MIRA INFORM REPORT

Report Date :

18.09.2013

IDENTIFICATION DETAILS

Name :	ONTOP PHARMACEUTICALS PRIVATE LIMITED (w.e.f. 22.09.2010)
Formerly Known As :	ONTOP PHARMACEUTICALS LIMITED
Registered Office :	9-D, Bommasandra Industrial Area, Hosur Road, Bangalore – 562158, Karnataka
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	02.12.1993
Com. Reg. No.:	08-014996
Capital Investment / Paid-up Capital :	Rs.11.272 Millions
CIN No.: [Company Identification No.]	U24231KA1993PTC014996
TAN No.: [Tax Deduction & Collection Account No.]	BLRO01039D BLRO00203A
PAN No.: [Permanent Account No.]	AAACO2536N
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer and Marketing of pharmaceutical formulation, tablets, gels, vitamin b complex, dry syrups, antibiotic tablets, vitamin capsules.
No. of Employees :	500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (47)

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

Maximum Credit Limit :	USD 280000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track record. Trade relations are fair. Business is active. Payment terms are usually correct. The company can be considered 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 – March 31^st, 2013

Country Name	Previous Rating (31.12.2012)	Current Rating (31.03.2013)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INDIAN ECONOMIC OVERVIEW

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

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 :	9-D, Bommasandra Industrial Area, Hosur Road, Bangalore – 562158, Karnataka, India
Tel. No.:	91-80-27833435
Fax No.:	91-80-27831360
E-Mail :	trskumar2@dataone.in ontopbangalore@yahoo.co.in
Marketing Office :	G-1, Satya Mansion, Commercial Complex, Ranjit Nagar, New Delhi – 11008, India

DIRECTORS

As on: 28.09.2012

Name :

Mr. Madanamohan Viswanathaiah Katta

Designation :

Director

Address :

No. 146, 3^rd Cross, 8^th Main, Gokula, Bangalore – 560054, Karnataka, India

Date of Birth/Age :

05.10.1953

Date of Appointment :

20.09.2001

DIN No.:

00458852

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U24231KA1993PTC014996	ONTOP PHARMACEUTICALS Private Limited	Director	20/09/2001	20/09/2001	-	Active	NO

Name :

Mr. Abhishek Dutta

Designation :

Whole Time Director

Address :

D-111/3145, Vasantha Kunj, New Delhi – 110070, India

Date of Birth/Age :

24.11.1976

Date of Appointment :

01.04.2006

DIN No.:

00285804

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74899DL1989PTC035874	SYSTOPIC PHARMACEUTICALS PRIVATE LIMITED	Director	01/01/1997	01/01/1997	-	Active	NO
2	U24231KA1993PTC014996	ONTOP PHARMACEUTICALS Private Limited	Whole-time director	01/04/2006	16/08/2001	-	Active	NO

Name :

Mr. Sanju Dutt

Designation :

Whole Time Director

Address :

E-23, Panchsheel Park, New Delhi – 110017, Delhi, India

Date of Birth/Age :

08.04.1979

Date of Appointment :

01.04.2006

DIN No.:

01072970

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U24231KA1993PTC014996	ONTOP PHARMACEUTICALS PRIVATE LIMITED	Whole-time director	01/04/2006	16/08/2001	-	Active	NO
2	U45201DL2006PTC146333	ADM ESTATES PRIVATE LIMITED	Director	15/02/2006	15/02/2006	08/08/2012	Active	NO

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on: 28.09.2012

Names of Shareholders	No. of Shares
Abhishek Dutta	539300
Sanju Dutt	587897
K V Madanmohan	1
Rajkumar Nangia	1
D S A Prasad	1
J S Parmar	1
Dolly Eapen	1
Total	1127202

Equity Share Break up (Percentage of Total Equity)

As on: 28.09.2012

Category	Percentage
Directors or relatives of directors	99.99
Other top fifty shareholders	0.01
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer and Marketing of pharmaceutical formulation, tablets, gels, vitamin b complex, dry syrups, antibiotic tablets, vitamin capsules

GENERAL INFORMATION

No. of Employees :

500 (Approximately)

Bankers :

Karnataka Bank Limited, Karnataka Bank Limited, Regd. and Head Office, P.B.No.599, Mahaveera Circle, Kankanady Mangalore - 575002, Karnataka, India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
LONG TERM BORROWINGS
Term Loan from Banks
Karnataka Bank Limited (Secured against floating charge on Stock in trade, book debts and other movable assets of the company) Term loan is repayable in EMI of Rs.0. 487 Million upto August, 2012)	0.000	2.350
SHORT TERM BORROWINGS
Loans repayable on demand Karnataka Bank Limited (Secured against floating charge on Stock in trade, book debts and other movable assets of the company)	7.014	22.496
Total	7.014	24.846

Banking Relations :	--
Auditors :
Name :	S. P. Krishnamurthy and Company Chartered Accountants
Address :	No. 36, 1^st Floor, 4^th Main, Vyalikaval, Bangalore – 560003, Karnataka, India
Pan No.:	ABCOK7127K
Enterprises over which any person described above is able to exercise significant influence :	Systopic Laboratories Private Limited

CAPITAL STRUCTURE

As on: 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
3000000	Equity Shares	Rs.10/- each	Rs.30.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
1127202	Equity Shares	Rs.10/- each	Rs.11.272 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2012	31.03.2011
EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	11.272	11.272
(b) Reserves & Surplus	59.513	42.628
(c) Money received against share warrants	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000
Total Shareholders’ Funds (1) + (2)	70.785	53.900
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	2.350
(b) Deferred tax liabilities (Net)	12.392	12.906
(c) Other long term liabilities	0.000	0.000
(d) long-term provisions	3.805	3.009
Total Non-current Liabilities (3)	16.197	18.265
(4) Current Liabilities
(a) Short term borrowings	7.014	22.496
(b) Trade payables	36.719	42.941
(c) Other current liabilities	21.668	41.326
(d) Short-term provisions	1.696	0.000
Total Current Liabilities (4)	67.097	106.763
TOTAL	154.079	178.928
ASSETS
(1) Non-current assets
(a) Fixed Assets	118.704	127.199
(i) Tangible assets	0.000	0.000
(ii) Intangible Assets	0.000	0.000
(iii) Capital work-in-progress	0.000	0.000
(iv) Intangible assets under development	0.000	0.000
(b) Non-current Investments	0.000	0.000
(c) Deferred tax assets (net)	1.614	1.414
(d) Long-term Loan and Advances	0.000	0.000
(e) Other Non-current assets	0.000	0.000
Total Non-Current Assets	120.318	128.613
(2) Current assets
(a) Current investments	0.000	0.000
(b) Inventories	23.009	32.256
(c) Trade receivables	4.531	3.959
(d) Cash and cash equivalents	0.031	0.014
(e) Short-term loans and advances	1.107	6.510
(f) Other current assets	5.083	7.576
Total Current Assets	33.761	50.315
TOTAL	154.079	178.928

SOURCES OF FUNDS		31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		11.272
2] Share Application Money		0.000
3] Reserves & Surplus		28.844
4] (Accumulated Losses)		0.000
NETWORTH		40.116
LOAN FUNDS
1] Secured Loans		15.069
2] Unsecured Loans		10.000
TOTAL BORROWING		25.069
DEFERRED TAX LIABILITIES		10.384
TOTAL		75.569
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		100.202
Capital work-in-progress		0.000
INVESTMENT		0.000
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	28.405
	Sundry Debtors	7.858
	Cash & Bank Balances	0.040
	Other Current Assets	0.000
	Loans & Advances	18.269
Total Current Assets		54.572
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	45.774
	Other Current Liabilities	22.532
	Provisions	10.899
Total Current Liabilities		79.205
Net Current Assets		(24.633)
MISCELLANEOUS EXPENSES		0.000
TOTAL		75.569

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	379.569	292.068	283.939
		Other Income	0.006	0.026	0.428
		TOTAL	379.575	292.094	284.367
Less	EXPENSES
		Office Expenses
		Administrative Expenses
		Advertising Expenses
		TOTAL	347.468	263.351	255.040
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION		32.107	28.743	29.327
Less/ Add	DEPRECIATION/ AMORTISATION		6.875	6.422	5.459
	PROFIT BEFORE TAX		25.232	22.321	23.868
Less	TAX		8.347	8.537	9.277
	PROFIT AFTER TAX		16.885	13.784	14.591
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		40.275	26.491	11.900
	BALANCE CARRIED TO THE B/S		57.160	40.275	26.491
	Earnings Per Share (Rs.)		14.98	NA	NA

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	4.45	4.72	5.13
Net Profit Margin (PBT/Sales)	(%)	6.65	7.64	8.41
Return on Total Assets (PBT/Total Assets}	(%)	16.55	12.57	15.42
Return on Investment (ROI) (PBT/Networth)		0.36	0.41	0.59
Debt Equity Ratio (Total Debt/Networth)		0.10	0.46	0.62
Current Ratio (Current Asset/Current Liability)		0.50	0.47	0.69

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

CONTINGENT LIABILITIES

(Rs. In Millions)

Particular	31.03.2012	31.03.2011
Claim against the company not acknowledged as debt demand from central excise authorities	1.959	0.237

Note: No Charges Exist for Company

FIXED ASSETS:

• Land and building
• Plant and machinery
• Electrical installations
• Air conditioner
• Other equipment
• Effluent treatment
• Boilers
• D. M Plant
• Generators
• Air curtains
• Office equipments
• Vehicles
• Furniture and fixtures
• Lab equipments
• Computers
• Pollution control equipments
• Tools and accessories
• Water filter
• Safety equipments
• Air handling systems

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 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] 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.63.38
UK Pound	1	Rs.100.86
Euro	1	Rs.84.60

INFORMATION DETAILS

Report Prepared by :

VRN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	5
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	6
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	5
--CREDIT LINES	1~10	5
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		47

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.