MIRA INFORM REPORT

 

 

Report Date :

30.05.2012

 

IDENTIFICATION DETAILS

 

Name :

SEQUENT SCIENTIFIC LIMITED

 

 

Registered Office :

116, Vardhman Industrial Complex, L.B.S. Marg, Thane (west), Mumbai – 400601, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

28.06.1985

 

 

Com. Reg. No.:

036685

 

 

Capital Investment / Paid-up Capital :

Rs.219.351 Millions

 

 

CIN No.:

[Company Identification No.]

L99999MH1985PLC036685

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Manufacturing of active pharmaceutical ingredients (API)

 

 

No. of Employees :

673 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (45)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 5000000

 

 

Status :

Exist

 

 

Payment Behaviour :

Usually correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments.

 

The company can be considered normal 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 – September 30, 2011

 

Country Name

Previous Rating

(30.06.2011)

Current Rating

(30.09.2011)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOCATIONS

 

Registered Office :

116, Vardhman Industrial Complex, L.B.S. Marg, Thane (west), Mumbai – 400601, Maharashtra, India

Tel. No.:

91-22-21723357 / 21721286

Fax No.:

Not Available

E-Mail :

Kannan.pr@sequent.in

pidsecretarial@yahoo.co.in

pid@pidrugs.com

Website :

http://www.sequent.in

 

 

Corporate Office :

Star II, BileKahalli, Bannerghatta Road, Bangalore – 560076, Karnataka, India

Tel. No.:

91-80-67840340

Fax No.:

91-80-67840400

E-Mail :

marketing@sequent.in

 

 

Plant :

  • Plot No. 7, MIDC Engineering Zone, Kalyan Badlapur Road, Ambernath, India

 

  • W-152, MIDC, Tarapur, Boisar, Dist Thane, Maharashtra, India

 

  • B-32, G-2, G-3, MIDC, Mahad, Dist. Raigad, India

 

  • A-68, Additional Ambernath, MIDC Indl. Area, Ambernath (East), Dist. Thane, India

 

  • Plot No. 150, 151, 136, 141 MIDC, Tarapur, Boisar, Thane, India

 

  • 120 A & B Industrial Area, Baikampady, New Mangalore, India

 

  • Plot No. 26, 26B, GIDC Industrial Estate, Panoli, Dist. Bharuch

 

  • A-14, MIDC, Phase I, Dombivali (East), Dist. Thane, India

 

  • Plot No. 11, KIADB Industrial Area, Centre Jigani, Anekal, Bangalore, India

 

  • Plot No. SPL 9 & 15 Kumta Industrial Area, Hegde Road, Kumta, India

 

 

DIRECTORS

 

As on 29.11.2011

 

Name :

Mr. K. R. Ravishankar

Designation :

Chairman and Managing Director

 

 

Name :

Dr. Gautam Kumar Das

Designation :

Executive Director

 

 

Name :

Mr. K R N Moorthy

Designation :

Deputy Managing Director

 

 

Name :

Mr. Joe Thomas

Designation :

Director

 

 

Name :

Dr. Gopakumar G. Nair

Designation :

Director

 

 

Name :

Mr. Kannan Ramanujam

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Mahesh N

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2012

 

Names of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Individuals / Hindu Undivided Family

30,000

0.14

Bodies Corporate

15,582,936

71.04

Sub Total

15,612,936

71.18

(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

15,612,936

71.18

(B) Public Shareholding

 

 

(1) Institutions

 

 

(2) Non-Institutions

 

 

Bodies Corporate

1,798,853

8.20

Individuals

 

 

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

1,190,197

5.43

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

1,384,542

6.31

Any Others (Specify)

1,948,663

8.88

Non Resident Indians

39,439

0.18

Clearing Members

19,209

0.09

Directors & their Relatives & Friends

23,348

0.11

Trusts

700,000

3.19

           Foreign Corporate Bodies

1,166,667

5.32

Sub Total

6,322,255

28.82

Total Public shareholding (B)

6,322,255

28.82

Total (A)+(B)

21,935,191

100.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturing of active pharmaceutical ingredients (API)

 

PRODUCTION STATUS As on 31.03.2011

 

Installed Capacity (in MT) = 3,768

 

Particulars

Unit

Actual Production

Bulk Drugs

M.T

838.01

 

 

GENERAL INFORMATION

 

No. of Employees :

673 (Approximately)

 

 

Bankers :

  • Bank of India
  • Andhra Bank
  • State Bank of India
  • Corporation bank
  • State Bank of Hyderabad
  • State Bank of Mysore
  • Axis Bank Limited
  • HDFC Limited

 

 

Facilities :

 

(Rs. in Millions)

Secured Loan

As on

31.03.2011

 

As on

31.03.2010

 

1. Long Term Loans

 

 

     a) From Banks

1032.210

725.400

     b) From Others

25.290

41.240

2. Short Term Loans

 

 

    a) From Banks

539.040

539.480

Total

1596.540

1306.120

 

 

 

Unsecured Loan

As on

31.03.2011

 

As on

31.03.2010

 

1. Long Term Loans

 

 

    a) From Banks

0.000

48.680

      b) From others

12.000

12.350

2. Short Term Loans

0.000

0.000

    a) From Banks

150.000

0.000

Total

162.000

61.030

 

Note:

 

a) Long term loans, other than hire purchase loans and except for loan mentioned under point (b) below, are secured by first pari-passu charge on fixed assets of the Company and second pari-passu charge on current Assets of the Company as a collateral.

 

b) Long Term Loan from State Bank of Mysore and Bank of India amounting to Rs.85.800 Million (Previous Year Rs.200.000 Million) is secured by a second paripassu charge on fixed assets of the Company.

 

c) Housing loans and Vehicle Loans from Bank(s) are secured by hypothecation of asset acquired there under.

 

d) Long term loans (other than hire purchase loans) due within one year Rs.169.76 Million (Previous year Rs.150.940 Million). Hire purchase loans from banks due within one year Rs.3.100 Million (Previous year Rs.4.400 Million).

 

e) Short term loans are secured by a first pari-passu charge on current assets of the Company and a second pari-passu charge on fixed assets of the Company as collateral.

 

f) Some of the above loans amounting to Rs.1,596.540 Million (Previous year Rs.1304.130 Million) are guaranteed by Holding Company and some of the Directors of the Company in their personal capacities.

 

 

 

 

Banking Relations :

--

 

 

Statutory Auditors :

 

Name :

Deloitte Haskins and Sells

Chartered Accountant

Address :

100/2, Richmond Road, Bangalore – 560025, Karnataka, India

 

 

Internal Auditors:

 

Name :

Mahajan and Aibara

Chartered Accountant

Address :

1, Chawla House, 62, Wodehouse Road, Colaba, Mumbai – 400005, Maharashtra, India

 

 

Holding Company :

Fraxis Life Sciences Private Limited

 

 

Associates :

·         Sequent Penems Private Limited

 

 

Subsidiaries :

·         Sequent Global Holdings Limited, Mauritius

·         Sequent European Holdings Limited, Cyprus

·         Sequent Research Limited

·         Sanved Research Labs Private Limited

·         Vedic Fanxipang Pharma Chemic Company Limited, Vietnam

·         Galenica B.V., Netherlands

·         Codifar N.V., Belgium

·         Sequent Anti Biotics Private Limited

·         Sequent Oncolytics Private Limited

·         Elysian Life Sciences Private Limited

·         Elysian Health Care Private Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

32000000

Equity Share

Rs.10/- each

Rs.250.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

 

No. of Shares

Type

Value

Amount

 

 

 

 

21935191

Equity Share

Rs.10/- each

Rs.219.351 Millions

 

Less : Amount receivable from Sequent Scientific Employee Stock option Scheme Trust (Being face Value of 700000 Equity  Shares of Rs,10 each allotted to the Trust)

 

Rs.7.000 Millions

 

Total

 

Rs.212.350 Millions

 

 

Note: Of the above:-

 

i) 10,150,000 Equity shares of Rs. 10 each were allotted to the share holders of erstwhile Sequent Scientific Limited, consequent to amalgamation with the company.

 

ii) 14,865,000 (Previous year 14,865,000) Equity Shares are held by Fraxis Life Sciences Limited, the Holding Company


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

212.350

212.350

110.850

2] Employees stock options outstanding

0.070

0.000

0.000

3] Reserves & Surplus

1043.110

946.290

485.070

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1255.530

1158.640

595.920

LOAN FUNDS

 

 

 

1] Secured Loans

1596.540

1306.120

486.080

2] Unsecured Loans

162.000

61.030

5.190

TOTAL BORROWING

1758.540

1367.150

491.270

DEFERRED TAX LIABILITIES

122.910

87.460

24.160

 

 

 

 

TOTAL

3136.980

2613.250

1111.350

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

1854.930

1179.490

451.720

Capital work-in-progress

324.200

210.290

28.990

 

 

 

 

INVESTMENT

138.910

453.860

240.820

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

614.700
466.670

218.640

 

Sundry Debtors

643.010
454.740

195.940

 

Cash & Bank Balances

68.030
124.650

39.790

 

Other Current Assets

0.000
0.000

0.000

 

Loans & Advances

665.030
517.380

181.640

Total Current Assets

1990.770
1563.440

636.010

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

865.980
565.850

150.360

 

Other Current Liabilities

47.450
12.190

9.460

 

Provisions

258.400
215.790

86.370

Total Current Liabilities

1171.830
793.830

246.190

Net Current Assets

818.940
769.610

389.820

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

3136.980

2613.250

1111.350

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

 

Income

2777.560

2463.350

1060.620

 

 

Other Income

116.340

72.870

17.920

 

 

TOTAL                                     (A)

2893.900

2536.220

1078.540

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Materials Consumed

1531.730

1114.600

562.560

 

 

Increase/Decrease in Stock

(129.140)

(77.220)

(55.090)

 

 

Personnel Cost

227.030

202.050

87.310

 

 

Operating and other expenses

668.100

623.070

345.050

 

 

TOTAL                                     (B)

2297.720

1862.500

939.830

 

 

 

 

 

Less

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

596.180

673.720

138.710

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

212.750

187.310

41.930

 

 

 

 

 

 

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

383.430

486.410

96.780

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

171.810

125.220

41.440

 

 

 

 

 

 

PROFIT BEFORE TAX AND EXCEPTIONAL ITEMS

211.620

361.190

55.340

 

 

 

 

 

 

Diminution in investment in subsidiaries / Written Back

52.580

(57.500)

0.000

 

 

 

 

 

 

Encashment of bank guarantee

(42.050)

0.000

0.000

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

222.150

303.690

55.340

 

 

 

 

 

Less

TAX                                                                  (I)

62.830

95.760

20.160

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                  (J)

159.320

207.930

35.180

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

296.420

129.240

108.030

 

 

 

 

 

 

Included on Amalgamation

(38.850)

24.530

0.000

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Transfer to General Reserve

7.970

15.590

1.000

 

 

Dividend

32.900

42.470

11.090

 

 

Tax on Dividend

5.460

7.220

1.880

 

BALANCE CARRIED TO THE B/S

370.560

296.420

129.240

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

1147.840

1059.860

625.610

 

TOTAL EARNINGS

1147.840

1059.860

625.610

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

439.110

340.830

251.480

 

 

Capital Goods

17.430

0.000

0.000

 

TOTAL IMPORTS

456.540

340.830

251.480

 

 

 

 

 

 

Earnings Per Share (Rs.)

7.26

9.79

3.17

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2011

1st Quarter

30.09.2011

2nd Quarter

31.12.2011

3rd Quarter

Type

Unaudited

Unaudited

Unaudited

Net Sales

686.150

891.940

749.200

Total Expenditure

613.950

887.680

686.070

PBIDT (Excl OI)

72.200

4.260

63.130

Other Income

61.340

4.940

14.640

Operating Profit

133.54

14.200

77.770

Interest

69.760

70.22

70.170

Exceptional Items

0.000

0.000

0.000

PBDT

63.780

(56.020)

7.600

Depreciation

44.280

45.900

67.210

Profit Before Tax

19.500

(101.920)

(59.610)

Tax

14.510

3.120

(30.970)

Provisions and contingencies

0.000

0.000

0.000

Profit After Tax

4.990

(105.040)

(28.630)

Extraordinary Items

0.000

0.000

0.000

Prior Period Expenses

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

Net Profit

4.990

(105.040)

(28.630)

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

5.51
8.20

3.26

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

7.99
12.33

5.22

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

11.16
11.07

5.09

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.18
0.26

0.09

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

0.93
1.87

1.24

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

1.69
1.97

2.58

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

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

No

8) No. of employees

Yes

9) Name of person contacted

Yes

10) Designation of contact person

Yes

11) Turnover of firm for last three years

Yes

12) Profitability for last three years

No

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

--

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

 

 

Stamp No: WPST/10580/2012 Filling Date: 17.04.2012 Reg. No.:  WP/4036/2012 Reg. Date: 02.05.2012

 

Petitioner: Shri. Channappa Rajjappa Ramoshi   Respondent: M/S. SEQUENT SCIENTIFIC LTD AND ORS

Petn. Adv: Sandeep R Karnik

District: Thane

 

Bench: Single

Status: Pre- Admission

Next Date: 28.06.2012

Coran: According to Sitting List

 

Act: M.R.T.U AND P.U.L.P. Act

 

 

BOARD OF DIRECTORS

 

K.R. Ravishankar

Chairman & Managing Director

 

Mr. K.R. Ravishankar has been in the pharmaceutical business for over 20 years. He started as an entrepreneur, and then joined Strides Arcolab Limited as co-promoter in 1991. He was Executive Director of Strides Arcolab Limited till he resigned from the executive post in December 2007 (he continues on the Board of Strides Arcolab Limited). He took over as CMD of Sequent Scientific Limited in January 2008

 

KRN Moorthy

Deputy Managing Director

 

Mr. KRN Moorthy has been appointed as an Additional Director on the Board and is also the Deputy Managing Director of the Company. He oversees the entire functions of Procurement, Sales and Marketing, Business Development, Finance and HR. He is a Ranker and Masters in Mathematics, has completed his CA Inter and is a MBA from IIM Calcutta. His last entire 34 years has been spent in the Pharmaceutical industry in various positions. Over these years, he has built up rich experience and knowledge in the areas of Marketing, Sales, Finance, Projects, Manufacturing, HR and General Management. In his immediate previous assignment at Wanbury Limited, KRN was the Joint Managing Director. He was instrumental in leading a very successful turnaround of the Wanbury group companies and helped Wanbury in achieving marketing leadership in the products, which it produces.

 

Dr. Gautam Kumar Das

Executive Director

 

Dr. Gautam Kumar Das is an Executive Director on the Board and has over thirty years of in depth experience in the pharmaceutical industry. Dr. Das has extensive experience in R&D, Plant Operations, Project Management, Material Management, Resource Management and Man Management. He has a proven track record in developing several cost effective processes, driving these processes from the laboratory to the plant and increasing productivity of plants. Dr. Das, a Doctorate in Synthetic Organic Chemistry from IIT Kharagpur, has authored several publications on chemical processes. In his immediate previous assignment, Dr. Das was with Orchid Chemicals & Pharmaceuticals Limited., Chennai as President – API.

 

Dr. Gopakumar G. Nair

Independent Director

 

Dr. Gopakumar Nair is an Independent Director on the Board. With his 40 years experience and knowledge in pharmaceutical and chemical industry at different levels and positions like Director, Chairman & Managing Director, as well as Past- President of Indian Drug Manufacturers’ Association, Dr. Gopakumar Nair had the opportunity to familiarise himself with GATT, WTO, TRIPs and other IP laws over the years. It is with this wealth of experience that Dr. Nair became an IP/ Patent practitioner under the name Gopakumar Nair Associates.

 

Dr. Gopakumar G. Nair

Independent Director

 

Dr. Gopakumar Nair is an Independent Director on the Board. With his 40 years experience and knowledge in pharmaceutical and chemical industry at different levels and positions like Director, Chairman & Managing Director, as well as Past- President of Indian Drug Manufacturers’ Association, Dr. Gopakumar Nair had the opportunity to familiarise himself with GATT, WTO, TRIPs and other IP laws over the years. It is with this wealth of experience that Dr. Nair became an IP/ Patent practitioner under the name Gopakumar Nair Associates.

 

Kannan Ramanujam

Independent Director

 

Mr. Kannan Ramanujam, a Chartered Accountant by qualification has over 24 years of business and professional experience. He is the Promoter, CEO and Managing Director of Emerge Learning Services Limited, a public limited company in learning space. The company offers complete solutions in Education, Training, e-governance and Information management areas. Kannan has been the Director of Everonn Systems India Limited, one of the few listed Education companies in India. He is an Independent Director on the Board.

 

BUSINESS PERFORMANCE REVIEW

 

On standalone basis, the company posted a 12.8% growth in the total revenues, from Rs.2463.350 Millions in 2009-10 to Rs 2777.560 Millions in 2010-11. The company posted an EBIDTA of Rs.596.000 Millions as against Rs 673.000 Millions in 2009-10.

 

On a standalone level, the Company made a PAT of Rs.159.330 Millions. On consolidated basis, the company posted a 9.6% growth in the total revenues, from Rs.2844.480 Millions in 2009-10 to Rs.3116.650 Millions in 2010-11. The company posted an EBIDTA of Rs.522.000 Millions as against Rs.849.000 Millions in 2009-10. On a consolidated level, the Company made a loss of Rs.40.240 Millions.

 

The company caters to two major segments –

 

Pharmaceuticals Division (consisting of API, CRAMS and Veterinary Formulations businesses) accounted for 85.6 per cent of the company’s revenues while the Specialty chemicals divisions accounted for 14.4 per cent.

 

During the year, the Company forayed in to four new therapeutic segments – Penems, Penicillin, Oncology and Phy to-Pharmaceutical/Herbal Extracts. The company signed a Memorandum of Understanding with Government of Karnataka to set up three new Greenfield facilities in Bangalore, for which it will invest Rs.1500.000 Millions

 

Detailed analysis of the operational and financial performance for the year is covered under the ‘Management Discussion & Analysis’ section.

 

SHARE CAPITAL

 

Pursuant to the approval of the Scheme of Amalgamation for merger of Vedic Elements Private Limited, which as a wholly owned subsidiary of the Company with the Company, the Authorised Share Capital of the Company enhanced by Rs.70.000 Millions during the year. As at March 31, 2011, the authorized capital of the Company stood at Rs.320.000 Millions as against Rs.250.000 Millions as at March 31, 2010.

 

There was no change in the Issued, subscribed and paid up equity capital which stood at Rs.219.350 Millions.

 

SUBSIDIARIES

 

The Company has a total of 11 subsidiaries as at March 31, 2011. They are:

 

1.       Sequent Global Holdings Limited, Mauritius

2.       Sequent European Holdings Limited, Cyprus

3.       Sequent Research Limited

4.       Sanved Research Labs Private Limited

5.       Vedic Fanxipang Pharma Chemic Company Limited, Vietnam

6.       Galenica B.V., Netherlands

7.       Codifar N.V., Belgium

8.       Sequent Anti Biotics Private Limited

9.       Sequent Oncolytics Private Limited

10.   Elysian Life Sciences Private Limited

11.   Elysian Health Care Private Limited

 

MERGER OF FRAXIS LIFE SCIENCES LIMITED WITH THE COMPANY

 

The Company is in the process of merging Fraxis Life Sciences Limited, a promoter group Company with that of the Company. The merger was approved by the shareholders at their meeting held on March 15, 2011 and final order from the Hon’ble High Court of Judicature at Bombay is awaited.

 

On approval, Company will allot 14,865,000 equity shares to the shareholders of Fraxis Life Sciences Limited and the shares held by Fraxis Life Sciences Limited in the Company will stand cancelled.

 

INDUSTRY OVERVIEW

 

Global overview

 

The global pharmaceutical market in 2010 registered a growth of 4.3 per cent to US$ 791.4 billion (Billion), driven by low-cost factors, increasing prevalence of diseases, rising per capita income and stronger near-term growth in pharmerging markets like Asia and Latin America. North America continued to dominate with a share of 42.3 per cent followed by Europe with a share of 29.2 per cent. Latin America accounted for 5.3 per cent of the total global revenues but registered a 16.3 per cent growth during 2010, making it the fastest growing market region.

 

Although patent expirations and limits on drug spending can hamper growth of drug sales in developed countries, global pharmaceutical sales are nonetheless expected to grow 5–7 per cent in 2011 to reach a market value of US$ 880 Billion. Most of this growth is expected to come from the ‘pharmerging’* markets, which are expected to grow at 15–17 per cent to US$ 170–180 Billion, boosted by greater government spending on healthcare. A great majority of the expansion is driven by explosive growth in China, the world’s third-largest market for pharmaceutical sales. A great slowdown is expected in the five major European markets (France, Germany, Italy, Spain and the UK), along with Canada, with minimal growth of 1–3 per cent. The US will continue to remain the single largest pharmaceutical market, with sales of US$ 320–330 Billion, up 3–5 per cent.

 

Generics

 

In FY10, global generic market was estimated to be worth US$ 89 Billion; of which, US accounted ~42 per cent (US$ 37.4 Billion) of market. According to industry estimates, the total global generics market is projected to expand to US$ 135-150 Billion, with CAGR of ~10 per cent by 2015.

 

From FY05 to FY10, export of drugs from India has increased at a CAGR 18.7 per cent to US$ 9 Billion. Out of this India exported 23.5 per cent (US$ 2 Billion) of total pharma exports to North America in FY10.

 

The US administration’s healthcare bill provides affordable healthcare to about 32 Million people of hitherto uninsured Americans, which means increased use of generic drugs due to the cost and viability factor, accelerating generic growth in the coming years.

 

The Indian companies account for 15.4 per cent (November 2010 IMS data) of the US generics market. Indian companies continue to gain market share, and the incremental prescription market share for Indian companies is 33.7 per cent.

 

INDIAN OVERVIEW

 

India’s pharmaceutical sector can be classified into three broad market segments namely Contract Research and Manufacturing Services (CRAMS), Formulations, and Active Pharmaceutical Ingredients (APIs).

 

The Indian pharmaceutical Industry has witnessed robust growth, being valued at around Rs.550.000 Billion in 2005 to over Rs.1.000 Trillion in 2010-11. The growth has stemmed from variousfactors - knowledge, skills, low cost, improved quality and huge demand from both domestic as well as international markets. During 2010-11, exports accounted for nearly 42 per cent of the total industry size at Rs.420.000 Billion. For the seven-year period (2003-2010), the domestic sale has grown at compound annual growth rate (CAGR) of 10.7 per cent, whereas exports have grown faster at CAGR of 19.0 per cent.

 

The Indian Pharmaceutical sector has more than 10,000 manufacturers in the country. It has expanded drastically

in the last two decades. The leading 250 pharmaceutical companies control 70 per cent of the market with market

leader holding nearly 7.0 per cent of the market share. In the Asia-Pacific pharmaceuticals market, India holds a share of 6.6 per cent.

 

The pharmaceutical industry in India meets around 70 per cent of the country’s demand for bulk drugs, drug intermediates and 95 per cent of the demand of pharmaceutical formulations, chemicals, tablets, capsules, orals and injectibles. There are about 250 large units and about 8,000 Small Scale Units, which form the core of the pharmaceutical industry in India (including 5 Central Public Sector Units). These units produce the complete range of pharmaceutical formulations, i.e., medicines ready for consumption by patients and about 350 bulk drugs, i.e., chemicals having therapeutic value and used for production of pharmaceutical formulations.

 

INDIAN GENERICS MARKET

 

In the part five years, the Indian pharmaceutical industry has emerged among the world’s key markets. Generics have played a key role in this evolution. India – with a contribution of ~22 per cent in terms of value towards the global generic drug market, also is the leading exporter of generic medicines in the world, valued around US$ 11 Billion. Indian firms manufacture about 60,000 generic brands across 60 therapeutic categories. The branded generics market will continue to dominate the Indian pharmaceutical industry. 61 drugs worth US$80 Billion will go off patent at the US Patent and Trademark Office between 2011 and 2013. Indian pharmaceutical industry is all set to gain from the patent expiry of some blockbuster drugs by producing their generic equivalents. The Indian generic drug market is expected to grow at a CAGR of around 17 per cent between 2010-11 and 2012-13.

 

APIs

 

Bulk drugs are the active pharmaceutical ingredients (APIs), which are used for the manufacture of formulations. According to estimates, the proportion of formulations and bulk drugs is in the ratio of 75:25. More than 85 per cent of the formulations produced in the country are sold in the domestic market. India is largely self-sufficient in case of formulations, though some life saving, new-generation technology- barrier formulations continue to be imported.

 

The bulk drug industry meets the domestic requirement to an extent of about 70 per cent. Indian companies are leveraging their strength in organic synthesis, process engineering and commercially viable manufacturing technologies to produce new range of bulk drugs. It has been partially in developing cost, partially successful in developing cost effective technology for Drug Intermediates, although the industry continues to depend on China and other developed countries to an extent of 30 per cent of their requirement of Drug Intermediates.

 

The generics push being witnessed by the global pharmaceutical industry due to patent expiries as well as Government pressure to reduce healthcare costs is aiding the growth of the Bulk Drug exports industry in India. In addition, price erosion of generics and decreasing R&D productivity is causing global companies to cut costs and outsource manufacturing of Bulk Drugs to cost effective destinations such as India.

 

Lifestyle diseases – to increase in India

 

By 2015, the specialty and super-specialty therapies will account for 45 per cent of the pharma market. The growing lifestyle disorders, particularly metabolic disorders like diabetes and obesity as well as coronary heart disease and hypertension, cardiovascular, neuropsychiatry and oncology drugs will gain considerable significance.

 

India is key market

 

Global pharma players continue to penetrate the burgeoning emerging markets by acquisition of domestic generics and manufacturing companies, which accounted for nearly 50 percent of M&A targets for deals made during 2008 to 2010 in the emerging markets (compared to 21 percent of targets in North America, Europe, Australia and Japan). The importance of India as a key market as well as a preferred manufacturing destination was cemented with global pharma companies acquiring Indian pharma giants during 2010-11.

 

CRAMS

 

Approximately 64 per cent of the estimated US$ 67 Billion global CRAMS market in 2010 is dominated by contract manufacturing, which includes manufacturing of intermediates for new chemical entities (NCEs) or manufacturing of APIs. Contract Research predominantly consists of drug discovery, preclinical and clinical research and represent US$ 25 Billion opportunity globally It is estimated that currently only ~20 per cent of global Pharma R&D spend is being outsourced. This represents a huge opportunity for the Indian Companies.

 

CORPORATE PERFORMANCE REVIEW

 

Background

 

About the Company

 

Subject is a fast growing pharmaceuticals company having presence in Human and Veterinary segments. In 2007, first generation entrepreneurs, each having more than a decade’s experience, acquired Sequent Scientific Limited. The Company has evolved into an integrated player in the pharmaceuticals segment, with footprints in API (Human and Veterinary), Formulations (Veterinary) and CRAMS. Besides, the Company is also a leading producer of specialty chemicals. The Company has seven units across the country, including two state-of-the-art R&D centres – in Mangalore and Bengaluru. Sequent is the leading producer of Anthelmentic APIs in the world.

 

The year 2010-11

 

During the year 2010-11, the Company continued to build upon its robust foundation laid over the years. The Company focused on building key strengths that would define its competitive advantage across each vertical of presence. Being a diverse Company, it was important to define its core businesses that would drive the future growth. As a result, the Company continued to build its pharmaceutical business in terms of people, products, processes and presence. The Company’s new R&D centre also commenced operations in Bangalore during the year.

 

The Company filed 7 new drug master files, taking the total DMFs filed as on 31st March, 2011 to 28.

 

The Company’s edge on chemistry and research skills backed with its world-class infrastructure enabled it to increase its client base and forge product specific partnerships. The Company’s clientele include the global pharma companies, highlighting its value-proposition and abilities as a niche player.

 

2010-11 also witnessed a dip in the Company’s financial performance for the first time since its incorporation. While the Company’s net sales increased by 12.8 per cent to Rs.2778.000 Million; EBIDTA declined by 11.6 per cent to Rs.596.000 Millions. The Company’s net profit also declined by 23.4 per cent to Rs.159.000 Million. The dip in the numbers was largely on account of absence of Oseltavimir sales during the year. In 2009-10, in the wake of Swine Flu, the Company produced and sold Oseltavimir, an API that commanded decent margins. In absence of such an opportunity during 2010-11, the margins as well as the profit of the Company witnessed a decline. However, on an apple-to-apple comparison, the Company’s revenues increased by 43 per cent and EBITDA registered a 54 per cent increase (non-Oseltavimir revenues).

 

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 31st DECEMBER, 2011

 

 

 

 

 

 

Rs in Millions

 

Particulars

Quarter Ended

Quarter Ended

Nine Months Ended

 

31.12.2011

30.09.2011

31.12.2011

 

(Unaudited)

(Unaudited)

(Unaudited)

1

(a) Net Sales/Income from Operations

749.200

891.940

2327.290

 

(b)Other Operating Income

0.000

0.000

0.000

 

Total Revenue

749.200

891.940

2327.290

2

Expenditure

 

 

 

 

(a)

Increase/(Decrease) in Stock-in-trade and work in progress

3.730

(62.120)

(37.300)

 

(b)

Consumption of raw materials

400.581

570.061

1325.622

 

(c)

Purchase of traded Goods

17.379

26.589

59.738

 

(d)

Conversion Chrges

13.960

19.638

55.560

 

(e)

Employees Cost

58.180

68.680

190.080

 

(f )

Depreciation

67.207

45.898

157.380

 

(g)

Other Expenditure

192.240

264.832

589.920

 

 

Total (Any item exceeding 10% of the total Expenditure to be shown separately)

753.277

933.578

2341.000

3

 

Profit from operation before other income, interest and other exceptional items(1-2)

(4.077)

(41.638)

(13.710)

4

 

Other Income

14.640

9.940

81.840

5

 

profit before interest and exceptional items(3+4)

10.563

(31.698)

68.130

6

Interest

70.170

70.220

210.150

7

Profit after interest but before exceptional items(5-6)

(59.607)

(101.918)

(142.020)

8

Exceptional Items

--

--

--

9

Profit(+)/Loss(-) from Ordinary Activities before tax (7-8)

(59.607)

(101.918)

(142.020

10

Tax Expenses

(30.974)

3.117

(13.350)

11

Net Profit(+)/Loss(-) from Ordinary Activities after tax( 9-10)

(28.633)

(105.035)

(128.670)

12

Extra Ordinary Items

--

--

--

13

Net Profit(+)/Loss(-) for the period (11­12)

(28.633)

(105.035)

(128.670)

14

Paid-up Equity Share Capital Rs.2/ per share

212.350

212.350

212.350

15

Reserves excluding revaluation reserves

--

--

--

16

Earning Per Share

 

 

 

(a)

Basic and diluted EPS before Extraordinary items for the period, for the year to date and for the previous year(not to be annualised)

(1.31)

(4.79)

(5.87)

 

 

(b)

 Basic and diluted EPS after Extraordinary items for the period, for the year to date and for the previous year(not to be annualised)

(1.31)

(4.79)

(5.87)

 

 

17

Public Shareholding

 

 

 

 

Number of Shares

9745212

6028969

9745212

 

Percentage of Shareholding

44.43%

27.49%

44.43%

18

Promoters and Promoter group

 

 

 

 

a) Pledged/Encumbered

 

 

 

 

Number of shares

1000000

10300000

1000000

 

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

8.20%

64.75%

8.20%

 

Percentage of Shares (as a % of the total share capital of the Company)

4.56%

46.96%

4.56%

 

b) Non-encumbered

 

 

 

 

Number of shares

11189979

5606222

11189979

 

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

91.80%

35.25%

91.80%

 

Percentage of Shares (as a % of the total share capital of the Company)

51.01%

25.55%

51.01%

 

Note:

 

Notes:

 

1. The unaudited financial results were taken on record by the Board of Directors at its meeting held on February 09, 2012.

 

2. The Statutory Auditors have performed a limited review of the standalone financial results for the period ended as on December 31, 2011 of the Company as required by Clause 41 of the Listing Agreement.

 

3. The Scheme of Amalgamation of Fraxis Life Sciences Limited ("Transferor Company") with the Company ("Transferee Company") has been sanctioned by the High Court of Bombay on August 20,2011 with the appointed date and effective date being September 14, 2011, the date on which the sanctioned Scheme is filed by the Company with the Registrar of Companies, Mumbai ("the Scheme"). In terms of the Scheme:

 

a) The amalgamation has been accounted for under the Purchase Method of accounting as specified in Accounting Standard (AS) - 14 accounting tor Amalgamations, notified by the Central Government of India under the Companies (Accounting Standards) Rules, 2006.

 

b) All the assets and liabilities of the Transferor Company have been recorded by the Transferee Company at their respective carrying amounts as appearing in the books of the Transferor Company as on the appointed date.

 

c) The investment in the equity share capital of the Transferee Company as appearing in the books of accounts of the Transferor Company stands cancelled and accordingly, the share capital of the Transferee Company shall stand reduced to the extent of face value of shares held by the Transferor Company in the Transferee Company as on the appointed date.

 

d) In accordance with the scheme, the Board of Directors of the Transferee Company have approved the issue and allotment of 14,865,000 number of equity shares at par of the Transferee Company to the respective shareholders of the Transferor Company in the proportion of their shareholding in the Transferor Company.

 

e) The excess of the value of the net assets of the Transferor Company acquired by the Transferee Company over the face value of the shares issued by the Transferee Company as consideration to the shareholders of the Transferor Company and after adjusting for cancellation of equity share capital as mentioned in c above is treated as Capital Reserve amounting to Rs.6.243 Millions (net of merger expenses).

 

f) All costs, charges, taxes including duties, levies and all other expenses, if any arising out of, or incurred in carrying out and implementing the Scheme and to put it into operation has been borne by the Transferee Company and has been adjusted against the Capital Reserve.

 

4. During the year ended March 31, 2011 the Scheme of amalgamation of Vedic Elements Private Limited ("Transferor Company") with the Company (Transferee Company") with an appointed date of October 1, 2009. (The Scheme"), was sanctioned by the High Court of Karnataka and came into effect on 07 September 2010. In terms of the Scheme:

 

a) Upon the scheme becoming effective, the assets and liabilities of the Transferee Company have been revalued based on valuation report or fair value determined by the Board of Directors of the Company and the net surplus of Rs.341.080 Millions arising out of such valuations (over the carrying value of the respective assets and liabilities prior to the valuation) have been credited to the Restructuring Reserve account.

 

b) The deficit arising on amalgamation of Rs.337.020 Millions representing the value of assets over the value of liabilities of the Transferor Company, after cancellation of capital of the transferor Company and the reserves recorded has been set-off against Restructuring reserve account.

 

c) Had the Scheme not provided for fair valuing the assets and liabilities of the Transferee Company, the effect of accounting as per the Accounting standards issued under the Companies (Accounting Standards) Rules, 2006 for the previous year ended March 31,2011, would have been as under:

 

1) Depreciation expenses would have been lower by Rs.8.160 Millions, provision for 'Other than temporary impairment in investments’ would have been higher by Rs.34.780 Millions. Decrease in income from exceptional item lower by Rs.57.500 Millions. The resultant impact on profit after tax for the year ended March 31, 2011 being lower by Rs.84.120 Millions.

 

2) Earning Per Share (EPS) (Face Value of Rs.10 each)    Year Ended 31-Mar-11


Basic (Rs.)                                                                         3.43
Diluted (Rs.)                                                                       3.43

 

5. Details of investor complaints for the quarter ended 31st Dec 2011:

Unresolved at the beginning of the quarter            : Nil

Received during the quarter:                                    1

Disposed off during the quarter:                            1

Unresolved at the end of quarter:                            Nil        

 

6. The Company has exercised the option of capitalising the exchange difference on account of restatement of term loans taken in foreign currency as per Notification issued by Ministry of Corporate Affairs dated 29th December 2011. Accordingly Rs.42.640 Millions (including Rs.23.621 Millions relating to earlier quarters) has been capitalised under respective assets categories and depreciated over the remaining useful life of the assets. The Depreciation includes Rs.2.530 Millions on account of such exchange differences capitalised. Consequently the loss before tax for the quarter and period ended 31 December 2011 is lower by Rs.40.111 Millions.

 

7. On February 3, 2012, there was a fire accident at the Panoli plant of the Company. The cause of fire is being investigated and the damage on account of the accident is being assessed for which the Company has adequate insurance cover. "

 

8. Segment Results

 

The company has identified Pharmaceuticals and Specialty Chemicals as its business segments. Segments have been identified taking in to account the nature of products, the differing risks and returns, the organisational structure and the internal reporting system

 

 

 

 

 

 

 

Rs in Millions

 

Particulars

Quarter ended

Quarter ended

Year to date

 

31.12.2011

30.09.2011

31.12.2011

 

(Unaudited)

(Unaudited)

(Unaudited)

1

Segment Revenue

 

 

 

 

a) Pharmaceuticals

630.099

771.538

1988.392

 

b) Specialty Chemicals

119.101

120.402

338.98

 

Total

749.200

891.940

2327.290

 

Less: Intersegment Revenue

--

--

--

 

Net Salas/Income from Operations

749.200

891.940

2327.290

2

Segment Result

 

 

 

 

Profit or Loss before Tax and interest from Each Segment

 

 

 

 

a) Pharmaceuticals

(47.868)

12.367

(16.593)

 

b) Specialty Chemicals

22.333

15.760

63.13

 

Total

(25.535)

28.127

46.580

 

Less I) Finance Cost

70.158

70.215

210.137

 

II) Other unallocable expenditure net off unallocable income

(36.086)

59.830

(21.537)

 

Total Profit Before Tax

(59.607)

(101.918)

(142.020)

 

Capital Employed

 

 

 

 

a) Pharmaceuticals

4361.314

4204.846

4361.314

 

b) Specialty Chemicals

321.580

257.888

321.580

 

c) Unallocable

(1423.234)

(1289.553)

(1423.234)

 

Total

3259.660

3173.181

3259.660

 

9. Figures for previous periods may have been regrouped and rearranged, wherever necessary, to confirm to the relevant current period classification.

 

FIXED ASSETS:

 

  • Freehold Land
  • Leasehold Land
  • Land Development
  • Leasehold Property – Development
  • Building
  • Furniture and Fixtures
  • Office Equipment and Computers
  • Plant and Machinery
  • Motor Vehicles
  • Intangible assets

 

 

 


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 :

KVT

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

YES

--AFFILIATION

YES/NO

NO

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

45

 

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.