MIRA
INFORM REPORT
|
Report Date : |
11.04.2014 |
IDENTIFICATION DETAILS
|
Name : |
WANBURY LIMITED |
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Registered
Office : |
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Country : |
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Financials (as
on) : |
31.03.2013 |
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Date of
Incorporation : |
11.08.1988 |
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Com. Reg. No.: |
11-048455 |
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Capital
Investment / Paid-up Capital : |
Rs. 173.793
Millions |
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CIN No.: [Company Identification
No.] |
L51900MH1988PLC048455 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMP12825B /
VPNW00073D |
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PAN No.: [Permanent Account No.] |
AABCP5939P |
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Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchanges. |
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Line of Business
: |
Manufacturer of API (Active Pharmaceutical Ingredient) and
Marketing of Formulation. |
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No. of Employees
: |
1300 (Approximately) |
RATING & COMMENTS
|
MIRA’s Rating : |
B (35) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
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Maximum Credit Limit : |
USD 4500000 |
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Status : |
Moderate |
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Payment Behaviour : |
Slow but correct |
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Litigation : |
Clear |
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Comments : |
Subject is an established company having
moderate track record. Company has incurred loss from its
operation in 2013. However, trade relations are fair.
Business is active. Payments terms are slow but correct. The company can be considered for business
dealing with some caution. |
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 – December 1, 2013
|
Country Name |
Previous Rating (30.09.2013) |
Current Rating (01.12.2013) |
|
India |
A1 |
A1 |
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Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
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Low |
A2 |
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Moderate |
B1 |
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High |
B2 |
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Very High |
C1 |
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Restricted |
C2 |
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Off-credit |
D |
INDIAN ECONOMIC OVERVIEW
India’s current account deficit for the fiscal third quarter ended
September 2013 narrowed to $4.2 billion or 0.9 % of the gross domestic product
from $31.9 billion or 6.5 % of GDP a year earlier, thanks to a pick-up in
exports and moderation in gold imports. Manufacturing activity and new orders
in India showed their strongest growth in a year in February. The news comes as
a relief after data showed Asia’s third largest economy grew by a
slower-than-expected 4.7 % annually in the three months through December. The
HSBC Manufacturing Purchasing Managers’ Index which gauges the business
activity of India’s factories but not its’ utilities, rose to 52.5 in February,
its highest in a year from 51.4 in January. Overall new orders for factory
goods which rose to a one-year high of 54.9 contributed to the surge. China has
emerged as India’s biggest trading partner in the current financial year
replacing the United Arab Emirates and pushing it to the third spot.
India-China trade has reached $49.5 billion with a 8.7 % share in India’s total
trade. The US comes second at $46 billion with 8.1 % share during the first
nine months of the current financial year.
The Reserve Bank of India has granted an additional nine months to the
public to exchange currency notes printed before 2005 including Rs 500 and Rs 1,000
denominations, pushing the deadline to January 1, 2015. A day before dates for
the Lok Sabha polls were
announced, the government decided to hike interest rates on fixed deposit
schemes offered by post offices up to 0.2 per cent. The new rates will be
effective April, 1. The Supreme Court will resume hearing on March, 11 Nokia’s
appeal against a ruling over transferring ownership of its local mobile phones
plant which is the subject of a tax dispute to Microsoft Corp.
In the last days of the current Government, another scam has surfaced.
The defence ministry has ordered a probe into
Hindustan Aeronautics Limited’s contracts from
Britain’s Rolls-Royce Holdings worth at least $ 1.2 billion. The Central Bureau
of Investigation will look into allegations that over $80 million was paid in
kickbacks in a deal signed in 2011. India has asked Boeing Co. to find a
solution for problems with state-owned Air India’s 787 Dreamliners.
The aircraft has experienced a series of malfunctions since its debut in 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.
INFORMATION PARTED BY
|
Name : |
Mr. Mangesh Bhosale |
|
Designation : |
General Manager in Finance |
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Contact No.: |
91-9108255535 |
|
Date : |
07.04.2014 |
LOCATIONS
|
Registered / Corporate Office : |
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Tel. No.: |
91-22-67942222 |
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Mobile No.: |
91-9108255535 (Mr. Mangesh Bhosale) |
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Fax No.: |
91-22-67942111/ 333 |
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E-Mail : |
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Website : |
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Area : |
3000 Sq. ft. |
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Location : |
Leased |
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Head Office : |
Plot No. 28, 1st
Floor, Kopri Road, Sector – 19 C, Vashi, Navi Mumbai – 400 703, Maharashtra, India |
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Tel. No.: |
91-22-27668938/27668939/27668958/27668959 |
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Fax No.: |
91-22-27663944 |
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E-Mail : |
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Factory 1 : |
A-15, MIDC
Industrial Area, Patalganga, Taluka
- Khalapur,
District Raigad - 410 220, |
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Tel. No.: |
91-2192-250444/
91-22-27630034/254006 |
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Fax No.: |
91-2192-250531 /
91-22-27619447 |
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E-Mail : |
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Factory 2 : |
Plot No. J – 17,
MIDC Industrial Area, Tarapur, Maharashtra,
India |
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Tel. No.: |
91-2192-250444/
91-22-27630034/254006 |
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Fax No.: |
91-2192-250531 /
91-22-27619447 |
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Factory 3 : |
Plot No. 24, M.I.D.C Tarapur, |
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Factory 4 : |
Plot No. D-312, ITC Industrial Area, MIDC Turbhe,
Navi Mumbai, |
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Factory 5: |
K. |
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Overseas Office: |
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E mail: |
DIRECTORS
As on 31.03.2013
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Name : |
Mr. A L Bongirwar |
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Designation : |
Non-Executive Independent Director |
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Name : |
Mr. N.K. Puri |
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Designation : |
Non-Executive Independent Director |
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Date of Birth/Age : |
70 Years |
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Qualification : |
MSC (Physics) |
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Expertise in Specific Area : |
Banking |
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Date of Appointment : |
09.03.2005 |
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Name : |
Dr. P.L Tiwari |
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Designation : |
Non-Executive Independent Director |
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Name : |
Mr. A N Shinkar |
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Designation : |
Executive Director |
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Name : |
Mr. Manish Joshi |
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Designation : |
Exin Bank Nominee (From 30 May 2013) |
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Name : |
Mr. P R Dalal |
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Designation : |
Exim Bank Nominee |
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Name : |
Mr. S. K. Bhattacharyya |
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Designation : |
Additional Firector (From 30 May 3013) |
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Date of Birth/Age : |
63 Years |
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Qualification : |
BA (Hons.) in Economics, CAIIB |
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Expertise in Specific Area : |
Banking |
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Date of Appointment : |
30.05.2013 |
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Name : |
Mr. K Chandran |
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Designation : |
Vice Chairman |
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Date of Birth/Age : |
54 Years |
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Qualification : |
Graduate |
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Expertise in Specific Area : |
Pharmaceutical Industry |
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Date of Appointment : |
23.01.2001 |
KEY EXECUTIVES
|
Name : |
Mr. Mangesh Bhosale |
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Designation : |
Company Secretary / General Manager in Finance |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 31.12.2013
|
Category of Shareholder |
Total No. of Shares |
Total Shareholding as a % of Total No. of Shares |
|
(A) Shareholding of Promoter and Promoter Group |
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|
6754730 |
34.81 |
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6754730 |
34.81 |
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3024000 |
15.59 |
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3024000 |
15.59 |
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Total shareholding of Promoter and Promoter Group (A) |
9778730 |
50.40 |
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(B) Public Shareholding |
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|
10117 |
0.05 |
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|
3472 |
0.02 |
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|
151 |
0.00 |
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|
754617 |
3.89 |
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|
768357 |
3.96 |
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|
1547272 |
7.97 |
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|
5121717 |
26.40 |
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|
1570334 |
8.09 |
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|
615876 |
3.17 |
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|
384645 |
1.98 |
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|
94680 |
0.49 |
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|
136551 |
0.70 |
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|
8855199 |
45.64 |
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Total Public shareholding (B) |
9623556 |
49.60 |
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Total (A)+(B) |
19402286 |
100.00 |
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(C) Shares held by Custodians and against which Depository
Receipts have been issued |
0 |
0.00 |
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|
0 |
0.00 |
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|
567000 |
0.00 |
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|
567000 |
0.00 |
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Total (A)+(B)+(C) |
19969286 |
0.00 |
BUSINESS DETAILS
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Line of Business : |
Manufacturer of API (Active Pharmaceutical Ingredient) and
Marketing of Formulation. |
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Products : |
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Exports : |
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Products : |
API |
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Countries : |
·
Brazil ·
USA ·
Spain ·
UK |
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Imports : |
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Products : |
Raw Material (DCC) |
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Countries : |
China |
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Terms : |
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Selling : |
Cash / Credit / LC |
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Purchasing : |
Cash / Credit / LC |
GENERAL INFORMATION
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Suppliers : |
Ningxia Qiyuan
Pharmaceutical Company Limited |
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Customers : |
Wholesalers and Retailers ·
Sanofi India Limited ·
Amneal Pharmaceuticals
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No. of Employees : |
1300 (Approximately) |
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Bankers : |
·
Bank of India ·
Exim Bank ·
State Bank of India ·
State Bank of Mysore ·
State Bank of Indore ·
Axis Bank ·
Andhra Bank ·
IDBI Bank |
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Facilities : |
Total Fund and Non Fund Rs.4500.000 Millions (From State Bank of
India) (Rs. In Millions)
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Banking
Relations : |
--- |
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Auditors : |
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Name : |
Kapoor an Parekh
Associates Chartered Accountants |
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Address : |
Mumbai, Maharashtra, India |
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Subsidiary
Companies: |
· Wanbury Holding B. V. (Netherlands) · Cantabria Pharma S. L. (Spain) · Ningxia Wanbury Fine Chemicals Company Limited (China) · Wanbury Global FZE (Ras-Al-Khaimah, UAE) |
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|
Enterprise owned or
significantly influenced by key management personnel or their relatives |
· Wanbury Infotech Private Limited · Bravo Healthcare Limited |
CAPITAL STRUCTURE
As on 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
30000000 |
Equity Shares |
Rs.10/- each |
Rs.300.000 Millions |
|
2000000 |
Preferences Shares |
Rs.100/- each |
Rs.200.000 Millions |
|
|
TOTAL
|
|
Rs.500.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
17379286 |
Equity Shares |
Rs.10/- each
|
Rs.173.793
Millions |
|
|
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|
NOTES:
Terms/Rights
attached to Equity Shares:
The Company has issued only one class of equity shares having a par value of Rs.10 per share. Holder of equity shares are entitled to voting rights as follows: (i) On voting by show of hands, every holder shall have one vote. (ii) On voting by poll, in proportion to the amount paid on equity shares held.
The Company declares and pays dividend in indian rupees. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts.
The distribution will be in proportion to the numbers of equity shares held by the shareholders.
Outstanding
Options to subscribe to Equity Shares:
11,25,236 warrants of the face value of Rs. Nil have been allotted to the shareholders of Erstwhile PPIL as per the BIFR order. The warrantholders have the right to subscribe to one equity share of Rs.10/- each at the premium of Rs.125/- per share which is excercisable within five years from 27th June, 2007, being the date of allotment of the warrants. Also refer Note 36. 58,199 Zero Coupon Optionally Fully Convertible Debentures (OFCDs) of Rs.1,000/- each were allotted to the lenders of erstwhile PPIL pursuant to the order dated 24 April 2007 of Hon'ble BIFR. OFCD were convertible between 1 November 2008 and 30 April 2012 into its equity shares at a price of Rs.125/- and 67% of the three months average weekly closing price prior to the date of exercise of such right. The matter is under fresh consideration of BIFR pursuant to the order dated 16 May 2008 of Hon'ble Supreme Court.
Details of Equity Shares held by each shareholder holding more than 5%:
|
Name of Shareholder |
As on 31.03.2013 |
|
|
|
No. of Shares |
% of Holding |
|
Kingsbury Investments Inc |
3024000 |
17.40% |
|
Expert Chemicals (India) Private Limited |
4164730 |
23.96% |
The Company has neither allotted any shares as fully paid up pursuant to contract without payment being received in cash and by way of bonus shares nor bought back any shares during the period of five years preceding the date of this balance sheet.
Out of the above Equity Shares 5,67,000 (Pr. Yr. 5,67,000) are represented by 1,89,000 (Pr. Yr. 1,89,000) Global Depository Receipts.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
I.
EQUITY
AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
173.793 |
173.793 |
146.893 |
|
(b) Reserves & Surplus |
968.432 |
1230.319 |
1404.614 |
|
(c) Money
received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share Application money pending allotment |
0.000 |
0.000 |
0.000 |
|
Total Shareholders’
Funds (1) + (2) |
1142.225 |
1404.112 |
1551.507 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
3103.328 |
2609.605 |
1333.985 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c) Other long term liabilities |
292.978 |
52.564 |
206.343 |
|
(d) long-term provisions |
71.589 |
55.191 |
43.540 |
|
Total Non-current Liabilities (3) |
3467.895 |
2717.360 |
1583.868 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term borrowings |
648.884 |
566.039 |
1638.512 |
|
(b) Trade payables |
633.930 |
601.462 |
616.530 |
|
(c) Other current
liabilities |
843.083 |
1321.274 |
829.607 |
|
(d) Short-term provisions |
28.577 |
22.210 |
45.686 |
|
Total Current Liabilities (4) |
2154.474 |
2510.985 |
3130.335 |
|
|
|
|
|
|
TOTAL |
6764.594 |
6632.457 |
6265.710 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i)
Tangible assets |
1934.800 |
2051.073 |
2136.373 |
|
(ii) Intangible Assets |
11.978 |
17.705 |
25.126 |
|
(iii) Capital
work-in-progress |
208.615 |
127.124 |
99.410 |
|
(iv) Fixed
assets held for sale |
37.359 |
37.359 |
37.359 |
|
(b) Non-current Investments |
1060.665 |
1057.965 |
1047.157 |
|
(c) Deferred tax assets (net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
1678.881 |
1600.650 |
1475.750 |
|
(e) Other Non-current assets |
0.086 |
0.124 |
0.005 |
|
Total Non-Current Assets |
4932.384 |
4892.000 |
4821.180 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
0.000 |
0.000 |
0.000 |
|
(b) Inventories |
370.362 |
441.758 |
363.894 |
|
(c) Trade receivables |
836.035 |
796.765 |
655.651 |
|
(d) Cash and cash
equivalents |
167.475 |
147.105 |
75.919 |
|
(e) Short-term loans and
advances |
456.688 |
354.299 |
348.533 |
|
(f) Other current assets |
1.650 |
0.530 |
0.533 |
|
Total Current Assets |
1832.210 |
1740.457 |
1444.530 |
|
|
|
|
|
|
TOTAL |
6764.594 |
6632.457 |
6265.710 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
4141.369 |
3445.505 |
3152.371 |
|
|
|
Other Income |
45.492 |
108.241 |
151.392 |
|
|
|
TOTAL (A) |
4186.861 |
3553.746 |
3303.763 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of materials consumed |
1630.038 |
1346.928 |
1100.835 |
|
|
|
Purchase of Stock-in-Trade |
405.141 |
426.026 |
406.212 |
|
|
|
Changes in inventories of Finished Goods, Work-in-Progress and
Stock-in-Trade |
74.446 |
(56.805) |
(30.758) |
|
|
|
Employee benefits expense |
660.780 |
615.584 |
571.768 |
|
|
|
Other expenses |
1211.271 |
1038.822 |
979.594 |
|
|
|
Exceptional
Items-Income / (Expense) |
0.000 |
(78.321) |
0.000 |
|
|
|
TOTAL (B) |
3981.676 |
3292.234 |
3027.651 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
205.185 |
261.512 |
276.112 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
310.699 |
328.567 |
407.994 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
(105.514) |
(67.055) |
(131.882) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
147.802 |
94.313 |
90.571 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
BEFORE TAX (E-F) (G) |
(253.316) |
(161.368) |
(222.453) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
1.370 |
0.000 |
0.216 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
(254.686) |
(161.368) |
(222.669) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN FOREIGN
CURRENCY |
|
|
|
|
|
|
|
F.O.B. Value of Exports |
2143.619 |
1498.943 |
1166.385 |
|
|
|
Freight, Insurance Etc. |
44.787 |
27.694 |
34.268 |
|
|
TOTAL EARNINGS |
2188.406 |
1526.637 |
1200.653 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials [Including High Seas Purchases] |
752.545 |
441.210 |
365.559 |
|
|
|
Capital Goods |
19.151 |
0.000 |
1.516 |
|
|
|
Interest |
44.877 |
24.586 |
28.917 |
|
|
|
Commission Paid |
12.608 |
15.059 |
5.061 |
|
|
|
Legal & Professional Fees |
4.970 |
2.816 |
0.765 |
|
|
|
Travelling & Other Expenses |
21.870 |
3.448 |
19.378 |
|
|
TOTAL IMPORTS |
856.021 |
487.119 |
421.196 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
(14.65) |
(10.97) |
(15.16) |
|
Expected Sales (2013-14) : Rs.4200.000 Millions
The above information has been parted by Mr. Mangesh
Bhosale
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2013 |
30.09.2013 |
31.12.2013 |
|
|
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
|
Net Sales |
1034.600 |
1105.200 |
1066.000 |
|
Total Expenditure |
941.500 |
1009.200 |
979.900 |
|
PBIDT (Excl OI) |
93.100 |
96.000 |
86.100 |
|
Other Income |
25.500 |
(6.500) |
8.700 |
|
Operating Profit |
118.600 |
89.600 |
94.800 |
|
Interest |
148.200 |
70.000 |
44.000 |
|
Exceptional Items |
0.000 |
0.000 |
0.000 |
|
PBDT |
(29.600) |
19.600 |
50.800 |
|
Depreciation |
37.600 |
37.000 |
37.300 |
|
Profit Before Tax |
(67.200) |
(17.500) |
13.500 |
|
Tax |
0.000 |
08.400 |
4.200 |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
(67.200) |
(25.900) |
9.300 |
|
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 |
(67.200) |
(25.900) |
9.300 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
(6.08)
|
(4.54) |
(6.74) |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
(6.12)
|
(4.68) |
(7.06) |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(4.64)
|
(2.98) |
(4.38) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.22)
|
(0.11) |
(0.14) |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
3.29
|
2.26 |
1.92 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.85
|
0.69 |
0.46 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particular |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs. In Millions) |
(Rs. In Millions) |
(Rs. In Millions) |
|
Share Capital |
146.893 |
173.793 |
173.793 |
|
Reserves & Surplus |
1404.614 |
1230.319 |
968.432 |
|
Net
worth |
1551.507 |
1404.112 |
1142.225 |
|
|
|
|
|
|
long-term borrowings |
1333.985 |
2609.605 |
3103.328 |
|
Short term borrowings |
1638.512 |
566.039 |
648.884 |
|
Total
borrowings |
2972.497 |
3175.644 |
3752.212 |
|
Debt/Equity
ratio |
1.916 |
2.262 |
3.285 |
YEAR-ON-YEAR GROWTH
|
Year
on Year Growth |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs. In Millions) |
(Rs. In Millions) |
(Rs. In Millions) |
|
Sales |
3152.371 |
3445.505 |
4141.369 |
|
|
|
9.299 |
20.196 |
NET PROFIT MARGIN
|
Net
Profit Margin |
31.03.2011 |
31.03.2012 |
31.03.2013 |
|
|
(Rs. In Millions) |
(Rs. In Millions) |
(Rs. In Millions) |
|
Sales |
3152.371 |
3445.505 |
4141.369 |
|
Profit / (Loss) |
(222.669) |
(161.368) |
(254.686) |
|
|
(7.06%) |
(4.68%) |
(6.15%) |
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 |
Yes |
|
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 |
Yes |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister concerns |
Yes |
|
17] |
Major suppliers |
Yes |
|
18] |
Major customers |
Yes |
|
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 |
UNSECURED LOAN
Rs. In
Millions
|
Particular |
As
on 31.03.2013 |
As
on 31.03.2012 |
|
Long Term
Borrowings |
|
|
|
Deferred Sales Tax Loan |
1.297 |
1.751 |
|
Short Term Borrowings |
|
|
|
Loan repayable on demand |
|
|
|
From Banks (Rupee) |
2.994 |
2.994 |
|
From Others (Rupee) |
2.031 |
2.031 |
|
Total |
6.322 |
6.776 |
GENERAL INFORMATION:
Subject is a public company domiciled in India and
incorporated under the provisions of the Companies Act, 1956. Its equity shares
are listed on two stock exchanges in India. The Company is engaged in the
business of pharmaceutical and related activities, including
research.
OPERATIONAL REVIEW:
The financial highlights are as under:
The Total Revenue for the financial year was Rs.486.861 Millions as against Rs.3553.746 Millions in the previous year. The Total Expenditure incurred in the current financial year was Rs.4440.177 Millions as against Rs.3793.435 Millions in the previous year.
Exports of the Company during the year were Rs.2188.406 Millions as against Rs.1526.637 Millions in the previous year.
The Loss After Tax for the financial year was Rs.254.686 Millions as against a Loss After Tax of Rs.161.368 Millions for the previous financial year. Excluding the extra ordinary income of Rs.78.321 Millions, the company’s Loss After Tax was Rs.239.689 Millions.
Increase in Loss is mainly on account of increased depreciation and increase in other expenses like power and fuel, carriage outward, amount w/off and misc expenses.
MANAGEMENT DISCUSSION
AND ANALYSIS REPORT
Industry Overview
The Indian pharmaceutical market is currently estimated at US$ 13 bn by ORG –IMS and is expected to reach US$ 91.45 bn by 2020, as per Dr. A J V Prasad, Joint Secretary, Department of Pharmaceuticals (DoP), India. The industry is expected to maintain the current growth rate of 11-13% in 2013.
India is now among the top five pharmaceutical emerging markets. The Indian pharma industry has been growing at a compounded annual growth rate (CAGR) of more than 15 per cent over the last five years and has significant growth opportunities.
According to McKinsey, India is the 14th largest Pharmaceutical market and third largest in terms of manufacturing Pharma products by volume in the world. By 2015, it is expected to reach top 10 in the world beating Brazil, Mexico, South Korea and Turkey.
The Indian pharmaceutical industry accounts for over 8% of global pharmaceutical production. The industry has over 60,000 generic brands across 60 therapeutic categories and manufactures more than 400 different active pharmaceutical ingredients (APIs).
The manufacturing cost of the Indian Pharma companies is up to 65% lower than that of US firms and almost half of that of European manufacturers, due to which India has been emerging as the Drugs manufacturing hub of the world.
The industry registered exports of US$ 13 billion at a growth rate of 30%, as per Dr. P V Appaji, Director-General, Pharmaceutical Exports Council of India (Pharmexcil). The Ministry of Commerce has targeted Indian pharma sector exports at US$ 25 billion by 2014 at an annual growth rate of 25%.
During the period April-2010 to November-2012, the cumulative FDI in ‘Drugs and Pharmaceuticals Sector’ was $9 billion, constituting 5 per cent of the total FDI and ranking as the 5th largest sector in the top 10 sectors receiving FDI.
Patent on Drugs worth $103 billion expired during 2009-2012 and Patent on products worth US$ 27 billion is expected to expire in 2012. This has offered significant market opportunity for lower priced generics and a clear visibility for profit and revenue growth for the generic-focused Indian Pharma companies.
A growing demand for generics, subsequent increase in capacity utilization and better cost rationalization will ensure stability to the sector's operating margins.
COMPANY OVERVIEW
Domestic Formulations
Business
The Company completed the restructuring of the Formulation division during the year and the results were evident from the growth achieved in keys divisions / focus brands. Osteolife division registered 22% growth, while the key focus brands such as Adtrol Plus, Osteocid, Etosafe and Coriminic registered 20-25% growth over the last year.
The Company undertook various initiatives which would help the Formulation business grow significantly over the midlong term. Some of the key initiatives are as follows:
Set-up new Product
Development Team
The Company set-up a NPD (New Product Development) Committee in April-2013. The committee will be responsible for clearing new product launches after ensuring that the set process is followed. The team will ensure that the Product selection is based on therapy gap with clear innovation and differentiation. It will also ensure that, proper market research is done to identify the therapy and Test marketing is undertaken before launching a new product.
The Company launched, Myotol-F, targeted at female infertility during the year following the NPD process and received success. The Product has been rated as the best brand launch of the year and is ranked as No. 1 in its segment by per ORG-IMS.
Strengthen Leadership
and Team Stability:
· Top Leadership was strengthened by hiring SBU / Marketing Heads.
· Largely scale promotions (42) were announced to increase motivation of the field across all levels.
· Leadership Development along with leadership workshop were undertaken across all division.
Because of the aforesaid initiatives the Company could reduce attrition by 12% compared to last year.
Sales Hygiene
Increased:
Various initiatives were undertaken to ensure that the Health of the business is unaffected by unanticipated challenges:
· Breakage and Expiry was reduced from 6% in FY12 to 5% in FY13.
· Saleable Returns was reduced from 6.2% in FY12 to 3.5% in FY13.
· Converting the Discount rate schemes to free goods schemes thereby reducing the overall Scheme amount.
· Fixing of Credit limit for each Stockist.
Robust Internal
Control Systems and Processes
The Company has undertaken a number of steps to establish best in class systems such as:
· Launch of SFA (Sales Force Automation) – an online daily reporting platform. From an on paper weekly reporting to a new real time online reporting system has been put in place by the Company, which helps in tracking the performance of the sales force on a real time basis.
· Introduced specialized cell to establish HO connect with core customers enabling better monitoring as well as engagement and validating the business of the core prescribers through chemist and stockist audits.
· Tracker system was introduced for individual doctor.
Other Strategic
initiatives
Various initiatives to improve the mid-long term business health of the organisation were introduced during the year including:
· Price increases were initiated to improve the profitability of the products.
· Clubbed 38 HQs with low productivity to improve productivity and profitability of the formulation division.
· Structured approach for all high value prescribers.
· Various Scientific initiatives to develop corporate image among the doctors.
· Incentive plan for field force encompassing the best incentive practices across the industry.
The Company continues to focus on Orthopedics, Gastrointestinal, Gynecology and Surgery therapeutic segments. Some of the key brands with unique diffentiation include:
· Cpink: An iron supplement with revolutionized IIC (Integrated Iron Complexation) technology which offers maximum absorption and compliance to the patients. Ranked among the top 5 brands in the respective segment.
· Adtrol Plus: The only calcium supplement which addresses the missing link in osteoporosis that is Hyperhomocysteinemia. The brand is ranked 7th in its respective segment.
· Rabiplus: Prepared with unique Optimally Stabilized Tri-layered enteric coated pallet technology which ensures 100% availability of drug at the site of absorption, offers faster onset of action as compared to competitors.
· Folinine: Wanbury was first to launch this combination in Indian market. Wanbury launched the concept of Hyperhomocysteinemia being an independent causal factor for pregnancy complication and proposed usage of this formulation for all 9 months which was a unique and highly successful concept. The product is currently Ranked No. 2 in the respective segment.
INDEX OF CHARGES
|
S.No. |
Charge ID |
Date of Charge
Creation/Modification |
Charge amount
secured |
Charge Holder |
Address |
Service Request
Number (SRN) |
|
1 |
10319317 |
12/10/2011 * |
355,200,000.00 |
BANK OF INDIA |
MUMBAI MID CORPORATE, 70/80, M.G. ROAD,, BANK OF |
B26537662 |
|
2 |
10318846 |
29/09/2011 |
251,800,000.00 |
AXIS BANK LIMITED |
NARIMAN POINT BR., ATLANTA, GR. FLOOR, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
B25740093 |
|
3 |
10251282 |
28/09/2010 |
50,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A98295660 |
|
4 |
10198432 |
12/01/2012 * |
4,347,900,000.00 |
SBICAP TRUSTEE COMPANY LIMITED |
202, MAKER TOWER, 'E', CUFFE PARADE, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA |
B30711956 |
|
5 |
10203027 |
20/01/2012 * |
4,347,900,000.00 |
SBICAP TRUSTEE COMPANY LIMITED |
202, MAKER TOWER, 'E', CUFFE PARADE, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA |
B30732317 |
|
6 |
10196180 |
30/11/2009 |
45,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE |
A77296705 |
|
7 |
10174146 |
12/08/2009 |
70,000,000.00 |
ANDHRA BANK |
16 B, EARNEST HOUSE, 16TH FLOOR, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A68818301 |
|
8 |
10169028 |
29/07/2009 |
70,000,000.00 |
STATE BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH, 2ND FLOOR,THE ARCADE, |
A66845702 |
|
9 |
10160990 |
04/06/2009 |
110,000,000.00 |
STATE BANK OF MYSORE |
MITTAL COURT, C WING, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A63361471 |
|
10 |
10161009 |
04/06/2009 |
195,000,000.00 |
STATE BANK OF MYSORE |
MITTAL COURT, C WING, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A63361307 |
|
11 |
10154089 |
28/03/2009 |
100,000,000.00 |
IDBI BANK LIMITED |
IDBI TOWERWTC COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A60719242 |
|
12 |
10157730 |
28/03/2009 |
150,000,000.00 |
ANDHRA BANK |
16 B, EARNEST HOUSE, 16TH FLOOR, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A62351069 |
|
13 |
10317542 |
09/03/2009 |
240,000,000.00 |
AXIS BANK LIMITED |
GR. FLOOR, ATLANTA BUILDING, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A64808256 |
|
14 |
10134854 |
12/10/2009 * |
350,000,000.00 |
STATE BANK OF INDORE |
STERLING CENTER, DR. ANNIE BESANT ROAD, WORLI, MUMBAI, MAHARASHTRA - 400018, INDIA |
A71003651 |
|
15 |
10114552 |
21/07/2008 |
45,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
21 FLOOR, CENTRE ONE BUILDING, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A42314401 |
|
16 |
10090655 |
22/11/2007 |
370,000,000.00 |
STATE BANK OF INDIA |
INDUSTRIAL FINANCE BRANCH,, WORLD TRADE CENTRE, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A33719972 |
|
17 |
10065763 |
03/08/2007 |
37,000,000.00 |
EXPORT - IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A22159073 |
|
18 |
10048271 |
08/01/2007 |
40,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A10478410 |
|
19 |
10029659 |
13/11/2006 |
300,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
A08322026 |
|
20 |
90149086 |
16/09/2008 * |
852,000,000.00 |
BANK OF INDIA |
MUMBAI CORPORATE BANKING BRANCH, 4TH FLOOR, BANK |
A50040880 |
|
21 |
90140621 |
29/07/2008 * |
1,415,200,000.00 |
BANK OF INDIA |
MUMBAI CORPORATE BANKING BRANCH, 4TH FLOOR, BANK |
A43851534 |
|
22 |
90147104 |
20/01/2004 * |
100,000,000.00 |
BANK OF INDIA |
MUMBAI CORPORATE BANKING BRANCH, 4TH FLOOR, BANK |
- |
* Date of charge modification
FIXED ASSETS
·
Freehold Land
·
Leasehold Land and Land
·
Development Expenses
·
Factory Building
·
Plants, Machineries and Equipments
·
Furniture and Fixture
·
Vehicles
·
Office Equipments
·
Electrical Installations
·
Computers
·
Office Premises
·
R and D Building
·
Brands
·
Software
·
Technical Know-how
UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND HALF YEAR ENDED 30
SEPTEMBER 2013
Rs. In Millions
|
Part I |
Particulars |
Quarter ended |
Half Year ended |
|
|
|
|
30.09.2013 |
30.06.2013 |
30.09.2013 |
|
1 |
Income
from Operations |
|
|
|
|
|
(a) Net Sales |
11012.234 |
1031.066 |
2133.300 |
|
|
(b) Other Operating Income |
2.941 |
3.531 |
6.472 |
|
|
Total
Income from operations (Net) |
11015.175 |
1034.597 |
2139.722 |
|
2 |
Expenses
|
|
|
|
|
|
(a) Cost of Materials Consumed |
365.207 |
270.841 |
636.048 |
|
|
(b) Purchase of stock-in-trade |
117.622 |
135.948 |
253.570 |
|
|
(c) Change in Inventories of
Finished goods, work in progress and Stock-ln Trade |
(16.584) |
49.277 |
32.693 |
|
|
(d) Employee Benefits Expenses |
180.784 |
172.713 |
353.497 |
|
|
(e) Depreciation and Amortisation Expenses |
37.036 |
37.603 |
74.639 |
|
|
(f) Other expenditure |
362.133 |
312.691 |
674.824 |
|
|
Total
Expenses |
1046.198 |
979.073 |
2025.271 |
|
3 |
Profit
from Operations before Other Income, Finance cost and Exceptional Items (1
-2) |
58.977 |
55.524 |
114.501 |
|
4 |
Other Income |
(6.469) |
25.502 |
19.033 |
|
5 |
Profit from ordinary
activities before Finance cost and Exceptional Items (3 + 4) |
52.508 |
81.026 |
133.534 |
|
6 |
Finance cost |
69.980 |
148.232 |
218.212 |
|
7 |
Profit from ordinary activities
after Finance costs but before Exceptional Items (5 - 6) |
(17.472) |
(67.206) |
(84.678) |
|
8 |
Exceptional Items |
-- |
-- |
-- |
|
9 |
Profit
from ordinary activities before tax (7 - 8) |
(17.472) |
(67.206) |
(84.678) |
|
10 |
Tax Expenses |
8.434 |
-- |
8.434 |
|
11 |
Net
Profit from ordinary activities after tax {9 -10) |
(25.906) |
(67.206) |
(93.112) |
|
12 |
Extraordinary items (Net of tax
expenses) |
-- |
-- |
-- |
|
13 |
Net
Profit for the period (11 -12) |
(25.906) |
(67.206) |
(93.112) |
|
14 |
Paid-up Equity
hare Capital Face value of a share Re.1/-) |
173.793 |
173.793 |
199.693 |
|
15 |
Reserves
excluding Revaluation Reserves |
-- |
|
-- |
|
16 |
Basic
& Diluted earnings per share of Re.1/- each (Rs.) |
(0.87) |
(3.87) |
(4.98) |
|
|
|
|
|
|
|
(A) |
PARTICULARS
OF SHARE HOLDING |
|
|
|
|
1 |
Public
shareholding |
|
|
|
|
|
Number of shares |
10,190,556 |
10,190,556 |
10,190,556 |
|
|
Percentage of shareholding |
51.03% |
58.64% |
51.03% |
|
2 |
Promoters and Promoter Group Shareholding |
|
|
|
|
|
a) Pledged / Encumbered |
|
|
|
|
|
-No. of shares |
825,742 |
825,742 |
825,742 |
|
|
- Percentage of shares (as a % of the total shareholding of promoter
and promoter group) |
8.44% |
11.49% |
8.44% |
|
|
Percentage of shares (as a % of the total share capital of the company) |
4.14% |
4.75% |
4.14% |
|
|
b) Non-encumbered |
|
|
|
|
|
-No. of shares |
8,952,988 |
6,362,988 |
8,952,988 |
|
|
- Percentage of shares (as a % of the total shareholding of promoter
and promoter group) |
91.56% |
88.51% |
91.56% |
|
|
-Percentage of shares (as a % of the total share capital of the
company) |
44.83% |
36.61% |
44.83% |
|
(B) INVESTOR COMPLIANTS |
30.09.2013 |
|
Pending at the beginning of the quarter |
Nil |
|
Received during the quarter |
5 |
|
Disposed of during the quarter |
5 |
|
Remaining unresloved at the end of the
quarter |
Nil |
STATEMENT OF ASSETS
AND LIABILITIES
Rs. In
Millions
|
Particular |
30.09.2013 (Un-Audited) |
|
|
|
|
EQUITY AND LIABILITIES |
|
|
(1)Shareholders'
Funds |
|
|
(a) Share Capital |
199.693 |
|
(b) Reserves & Surplus |
927.887 |
|
|
1127.580 |
|
|
|
|
(2) Non-Current Liabilities |
|
|
(a) long-term borrowings |
3038.253 |
|
(b) Other long term liabilities |
340.902 |
|
(c) long-term provisions |
72.674 |
|
|
3451.829 |
|
|
|
|
(3) Current Liabilities |
|
|
(a) Short term borrowings |
650.258 |
|
(b) Trade payables |
817.854 |
|
(c) Other current
liabilities |
872.676 |
|
(d) Short-term provisions |
25.585 |
|
|
2366.373 |
|
|
|
|
Total Equity and Liabilities |
6945.782 |
|
|
|
|
ASSETS |
|
|
(1) Non-current assets |
|
|
(a) Fixed Assets |
2138.232 |
|
(b) Non-current Investments |
1068.106 |
|
(c) Long-term Loan and Advances |
1776.130 |
|
(d) Other Non-current assets |
0.535 |
|
|
4983.003 |
|
|
|
|
(2) Current assets |
|
|
(a) Inventories |
365.753 |
|
(b) Trade receivables |
932.826 |
|
(c) Cash and cash
equivalents |
170.680 |
|
(d) Short-term loans and
advances |
491.585 |
|
(e) Other current assets |
1.635 |
|
|
1962.479 |
|
|
|
|
Total
Assets |
6945.782 |
Note:
1) The above financial results have reviewed by the Audit Committee and have been taken on record at the meeting of the board of director of the company held on 14 November 2013.
2) The Company has only one segment of activity namely "Pharmaceuticals".
3) The market price of the equity shares of the Company being less than the exercise price in respect of various outstanding options to subscribe to equity shares, the options are considered to be anti dilutive.
4) Erstwhile The Pharmaceutical Products of India Limited (PPIL) merged with the Company pursuant to the Scheme of Revival cum Merger (the Scheme) approved vide order dated 24 April 2007 by the Board for Industrial and Financial Reconstruction (BIFR) u/s 18 and other applicable provisions of the Sick Industrial Companies (Special Provisions) Act, 1985(SICA) w.e.f. 1 April 2006, being the appointed date.
Subsequently in response to a suit filed by one of the unsecured creditors of erstwhile PPIL, challenging the Scheme, the Hon'ble Supreme Court vide its order dated 16 May 2008, has set aside the above referred BlFR order and remitted the matter back to BIFR for considering afresh as per the provisions of SICA.
The matter is now under BIFR's reconsideration. BIFR has directed IDBI Bank, which is an Operating Agency, to prepare the Draft Rehabilitation Scheme. In the meanwhile, the Company has sought legal opinion and has been advised to maintain status quo ante with respect to the merger under the said Scheme and that it should take further steps only on the basis of the fresh BIFR order.
In view of the above, the Company has maintained a status quo. However, all actions taken by the Company pursuant to the sanctioned scheme shall remain subject to and without prejudice to the orders that may be passed by the BIFR while considering the case afresh pursuant to the directions of the Hon'ble Supreme Court in its order dated 16 May 2008.
5) 248 FCCB 'A' Bonds have matured on 23 April 2012. The Company has renegotiated terms with the Bondholders holding 218 bonds and have been accounted accordingly. For the balance 30 FCCB 'A' Bonds, pending renegotiation, effect given in the financial statements are as per the terms at the time of issue of the bonds. 700 FCCB 'B' Bonds have matured on 17 December 2012. Part of the bonds were converted into term loan from State Bank of India and the company has negotiated terms with remaining bondholders. Effect in the accounts have been given as per sanction letter from State Bank of India and terms of settlement with the remaining bondholders.
6) The Company has equity investments of Rs.390.771 Millions in two wholly owned subsidiaries and other company and has amount recoverable off Rs.1905.984 Millions from them and Cantabria Pharma SL, Spain ("CP"), a step down subsidiary. Upon expiry of the statutory period of four months from the date of filing pre-insolvency, CP has filed for voluntary insolvency in the Commercial Court of Madrid on 4 November 2013. CP is in the process of negotiations/settlement with its principle creditors, including restructuring of debts. Further, CP continues to explore various options including monetising some of its assets to meet the liabilities. Since these initiatives are on going and are in an advanced stage and the Company's involvement in the aforesaid entities being of strategic importance and for long term, hence, no provision IS considered necessary by the Company at this stage in respect of its investments and amounts recoverable as stated above.
This was a subject matter of qualification in our reports on the financial results of the previous periods/year.
7) Exim Bank has subscribed to 4,511 Preference Shares of Euro 1,000/- each of Wanbury Holding B. V., a subsidiary company pursuant to the Preference Share Subscription Agreement dated 7 December 2006. Pursuant to the said agreement, Exim Bank has exercised Put Option vide letter dated 8 November, 2011 and company is required to pay USD 60 Lacs (Rs.376.662 Millions) to acquire aforesaid preference shares. Further, State Bank of India, London vide its letter dated 11 July 2012, has demanded repayment of Euro 32.60 Lacs (Rs.276.039 Millions) together with interest till the date of repayment from the Company in terms of Guarantee and Loan agreement dated 27 September 2007 vide which aforesaid credit facilities was granted to Cantabria Pharma S L, the step down subsidiary of the Company. Both the above mentioned dues being part of the CDR Scheme will be accounted upon arriving at mutually agreed terms of settlement with the respective Parties.
8) IDBI Bank vide its letter dated 4 August 2012 has invoked guarantee of Wanbury Limited in respect of dues from Bravo Limited of Rs. 187.011 Millions. Since Bravo Limited is in the process of one time settlement with IDBI out of sales proceeds of its assets, the Company does not expect any liability at this stage.
9) Creditors, debtors and advances are subject to confirmation, reconciliation and adjustments, if any.
This was a subject matter of qualification in our reports on the financial results of the previous period’s year.
10) The Company has incurred losses during the last three years and networth of the Group (Company and its subsidiaries), based on consolidated financial statements for the year ended on 31 March, 2013, is negative. The Company has initiated various measures, including restructuring of debts/business and infusion of funds etc. Consequently, in the opinion of the management, operations of the Company will continue without interruption. Hence, financial statements are prepared on a "going concern" basis.
11) The Company has alloted 25,90,000 equity shares of Rs.10 each to Expert Chemicals (India) Private Limited, the promoter company, at a premium of 7 27.50 per equity share on 5 August 2013 pursuant to the Corporate Debt Restructuring Scheme.
12) The figures for the previous periods have been regrouped, wherever necessary, to correspond with the figures of the current period.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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.60.21 |
|
|
1 |
Rs.101.05 |
|
Euro |
1 |
Rs.83.33 |
INFORMATION DETAILS
|
Information
Gathered by : |
HNA |
|
|
|
|
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 |
4 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
4 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
3 |
|
--LEVERAGE |
1~10 |
4 |
|
--RESERVES |
1~10 |
4 |
|
--CREDIT LINES |
1~10 |
4 |
|
--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 |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
35 |
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 |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or
its officials.