MIRA INFORM REPORT

Report Date :

10.06.2013

IDENTIFICATION DETAILS

Name :	GELNOVA LABORATORIES (INDIA) PRIVATE LIMITED
Formerly Known As :	FRANCO FABRICS PRIVATE LIMITED
Registered Office :	C–125, TTC Industrial Area, Mahape, Navi Mumbai - 400705, Maharashtra
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	14.01.1997
Com. Reg. No.:	11-105706
Capital Investment / Paid-up Capital :	Rs. 18.000 Millions
CIN No.: [Company Identification No.]	U17000MH1997PTC105076
TAN No.: [Tax Deduction & Collection Account No.]	MUMG06968D
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer, Supplier and Exporter of Pharmaceutical Products
No. of Employees :	86 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (50)

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

Maximum Credit Limit :	USD 557000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having a satisfactory track record. The financial position of the company appears to be sound. It has recorded some growth in its sales and profits during 2012. Trade relations are reported as trustworthy. Business is active. Payments terms are 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.

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.

INFORMATION PARTED BY

Name :	Mr. Chetan
Designation :	Finance Manager
Contact No.:	91-22-27621908
Date :	08.06.2013

LOCATIONS

Registered Office / Factory :	C–125, TTC Industrial Area, Mahape, Navi Mumbai - 400705, Maharashtra, India
Tel. No.:	91-22-27621908/ 27821269/ 27686411-13
Fax No.:	91-22-27686411/ 27686414
E-Mail :	gelnova@vsnl.net chetan@gelnova.com jatin@gelnova.com
Website:	www.gelnova.com

DIRECTORS

AS ON 29.09.2012

Name :	Mr. Dhananjay Thakorbhai Desai
Designation :	Additional director
Address :	Madanwad, Valsad - 396001, Gujarat, India
Date of Birth/Age :	23.08.1942
Date of Appointment :	29.09.2010
DIN No.:	00049574
Name :	Mr. Vasant Kumar Keshavji Thakker
Designation :	Director
Address :	L – 3/4, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	29.11.1936
Qualification :	B.Com
Date of Appointment :	18.08.2000
DIN No.:	00079870
Name :	Mr. Jatin Vasant Kumar Thakker
Designation :	Director
Address :	L – 3/4, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	07.12.1967
Qualification :	B.Sc Chemical Engineering from USA
Date of Appointment :	18.08.2000
DIN No.:	00079977
Name :	Mrs. Bharati Vasant Kumar Thakker
Designation :	Director
Address :	L – 3/4, Eden Hall, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India
Date of Birth/Age :	22.06.1940
Date of Appointment :	18.08.2000
DIN No.:	00080070
Name :	Mr. Rusi Nusserwanji Sethna
Designation :	Additional director
Address :	B-23, Sterling Apartment, 38, Dr. G Deshmukh Marg, Mumbai – 400026, Maharashtra, India
Date of Birth/Age :	25.11.1932
Date of Appointment :	29.09.2010
DIN No.:	00184588

KEY EXECUTIVES

Name :	Mr. Chetan
Designation :	Finance Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON 29.09.2012

Names of Equity Shareholders	No. of Shares
Jatin Vasant Kumar Thakkar	129000
Monica J. Thakkar	1000
TOTAL	130000

Names of Preference Shareholders	No. of Shares
Jatin Vasant Kumar Thakkar	41500
Jatin Vasant Kumar Thakkar	3500
Jatin Vasant Kumar Thakkar	4000
Jatin Vasant Kumar Thakkar	500
Monica J. Thakkar	500
TOTAL	50000

AS ON 29.09.2012

Equity Shares Break Up	Percentage of Holding
Directors or relatives of Directors	100.00
TOTAL	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer, Supplier and Exporter of Pharmaceutical Products

Products :

ITC Code	Product Descriptions
105	Drugs and Pharmaceuticals

Exports :

Products :

Pharmaceutical Products

Countries :

• Sri Lanka
• Yemen

Imports :

Products :

Raw Material

Countries :

• France
• Germany

Terms :

Selling :

Cash, Credit

Purchasing :

Cash, Credit

PRODUCTION STATUS (AS ON 31.03.2011)

Particulars	Unit	Installed Capacity	Actual Production
Soft Gelatine Capsules	Nos	500000000	424001327

GENERAL INFORMATION

Customers :

Wholesalers and Retailers

No. of Employees :

86 (Approximately)

Bankers :

Ø Citibank N.A., Citi Group Centre, Bandra Kurla Complex, Bandra East, Mumbai – 400051, Maharashtra, India

Ø Kotak Mahindra Bank Limited, 36-38A, Nariman Bhavan, 227,D, Nariman Point, Mumbai – 400021, Maharashtra, India

Facilities :

Secured Loan	Rs. In Millions 31.03.2011	Rs. In Millions 31.03.2010
Long Term Borrowings
Term Loans
From Banks	6.155	0.000
Short Term Borrowings
Loans Repayable on Demand
Demand Loan from Bank	50.000	62.500
Bills Discounted	9.695	0.000
Cash Credit	16.018	(3.087)
TOTAL	81.868	59.413
Notes Long Term Borrowings Term Loan from Bank is secured by first charge on all present and future movable assets including Fixed Assets, Collateral security by mortgage on land and building situated at C-125, TTC Industrial Area, Mahape, Navi Mumbai The loans are repayable by way of monthly installments over a period of five years as per the stipulated agreement. The Company does not have any continuing default as on the Balance Sheet date in repayment of any loan or interest. Short Term Borrowings Working capital demand loans and bill discounted are secured by a sole charge on all the present a future stock and debts of the Company, exclusive mortgage on land and building situated at C-125, TTC Industrial Area, Mahape, Navi Mumbai and hypothecation of all machinery, present and future.

Banking Relations :	--
Auditors :
Name :	Kalyaniwalla and Mistry Chartered Accountants
Address :	Kalpataru Heritage, 127 Mahatma Gandhi Road, Mumbai – 400001, Maharashtra, India
Tel. No.:	91-22-61587200
Fax No.:	91-22-22673964
PAN No.:	AAAFK7554R

CAPITAL STRUCTURE

AS ON 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
150000	Equity Shares	Rs.100/- each	Rs. 15.000 Millions
50000	Non Cumulative Redeemable Preference Shares	Rs.100/- each	Rs. 5.000 Millions
	TOTAL		Rs. 20.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
130000	Equity Shares	Rs.100/- each	Rs. 13.000 Millions
50000	Non Cumulative Redeemable Preference Shares	Rs.100/- each	Rs. 5.000 Millions
	TOTAL		Rs. 18.000 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		18.000	18.000	18.000
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		121.386	113.172	89.478
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		139.386	131.172	107.478
LOAN FUNDS
1] Secured Loans		81.868	59.413	54.515
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		81.868	59.413	54.515
DEFERRED TAX LIABILITIES		2.769	3.691	5.165
TOTAL		224.023	194.276	167.158
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		92.694	92.053	74.341
Capital work-in-progress		12.486	8.920	13.340
INVESTMENT		0.000	0.000	0.000
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	70.750	78.869	57.481
	Sundry Debtors	156.743	151.454	132.066
	Cash & Bank Balances	3.769	2.952	7.257
	Other Current Assets	0.044	0.057	0.000
	Loans & Advances	16.583	8.536	6.893
Total Current Assets		247.889	241.868	203.697
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	105.924	129.287	107.178
	Other Current Liabilities	16.688	14.982	13.415
	Provisions	6.434	4.296	3.627
Total Current Liabilities		129.046	148.565	124.220
Net Current Assets		118.843	93.303	79.477
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		224.023	194.276	167.158

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	513.000	510.900	431.364
		Other Income	1.008	4.671
		TOTAL (A)	514.008	515.571	431.364
Less	EXPENSES
		Office Expenses	475.821	458.238	394.662
		Administrative Expenses
		Advertising Expenses
		TOTAL (B)	475.821	458.238	394.662
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		38.187	57.333	36.702
Less	FINANCIAL EXPENSES (D)		8.097	7.484	6.808
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		30.090	49.849	29.894
Less/ Add	DEPRECIATION/ AMORTISATION (F)		9.183	8.026	7.543
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		20.907	41.823	22.351
Less	TAX (H)		9.078	11.483	10.853
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		11.829	30.340	11.498
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		102.402	82.457	N.A.
Less	APPROPRIATIONS
		Transfer to Capital redemption reserve	0.714	0.714	0.714
		Transfer to General Reserve	0.887	3.034	1.150
		Preference dividend	0.500	0.500	0.500
		Interim and Final Dividend	2.600	5.200	2.600
		Dividend distribution tax	0.515	0.947	0.527
	BALANCE CARRIED TO THE B/S		109.015	102.402	82.457
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	NA	3.370	0.687
	TOTAL EARNINGS		NA	3.370	0.687
	IMPORTS
		Raw Materials and Packing Materials	NA	3.744	5.984
		Capital Goods	NA	0.000	5.941
	TOTAL IMPORTS		NA	3.744	11.925
	Earnings Per Share (Rs.)			233.39	88.45

Particulars	31.03.2013
Sales Turnover (Approximately)	500.000

Expected Sales (2013-2014) : Rs. 500.000 Millions

The above information has been parted by Mr. Chetan.

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	2.30	5.88	2.67
Net Profit Margin (PBT/Sales)	(%)	4.07	8.19	NA
Return on Total Assets (PBT/Total Assets}	(%)	6.14	12.52	8.04
Return on Investment (ROI) (PBT/Networth)		0.15	0.32	0.21
Debt Equity Ratio (Total Debt /Networth)		0.59	0.45	0.51
Current Ratio (Current Asset/Current Liability)		1.92	1.63	1.64

LOCAL AGENCY FURTHER INFORMATION

Sr. No.	Check List by Info Agents	Available in Report (Yes / No)
1]	Year of Establishment	Yes
2]	Locality of the firm	Yes
3]	Constitutions of the firm	Yes
4]	Premises details	No
5]	Type of Business	Yes
6]	Line of Business	Yes
7]	Promoter's background	Yes
8]	No. of employees	Yes
9]	Name of person contacted	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	No
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	Yes
20]	Export / Import details (if applicable)	Yes
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	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
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	No

SUNDRY CREDITORS DETAILS

(Rs. In Millions)

Particulars	31.03.2012	31.03.2011	31.03.2010
Sundry Creditors
Due to Micro, Small and Medium Enterprises	0.000	0.000	0.000
Others	105.924	129.287	107.178
TOTAL	105.924	129.287	107.178

OPERATIONS

The Net Sales of the year was Rs. 513.100 Millions as against Rs. 510.900 Millions achieved in previous year thereby yielding an increase of 0.43% over the previous year. The net profit for the year was Rs. 11.800 Millions as against Rs. 30.300 Millions earned in the previous year due to increase in excise duty, cost of raw materials and cost of employees.

For the current year, in the opinion of the board, the company will show the continued growth as shown in the previous year with the help of the new product being introduced.

FORM 8

Corporate identity number of the company	U17000MH1997PTC105076
Name of the company	GELNOVA LABORATORIES (INDIA) PRIVATE LIMITED
Address of the registered office or of the principal place of business in India of the company	C-125, TTC Industrial Area, Mahape, Navi Mumbai - 400705, Maharashtra, India Email: chetan@gelnova.com
This form is for	Creation of charge
Type of charge	Immovable property Movable property (not being pledge) Others
Particular of charge holder	Citibank N.A., Citi Group Centre, Bandra Kurla Complex, Bandra East, Mumbai – 400051, Maharashtra, India
Nature of instrument creating charge	Secured Term Loan Agreement where the security is by way of hypothecation of plant and machinery and property mortgage.
Date of instrument Creating the charge	11.10.2012
Amount secured by the charge	Rs. 25.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest @ 13.50% per annum. Terms of repayment 36 monthly installments. Margin As per negotiated rates. Extent and operation of the charge First pari-passu charge on the plant and machinery of the borrower, both present and future. And property situated at C-125, TTC, Industrial Area, Mahape, Navi Mumbai- 400705 in favour of the Citibank N.A for the repayment of all monies in respect of the credit facility, including outstanding balance and also all interest, costs, charges and expenses.
Short particulars of the property charged (Including location of the property)	Plant and machinery of the borrower, both present and future Property situated at C-125, TTC, Industrial Area, Mahape, Navi Mumbai- 400705

FIXED ASSETS

• Leasehold Land
• Building
• Plant and Machinery
• Furniture, Fixtures and Fittings
• Office Equipment
• Computer
• Vehicles

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 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.56.74
UK Pound	1	Rs.88.53
Euro	1	Rs.75.20

INFORMATION DETAILS

Information Gathered by :	PDT
Report Prepared by :	DPT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	4
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	6
--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	YES
--AFFILIATION	YES/NO	NO
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		50

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.