MIRA INFORM REPORT

Report Date :

28.05.2013

IDENTIFICATION DETAILS

Name :	CLARIS LIFESCIENCES LIMITED (w.e.f. 31.03.1999)
Formerly Known As :	ORACLE LABORATORIES LIMITED
Registered Office :	Claris Corporate Headquarters, Near Parimal Crossing, Ellisbridge, Ahmedabad – 380006, Gujarat
Country :	India
Financials (as on) :	31.12.2012
Date of Incorporation :	19.07.1994
Com. Reg. No.:	04-22543
Capital Investment / Paid-up Capital :	Rs.638.178 Millions
CIN No.: [Company Identification No.]	L85110GJ1994PLC022543
TAN No.: [Tax Deduction & Collection Account No.]	AHMC00478C
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	Manufacturing and Marketing of Research Based Proprietary Products and Therapies for Acute Illnesses and Surgical Situations.
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

A (60)

RATING		STATUS	PROPOSED CREDIT LINE
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large

Maximum Credit Limit :	USD 37000000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a well established and a reputed company having fine track record. Financial position of the company appears to be sound. Directors are reported to be experienced and respectable businessmen. Trade relations are reported as fair. Business is active. Payments are reported to be regular 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	FITCH
Rating	Long term rating: A-
Rating Explanation	The default risk is low. The capacity for payment of financial commitments is considered strong.
Date	April 2013

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/ Corporate Office/ Global Headquarters :	Claris Corporate Headquarters, Near Parimal Crossing, Ellisbridge, Ahmedabad – 380006, Gujarat, India
Tel. No.:	91-79-26563331/ 66309330
Fax No.:	91-79-26408053/ 26565879/ 26408055
E-Mail :	claris@clarislifesciences.com intl.corp@clarislifesciences.com crcproducts.corp@clarislifessciences.com crf@clarislifesciences.com kirit.kanjaria@clarislifesciences.com secretarial.corp@clarislifesciences.com
Website :	http://www.clarislifesciences.com
Head Office :	Corporate Towers, A-3, “Sangeeta”, Near Parimal Crossing, Ellisbridge, Ahmedabad – 380 006, Gujarat, India
Tel. No.:	91-79-26563331
Fax No.:	91-79-26408053/ 26565879/ 26408055
E-Mail :	claris@clarislifesciences.com intl.corp@clarislifesciences.com crcproducts.corp@clarislifessciences.com crf@clarislifesciences.com kirit.kanjaria@clarislifesciences.com
Website:	http://www.clarislifesciences.com
Factory 1 :	A-3, “Sangeeta”, Near Parimal Crossing, Ellisbridge, Ahmedabad – 380 006, Gujarat
Factory 2 :	Village: Chacharwadi, Vasna, Taluka Sanand, Ahmedabad-382213, Gujarat, India
Overseas Office :
Address:	Claris Lifesciences AG Fal Consulting Seestrasse 5, CH-6030 CHAM, Switzerland
Tel No.:	91-41-41-7808766
Fax No.:	91-41-56-6228257
E-Mail :	falego@cs.com
Address:	16, Malaya Dmitrovka Street, Moscow, Russia
Tel No.:	91-7-095-2996610
Fax No.:	91-7-095-2999695
Address:	Zeus Lifesciences Limited Rua Estados Unidos, 242, CEP 01427-00, Jardim America, Sao Paulo, Brazil
Tel No.:	91-55-11-38847263
Fax No.:	91-55-11-30517888
E-Mail :	zeuslife@uol.com.br
Address:	Claris Lifesciences Kazakhstan Limited Kazakhstan, Almaty, Republican Square, 15
Tel No.:	91-32-72-306363 / 308251
Email:	intl.kazath@clarislifesciences.com
Address:	13 Pushkin Street, Ground Floor, Opposite Central Mosque, Almaty, Republic of Kazakhstan
Tel No.:	91-7-3272-583193/ 583194
Fax No.:	91-7-3272-583195
Regional Office:	Located at:- · USA and Canada · UK and Europe · Latin America · China · CIS · Asia · Middle East · Africa · Australia

DIRECTORS

As on 31.12.2012

Name :	Mr. Surrinder Lal Kapur
Designation :	Chairman and Independent Director
Name :	Mr. Arjun Sushilkumar Handa
Designation :	Managing Director and Chief Executive Officer
Address :	"Sharanya" Judges Bunglow Road. Vastrapur, Bodakdev, Ahmedabad- 380054, Gujarat, India
Date of Birth/Age :	30.09.1979
Date of Appointment :	19.02.2001
Name :	Mr. Aditya Sushilkumar Handa
Designation :	Director
Address :	"Sharanya" Judges Bunglow Road. Vastrapur, Bodakdev, Ahmedabad- 380054, Gujarat, India
Date of Birth/Age :	14.03.1985
Date of Appointment :	13.06.2006
Name :	Mr. Chetankumar Satyendra Majumdar
Designation :	Director
Address :	B-201, Suryaketu Tower, Near Sambhav Press, Judges Bungalow Road, Bodakdev, Ahmedabad 380 054, Gujarat, India
Date of Birth/Age :	16.06.1952
Date of Appointment :	02.10.2003
Name :	Mr. Chandrasingh Purohit
Designation :	Whole Time Director
Address :	17. Rajvi Emeralds, Nr. Gala Gymkhana, Bopal, Ahmedabad – 380054, Gujarat, India
Date of Birth/Age :	15.09.1973
Date of Appointment :	03.07.2009
Name :	Mr. T V Ananthnarayanan
Designation :	Director
Address:	1/183, Kankam, East Cost Road, Koltivakka, Chennai-600041, Tamilnadu, India
Date of Birth/Age:	28.03.1950
Date of Appointment:	28.01.2008
Name :	Mr. Anup P Shah
Designation :	Additional Independent Director

KEY EXECUTIVES

Name :	Mr. Rajesh Kumar Modi
Designation :	General Manager – Compliance and Company Secretary

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.03.2013

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	11172039	17.51
Bodies Corporate	28433292	44.55
Sub Total	39605331	62.06
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	39605331	62.06
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	177371	0.28
Financial Institutions / Banks	34713	0.05
Foreign Institutional Investors	8090412	12.68
Foreign Venture Capital Investors	7111095	11.14
Sub Total	15413591	24.15
(2) Non-Institutions
Bodies Corporate	2561479	4.01
Individuals
Individual shareholders holding nominal share capital up to Rs.0.100 Million	2438324	3.82
Individual shareholders holding nominal share capital in excess of Rs.0.100 Million	1488448	2.33
Qualified Foreign Investor	1700000	2.66
Any Others (Specify)	610592	0.96
Clearing Members	260045	0.41
Non Resident Indians	350547	0.55
Sub Total	8798843	13.79
Total Public shareholding (B)	24212434	37.94
Total (A)+(B)	63817765	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	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	63817765	0.00

BUSINESS DETAILS

Line of Business :

Manufacturing and Marketing of Research Based Proprietary Products and Therapies for Acute Illnesses and Surgical Situations.

Products :

Products Description	Item Code No.
Injectables	300320
Infusions	300320

PRODUCTION STATUS (AS ON 31.12.2011)

Particulars	Unit	Installed Capacity	Actual Production
Large Volume Parenterals	Nos.	1952.65	1750.09
Small Volume Parenterals	Nos.	1134.68	358.30

Notes:

i. Installed capacities stated above are based on the product-mix and are as certified by the plant manager, but not verified by the auditors, being a technical matter.

ii. Actual production includes quantities produced in the factories and excludes quantities of LVP Nos.1353.66 Lacs (Previous Year Nos.1357.47 Lacs) produced in the factories of third parties on loan and license basis.

iii. Licensed capacity is not indicated as the Company’s products are exempt from licensing requirement.

Particulars	Unit	Actual Production
Large Volume Parenterals	Nos.	3103.75
Small Volume Parenterals	Nos.	358.30
Others (Bulk Drugs, Chemicals, Dossiers and Marketing rights etc.)	--	--

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Canara Bank

· Indian Overseas Bank

· Punjab National Bank

· Andhra Bank

· Allahabad Bank

· Central Bank of India

· United Bank of India

· Barclays Bank Plc

Facilities :

Secured Loan	31.12.2012 (Rs. in Millions)	31.12.2011 (Rs. in Millions)
Term Loans from Banks
External Commercial Borrowing-in Foreign Currency	1917.300	372.890
Rupee term loans	928.215	1439.863
Vehicle Loans	2.238	3.043
Loans from others
Rupee term loan from a Finance Company	141.000	0.000
Vehicle Loan from Finance Companies	0.713	1.424
Cash Credit accounts	1805.463	1894.918
Buyers' Credit	198.304	0.000
Total	4993.233	3712.138
Notes : a) Term loans in foreign currency and domestic currency are secured by first pari passu charge by hypothecation of specified movable fixed assets, mortgage over immovable fixed assets and second pari passu charge over stocks, receivables and specified immovable properties in favor of the lenders. The formalities of creating charges over specified securities in respect of loans aggregating to Rs. 1430.210 Millions are in process. b) Cash credit accounts and buyers' credit are secured by first pari passu charge by hypothecation ofall current assets of the company (present and future); second pari passu charge by hypothecation of movable fixed assets (present and future), by mortgage on specified immovable fixed assetsof the Company (present and future) and by first pari passu charge through equitable mortgage on specified immovable property of the Company c) Vehicle loans from banks and finance companies are secured by hypothecation of espective vehicles. d) The terms of repayment of term loans and other loans.

Banking Relations :
Auditors :
Name :	Deloitte Haskins and Sells Chartered Accountants
Address :	Heritage, 3^rd Floor, Near Gujarat Vidyapeeth, Off. Ashram Road, Ahmedabad – 380014, Gujarat, India
Subsidiary Companies:	Claris Lifesciences Venezuela C. A Claris Produtos Farmaceuticos Do Brasil Limitada Pt. Claris Lifesciences Indonesia Claris Lifesciences Colombia Limitada iCubix Infotech Limited Catalys Venture Cap Limited Claris Lifesciences International Limited Claris Lifesciences Philippines Inc Claris Lifesciences De Mexico SA de CV Claris Lifesciences (UK) Limited Claris Lifesciences (Aust) Pty Limited Claris Lifesciences Inc. Claris Lifesciences and CIA Chile Limitada OGEN Nutrition Limited Claris Infrastructure Limited Claris Otsuka Limited Claris SteriOne Claris Pharmaservices
Companies over which Key Management Personnel and their relatives are able to exercise significant influence:	Sarjan Financial Private Limited Medical Technologies Limited Xcelris Labs Limited

CAPITAL STRUCTURE

As on 31.12.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
120510000	Equity Shares	Rs.10/-each	Rs.1205.100 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
63817765	Equity Shares	Rs.10/- each	Rs.638.178 Millions

Note:

(I) Reconciliation of number of equity shares outstanding at the beginning and at the end of the reporting year :

(Rs. In Millions)

As at beginning of the year	Nos.	63.818
Add: Issued during the year	Nos.	--
Outstanding at the end of the year	Nos.	63.818

(ii) Rights, Preferences and Restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholder are eligible to receive the remaining assets of the company after distribution of all preferential amounts in proportion to their shareholding

(iii) Shareholders holding more than 5% of total equity shares

(Rs. In Millions)

Sarjan Financial Private Limited	Nos. %	23.780 37.26
Arjun S. Handa	Nos. %	7.801 12.22
First Carlyle Ventures III	Nos. %	7.111 11.14
Medical Technologies Limited	Nos. %	4.653 7.29
Aditya S. Handa	Nos. %	3.372 5.28

(iv) Details of bonus shares issued during last five years

(Rs. In Millions)

Equity shares allotted as fully paid-up shares of Rs.10 each for a consideration other than cash pursuant to capitalization of securities premium account

Nos.

17.062

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.12.2012	31.12.2011	31.12.2010
SHAREHOLDERS FUNDS
1] Share Capital		638.178	638.178	638.178
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		8723.913	8128.092	7578.406
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		9362.091	8766.270	8216.584
LOAN FUNDS
1] Secured Loans		4993.233	3712.138	3606.300
2] Unsecured Loans		0.000	0.000	0.000
TOTAL BORROWING		4993.233	3712.138	3606.300
DEFERRED TAX LIABILITIES		716.699	602.444	522.430
TOTAL		15072.023	13080.852	12345.314
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		8047.399	6615.407	5286.485
Capital work-in-progress		1742.679	419.142	1857.151
INVESTMENT		166.562	170.572	170.572
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1719.480	1521.076	1366.001
	Sundry Debtors	2479.354	2438.562	2533.432
	Cash & Bank Balances	1133.439	1511.712	2906.424
	Other Current Assets	29.520	30.662	3.265
	Loans & Advances	2724.578	2991.219	1082.695
Total Current Assets		8086.371	8493.231	7891.817
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1125.796	878.642	1528.029
	Other Current Liabilities	1560.488	1417.457	967.303
	Provisions	284.704	321.401	365.379
Total Current Liabilities		2970.988	2617.500	2860.711
Net Current Assets		5115.383	5875.731	5031.106
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		15072.023	13080.852	12345.314

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.12.2012	31.12.2011	31.12.2010
	SALES
		Income	7180.138	6513.843	6255.923
		Other Income	121.315	159.230	149.460
		TOTAL (A)	7301.453	6673.073	6405.383
Less	EXPENSES
		Cost of materials consumed	2178.021	2286.555
		Purchase of Stock in trade	424.288	370.646
		Changes in inventories of finished goods and work-in-progress	(186.983)	(122.236)
		Employee benefits expense	492.281	430.450
		Other expenses	1959.479	1662.083
		Exceptional Items	4.510	0.000
		TOTAL (B)	4871.596	4627.498	4602.385
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		2429.857	2045.575	1802.998
Less	FINANCIAL EXPENSES (D)		649.124	552.988	361.940
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1780.733	1492.587	1441.058
Less/ Add	DEPRECIATION/ AMORTISATION (F)		717.944	543.414	463.779
	PROFIT BEFORE TAX (E-F) (G)		1062.789	949.173	977.279
Less	TAX (H)		318.627	251.640	187.036
	PROFIT AFTER TAX (G-H) (I)		744.162	697.533	790.243
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		4149.236	3652.051	3073.142
Less	APPROPRIATIONS
		Proposed Dividend	127.635	127.635	127.635
		Corporate tax on dividend	20.706	20.706	21.199
		Tax on Dividend of earlier year Reversed	0.000	(0.493)	0.000
		Transfer to General Reserve	56.500	52.500	62.500
	BALANCE CARRIED TO THE B/S		4688.557	4149.236	3652.051
	EARNINGS IN FOREIGN CURRENCY
		FOB Value of Exports	3378.760	2765.082	2991.914
		Sales of Voluntary Carbon Reduction Units	21.530	14.782	--
	TOTAL EARNINGS		3400.290	2779.864	2991.914
	IMPORTS
		Raw Materials	673.184	457.602	355.496
		Purchase of goods traded in	46.379	81.158	107.750
		Packing Material	168.966	86.042	178.393
		Plant and Machinery	1368.755	70.907	110.239
		Stores and spares	11.538	5.050	15.706
	TOTAL IMPORTS		2268.822	700.759	767.584
	Earnings Per Share (Rs.)		11.66	10.93	15.27

QUARTERLY RESULTS

PARTICULARS	31.03.2012
Type	1^st Quarter
Net Sales	1563.200
Total Expenditure	1245.500
PBIDT (Excl OI)	317.700
Other Income	64.700
Operating Profit	382.400
Interest	153.900
Exceptional Items	0.000
PBDT	228.400
Depreciation	198.500
Profit Before Tax	29.900
Tax	16.000
Provisions and contingencies	0.000
Profit After Tax	13.900
Extraordinary Items	0.000
Prior Period Expenses	0.000
Other Adjustments	0.000
Net Profit	13.900

KEY RATIOS

PARTICULARS		31.12.2012	31.12.2011	31.12.2010
PAT / Total Income	(%)	10.19	10.45	12.34
Net Profit Margin (PBT/Sales)	(%)	14.80	14.57	15.62
Return on Total Assets (PBT/Total Assets}	(%)	13.14	11.18	12.38
Return on Investment (ROI) (PBT/Networth)		0.11	0.11	0.12
Debt Equity Ratio (Total Debt /Networth)		0.53	0.42	0.44
Current Ratio (Current Asset/Current Liability)		2.72	3.24	2.76

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	No
9]	Name of person contacted	No
10]	Designation of contact person	No
11]	Turnover of firm for last three years	Yes
12]	Profitability for last three years	Yes
13]	Reasons for variation <> 20%	--
14]	Estimation for coming financial year	No
15]	Capital in the business	Yes
16]	Details of sister concerns	Yes
17]	Major suppliers	No
18]	Major customers	No
19]	Payments terms	No
20]	Export / Import details (if applicable)	No
21]	Market information	--
22]	Litigations that the firm / promoter involved in	--
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

RESULTS OF OPERATIONS:

During the financial year the company’s income from net sales stood at Rs. 7627.234 Millions as against Rs 7387.657 Millions in the previous year which increased by 3.24% compared to previous year. Their revenues from international markets stood at Rs.4067.123 Millions as compared to Rs. 3927.283 Millions in previous financial year representing 53.32% of the net revenues as compared to 53.16% of previous financial year.

EBITDA, PBT and PAT reached to Rs. 2751.029 Millions, Rs.1357.812 Millions and Rs.1039.112 Millions respectively as against Rs. 2615.657 Millions, Rs.1514.564 Millions and Rs. 1262.554 Millions respectively, in the previous year. As a percentage of net sales, the EBITDA, PBT and PAT margins stood at 36.07%, 17.80% and 13.62% respectively in fiscal year 2012 compared to 35.41%, 20.50% and 17.09% respectively in the previous year.

Detailed analyses of the financials have been provided in the Management Discussion and Analysis which is a part of this Directors Report.

JOINT VENTURE

On December 7, 2012, the Company entered into certain agreements with Otsuka Pharmaceutical Factory, Inc Japan (Otsuka) and Mitsui and Company Limited., Japan (Mitsui) for transfer of its Infusion Business to Claris Otsuka Limited (JV Company) presently a wholly owned subsidiary of the Company on ‘slump sale’ basis. The said infusion business includes identified products of Common Solutions, Anti Infective, Plasma Volume Expanders and Parenteral Nutrition in India and in Emerging markets (herein after referred to as ‘the infusion business). The transfer of the infusion business is subject to the necessary and applicable approvals from the regulatory authorities, the shareholders of the Company and on other closing formalities to be completed between the parties. The Shareholders of the Company have approved the resolution through Postal Ballot for slump sale of the Company’s infusion business to its wholly owned subsidiary M/s. Claris Otsuka Limited as a going concern basis on 18th February, 2013. The transaction is expected to be closed in financial year 2013, subject to receipt of necessary approvals from regulatory authorities and on completion of necessary closing formalities.

As per the terms of the agreements, the infusion business is valued at an enterprise value of Rs.13130.000 Millions and the Company is to receive Rs.10500.000 Millions in cash on closing against multiple agreements for the portion to be transferred in favor of the Otsuka and Mitsui, who will subscribe Rs.10500.000 Millions towards fresh equity capital including securities premium of Claris Otsuka Limited, pursuant to which Otsuka, Mitsui and the Company will respectively hold 60%, 20% and 20% of the equity share capital of Claris Otsuka Limited.

Mr. Arjun S. Handa, the Managing Director and CEO of the Company would continue to provide leadership to the JV Company and would be holding the position of Chairman. The CEO of the JV Company would be appointed by the Company. The detailed applicable disclosure relating to “Discontinuing Operation” as per AS-24 as notified by the Government of India under section 21 1(3C) of the Companies Act, 1956 is given under notes forming part of the financial statements.

MANAGEMENT DISCUSSION AND ANALYSIS

INDUSTRY LANDSCAPE, OPPORTUNITY AND OUTLOOK

GLOBAL PHARMACEUTICAL INDUSTRY

The global pharmaceutical industry is expected to be worth more than USD 1 trillion in 2014, marking a 5% compound annual growth rate. The industry is comprised of companies that make, patent and sell drugs that have therapeutic effect. The market is highly competitive and entry is difficult due to a combination of strict regulations and the need for extensive research and development, involving time-consuming clinical trials. Much of the future global growth in the Pharma industry is expected from emerging markets where the health systems are rapidly developing. In mature market, all hope is on new drugs, even the meager growth predicted is far from secure. US$1 19 billion revenues of originals are projected to be wiped off due to loss of exclusivity (LoE) - a stunning 18% of the total Pharma sale in mature markets. IMS expects that these losses can –over the whole industry – be compensated by new original drugs, to be launched between 2012 and 2015, which are supposed to contribute US$120 billion in new sales.

Globally, the scientific foundation on which the pharma industry rests has improved vastly over the years. Technologies for collecting and synthesizing biological data are improving and becoming much cheaper and more efficient. However, in the short term, the industry continues to face challenges like patent cliff, rising drug discovery cost, harsher regulations and price controls, coupled with spiraling healthcare cost. The emerging markets represent the fastest-growing segment of the global pharma industry. Total pharma industry is expected to reach 1.5 trillion USD by 2020.

Sales in the four BRIC countries (Brazil, China, India and Russia) were up by 22.6% over the previous year, indicating that real surge in growth will come from the emerging markets. Most of the projected increase in revenues will come from branded generics rather than innovator products.

As per industry estimates, the total expenditure on healthcare in these markets is likely to grow from 205 billion to 499 billion USD by 2020 with most markets expected to grow at double digit rates as shown in the above chart.

INDIAN PHARMA SCENARIO

The Indian pharma industry is showing signs of healthy growth and has been consistently growing at a CAGR of more than 15% over the last five years.

The healthy growth reflects the inherent strengths of the industry and improving healthcare standards in the country. If this trend continues, the Indian pharma industry is likely to be one of the top 10 global markets by value by 2020.

Recent trends like mobile health along with innovations in health insurance and medical technology are enabling the industry to deliver superior healthcare services. Further, the industry has seen many regulatory interventions over the last one year, which will require careful consideration by pharma companies as they plan their future strategies. High burden of disease, good economic growth leading to higher disposable incomes, improvements in healthcare infrastructure and improved healthcare financing are driving growth in the domestic market.

However, in order to sustain the growth in the long run, companies will need to modify their business models and connect with their customers faster and work on innovative ideas to serve them better. Indian pharma companies have also capitalized on export opportunities in regulated and semi-regulated markets by growing at a CAGR of 21.54% over from 2006 to 2012 and will continue to grow in these markets. Other trends like increase incoverage of health insurance, advancement in medical technology and penetration of mobile health services will give further impetus to the growthof the Indian pharma industry. The government of India is also considering a proposal to increase public expenditure on drugs from 0.1% of GDP to 0.5% of GDP and provide free essential medicines to all. Further reforms are required in the insurance sector to include coverage of outpatient expenses and drug-related expenditure.

It is believed that the US market will remain the Indian pharma sector’s main focus area in the short to medium term. This is mainly driven by the sheer size of generic opportunities in the US market. The US generic market size (about USD100bn) may grow at a CAGR of 8%-9% in the medium term on account of patent expiries coupled with pro-generic healthcare policies.

During 2013-2015, opportunities on account of patent expiries will amount to around USD120bn. Indian players with robust product portfolio, filings and necessary manufacturing infrastructure are well placed to capitalize on this upcoming opportunity. Also, the Patient Protection and Affordable Care Act (PPACA, commonly called Obamacare), which is aimed at reducing the number of uninsured Americans and reduce overall healthcare costs, will also increase demand for generics in the US. It is also believed that the Indian market’s continued focus towards the US market will also be led by the low investments required in setting up a distribution infrastructure, given the market is pure generic market versus a branded generic market.

GLOBAL M AND A OUTLOOK

M and A activity has picked up recently in comparison to earlier years, which were particularly weak then. Pharma companies are growing bothorganically and inorganically. Inorganic growth is happening through licensing and partnerships as high valuation of assets is making acquisitions difficult. Further, companies are organically improving their operations and productivity by increasing field force sizes, penetrating in Tier II and III cities and by expanding their product portfolios.

Top global pharmaceutical companies expect to see increased levels of consolidation in 2013 and going forward. The need for new product pipelines, new product acquisition, patent expiries, cost containment, and credit availability are identified as the key drivers for increase in M and A activities in the global pharmaceutical industry. Larger companies have cash piled in their accounts books, while their product line is limited to few market leading products. These companies find it as an opportunity to acquire and leverage on promising portfolios from smaller organizations. There are several major deal drivers which are fueling the increase in M and A activities globally.

UNAUDITED FINANCIAL RESULTS FOR THE ARTER ENDED MARCH 31, 2013

(Rs. In Millions)

Particulars	Quarter Ended
	31st March 2013
	Unaudited
PART I
1. Income from Operations
(a) Net Sales/Income from Operations ( Net of excise	1556.267
(b) Other Operating Income	6.883
Total Income from operations ( net )	1563.150
2. Expenses
a. Cost of materials consumed	426.815
b. Purchase of stock-in- trade	76.505
c. Changes in inventories of finished goods, work-in-	49.289
d. Employee benefits expense	133.042
e. Depreciation and amortisation expense	198.544
f. Other expenses	559.821
Total Expenses	1444.016
3. Profit / (Loss) from Operations before Other Income, finance costs and exceptional Items (1-2)	119.134
4. Other Income	64.671
5. Profit / (Loss) from ordinary activities before finance costs and exceptional Items (3+4)	183.805
6. Finance Costs	153.917
7. Profit / (Loss) from ordinary activities after finance costs but before exceptional Items (5-6)	29.888
8. Exceptional items	-
9. Profit / (Loss) from Ordinary Activities before tax (7+8)	29.888
10. Tax expense
a. Current Tax	12.625
b. MAT Credit Entitlement	-
c. Deferred Tax	3.360
d. Short / (Excess) Provision of Tax in Earlier Periods	-
Total Tax Expense	15.985
11. Net Profit / (Loss) from Ordinary Activities after tax	13.903
12 Extraordinary Item	-
13. Net Profit / (Loss) for the period (11-12)	13.903

(Rs. In Millions)

PARTICULARS	Quarter Ended
	31st March 2013
	Unaudited
14. Share of profit / (loss) of associates
15. Minority interest
16 Net Profit / (Loss) after taxes, minority interest and share of profit / (loss) of associates
17. Paid-up equity share capital (Face Value - Rs. 10/-	638.178
f8^rReserve excluding Revaluation Reserves (As per Balance Sheet of previous accounting year)
19. Basic and Diluted Earnings Per Share (EPS) (before and after extraordinary items ) ( of Rs. 10/- each ) (Not	0.22
See accompanying note to the financial results

(Rs. In Millions)

Particulars	Quarter Ended
	31st March 2013
	Unaudited
PART II
A PARTICULARS OF SHAREHOLDING
1. Public Shareholding
- No. of shares	2,42,12,434
- Percentage of shareholding	37.94%
2. Promoters and Promoter group shareholding
a) Pledged/Encumbered
- Number of shares	77,24,000
- Percentage of shares (as a % of the total shareholding of promoter and promoter group)	19.50%
- Percentage of shares (as a% of the total share capital of the Company)	12.10%
b) Non-encumbered
- Number of Shares	3,18,81,331
- Percentage of shares (as a% of the total shareholding of promoter and promoter group)	80.50%
- Percentage of shares (as a % of the total share capital of the Company)	49.96%

B INVESTOR COMPLAINTS
Pending at the beginning of the quarter	--
Received during the quarter	--
Disposed of during the quarter	--

Notes:

1 The above results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 10th May, 2013.

2 The Company has only one reportable business segment, namely, Drugs and Pharmaceuticals.

3 On December 7, 2012, the management of the Company entered in to certain agreements with Otsuka Pharmaceutical Factory, Inc., Japan Otsuka and Mitsui and Company Limited., Japan (Mitsui) for transfer of its Infusion Business to Claris Otsuka Limited, a wholly owned subsidiary of the Company on slump sale basis. The Company has received the shareholder's approval and it is working towards to attaining the other regulatory approvals and customary closing formalities. The Company operates under a single business segment, and in view of common employees, marketing expenses, logistics and distribution arrangements and general corporate overheads, which are not separately identifiable for identified products of the infusion business being transferred the Company is unable to determine the income and expenses clearly attributable to the discontinuing operation. Under the facts and circumstances, the Company is unable to disclose separately the profit from the continuing and discontinuing operations, tax expense of discontinuing operations and profit from discontinuing operations after tax.

Necessary disclosures pertaining to the discontinuing operations and reorganisation of the business are as under: -

(Rs. In Millions)

Particulars	31st March 2013
Revenue	823.500

4 The figures for the previous year / period have been regrouped / rearranged wherever necessary.

CONTINGENT LIABILITIES:

(Rs. in millions)

PARTICULARS	31.03.2012
a. Claims against the Company not acknowledged as debts	162.664
b. Disputed demand under:
(I) Income tax	39.227
(ii) Sales Tax	0.893
(iii) Excise Duty	8.778
(iv) Regulatory	1040.000
c. Guarantees given by the bankers on behalf of the Company	50.959
d. Bills discounted	390.561
e. Letters of credit outstanding	85.110

FIXED ASSETS:

· Freehold Land

· Buildings

· Improvement in Leasehold Property

· Plant and Machinery

· Electrical Instrument

· Furniture and Fixtures

· Other Equipments

· Vehicles

· Data Processing Equipments

· Computer Software

PRESS RELEASES

CADUCEUS CAPITAL BUYS 1.065 MILLIONS SHARES OF CLARIS LIFE

APRIL 12, 2013

On April 12, 2013 Caduceus Capital 2 Mauritius Limited bought 1,065,262 shares of Claris Lifesciences at Rs 199.99 on the BSE.

However, Aditya Sushilkumar Handa sold 1,180,120 shares at Rs 200 on the BSE.

In the previous trading session, the share closed at Rs 190.75, down Rs 6.55, or 3.32 percent. It has touched an intraday high of Rs 200 and an intraday low of Rs 188.90.

The share touched its 52-week high Rs 292.20 and 52-week low Rs 156 on 05 December, 2012 and 18 May, 2012, respectively. Currently, it is trading 34.72 percent below its 52-week high and 22.28 percent above its 52-week low. Market capitalisation stands at Rs 121.732 Millions.

CLARIS LIFESCIENCES RECEIVED ANDA APPROVAL FOR METOPROLOL TARTRATE INJECTION IN THE UNITED STATES

AHMEDABAD, INDIA, MAY 01, 2013

Claris Lifesciences Limited (Claris) announced today that it has received an Abbreviated New Drug Application (ANDA) approval for Metoprolol Tartrate Injection; having strength of lmg / ml in 5 ml glass vials; in the United States of America (US)

Metoprolol Tartrate Injection is used to treat angina (chest pain) and hypertension (high blood pressure).It is also used to treat or prevent heart attack. According to the American Heart Association, an estimated 1.4 million people annually will suffer a heart attack or AMI. IMS data indicates 2009 sales of Metoprolol at approximately $13 million.

Claris is also one of the few injectables companies in India to have its own front end in the US, the company markets its products through its wholly owned subsidiary Claris Lifesciences Inc. The Company now has 10 ANDAs approved in its name across 6 molecules. The Company has a total filing of 32 ANDAs across 21 molecules.

About Claris Lifesciences Limited

Claris Lifesciences Limited is one of the largest sterile injectables pharmaceutical companies in India with a market presence across 98 countries. The company manufactures and markets products across various therapeutic segments including Anesthesia, Plasma Volume Expanders, Blood Products, Parenteral and Enteral Nutrition, Infusion therapy, Anti-Infectives and Renal Care. A significant majority of these products are generic drugs that are capable of being directly injected into the human body and are predominantly used in the treatment of critical illnesses.

With emphasis on Quality, Technology and Innovation, Claris offers a range of niche technology-driven injectable products across delivery systems such as glass and plastic bottles, glass vials and ampoules, and non-PVC/PVC bags. Claris' sterile injectables facilities have been approved by regulatory authorities including USFDA, MHRA (UK), TGA (Australia), and GCC FDCA. The company’s manufacturing capabilities have several times received awards from prestigious institutions like Frost and Sullivan and IDMA.

Ahmedabad, India. December 13^th 2012; Claris Lifesciences Limited, India (Claris) has further elaborated that, with reference to its press release issued on the December 7^th, 2012 on the Joint Venture with Otsuka and Mitsui.

The entire cash of Rs. 10500.000 Millions will be received upfront on closing of the transaction, which is estimated to be around April-May 2013; subject to regulatory, and government approvals and other customary conditions.

Out of the proceeds of Rs. 10500.000 Millions the company expects to receive net of taxes and expenses proceeds of Rs. 9000.000 Millions and plans to utilize the net proceeds towards the following:

Rs.3000.000 Millions for the; organic and inorganic; growth of the Specialty Injectables Business

Rs. 3000.000 Millions towards a special interim dividend or buyback of shares.

Rs. 3000.000 Millions towards pre-paying some of the company's debt.

The above are subject to regulatory and government approvals, including the Board and Shareholders approvals where applicable.

About Claris Lifesciences Limited

Claris Lifesciences Limited (BSE Code: 533288) is one of the largest sterile injectables pharmaceutical companies in India with a market presence across 96 countries. The company manufactures and markets products across various therapeutic segments including Anesthesia, Plasma Volume Expanders, Blood Products, Parenteral and Enteral Nutrition, Infusion therapy, Anti-infective and Renal Care. A significant majority of these products are generic drugs that are capable of being directly injected into the human body and are predominantly used in the treatment of critical illnesses.

The company has 5 manufacturing plants; with one of them under development; at its campus on the out skirts of Ahmedabad. With emphasis on Quality, Technology and Innovation, Claris offers a range of niche technology-driven injectable products across delivery systems such as glass and plastic bottles, glass vials and ampoules, and non-PVC/PVC bags. Claris' sterile injectables facilities have been approved by regulatory authorities including USFDA, MHRA (UK), TGA (Australia), and GCC FDCA. The company's manufacturing capabilities have several times received awards from prestigious institutions like Frost and Sullivan and IDMA.

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.55.61
UK Pound	1	Rs.84.18
Euro	1	Rs.71.95

INFORMATION DETAILS

Report Prepared by :

KVT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	6
OPERATING SCALE	1~10	7
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	7
--PROFITABILIRY	1~10	7
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	7
--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		60

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.