MIRA INFORM REPORT

Report Date :

27.04.2013

IDENTIFICATION DETAILS

Name :	BILCARE LIMITED
Registered Office :	Gat No. 1028, Village Shiroli, Taluka Khed, Rajgurunagar, Pune – 410505, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	01.07.1987
Com. Reg. No.:	11-043953
Capital Investment / Paid-up Capital :	Rs. 235.452 Millions
CIN No.: [Company Identification No.]	L28939PN1987PLC043953
TAN No.: [Tax Deduction & Collection Account No.]	PNEB02448F
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing of Paper Tubes used for Winding of Polyster and Nylon Yarn.
No. of Employees :	130 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 38000000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is a subsidiary of Bilcare Singapore Pte. Limited. It is a well established and reputed company having satisfactory track record. Financial position of the company appears to be sound. Directors are reported as experienced and respectable businessmen. Trade relations are reported as trustworthy. 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 – 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

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Bank Facilities = A (Withdrawn)
Rating Explanation	Adequate degree of safety and low credit risk
Date	18.10.2011

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 / Factory :	Gat No. 1028, Village Shiroli, Taluka Khed, Rajgurunagar, Pune – 410505, Maharashtra, India
Tel. No.:	91-20-2445 6111/ 2445 6333 91-2135-304200
Fax No.:	91-20-2445 6333 91-2135-224068
E-Mail :	bil@giaspn01.vsnl.net.in anil.tikekar@bilcare.com
Website :	http://www.bhandari.com http://www.bilcare.com
Corporate Office :	601, ICC Trade Tower, Pune – 411106, Maharashtra, India
Tel. No.:	91-20-30257700
Fax No.:	91-20-30257701
E-Mail :	mail@bilcare.com
Head Office:	6^th Floor, ICC Tower, B Wing, Pune – 411 016, Maharashtra, India
Tel. No.	91-20-30257700
Fax No.:	91-20-30257700
Factory 2 :	25, MWDC, Chakan, Pune-410501, Maharashtra, India
Overseas Office :	Located at · Singapore · US · Switzerland · Brazil

DIRECTORS

As on 31.03.2012

Name :	Mr. Mohan H. Bhandari
Designation :	Chairman and Managing Director
Name :	Mr. Robin Banerjee
Designation :	Deputy Managing Director and Chief Financial Officer
Name :	Dr. Praful R. Naik
Designation :	Executive Director
Name :	Dr. Volker Huelck
Designation :	Director
Name :	Dr. R. V. Chaudhari
Designation :	Director
Name :	Mr. Rajendra Tapadia
Designation :	Director
Name :	Dr. Kalyani Gandhi
Designation :	Director
Name :	Mr. Arthur J Carty
Designation :	Director

KEY EXECUTIVES

Name :	Mr. Anil A. Tikekar
Designation :	Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2013

Category of Shareholder	No. of Shares	% of No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	7678611	35.82
Sub Total	7678611	35.82
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	7678611	35.82
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	341798	1.59
Foreign Institutional Investors	849261	3.96
Qualified Foreign Investor	2500	0.01
Sub Total	1193559	5.57
(2) Non-Institutions
Bodies Corporate	1850490	8.63
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	4374105	20.41
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	3520629	16.42
Any Others (Specify)	2818029	13.15
Clearing Members	223140	1.04
Foreign Corporate Bodies	1866065	8.71
Market Maker	24633	0.11
Non Resident Indians	627716	2.93
Trusts	76200	0.36
Foreign Nationals	275	0.00
Sub Total	12563253	58.61
Total Public shareholding (B)	13756812	64.18
Total (A)+(B)	21435423	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	2109808	0.00
Sub Total	2109808	0.00
Total (A)+(B)+(C)	23545231	0.00

BUSINESS DETAILS

Line of Business :

Manufacturing of Paper Tubes used for Winding of Polyster and Nylon Yarn.

Products :

Item Code No. (ITC Code)	Production Description
4822.00	Paper Tubes
4819.19	Containers
3921.90	PVDC Coated Film

GENERAL INFORMATION

No. of Employees :

130 (Approximately)

Bankers :

• ABN Amro Bank NV
• Barclays Bank Limited
• Corporation Bank
• DBS Bank Limited
• HDFC Bank Limited
• Hongkong and Shanghai Banking Corporation Limited
• Indian Bank
• Indian Overseas Bank
• Standard Chartered Bank
• State Bank of India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Term loan from banks	6131.435	4511.601
Debentures / Bonds	0.000	600.000
Working capital loan from banks	119.976	200.000
Total	6251.411	5311.601

Banking Relations :	--
Auditors :
Name :	R. L. Rathi and Company Chartered Accountants
Address :	Pune, Maharashtra, India
Holding Company :	· Bilcare Singapore Pte. Limited · Bilcare Mauritius Limited
Ultimate Holding Company :	Bilcare Limited
Subsidiaries Company :	· Bilcare GmbH · Bilcare Inc · Bilcare Farmacseutica Embalagem E Pesquisas Limited · Bilcare SA · Bilcare (UK) Limited · Bilcare GCS (Europe) Limited · Bilcare Technologies Singapore Pte. Limited · Bilcare Technologies Italia Srl · Bilcare Research AG · Bilcare Germany Management GmbH · Bilcare Germany GmbH and Co KG · Films Germany Holding GmbH · Bilcare Agency GmbH · Bilcare Research Srl. · Bilcare Fucine Srl. · Bilcare Research Inc · Bilcare Research GmbH · Caprihans India Limited
Joint Venture :	International Labs LLC

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
40000000	Equity Shares	Rs.10/- each	Rs.400.000 Millions
5000000	Preference Shares	Rs.10/- each	Rs. 50.000 Millions
	Total		Rs.450.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
23545231	Equity Shares	Rs.10/- each	Rs.235.452 Millions

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		235.452	235.452	226.879
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		9312.941	8768.341	7589.799
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		9548.393	9003.793	7816.678
LOAN FUNDS
1] Secured Loans		6251.411	5311.601	3756.091
2] Unsecured Loans		238.297	115.616	652.241
TOTAL BORROWING		6489.708	5427.217	4408.332
DEFERRED TAX LIABILITIES		1125.381	1017.659	913.481
TOTAL		17163.482	15448.669	13138.491
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		5746.773	5058.551	4149.792
Capital work-in-progress		335.129	52.472	299.134
INVESTMENT		6793.520	6571.031	4795.141
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1291.282	929.459	867.810
	Sundry Debtors	3460.804	2392.418	2016.777
	Cash & Bank Balances	267.870	684.323	1063.553
	Other Current Assets	496.804	0.000	0.000
	Loans & Advances	454.667	721.051	701.509
Total Current Assets		5971.427	4727.251	4649.649
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	234.907	807.636	603.904
	Other Current Liabilities	1169.851	66.110	54.505
	Provisions	278.609	86.890	96.816
Total Current Liabilities		1683.367	960.636	755.225
Net Current Assets		4288.060	3766.615	3894.424
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		17163.482	15448.669	13138.491

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012
	SALES
		Income	7525.969
		Other Income	62.599
		TOTAL (A)	7588.568
Less	EXPENSES
		Cost of materials consumed	4611.168
		Changes in inventories of finished goods, work-in-progress and stock in trade	51.716
		Employee benefits expense	250.074
		Other expenses	386.864
		TOTAL (B)	5299.822
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2288.746
Less	FINANCIAL EXPENSES (D)		796.938
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1491.808
Less/ Add	DEPRECIATION/ AMORTISATION (F)		359.924
	PROFIT BEFORE TAX (E-F) (G)		1131.884
Less	TAX (H)		384.358
	PROFIT AFTER TAX (G-H) (I)		747.526
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		2575.468
Less	APPROPRIATIONS
		Transfer to General Reserve	100.000
		Dividend	47.100
		Tax on Dividend	7.600
		Debenture Redemption Reserve	0.000
	BALANCE CARRIED TO THE B/S		3168.294
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	746.695
		Interest	48.775
		Lease Rent	0.000
		Other	0.000
	TOTAL EARNINGS		795.470
	IMPORTS
		Raw Materials	1492.409
	TOTAL IMPORTS		1492.409
	Earnings Per Share (Rs.)		31.75

	PARTICULARS		31.03.2011	31.03.2010
	SALES
		Income	6585.945	5496.517
		Other Income	43.077	147.487
		TOTAL (A)	6629.022	5644.004
Less	EXPENSES
		Cost of Goods Sold	3974.601	3374.945
		Payments to & provision for employees	246.669	229.882
		Over Heads	412.443	382.949
		Increase/(Decrease) in Finished Goods	(8.532)	(1.309)
		TOTAL (B)	4625.181	3986.467
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2003.841	1657.537
Less	FINANCIAL EXPENSES (D)		448.437	263.949
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1555.404	1393.588
Less/ Add	DEPRECIATION/ AMORTISATION (F)		296.928	264.733
	PROFIT BEFORE TAX (E-F) (G)		1258.476	1128.855
Less	TAX (H)		388.039	374.122
	PROFIT AFTER TAX (G-H) (I)		870.437	754.733
	BALANCE CARRIED TO THE B/S		870.437	754.733
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	433.270	519.444
		Interest	0.000	0.206
		Lease Rent	70.000	35.000
		Other	0.654	8.329
	TOTAL EARNINGS		503.924	562.979
	IMPORTS VALUE		1591.405	1516.886
	Earnings Per Share (Rs.)		36.97	33.27

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012	31.12.2012
	1^st Quarter	2^nd Quarter	3^rd Quarter
Net Sales	1780.400	2113.800	2118.200
Total Expenditure	1326.600	1538.500	1517.800
PBIDT (Excl OI)	453.800	575.300	600.400
Other Income	0.000	0.000	0.000
Operating Profit	453.800	575.300	600.400
Interest	249.800	255.400	264.200
Exceptional Items	0.000	0.000	0.000
PBDT	240.000	319.900	336.200
Depreciation	91.200	91.200	91.200
Profit Before Tax	112.800	228.700	245.000
Tax	36.600	74.200	79.500
Provisions and contingencies	0.000	0.000	0.000
Profit After Tax	76.200	154.500	165.500
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	76.200	154.500	165.500

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	9.85	13.13	13.37
Net Profit Margin (PBT/Sales)	(%)	15.04	19.11	20.54
Return on Total Assets (PBT/Total Assets}	(%)	9.66	12.86	12.83
Return on Investment (ROI) (PBT/Networth)		0.12	0.14	0.14
Debt Equity Ratio (Total Debt /Networth)		0.68	0.60	0.56
Current Ratio (Current Asset/Current Liability)		3.55	4.92	6.16

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	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	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	----------------------
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

UNSECURED LOAN

Rs. In Millions

Particular	As on 31.03.2012	As on 31.03.2011
Deferred sales tax loans	117.008	114.317
Fixed deposits	1.289	1.299
Loans and advances from related parties	50.000	0.000
Loans and advances from others	70.000	0.000
Total	238.297	115.616

MANAGEMENT DISCUSSION AND ANALYSIS

PHARMACEUTICAL INDUSTRY OVERVIEW

The international financial crisis continued to affect the world’s economies in 2011 with sales in world pharmaceutical markets showing significant regional variations. However, big pharmaceutical companies are expected to experience continued growth, although this will be limited in mature markets compared to emerging markets. Despite continued operating headwinds in 2011, the global pharmaceuticals industry is expected to remain one of Fitch’s highest-rated industries.

According to research agency IMS Health, the pharmaceutical industry grew by 5.1% in 2011 to USD 942 billion. The growth rate in Japan stood at 5.6% in 2011 compared to 0.1% in 2010. In absolute terms, the market size in North America is still the largest at USD 346.2 billion. Within the growth continents, Asia, Africa and Australia, which account for USD 163.1 billion of the USD 942.2 billion pharmaceutical market, delivered the best growth of 13.1%. However, growth rate remained slower in North America at 3% in 2011 compared to 2.2% in 2010. In addition, growth in Europe remains sluggish; growing at a slower 2.4% in 2011 compared to 2.9% in 2010. IMS Health has estimated Europe’s pharmaceutical sales in 2011 to be approximately USD 255.1 billion. It is estimated there will be an accelerating shift in spending on generics from 20% in 2005 to 39% by 2015.

The Asia-Pacific pharmaceutical market comprising India, China, Malaysia, South Korea and Indonesia has emerged as one of the fastest growing pharmaceutical markets. The past decade witnessed the industry undergoing a transformation with the expansion of big pharmaceutical companies in India, China, Brazil, Russia and Latin America. The high growth witnessed in emerging markets has led to a focus shift for large pharmaceutical companies from regulated markets to emerging markets. In addition, the product patent regime has provided abundant support to the industry to sustain growth despite the global economic downturn. Further, generics are emerging as one of the leading segments that will benefit when many drugs go off-patent in due course.

The number of counterfeited drugs has increased in recent years and has become a hazardous problem worldwide. Counterfeit medicines and diagnostic products often look identical to authentic adaptations and are difficult to detect, particularly by patients. While estimates differ, trafficking in counterfeit medicinal products is common and affects both developing and developed countries, protection and enforcement of IP rights remains a complex issue in many emerging markets, with counterfeit and first-copy products prevalent. The World Health Organization (WHO) has identified counterfeiting as a growing, often underestimated danger, citing in particular the problems of product toxicity, instability and ineffectiveness.

GLOBAL PHARMACEUTICAL SALES

According to IMS Health’s estimates, the global market for pharmaceuticals will grow by nearly USD 300 billion over the next five years, reaching USD 1.1 trillion by 2014. Overall, IMS Health says, drug sales will grow at a compounded annual rate of 5-8%. Growth in emerging countries will help offset losses from a large number of leading products losing patent protection during this period. According to industry estimates, the total spending on healthcare in these markets is likely to grow from USD 151 billion to USD 285-315 billion by 2015, with most markets expected to register double-digit growth.

Besides the developed markets, Indian pharmaceutical companies have also been eyeing growth opportunities in other fast-growing markets, including Russia, South Africa, Brazil, Mexico and South-East Asia, where they have strengthened their presence.

While big pharmaceutical companies are well placed to develop affordable generic products for the regulated and semiregulated markets globally, Indian companies too are likely to benefit from a low cost manufacturing base, growth in medical infrastructure, greater government spending on healthcare, good understanding of regulatory standards, and strong chemistry skills.

GLOBAL PHARMACEUTICAL SALES BY REGION

Pharmaceutical sales in North America grew at 3.0% in 2011 to USD 346.2 billion. The growth of other continents led by Asia, Africa and Australia, has seen a further deterioration in the pharmaceutical positioning of North America.

The 3-A continents (Asia, Africa and Australia) showed a lower growth rate of 13.1% in 2011 compared to the previous year’s growth rate of 14%. Europe grew by 2.4% in 2011, which was lower than the 2.9% growth posted by it in 2010. In absolute terms, by market size Europe stood at USD 255.1 billion compared to USD 253.2 billion in 2010. Japan witnessed a growth of 5.6% in 2011 compared to 0.1% shown in 2010.

The trend of more products going off-patent in the developed world is likely to continue. Thus while growth may dampen in these markets it has the potential to cause a spike in requirements for generics.

LEADING THERAPY CLASS IN 2011

Oncology remained the top therapy class in 2011 with 5.5% growth to USD 62.2 billion from USD 56.9 billion in 2010. In terms of the fast growing segments, anti-diabetics saw 11.4% growth at USD 39.2 billion. The anti-epileptic segment saw 10.1% growth at USD 14.1 billion. De-growth was seen in the anti-ulcerants segment, which slowed almost 6.4% to USD 26.9 billion.

Respiratory agents stood as the second largest therapy class with nearly 7% growth. The year 2011 saw USD 38.7 billion worth lipid regulator sales worldwide. Auto-immune agents, which saw a sharp increase in usage, witnessed slower growth in 2011 compared to 2010. The year saw sales of nearly USD 24.4 billion worth of auto-immune agents. HIV anti-virals at USD 17.4 billion annual sales saw 9.5% growth.

IMS Health estimates that patents expiries are likely to peak through 2011 and 2012, putting almost USD 142 billion of sales under pressure. IMS Heath expects six of the top 10 selling drugs to face competition from generics. Cholesterol regulators, antipsychotics and anti-ulcerants are segments that might come under pressure as well.

PACKAGING INNOVATIONS

Subject is at the forefront of delivering sustainable, affordable and innovative packaging solutions to customers globally. As a research driven organization with single source capabilities, they follow a customer centric approach to fulfill packaging needs in the areas of pharmaceutical packaging, card solutions and specialty films. They have supplemented their research and development capabilities with broad production and application knowledge as a single source packaging solutions provider. They leverage the powerful synergy of their research capabilities in India, Singapore and Germany; State-of-the-art design and manufacturing facilities in US, Germany, Italy, Singapore and India and above all, their commitment to create sustainable competitive advantages for their customers.

The acquisition they did in 2010 has helped Subject transform in two ways: Firstly their focus over the past year ensured that the businesses were successfully integrated and the expected cost synergies achieved; secondly, Subject improved its product range to offer high margin products and solutions. While it is still ‘work in progress’ to derive the full benefits from the acquisition, the businesses have advanced against the initial goals and the progress already achieved will underpinearnings growth for the next two years. Through this acquisition, the company now enjoys a strong base of over 2,000 customers spread across the globe.

PHARMA PACKAGING INNOVATIONS (PPI)

The deep customer relationships with the Who’s Who of pharma giants give Subject a critical advantage that will benefit then in the long term through cross selling of Bilcare’s patented Pharma Packaging Solutions to global players. They believe Subject will become a dominant player in the pharma packaging industry globally in three aspects: market (customer) leadership, geographic reach, and product and solutions offerings.

Currently, they are collaborating with global pharmaceutical companies to ensure market competitiveness for their products through brand protection, brand management and brand enhancement strategies in addition to their Optima® services, Brandpack® - Innovative design solutions and 5C approach of strategic consulting in pharma packaging material sciences. This represents Bilcare’s radical shift in the pharma packaging space and is a vital step towards delivering state-of-art innovations and establishing a global leadership position in the industry. Their key strategy is to push highmargin products and solutions thereby positively contributing to the overall business growth.

The Company provides brand protection and better control over the movement of a product across the value/ supply chain through its nonClonableID® technology which also empowers retailers and consumers with an easy to use real time means for product verification.

Their aluminum foils, polymer films and anticounterfeiting packaging solutions make then a force to reckon in the packaging industry and they remain a dominant player in the blister packaging market. Rapid advances in the pharmaceutical industry require innovative packaging solutions. Their material science experts create exclusive packaging with barrier properties and convenience features to protect the quality and integrity of pharmaceutical products at optimal cost. Subject now aggressively focuses on its key business strategy of providing Solution based packaging material through its unique 5C program that addresses the key challenges of – Counterfeiting, Compliance, Communication, Convenience and Child Resistant packaging materials.

PACKAGING FILMS SOLUTIONS (PFS)

The developments in their pharma packaging division have also resulted in expanding their solutions base to the ever evolving FMCG and non-pharma markets. Using state-of-the-art technology and research, Subject meets the highly specialized demands of film packaging especially in the food packaging segment.

They provide a complete range of high-grade packaging films and flexible packaging solutions to suit varied product and technical requirements. Their packaging film solutions serve diverse industry sectors such as food, meat, dairy, household products and automobiles and guarantee the highest levels of film quality through the utilization of selected raw materials, consistency of formulations and stringent quality control.

CARDS SOLUTIONS (CS)

Subject is also a leading global producer of a vast array of rigid films for card solutions. Through their GMP-compliant manufacturing facilities in Europe and North America, they produce high-quality cores and overlays for various card applications. Using high quality raw materials, advanced production technologies, and state-of-the-art computer controlled processing methods; their products adhere to minimal production tolerances. Their films deliver consistent performance with superior lamination capability, printability, heat resistance, and yield. Their solutions also deploy anti-counterfeiting features through their unique nonClonableID® technology for identity, authentication and card security across banking cards, mobile cards, loyalty cards, contact-less and combination-card applications.

SPECIALTY FILMS SOLUTIONS (SFS)

Through a wide range of film components encompassing several colors, surface finishes and embossed effects,

Subject designs customized solutions of the thermoformed packaging films for consumer goods, printing/decoration, visual packaging, shrink films, office/home furniture and other similar industries.

With access to dedicated specialties manufacturing sites (USA, Germany, Italy and India) they meet customer demands globally, with regional and local expertise. Subject is focused on the highest product quality through the selection of high-grade raw materials, modern computer controlled calendar lines, and stateof- the-art coating and lamination lines under the control of highly qualified and committed packaging experts.

GLOBAL CLINICAL SUPPLIES (GCS)

According to Visiongain, a leading business information company, India and China have become major destinations for outsourcing of drug development by leading pharmaceutical companies world-wide. Ageing populations, increasing dominance of chronic diseases, growing demand for improved therapies and high growth

of the pharmaceutical and biotechnology markets are the key factors driving the Clinical Trials market. In recent years, the market for clinical trial services has been increasing rapidly with a predicted market size of clinical trials outsourcing reaching over USD 70 billion by 2015.

Due to the above, India and China besides Asia provide a robust and dependable market for Clinical Trial outsourcing that include Clinical Trial Materials (CTM) outsourcing as well. Today, global pharmaceutical firms are deciding on clinical trial outsourcing based on the available patient pool and recruitments, affordability and on time completion of the trials, world class infrastructure to ensure efficacy of the process and regulatory, IPR and Government support. India is among the top destinations as an outsourcing country because of a huge and low cost patient base, improving infrastructure and completion of trial on time due to supportive Governmental and Regulatory Laws.

Faced with the business requirement of faster drug launches and increasing post-marketing compliance requirements, pharmaceutical companies have increasingly started outsourcing their processes with a view to cut costs and save time. Subject GCS, a preferred partner for top Global Pharmaceutical companies and Clinical Research Organisations for CTM, ensures clinical trial objectives are met with flexibility, accuracy and speed. The Company offers services to help global healthcare and biotech industry achieve their drug discovery goals with CTM support and complete project management services.

Their services encompass pre-formulation research and development, analytical services and clinical supplies packaging and labelling, IVRS, controlledtemperature, cold and frozen chain, CTM storage, worldwide distribution, and returns and destruction accountability.

They have developed capabilities for storage of IMPs in sevral countries globally through their Starategic Business Partners to have global reach for their Clinical Trials. Their integrated business approach provides customers with seamless service to support the IMPs throughout the entire clinical trial life cycle. They combine their technical expertise with clinical supply chain management to provide smart, proficient and innovative solutions to their customer.

Their presence in multiple locations together with partner depot network globlly provides customers seamless CTM deliveries, capabilities backed by Regulatory knowledge to facilitate import/export of IMPs (Investigational Medicinal Products) to conduct Global Clinical Trials efficiently and effectively. This helps their customers to manage the trials within their timelines and budgeted cost thereby making Bilcare GCS there Preferred Partners in their drug development business.

HIGHLIGHTS OF FINANCIAL PERFORMANCE

STANDALONE

· Healthy growth in top line @ 14% from Rs.6630.000 Millions in FY 10-11 to Rs.7590.000 Millions in FY 11-12.

· EBITDA stood at Rs.2290.000 Millions in FY 11-12 as against Rs.2050.000 Millions in FY 10-11, growth of

· 12%.PBT was at Rs.1130.000 Millions as against Rs.1260.000 Millions, reduction of 10%, primarily on account of an increase in interest expense from Rs.490.000 Millions in FY 10-11 to Rs.800.000 Millions in FY 11-12.

· PAT was at Rs.750.000 Millions in FY 11-12 as against Rs.870.000 Millions in FY 11-12.

· EPS was at Rs.31.75 in FY 11-12 as against Rs.36.97 in FY 10-11.

BOARD OF DIRECTORS

Mohan H. Bhandari

Founder, Chairman and Managing Director

Mohan Bhandari is the founder of Subject and spearheads the company as Chairman and Managing Director. He has almost 31 years experience in the global pharmaceutical packaging industry. Under his leadership, the Company has grown exponentially in the both the domestic and international arena. A first generation technocrat entrepreneur, he received the Lifetime Achievement Award in 2007, during the 59^th Indian Pharmaceutical Conference, in recognition of the spirit of business excellence he exemplifies. He holds a degree in Physics from the University of Pune and a postgraduate diploma in both Management Studies and Packaging Science

Robin Banerjee

Deputy Managing Director and CFO

Robin Banerjee is a Master of Commerce (M Com), Chartered Accountant, Cost Accountant and a Member of the Institute of Company Secretaries of India. He has more than 25 years of experience, having worked in several countries in the world. In his initial career, he served in Hindustan Unilever in various senior positions. Between 1999 and 2004, he worked with Arcelor-Mittal, as the Managing Director and CFO for their German operations. Having returned to India in 2005, he served in Thomas Cook (India) Limited, as an Executive Director, in Essar Steel Ltd. as a member of their global Board, and Suzlon Energy Ltd as their Group CFO, and member of the Board.

Dr. Arthur Carty

Director

Dr. Arthur Carty has over four decades of experience in research in different fields of science. He brings to the Bilcare Board, deep insights on R and D and specifically nanotechnology expertise. Dr. Carty currently holds office as Executive Director, Waterloo Institute for Nanotechnology at the University of Waterloo. He is also a Research Professor with the department of Chemistry at the University of Waterloo. Dr. Carty has to his credit over 316 journal publications and five patents. He has served as Canada’s first National Science Advisor to the Prime Minister and the Government of Canada from 2004 to 2008. He also served as the President of the National Regional Council (NRC), Canada from 1994 to 2004.

Dr. Praful R. Naik

Executive Director

Dr. Praful Naik leads the core research initiatives at Subject and is the Company’s Chief Scientific Officer. An expert in medicines and their formulations, he has over 22 years of experience in pharmaceutical science from his prior association with pharmaceutical companies like Johnson and Johnson, and Smithkline Beecham. Dr. Naik holds a Ph.D. in Pharmaceutics from the Institute of Technology, Banaras Hindu University. He represents the Indian pharmaceutical industry on the International Medical Products Anti – Counterfeiting Taskforce of WHO.

Rajendra Tapadia

Director

Rajendra Tapadia provides support to Subject on process and product technology. He is an eminent industrialist with over three decades of experience in the industry. Mr. Tapadia holds a degree in Chemistry from Pune University and a postgraduate diploma in Business Management.

Dr. Volker Huelck

Director

Dr. Volker Huelck offers guidance to the Material Science development team at Subject. He is the Chairman of the German Plastics Centre and a member of the Global Council at Lehigh University, USA. Dr. Huelck holds an M.S. in Chemical Engineering and a Ph.D. in Interpreting Polymer Networks.

Dr. Kalyani Gandhi

Director

Dr. Kalyani Gandhi provides leadership and direction to the human resource team at Bilcare. She has over 33 years of experience in teaching and is the former Dean of the Indian Institute of Management, Bangalore. She holds a Master’s degree in Industrial Psychology and has completed her Ed.D. and M.Ed. from Rutgers University, USA

Dr. R. V. Chaudhari

Director

Dr. R. V. Chaudhari, a renowned polymer catalysis scientist, provides valued insight and guidance to Bilcare’s IP strategy and R and D initiatives. He has presented more than 100 papers in various international journals and holds 62 patents. He is a ‘Deane E Ackers Distinguished Professor’ at the Department of Chemical and Petroleum Engineering Center for Environmentally Beneficial Catalysis at the University of Kansas, USA. He holds a Ph.D. in Physical Chemistry and Research Fellowships of several scientific academies and societies.

CONTINGENT LIABILITIES

Rs. In Millions

Particular	31.03.2012	31.03.2011
Claims against the Company, not acknowledged as debts
Corporate guarantees given	6195.455	6925.105
Disputed income tax matters in appeal (Liability u/s.153 of the Income Tax Act, 1961 may accrue on account of the Search, amount not crystalised)	--	16.539
Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances)	208.659	82.300

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED 31 DECEMBER 2012

Rs. In Millions

Sr. No.	Particulars	Quarter Ended		Nine Months Ended
		31.12.2012	30.09.2012	31.12.2012
1.	Income from operations
	a. Net Sales/Income from Operations (Net of Excise Duty)	2133.800	2088.700	6039.500
	b. Other Operating Income	(15.600)	25.100	(27.100)
	Total Income from Operations (Net)	2118.200	2113.800	6012.400
2.	Expenditure
	a. Cost of materials consumed	1371.300	1390.300	3907.300
	b. Changes in inventories of finished goods, work-in-progress and stock-in-trade	(13.900)	(25.500)	(22.800)
	c. Employee benefits expense	68.700	69.500	205.700
	d. Depreciation and amortisation expense	91.200	91.200	273.600
	e. Other expenses	91.700	104.200	292.700
	Total Expenses	1609.000	1629.700	4656.500
3.	Profit / (Loss) from operations before other income, finance costs and exceptional items (1-2)	509.200	484.100	1355.900
4.	Other Income
5.	Profit / (Loss) from ordinary activities before finance costs and exceptional items (3 + 4)	509.200	484.100	1355.900
6.	Finance costs	264.200	255.400	769.400
7.	Profit / (Loss) from ordinary activities after finance costs but before exceptional items (5 - 6)	245.000	228.700	586.500
8.	Exceptional Items
9.	Profit / (Loss) from ordinary activities before tax (7 + 8)	245.000	228.700	586.500
10.	Tax Expense	79.500	74.200	190.300
11.	Net Profit from Ordinary Activities after Tax (9-10)	165.500	154.500	396.200
12.	Extraordinary items (net of tax expense)
13.	Net Profit / (Loss) for the period (11 -12)	165.500	154.500	396.200
14.	Minority Interest
15.	Net Profit / (Loss) after taxes and minority interest (13 -14)	165.500	154.500	396.200
16.	Paid-up Equity Share Capital (face value Rs.10/- each)	235.500	235.500	235.500
17.	Reserves excluding Revaluation Reserves as per Balance Sheet of previous accounting year
18.	Earnings Per Share (after Extraordinary items) (not annualised):
	a. Basic	7.03	6.56	16.82
	b. Diluted	7.03	6.56	16.82
A	PARTICULARS OF SHAREHOLDING
1	Public Shareholding
	- No. of Shares	15,866,620	15,866,620	15,866,620
	- Percentage of Shareholding	67.39%	67.39%	67.39%
2	Promoters and Promoter Group Shareholding a. Pledged / Encumbered
	- Number of Shares	715,000	715,000	715,000
	- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	9.31%	9.31%	9.31%
	- Percentage of shares (as a % of the total share capital of the company)	3.04%	3.04%	3.04%
	b. Non-encumbered
	- Number of Shares	6,963,611	6,963,611	6,963,611
	- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	90.69%	90.69%	90.69%
	- Percentage of shares (as a % of the total share capital of the company)	29.57%	29.57%	29.57%
B	INVESTOR COMPLAINTS
	Pending at the beginning of the quarter	Nil
	Received during the quarter	Nil
	Disposed off during the quarter	Nil
	Remaining unresolved at the end of the quarter	Nil

Notes:

1. The Company's main business segment is packaging research solutions.

2. The Consolidated results include operations of its subsidiaries namely

(1) Bilcare Singapore Pte. Limited

(2) Bilcare Mauritius Limited and their respective stepdown subsidiaries

(3) Bilcare International (formerly Nazilla Limited)

(4) 50% of the Joint Venture namely International Labs LLC, USA

(5) B A Technologies Limited

3. The previous year's figures have been regrouped / readjusted wherever necessary.

4. The above unaudited results were approved by the Board of Directors of the Company at its meeting held on 14 February 2013.

FIXED ASSETS

· Land

· Building

· Plant and Machinery

· Vehicles

· Electric Fitting

· Furniture and Fixture

· Patents and Trademarks

· Office Equipments

WEBSITE DETAILS:

PROFILE

Subject is a global leader and an innovation-led packaging solutions provider that partners with the pharmaceutical industry to improve patient healthcare outcomes. We endeavor to deliver effective and affordable solutions that enhance the speed and quality of drug discovery and help build and protect brands by ensuring the delivery of genuine medicines to patients.

Subject PPI offers Innovative Pharmaceutical Packaging Solutions comprising of a wide range of specialty Polymer Films and Aluminum Foils mainly used for packaging of solid dosage pharmaceutical products.

Subject GCS provides Global Clinical Material Supplies for new drug discovery projects.

Subject Technologies provides Anti-counterfeit (ncID - nonclonableID) solutions for product and people ID authentication and security.

Their other packaging films solutions cater to various industries which includes ID Card industry, Specialty Films Applications and Food packaging.

Subject philosophy involves working closely with their customers to develop packaging solutions addressing mainly the core challenges of the pharmaceutical companies (which we refer to as “5 Cs” viz. Compliance – directions of dosage administration, Counterfeiting – deterring piracy and counterfeit in medicines packaging; Communication – differentiating and brand recall strategies; Convenience – smart and easy to carry, dispensing; Child Resistant Packaging – to avoid accidental misuse by children). These comprehensive Innovative Packaging Solutions backed with technology helps their Pharma customers to secure and grow their brand in the global market.

Subject manufacturing facilities in 11 different locations with 5 dedicated R and D centers for Innovative Pharma Packaging Solutions are spread across in Europe, USA and Asia. These facilities together with their global sales force makes us reach and serve their customers to over 50 countries with their wide range products and services.

Subject has a global customer base and customers comprise many of the largest global pharmaceutical companies viz. Bristol-Myers Squibb, Dr. Reddy’s, GlaxoSmithKline, Johnson and Johnson, Merck, Novartis, Pfizer, Ranbaxy, Sanofi-Aventis, Teva to name a few. Bilcare has a strong customer base of over 2,500 customers in over 50 countries worldwide.

Over the years, their research activities have enhanced their range of proprietary products and services. This has resulted in creating a large patent portfolio with distinctive solutions. As of December 31, 2012 Subject has filed for over 144 patents worldwide and are at various stages of granting of which 28 have been granted.

Subject is an organization made up of motivated people, who believe in going that extra mile to spread excellence and joy.

PRESS RELEASE

BILCARE SUBSIDIARY TO SELL UPTO 26% STAKE, STOCK DOWN 5%

April 08, 2013,

Bilcare has reacted negatively to the report that its subsidiary is likely to sell upto 26% stake to raise Rs 2000– Rs.3000 Millions.

At 10:06 hrs Bilcare was quoting at Rs 101.55, down Rs 5.30, or 4.96 percent. It has touched an intraday high of Rs 101.55 and an intraday low of Rs 101.55. 

There were pending sell orders of 205,728 shares, with no buyers available. It was trading with volumes of 5,745 shares

In the previous trading session, the share closed down 4.98 percent or Rs 5.60 at Rs 106.85. n the previous trading session, the share closed down 4.98 percent or Rs 5.60 at Rs 106.85.

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 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.54.29
UK Pound	1	Rs.83.88
Euro	1	Rs.70.68

INFORMATION DETAILS

Information Gathered by :	PDT
Report Prepared by :	NTH

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--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	YES
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		49

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.