|
Report Date : |
12.07.2014 |
IDENTIFICATION DETAILS
|
Name : |
MARKSANS PHARMA LIMITED (w.e.f. 08.11.2005) |
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|
|
|
Formerly Known
As : |
TASC PHARMACEUTICALS LIMITED |
|
|
|
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Registered
Office : |
11th Floor, |
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Country : |
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|
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Financials (as
on) : |
31.03.2013 |
|
|
|
|
Date of
Incorporation : |
16.04.1992 |
|
|
|
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Com. Reg. No.: |
11-066364 |
|
|
|
|
Capital Investment
/ Paid-up Capital : |
Rs. 520.307
Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
L24110MH1992PLC066364 |
|
|
|
|
TAN No.: [Tax Deduction &
Collection Account No.] |
MUMT09972E |
|
|
|
|
PAN No.: [Permanent Account No.] |
AAACT3153G |
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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
: |
Subject is actively engaged in R and D and offering CRAMS to global pharmaceutical companies. |
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|
|
|
No. of Employees
: |
388 (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 4300000 |
|
|
|
|
Status : |
Satisfactory |
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|
|
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Payment Behaviour : |
Usually correct |
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Litigation : |
Exist |
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Comments : |
Subject is an established company having a satisfactory track record. Due to settlements of a substantial amount of FCCB’s and improved
financial performance of a company, the networth of a company has turned
positive as on 31st march 2013. Therefore, company has been
de-registered from the preview of SICA and is no longer under BIFR. However, trade relations are reported as fair. Business is active.
Payment are reported to be 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, 2014
|
Country Name |
Previous Rating (31.12.2013) |
Current Rating (31.03.2014) |
|
India |
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
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
N E W S
The economy grew 4.7 %in 2013/14, marking a
second straight year of sub-5 % growth – the worst slowdown in more than a quarter
of a century. The data was below an official estimate of 4.9 % annual growth
and compared with 4.5 % in the last fiscal year. However, the current account
deficit narrowed sharply to $ 32.4 billion at 1.7 % of gross domestic product,
in 2013/14 from a record high of $ 98.8 billion or 4.7 %, the year before. A
sharp fall in gold imports due to restrictions on overseas purchases and muted
import of capital goods helped shrink the current account deficit.
Online retailer Flipkart has acquired fashion
portal Myntra as it prepares to battle with the rapidly expanding India arm of
the global e-commerce giant Amazon. The company raised $ 210 million from
Russian Investment firm DST Global which has also invested in companies like
Facebook, Twitter and Alibaba Group.
General Motors will start exporting vehicles
from its Talegaon plant near Pune in the second half of 2014. GM was one of the
few global carmakers that was using its India plant only for the domestic
market.
Google has overtaken Apple as the world’s top
brand in terms of value, according to global market research agency Millward
Brown. Google’s brand value shot up 40 % in a year to $ 158.84 billion. The top
10 of the 100 slots were dominated by US companies.
Infosys lost another heavy weight when B G
Srinivas, a board member put in his papers. He is the third CEO-hopeful to quit
after Chairman N R Narayana Murthy’s return to the company – Ashok Vemuri and V
Balakrishnan being the other two. While Vemuri went on to lead IGate,
Balakrishnan joined politics.
Naresh Goyal – promoted Jet Airways posted
biggest quarterly loss – Rs 2153.37 crore – in the three months ended March 31,
mainly because it has been offering discounts to passengers to fill planes.
William S Pinckney – Chairman and CEO of
Amway India was arrested by the Andhra Pradesh Police in connection with a
complaint against the direct selling firm. This is the second time that he has
been taken into custody. A year, ago the Kerala Police had arrested Pinckney
and two company directors on charges of financial irregularities.
China has told its state-owned enterprises to
sever links with American consulting firms after the United States charged five
Chinese military officers wih hacking US companies. China’s action which
targets consultancies like McKinsey & Co. and the Boston Consulting Group,
sterns from fears that the first are providing trade secrets to the US
governments.
India has emerged as a country with some of
the highest unregistered businesses in the world. Indonesia has the maximum
number of shadow businesses, says a study of 68 countries by Imperial College
Business School in London.
Pfizer has abandoned its attempt to buy
AstraZeneca for nearly $ 118 billion after the latter refused an offer of 55
pounds a share.
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 DENIED BY
|
Name : |
Mr. Jitendra Sharma |
|
Designation : |
Chief Executive Officer |
|
Contact No.: |
91-22-40012000 |
|
Date : |
11.07.2014 |
LOCATIONS
|
Registered Office : |
11th Floor, Lotus Business Park, Off New Link Road, Andheri
(West), Mumbai – 400053, Maharashtra, India |
|
Tel. No.: |
91-22-40012000 (30 lines) |
|
Fax No.: |
91-22-40012099 / 40012011 |
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E-Mail : |
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|
Website : |
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|
Location : |
Owned |
|
|
|
|
Branch Office : |
F-89/13, 2nd Floor, Okhla Industrial Area, Phase 1, |
|
|
|
|
Factory : |
Ø
L – 82 and 83, Verna Industrial Estate, Verna,
Goa , 403722, India Tel : 91-832-2782017, 2782512, 2782678 Fax : 91-832-2782071 Location : Owned Ø
Bell, Sons and Company (Druggists) Limited,
Gifford House, |
DIRECTORS
As on: 31.03.2013
|
Name : |
Mr. Mark Saldanha |
|
Designation : |
Chairman and Managing Director |
|
Qualification : |
B.S.C. |
|
|
|
|
Name : |
Mr. Ajay S. Joshi |
|
Designation : |
Director |
|
|
|
|
Name : |
Mr. B.S. Desai |
|
Designation : |
Director |
|
Qualification : |
P.H.D. |
|
|
|
|
Name : |
Mr. S.R. Buddharaju |
|
Designation : |
Director |
KEY EXECUTIVES
|
Name : |
Mr. Harshavardhan Panigrahi |
|
Designation : |
Company Secretary and Leal Manager |
|
|
|
|
Name : |
Mr. Jitendra |
|
Designation : |
Chief Financial Officer |
|
|
|
|
Name : |
Mr. Anurag Pathak |
|
Designation : |
Head - International Business and Global Exports |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on: 30.06.2013
|
Category of
Shareholder |
Total No. of Shares |
Total Shareholding
as a % of Total No. of Shares |
|
(A) Shareholding of
Promoter and Promoter Group |
|
|
|
|
|
|
|
|
197307732 |
51.21 |
|
|
197307732 |
51.21 |
|
|
|
|
|
Total shareholding
of Promoter and Promoter Group (A) |
197307732 |
51.21 |
|
(B) Public
Shareholding |
|
|
|
|
|
|
|
|
10000 |
0.00 |
|
|
1110507 |
0.29 |
|
|
1120507 |
0.29 |
|
|
|
|
|
|
28138874 |
7.30 |
|
|
|
|
|
|
103463620 |
26.85 |
|
|
36027991 |
9.35 |
|
|
19248480 |
5.00 |
|
|
2642190 |
0.69 |
|
|
4821189 |
1.25 |
|
|
11765101 |
3.05 |
|
|
20000 |
0.01 |
|
|
186878965 |
48.50 |
|
Total Public
shareholding (B) |
187999472 |
48.79 |
|
Total (A)+(B) |
385307204 |
100.00 |
|
(C) Shares held by Custodians
and against which Depository Receipts have been issued |
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total (A)+(B)+(C) |
385307204 |
0.00 |
BUSINESS DETAILS
|
Line of Business : |
Subject is actively engaged in R and D and offering CRAMS to global pharmaceutical companies. |
PRODUCTION STATUS (AS ON: 31.03.2011)
|
Particulars |
31.03.2011 |
|
Installed Capacity |
1140.00 TPA |
|
Actual Production |
74.059 TPA |
|
Particulars |
Installed
Capacity |
Actual
Production |
|
Tablets / Hard Gel |
25200 |
16952 |
|
Soft Gel Capsules |
6000 |
443 |
NOTE: Licensed capacity is not mentioned since the
same is not applicable.
GENERAL INFORMATION
|
No. of Employees : |
388 (Approximately) |
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Bankers : |
v
State Bank of v Bank of India, Andheri (West), Mumbai, Maharashtra, India v Corporation Bank, Andheri, Mumbai, Maharashtra, India v
Lakshmi Vilas Bank Limited, Andheri, Mumbai,
Maharashtra, India |
||||||||||||||||||||||||||||||||||||||||
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|
Facilities : |
(Rs.
In Millions)
|
||||||||||||||||||||||||||||||||||||||||
|
|
|
|
Banking
Relations : |
-- |
|
|
|
|
Auditors : |
|
|
Name : |
N.K. Mittal and Associates Chartered Accountants |
|
|
|
|
Legal Advisors : |
Crawford Bayley and Company |
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|
|
|
Subsidiaries : |
1.
Nova Pharmaceuticals Australia Pty Limited 2.
Marksans Pharma (UK) Limited |
CAPITAL STRUCTURE
As on: 31.03.2013
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
550000000 |
Equity Shares |
Re.1/- each |
Rs.550.000 Millions |
|
1400000 |
7% Redeemable Cumulative Preference Shares |
Rs.100/- each |
Rs.140.000 Millions |
|
|
Total
|
|
Rs.690.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
385307204 |
Equity Shares |
Re.1/- each |
Rs.385.307
Millions |
|
1350000 |
7% Redeemable Cumulative Preference Shares |
Rs.100/- each |
Rs.135.000
Millions |
|
|
Total |
|
Rs.520.307 Millions |
Note:
Reconciliation of the shares
outstanding at the beginning and at the end of the reporting period
|
Particulars |
Equity Shares of Rs. 1 each |
|
|
|
Numbers |
Rs. In Millions |
|
Shares outstanding at the beginning of the year |
367807204 |
367.807 |
|
Shares Issued during the year * |
17500000 |
17.500 |
|
Shares bought back during the year |
-- |
-- |
|
Shares outstanding at the end of the year |
385307204 |
385.307 |
* The Company had issued on 25th December, 2011 17,500,000 convertible warrants to Mr. Mark Saldanha, promoter of the Company on preferential basis. During the year 2012-13, Mr. Mark Saldanha excercised his right of conversion of the said warrants into equity shares. Accordingly, the Company has on 14.12.2012 issued and allotted 17,500,000 equity shares of Rs. 1/- each face value to Mr. Mark Saldanha in conversion of the warrants. Consequently, the company's lssued, Subscribed and Paid-Up Equity Share Capital has increased from 367,807,204 equity shares of Rs.1/- each to 385,307,204 equity shares of Rs. 1/- each effective from 14.12.2012. These equity shares were issued at a cash consideration of Rs. 2.56 per equity share determined in accordance with applicable SEESI guidelines.
Terms/rights attached
to Equity Shares
The Company has only one class of Equity Shares having a par value of Rs.1/- per share. All the Equity Shares rank pari passu in all respect. Each holder of Equity Shares is entitled to one vote per share. The equity share holders are entitled to dividend, if declared by the shareholders in an Annual General Meeting, in proportion to the number of Equity Shares held by the shareholders. 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 number of Equity Shares held by the shareholders.
Terms/rights attached
to Preference Shares
The Company had issued 1,350,000 7% Redeemable Cumulative Preference Shares of Rs. 100/- each fully paid-up to Glenmark Pharmaceuticals Limited on 27 March, 2008. These preference shares have been redeemed on 27 March, 2013 by issue of new 1,350,000 7% Redeemable Cumulative Preference Shares of Rs. 100/- each fully paid up under the same terms and conditions. The new preference shares will be due for redemption on 27 March, 2018. These preference shares carry dividend at the rate of 7% per annum subject to approval of the shareholders at an Annual General Meeting. The holder of the preference shares is entitled to one vote per share only on resolutions placed before the Company which directly affect the rights attached to the preference shares. In the event of liquidation of the Company before redemption of the preference shares, the holder of the preference shares will have priority over equity shares in the payment of dividend and repayment of capital.
The company has not issued bonus shares and shares for consideration other than cash nor the company has bought back any shares during the period of five years immediately preceding the reporting date except the issue of preference shares as stated in Note No.3c above.
Details
of shareholders holding more than 5% shares in the Company
|
Name of Shareholder |
As on 31.03.2013 |
|
|
|
No. of Shares |
% of Holding |
|
Equity Shares of
Re. 1/- each fully paid Mr. Mark Saldanha |
196672780 |
51.04 |
|
7% Redeemable
Cumulative Preference Shares of Rs. 100/- each fully paid Glenmark Pharmaceuticals
Limited |
1350000 |
100.00 |
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 |
520.307 |
502.807 |
502.807 |
|
(b) Reserves & Surplus |
579.456 |
(2395.158) |
(924.195) |
|
(c) Money received against share warrants |
0.000 |
11.566 |
0.000 |
|
|
|
|
|
|
(2) Share Application money pending allotment |
0.000 |
0.000 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
1099.763 |
(1880.785) |
(421.388) |
|
|
|
|
|
|
(3) Non-Current Liabilities |
|
|
|
|
(a) long-term borrowings |
78.768 |
152.013 |
190.048 |
|
(b) Deferred tax liabilities (Net) |
22.212 |
125.869 |
149.614 |
|
(c) Other long term liabilities |
0.000 |
0.000 |
0.000 |
|
(d) long-term provisions |
0.000 |
0.000 |
0.000 |
|
Total Non-current Liabilities (3) |
100.980 |
277.882 |
339.662 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a) Short term borrowings |
753.123 |
771.834 |
843.330 |
|
(b) Trade payables |
298.594 |
294.784 |
299.773 |
|
(c) Other current liabilities |
750.517 |
2944.349 |
2985.057 |
|
(d) Short-term provisions |
99.500 |
18.226 |
20.965 |
|
Total Current Liabilities (4) |
1901.734 |
4029.193 |
4149.125 |
|
|
|
|
|
|
TOTAL |
3102.477 |
2426.290 |
4067.399 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a) Fixed Assets |
|
|
|
|
(i) Tangible assets |
502.911 |
489.555 |
478.116 |
|
(ii) Intangible Assets |
225.635 |
277.013 |
1370.890 |
|
(iii) Capital work-in-progress |
0.000 |
0.000 |
0.000 |
|
(iv) Intangible assets under development |
0.000 |
0.000 |
0.000 |
|
(b) Non-current Investments |
676.164 |
235.146 |
676.163 |
|
(c) Deferred tax assets (net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan and Advances |
12.021 |
39.509 |
37.009 |
|
(e) Other Non-current assets |
0.000 |
0.000 |
0.000 |
|
Total Non-Current Assets |
1416.731 |
1041.223 |
2562.178 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a) Current investments |
0.000 |
0.000 |
0.000 |
|
(b) Inventories |
513.176 |
402.470 |
400.125 |
|
(c) Trade receivables |
914.189 |
741.894 |
721.745 |
|
(d) Cash and cash equivalents |
4.130 |
175.850 |
262.379 |
|
(e) Short-term loans and advances |
254.251 |
64.853 |
120.841 |
|
(f) Other current assets |
0.000 |
0.000 |
0.131 |
|
Total Current Assets |
1685.746 |
1385.067 |
1505.221 |
|
|
|
|
|
|
TOTAL |
3102.477 |
2426.290 |
4067.399 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
|
|
SALES |
|
|
|
|
|
|
|
Revenue from operations |
1922.970 |
1545.912 |
1546.977 |
|
|
|
Other Income |
41.718 |
19.541 |
16.863 |
|
|
|
TOTAL (A) |
1964.688 |
1565.453 |
1563.840 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of materials consumed |
659.575 |
605.011 |
435.185 |
|
|
|
Purchases of Stock-in-Trade |
275.531 |
169.258 |
637.643 |
|
|
|
Changes in inventories of finished goods, work-in-progress and Stock-in-Trade |
91.931 |
103.316 |
0.355 |
|
|
|
Employee benefits expense |
153.925 |
135.489 |
113.768 |
|
|
|
Other expenses |
299.319 |
1710.590 |
1163.511 |
|
|
|
Miscellaneous Expenditure Written Off |
0.000 |
0.131 |
1.921 |
|
|
|
TOTAL (B) |
1480.281 |
2723.795 |
2352.383 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
484.407 |
(1158.342) |
(788.543) |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
101.323 |
490.877 |
392.279 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
383.084 |
(1649.219) |
(1180.822) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
87.033 |
179.812 |
146.439 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
BEFORE TAX (E-F) (G) |
296.051 |
(1829.031) |
(1327.261) |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
(99.777) |
(18.370) |
850.630 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
395.828 |
(1810.661) |
(2177.891) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
1890.166 |
843.828 |
843.828 |
|
|
TOTAL EARNINGS |
1890.166 |
843.828 |
843.828 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
288.930 |
210.995 |
89.196 |
|
|
|
Capital Goods |
11.955 |
2.137 |
0.000 |
|
|
TOTAL IMPORTS |
300.885 |
213.132 |
89.196 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
1.03 |
(4.70) |
(5.92) |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2013 1st
Quarter |
|
Audited / Unaudited |
Unaudited |
|
Net Sales |
747.300 |
|
Total Expenditure |
531.200 |
|
PBIDT (Excl OI) |
216.100 |
|
Other Income |
0.000 |
|
Operating Profit |
216.100 |
|
Interest |
22.000 |
|
Exceptional Items |
0.000 |
|
PBDT |
194.100 |
|
Depreciation |
22.100 |
|
Profit Before Tax |
172.100 |
|
Tax |
4.200 |
|
Provisions and contingencies |
0.000 |
|
Profit After Tax |
167.900 |
|
Extraordinary Items |
0.000 |
|
Prior Period Expenses |
0.000 |
|
Other Adjustments |
0.000 |
|
Net Profit |
167.900 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2013 |
31.03.2012 |
31.03.2011 |
|
PAT / Total Income |
(%) |
20.15 |
(115.66) |
139.27 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
15.40 |
118.31 |
85.80 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
12.20 |
83.47 |
39.13 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.27 |
0.97 |
3.15 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
0.76 |
0.49 |
2.45 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.89 |
0.34 |
0.36 |
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check List by Info
Agents |
Available in Report
(Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
Yes |
|
8] |
No. of employees |
Yes |
|
9] |
Name of person contacted |
Yes |
|
10] |
Designation of contact person |
Yes |
|
11] |
Turnover of firm for last three years |
Yes |
|
12] |
Profitability for last three years |
Yes |
|
13] |
Reasons for variation <> 20% |
-- |
|
14] |
Estimation for coming financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister concerns |
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 |
Yes |
|
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 |
No |
|
32] |
PAN of Proprietor/Partner/Director, if available |
No |
|
33] |
Voter ID No of Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating, if available |
No |
LITIGATION DETAILS:
HIGH
COURT OF BOMBAY
|
Bench:- Bombay |
|||||||
|
Lodging No:- |
SL/1147/2012 |
Filing Date:- |
26/04/2012 |
Reg. No.:- |
S/1585/2012 |
Reg. Date:- |
10/07/2012 |
|
|
|||||||
|
Petitioner:- |
EMBEE DROAD SERVICES PRIVATE LIMITED |
Respondent:- |
MARKSANS PHARMA LIMITED |
||||
|
Petn. Adv.: |
S.V.VORA (0) |
|
|
||||
|
District:- |
MUMBAI |
||||||
|
|
|||||||
|
Bench:- |
SINGLE |
||||||
|
Status:- |
Transferred |
Category:- |
Civil Suits |
||||
|
Transfer Date: |
17/01/2013 |
Remark: |
Transferred to City Civil Court |
||||
|
|
|||||||
|
Act:- |
Code of Civil Procedure 1908 |
|
|
||||
OPERATIONS
During the year ended 31 March, 2013, total turnover achieved by the company was Rs. 1922.970 millions as compared to Rs. 1545.913 millions in the previous year. The year has registered a net profit of Rs. 395.828 millions as against net loss of Rs. 1810.661 millions in the previous year. This is mainly due to strong business and improved financial performances, new ANDA product licenses in US markets and also due to better realization on account of currency movement.
MANAGEMENT DISCUSSION
AND ANALYSIS
GLOBAL PHARMACEUTICAL
MARKET
The global pharmaceutical market is expected to grow at a CAGR of 5%, exceeding sales worth US$ 1.1 Trillion by 2017. This market, however, is expected to undergo a number of transitions which would impact the course of its growth. These transitions include a shift of growth from the developed to the emerging markets, an increasing focus on biopharmaceuticals compared to small molecule drugs and an increasing preference for generics compared to their branded versions.
Generics-focused companies will continue to benefit from patent expirations in 2013. While generic drug use is rising globally, ongoing price erosion and higher costs associated with producing more complex drugs are likely to cut into profits.
However, US deficit reduction efforts and persistent pricing pressures from healthcare reforms, in Europe in particular, will continue to weigh on the revenues of pharmaceutical companies.
The regulatory pathway for biosimilars, which are copies of biotech drugs, is likely to become clearer in the US, opening the door to regulatory filings this year. Biotech drugs are manufactured in a living system such as plant or animal cells, as opposed to traditional pharmaceutical drugs, which are made by combining chemical ingredients. In Europe, the creation of a pathway for copies of more complex biotech drugs could lead to at least one biosimilar being ready for launch when the patent on Remicade expires in Europe in August 2014.
However, market uncertainty, responding to price pressure, rising competition and regulatory changes are the leading business concerns for the global pharmaceutical industry in 2013.
A significant percentage of pharmaceutical manufacturing industry respondents highlighted that capital expenditure towards 'new product development', 'employee training', and 'IT infrastructure development' would increase in 2013.
The top three priorities for global pharmaceutical industry are 'new products and services', 'improve operational efficiency' and 'expand in current markets'.
The US to offer the highest growth potential among developed countries in 2013-2014.
However, increasing price and cost pressure, regulatory changes and expiring patents are leading to shrinking margins in the pharmaceutical industry.
The global pharmaceutical industry is facing a major structural change. Even though global sales have risen in recent years, profit margins have dropped considerably. This means realigning business models to fit the various product/ market constellations and their requirements is imperative for ensuring business success.
US GENERIC MARKET
There is continued penetration of generics in the US market due to steeply escalating healthcare costs and the impending patent cliff. Large number of patented drugs are going off-patent in the next few years, thereby offering significant opportunities for Indian pharmaceutical players.
• The US generic market presents the following advantages for the Indian generics players:
· Approval from US FDA can open up a large USD 35bn market;
· The market is easier to penetrate as it is dominated by 'generic generics' compared to branded-generics markets in the emerging world;
· Distribution chain already in place and hence large upfront investments in sales and marketing infrastructure are not required; and
· The gestation period is shorter, as there is no need to build relationships with physicians.
• The US market accounts for approximately 40 percent of the global generics market and therefore offers a large scope for scaling up operations.
GLOBAL OUTSOURCING
MARKET
Recent structural changes in the global pharmaceutical industry has led to outsourcing being a key strategy for improving profitability for innovator companies. These include a) declining productivity, b) rising costs of R and D, c) looming patent cliff, d) increasing generalization of products coupled with weaker pipelines of innovator companies, e) fewer blockbuster launches, and f) delays in new product approvals.
Major decisive factors for pharmaceutical companies to adopt outsourcing include flexibility quicker time-to-market and lower scale-up costs in order to meet increasing demand for new drugs and focus on core competencies. Outsourcing also helps in the reduction of excess capacity in their manufacturing networks and restructure supply chains.
• Global outsourcing market reported a slowdown in growth driven by factors such as inventory rationalization by global innovators, reduced R and D spending etc., triggered by the recent economic crisis.
• However, over the medium to long-term, this market is likely to grow at a CAGR of about 20-25 percent, backed by strong fundamental drivers such as a) increased outsourcing by big pharmaceutical companies; and b) increased traction in the new and high-end service contracts.
PERFORMANCE REVIEW
The Company is actively engaged in R and D and offering CRAMS to global pharmaceutical companies. The R and D capability of the Company includes Dossier Development Service, Formulation Development and Specified Drug Delivery System.
The Company's state-of-the-art manufacturing facility in Goa is of international standards adhering to stringent quality norms and are approved by US FDA, UK MHRA, Australian TGA, Brazillian ANVISA and other foreign health authorities. This facility is designed to produce high quality, high value formulations using cost-effective methods and processes. The company meets international standards of quality at each step of the manufacturing process. It is one of the biggest manufacturing facilities for soft gelatin capsules and tablets in Asia.
OPERATIONAL REVIEW
The Company constantly reviews its product-market portfolio with a view to strengthen sustainable growth. It has worked towards strengthening its competitive status by investing in long-term value assets.
To ensure superior control of operations, the company has been able to better monitor its operations and costs.
OUTLOOK
Despite the aforesaid threats, risks and concerns, the Management looks forward to a satisfactory performance in the coming years in the light of the opportunities available. The following key factors will drive the Company forward:
1. Global presence - Export Oriented Unit
2. Low cost manufacturing base
3. World class manufacturing facilities with huge capacities approved by major global health authorities
4. Own front ends into UK/Europe and Australia
5. Tie up with big pharmaceutical companies
6. Strong R and D, Dossier development capabilities
7. Preferred outsourcing partner
CONTINGENT
LIABILITIES
|
Particulars |
31.03.2013 |
|
Claims against the company not acknowledged as debt |
14.293 |
|
Guarantees and Letter of Credit |
833.905 |
|
Other money for which the company is contingently liable |
|
|
Sales Tax |
|
|
Sales Tax (BST, CST) - 03-04 |
2.021 |
|
Sales Tax (BST, CST) - 04-05 |
0.790 |
|
Sales Tax (CST) - 06-07 |
-- |
|
Foreign Currency Convertible Bonds |
1519.298 |
|
|
2370.298 |
The Company has signed Settlement Agreement with few bond holders for settlement of principal value of USD 36,789,000 worth of Bonds. Under the Settlement Agreement, the settlement amount is payable over a period of 12 months from the date of signing the respective agreements.
Accordingly, the Company has written back the entire amount of USD 36,789,000 Bonds along with redemption premium of USD 16,628,628 (aggregating to USD 53,417,628) and provided for new liability based on the settlement payout in terms of the Settlement Agreement in the books of accounts for the year ended 31 March, 2013.
In case the Company delays in making the payment of the balance consideration (as provided in the books of accounts), the Company will have to pay surcharge for the delayed payment in terms of the Settlement Agreement. However, if the delay is beyond 28 months from the date of signing the Agreement, then the said Agreement will be treated as terminated and the liability towards outstanding bonds along with redemption premium already written back will be re-instated in the books of accounts.
INDEX OF CHARGES
|
S.No. |
Charge ID |
Date of Charge
Creation/Modification |
Charge amount
secured |
Charge Holder |
Address |
Service Request
Number (SRN) |
|
1 |
10241328 |
13/08/2010 |
60,000,000.00 |
BANK OF INDIA |
MUMBAI MID CORPORATE, 70/80, M.G. ROAD, BANK OF |
A93860021 |
|
2 |
80034914 |
28/05/2009 * |
1,300,000,000.00 |
STATE BANK OF INDIA |
STATE BANK BHAVAN, MADAME CAMA ROAD, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA |
A66198920 |
* Date of charge modification
FIXED ASSETS
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. 60.19 |
|
|
1 |
Rs. 103.15 |
|
Euro |
1 |
Rs. 81.87 |
INFORMATION DETAILS
|
Information
Gathered by : |
SVA |
|
|
|
|
Analysis Done by
: |
RAS |
|
|
|
|
Report Prepared
by : |
DPH |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
5 |
|
--PROFITABILIRY |
1~10 |
6 |
|
--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 |
YES |
|
--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 |
|
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 |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.