MIRA INFORM REPORT

PRELIMINARY REPORT

Report Date :

30.05.2012

IDENTIFICATION DETAILS

Name :	ASTRA LIFECARE (INDIA) PRIVATE LIMITED
Registered Office :	Plot 57/P, Rajoda, Sarkhej Bavla Highway, Ahmedabad – 382 220, Gujarat
Country :	India
Financials (as on) :	31.03.2009
Date of Incorporation :	11.02.2004
Com. Reg. No.:	04-43597
CIN No.: [Company Identification No.]	U24231GJ2004PTC043597
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Pharmaceutical Items

RATING & COMMENTS

MIRA’s Rating :

B (29)

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

Maximum Credit Limit :	USD 262000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having moderate track. There appears some accumulated losses recorded by the company. However trade relations are reported as fair. Business is active. Payments are reported to be slow. The company can be considered for business dealing with some caution.

NOTES :

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

INFORMATION DECLINED BY

Name :	Mr. Malay Bhiswas
Designation :	Group Head of Corporate Finance
Contact No.:	91-9601295256
Date :	16.04.2010

LOCATIONS

Registered Office / Factory :	Plot 57/P, Rajoda, Sarkhej Bavla Highway, Ahmedabad – 382 220, Gujarat, India
Fax No.:	91-2714-231132 / 26871026
E-Mail :	info@astralifecare.com abhaidani@hotmail.com
Website :	http://www.astralifecare.com
Corporate Office :	207/208, Crescent Tower, Off New Link Road, Andheri (West), Mumbai – 400 053, Maharashtra, India
Tel. No.:	91-22-26740821 / 31
Fax No.:	91-22-26740663

DIRECTORS

Name :	Mr. Azizali A Bhaidani
Designation :	Director
Address :	B-501, Green Park, Usha Darshan Co-op. Housing Society, Off New link Road, Andheri (West), Mumbai – 400 053, Maharashtra, India
Date of Birth/Age :	07.04.1969
Date of Appointment :	11.02.2004
Name :	Mr. Shabbir S. Kassam
Designation :	Director
Address :	4, Rose Close, Harrow Weale, Harrow, Middle Sex – HA36SR, United Kingdom
Date of Birth/Age :	30.08.1957
Date of Appointment :	11.02.2004
Name :	Mr. Ahmedali A. Bhaidani
Designation :	Director
Address :	B-501, Green Park, Usha Darshan Co-op. Housing Society, Off New link Road, Andheri (West), Mumbai – 400 053, Maharashtra, India
Date of Birth/Age :	07.03.1965
Date of Appointment :	25.11.2004

KEY EXECUTIVES

Name :	Mr. Aziz Bhaidani
Designation :	Chief Executive Officer
Name :	Mr. Piyush Raval
Designation :	Head of Quality Assurance and Control
Name :	Mr. Shabbir Kassam
Designation :	Chief Executive Officer – International Business
Name :	Mr. Manish Shah
Designation :	EVP – Operations
Name :	Mr. Uday Naik
Designation :	Head of Quality Assurance and Control
Name :	Mr. Hiren Patiwala
Designation :	Head of Engineering and Utilities
Name :	Mr. Pathik Mehta
Designation :	Head of Human Resources
Name :	Mr. Vipul Patel
Designation :	General Manager Operations

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on : 20.07.2009

Names of Shareholders	No. of Shares
Shabbir S Kassam	987950
Fatima Kassam	4000
Azizali A Bhaidani	2243850
Semina A Bhaidani	4100
M Kassam	1769550
Ahmedali A Bhaidani	870550
Total	5880000

As On : 20.07.2009

S. No.	Category	Percentage
1	Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	0.00
2	Directors or relatives of Directors	100.00
3	Bodies corporate	0.00
4	Other top fifty shareholders	0.00
	Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Pharmaceutical Items

Products :

Antibiotic - General and Betalactum Anti - Bacterial Anti – Viral Anti – Fungal Anti – Malarial Anti – Histaminic Anti – Hypertensive Diuretic Anti – Psychotics Anti - Convulsant Anti - Diarrhoeal Anthelmintics Anti - Inflammatory and Analgesic Analgesic and Anti-pyretic Anti – Emetic Anti – Diabetic Fertility Drugs Anti – Thyroid Antacids Laxative Vitamins, Minirals and Nutritional Suppliments Veterinary Products Bronchodilators Anti-Obesity Vasodilators-Phosphodiesterase-5 Anti-Spasmodics CNS Stimulant Anti-Infectives

PRODUCTION STATUS

As on 31.03.2009

Particulars	Unit	Licensed Capacity	Installed Capacity	Actual Production
Tablet	PCS in Lacs	18000	18000	7894
Capsules	PCS in Lacs	1200	1200	1770

GENERAL INFORMATION

Bankers :

• State Bank of India, Overseas Branch, Behind Gujarat Vidyapith, Navjeevan Post Office, Ashram Road, Ahmedabad – 380 014, Gujarat, India

• Axis Bank Limited, “Trishul” 3^rd Floor, Opposite Samratheshwar Temple, Law Garden, Ellis bridge, Ahmedabad – 380 006, Gujarat, India

• Bank of Baroda, Ashram Road Branch, Ashram Road, Ahmedabad – 380009, Gujarat, India

• ICICI Bank

• HDFC Bank

• Kotak Mahindra Bank

Facilities :

Secured Loans	31.03.2009 Rs. In Millions
From Bank
Kotak Mahindra Bank (Secured against hypothecation of Vehicle)	0.651
Axis Bank Limited (Term Loan) (Secured against equitable mortgage of movable and immovable property of company)	59.377
Axis Bank Working Capital Loan (Secured against hypothecation of stock and other current assets)	110.053
lClCl Bank (Secured against hypothecation of Vehicle )	0.374
HDFC Bank (Secured against hypothecation of Vehicle )	0.600
Total	171.055
Unsecured Loans	31.03.2009 Rs. In Millions
Loan form Directors	51.959
Inter Corporate Deposits	0.221
Total	52.180

Banking Relations :	--
Auditors :
Name :	B. J. Shah and Brothers Chartered Accountants
Address :	33, Shalvik Building, 9, Kalpana Society, Behind Navrangpura Post Office, Navrangpura, Ahmedabad – 380 009, Gujarat, India
Tel. No.:	91-79-66614694
Fax No.:	91-79-66614695
E-Mail :	bjbros@youtele.com
Associates/Subsidiaries :	· Healthlife Exim (India) Private Limited · Landmark Developers Private Limited · Astra Pharma (U) Limited · Astra Pharma (T) Limited · Rahsil Plastics Private Limited

CAPITAL STRUCTURE

As on 31.03.2009

Authorised Capital :

No. of Shares	Type	Value	Amount
6000000	Equity Shares	Rs.10/- each	Rs.60.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
5880000	Equity Shares	Rs.10/- each	Rs.58.800 Millions

As on 20.07.2009

Authorised Capital : Rs.75.000 Millions

Issued, Subscribed & Paid-up Capital : Rs.75.000 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2009	31.03.2008	31.03.2007
SHAREHOLDERS FUNDS
1] Share Capital		58.800	50.000	50.000
2] Share Application Money		13.226	12.035	12.035
3] Reserves & Surplus		0.000	0.000	0.000
4] (Accumulated Losses)		(6.534)	(19.889]	(17.226)
NETWORTH		65.492	42.146	44.809
LOAN FUNDS
1] Secured Loans		171.055	130.947	106.276
2] Unsecured Loans		52.180	76.122	36.722
TOTAL BORROWING		223.235	207.069	142.998
DEFERRED TAX LIABILITIES		8.486	7.011	9.574
TOTAL		297.213	256.226	197.381
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		141.423	144.009	148.960
Capital work-in-progress		0.000	0.000	0.000
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	59.765	71.847	47.337
	Sundry Debtors	183.861	90.015	22.056
	Cash & Bank Balances	3.238	2.469	4.644
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	16.373	17.550	13.512
Total Current Assets		263.237	181.881	87.549
Less : CURRENT LIABILITIES & PROVISIONS
	Current Liabilities	106.348	70.392	40.101
	Provisions	1.634	0.074	0.096
Total Current Liabilities		107.982	70.466	40.197
Net Current Assets		155.255	111.415	47.352
MISCELLANEOUS EXPENSES		0.535	0.802	1.069
TOTAL		297.213	256.226	197.381

PROFIT & LOSS ACCOUNT

PARTICULARS		31.03.2009	31.03.2008	31.03.2007
Sales Turnover			165.947	71.669
Other Income			2.304	0.167
Total Income		331.934	168.251	71.836
Profit/(Loss) Before Tax		14.897	(5.151)	(6.324)
Provision for Taxation		1.541	(2.488)	9.670
Profit/(Loss) After Tax		13.356	(2.663)	(15.994)
Earnings in Foreign Currency :
	Export Earnings	302.623	165.947	71.436
Imports :
	Import Value	18.473	23.464	21.103
Expenditures :
	Cost of Goods Sold		140.115	52.885
	Administrative And Other Expenses		5.219	4.592
	Selling and Marketing Expenses		2.116	2.450
	Increase or decrease in stock		0.000	0.000
	Interest and Finance Charges		18.692	11.265
	Depreciation		6.993	6.701
	Preliminary Expenses Written off		0.267	0.267
Total Expenditure		317.037	173.402	78.160
Earnings Per Share (Rs.)		2.27	--	--

KEY RATIOS

PARTICULARS		31.03.2009	31.03.2008	31.03.2007
PAT / Total Income	(%)	4.02	(1.58)	(22.26)
Net Profit Margin (PBT/Sales)	(%)	NA	(3.79)	(8.82)
Return on Total Assets (PBT/Total Assets}	(%)	3.68	(1.58)	(2.67)
Return on Investment (ROI) (PBT/Networth)		0.23	(0.12)	(0.14)
Debt Equity Ratio (Total Liability/Networth)		5.06	6.59	4.09
Current Ratio (Current Asset/Current Liability)		2.44	2.58	2.18

LOCAL AGENCY FURTHER INFORMATION

Details of Sundry Creditors:

Particulars	31.03.2009 (Rs. in millions)	31.03.2008 (Rs. in millions)
Due to small scale industrial undertaking	93.512	60.606
Others
Creditors for Exp.	7.162	3.604
Creditors for capital goods	4.925	4.683

Note:

Registered office of the company has been shifted from A/12, Minita Apartment, Near Swati Society, St. Xavier’s School Road, Navrangpura, Ahmedabad – 380009, Gujarat, India to the present address w.e.f. 08.04.2004

Bankers Charges Report as per Registry

Name of the company

ASTRA LIFECARE (INDIA) PRIVATE LIMITED

Presented By

Mr. Ahmedali A Bhaidani – Director

1) Date and description of instrument creating the change

Agreement for Hypothecation of Goods and Assets dated 23.04.2005 “(“the Deed”), ASTRA LIFECARE (INDIA) PRIVATE LIMITED (therein executed by and hereinafter referred to as the Borrower / the Company) in favour of State Bank of India (SBI), (therein and hereafter referred to ad “the Bank”)

2) Amount secured by the charge/amount owing on the securities of charge

Term Loans of Rs.70.000 millions, Fund based Working Capital limits by way of EPC FBD facility to the extent of Rs.30.000 millions aggregating Rs.100.000 millions (hereafter referred to as the Loan”).

3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given

All present and future goods, book debts and all other movable assets and all present and future, Plant and Machinery installed or to be installed at the location of the factory as borrower and any where else located.

4) Gist of the terms and conditions and extent and operation of the charge.

TL - Rate of Interest (@ 0.75% below SBAR 10.25%) i.e. 9.50% subject of revision from time to time in respect of Term Loan.

WC – Interest applicable as per the Bank’s / RBI subject to revision from time to time.

Margin would be as per the below:

Raw Material	25%
Stock in Process	40%
Finished Goods	40%
Receivables (Cover Period – 90 days)	50%
Export Packing Credit	10%
Medium Term Loan Raw	41.17%

The credit facilities is also secured by the personal guarantee of the following :

1. Mr. Azizali A Bhaidani

2. Mr. Ahmedali A Bhaidani

3. Mr. Kaizer Kurben Vora

4. Mr. Shabbir S Kassam

5) Name and Address and description of the person entitled to the charge.

State Bank of India, Overseas Branch, Behind Gujarat Vidyapith, Navjeevan Post Office, Ashram Road, Ahmedabad – 380 014, Gujarat, India

6) Date and brief description of instrument modifying the charge

Not Available

7) Particulars of modifications specifying the terms and conditions or the extent of operations of the charge in which modification is made and the details of the modification.

Not Available

Corporate identity number of the company
Name of the company	ASTRA LIFECARE (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot 57/P, Rajoda, Sarkhej Bavla Highway, Ahmedabad – 382 220, Gujarat, India
This form is for	Creation of charge
Type of charge	Immovable Property
Particular of charge holder	Bank of Baroda, Ashram Road Branch, Ashram Road, Ahmedabad – 380009, Gujarat, India ashram@bankofbaroda.com
Nature of description of the instrument creating or modifying the charge	(1) Instrument relating to deposit of title deeds dated 15.01.2010 Registered with sub registrar Ahmedabad (4-Paldi) vide Registered No.521 book no. 1 dated 15.01.2010. (2) Memorandum of entry for creation of equitable mortgage dated 15.01.2010.
Date of instrument Creating the charge	15/01/2010
Amount secured by the charge	Rs.228.400 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest: As per first schedule the composite hypothecation agreement dated 23.09.2009 Terms of Repayment: As per first schedule the composite hypothecation agreement dated 23.09.2009. Payable on Demand. Margin: As per first schedule the composite hypothecation agreement dated 23.09.2009. Extent and Operation of the charge: First exclusive charge in favour of bank of Baroda to the extent of Rs.228.400 Millions plus Interest, Costs, Charges, Expenses etc. over the immovable properties of the company. Details of immovable property more particularly the instrument relating to deposit of title deeds dated 15.01.2010. Others: Details of immovable properties charged is more particularly the instrument of deposit of title deeds dated 15.01.2010.
Short particulars of the property charged	(i) All that piece and parcel of N.A. land of Company bearing S.No.57/paiki,adm.about 18919 sq.mtrs. alongwith construction standing thereon, situated at Mouje:Rajoda,Tal:Bavla, Sub-Dist :Dholka, Dist Ahmedabad. (ii) All piece and parcel of Flat No. 201,adm 1300sq.ft.at 2nd Floor in the building known as Sugara Terrace Co-operative Society Lat Plot No. 13 and 14, S.No. 209,Vill:Yerawada, Tal:Haveli, Dist:Pune, belonging to Ahmedali Bhaidani-Dir (iii) All Immovable property bearing Ten.No.7 having plot area adm.about 400sq.yds. together with construction adm.160sq. yards. thereon at Karimabad Society RS.No.24, Mouje :Maktampura, District :Ahmedabad belonging to Azizali Bhaidani-Dir
Date of latest modification prior to the present modification	Immovable property registered in the name of Mr. Ahmedali Bhaidani and Mr. Azizali Bhaidani directors of the company respectively.

Fixed Assets:

· Land

· Staff Bus

· Computer

· Motor Car

· Motor Cycle

· Factory Building

· Plant and Machinery

· Electric Installation

· Furniture and Fixtures

AS PER WEBSITE

History:

Subject is a pharmaceutical manufacturing company having an established marketing set up through its associate companies in Uganda and Tanzania since almost a decade. The focus is on 100% exports and has secured a 100% Export Oriented Unit (EOU) status.

This manufacturing facility is established primarily to cater the growing needs of emerging and underserved pharmaceutical market of African countries and eventually to enter the highly developed market of European and North American countries.

They aim at operating in highly regulated markets with the state-of-the-art manufacturing facility geared to meet with international standards and regulatory approvals like;

· TGA-Australia

· MHRA-U.K

· MCC-South Africa

· USFDA.

Profile:

Subject was formed in February 2004 and came into commercial production in April 2006. At present, this facility is established to manufacture all types of Tablets and Capsules. This plant has dedicated facilities for General and Beta-lactum products and are equipped with latest technology equipments. The in-house Quality Assurance and Control department is also facilitated with modern technology laboratory equipments to meet the international standards.

The facility is WHO-GMP compliant and have also been approved by National Drug Authority of Uganda as well as Tanzania Food and Drug Authority. The long-term aim is to obtain other international regulatory approvals like, TGA-Australia, MHRA-U.K., MCC-South Africa, USFDA.

Subject has strong marketing base in East African countries through its associate companies and other established customers in other part of African region. Besides marketing the products in international markets, Subject can also be the ideal outsourcing partner for exporting companies with its huge installed capacity for Tablets and Capsules. Timely and qualitative services are protocol with company.

A dedicated team of highly qualified and experienced professionals work round-the-clock to ensure that the goals are achieved by constant knowledge sharing and emphasis on Total Quality Management in everything they do

Customer Base:

The present customer base is of large wholesalers of African countries catering requirements of Governmental institutions, NGOs and local markets of their respective regions. Since the own associates are also established in the developing countries, they are always equipped with latest developments and information of their local markets as well as new product requirements.

Manufacturing Facility:

This state-of-the-art manufacturing facility is spread in 5 acres of land near Ahmedabad. The Plant is equipped with latest technology equipments and have dedicated facility for General and Beta-lactum products. The current installed capacity is 10 Million Tablets and 5 Million Capsules per day. The Plant is WHO-GMP compliant and follows all the regulatory requirements for pharmaceutical manufacturing facility.

International Approval :

· NDA

· UGANDA

· TFDA

· TANZANIA

· DACA

· ETHIOPIA

· PMPB

· MALAWI

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.55.58
UK Pound	1	Rs.87.14
Euro	1	Rs.69.73

INFORMATION DETAILS

Report Prepared by :

SDA

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	3
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--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	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		29

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
NR		In view of the lack of information, we have no basis upon which to recommend credit dealings	No Rating

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.