|
Total APIs |
1555.800 |
1283.300 |
21% |
|
Grand Total |
7575.200 |
6180.200 |
23% |
Kev Highlights of H1
FY13
|
HI FY13 at a
glance (Rs.
In Millions) |
|||
|
Particulars |
HI FY13 |
HI FY12 |
Growth |
|
Net Total Income |
14178.300 |
11591.000 |
22% |
|
Export Income |
8310.700 |
6498.500 |
28% |
|
EBITDA |
3205.900 |
2508.100 |
28% |
|
Profit before Forex (gain) / loss and tax |
2735.400 |
2054.300 |
33% |
|
Forex (gain) / loss |
524.700 |
180.500 |
- |
|
Net Profit after Forex (gain) / loss and tax |
1680.700 |
1396.300 |
20% |
|
Earnings per share of Rs. 21- each (Rs.) |
133.200 |
111.000 |
20% |
IPEA LABORATORIES Q1
FY13 RESULTS (JUNE 30, 2012)
Ipea Laboratories
Q1 FY13 Results
(On account of forex translations/transactions loss of Rs. 588.500
Millions)
Mumbai, India,
July 31, 2012: Ipca Laboratories Limited today announced its unaudited financial
results for the first quarter ended 30th June, 2012 of the financial
year 2012-13.
Key Highlights of
Q1 FY13
Revenue Break-up
Formulations:
Active
Pharmaceutical Ingredients (APIs)
Q1 FY13 at a glance
(Rs. In Millions)
|
1st Quarter ended |
30.06.2012 |
30.06.2011 |
Growth |
|
|
|
|
|
|
Net Total Income |
6373.800 |
5325.500 |
20% |
|
Export Income |
3667.300 |
2966.600 |
24% |
|
EBITDA |
1417.800 |
942.600 |
50% |
|
Profit before Forex gain / loss and tax |
1153.300 |
740.900 |
56% |
|
Forex (gain) / loss |
588.500 |
(91.000) |
- |
|
Net Profit after Forex gain / loss and tax |
429.800 |
616.700 |
(30%) |
|
Earnings per share of Rs. 2/- each (Rs) |
34.100 |
49.100 |
(30%) |
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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.54.85 |
|
|
1 |
Rs.88.55 |
|
Euro |
1 |
Rs.72.63 |
INFORMATION DETAILS
|
Report Prepared
by : |
VRN |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
7 |
|
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 |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
67 |
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 |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.