MIRA INFORM REPORT

 

 

Report Date :

14.06.2014

 

IDENTIFICATION DETAILS

 

Name :

SHALBY LIMITED (w.e.f.13.02.2008)

 

 

Formerly Known As :

SHALBY HOSPITALS LIMITED (w.e.f.26.07.2006)

 

SHALBY HOSPITAL PUBLIC LIMITED (w.e.f.15.05.2006)

 

SHALBY HOSPITAL PRIVATE LIMITED

 

 

Registered Office :

Opposite Karnavati Club, Sarkhej Gandhinagar Highway, Near Prahladnagar Garden, Ahmedabad - 380015, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2013

 

 

Date of Incorporation :

30.08.2004

 

 

Com. Reg. No.:

04-044667

 

 

Capital Investment / Paid-up Capital :

Rs. 353.337 Millions

 

 

CIN No.:

[Company Identification No.]

U85110GJ2004PLC044667

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

AHMS09965E

 

 

PAN No.:

[Permanent Account No.]

AAICS5593B

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Providing Health Care Services.

 

 

No. of Employees :

Information declined by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (50)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

 

Maximum Credit Limit :

USD 4200000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having satisfactory track record.

 

There seems some dip in the profit of the company during financial year 2013. However, networth of the company is satisfactory. General financial position of the company is good.

 

Trade relations are reported as fair. Business is active. Payment terms are reported to be usually correct and as per commitment.

 

The company can be considered normal for business dealings at usual trade terms and conditions.

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

 

INDIAN ECONOMIC OVERVIEW

 

US investment bank Goldman Sachs has upgraded its outlook on Indian markets as it expects positive impact of the election cycle.

 

India’s economy may grow 4.7 % in the current financial year, lower than the official estimate of 4.9 %, Fitch Rating said. The global rating agency expects the economy to pick up in the next two financial years.

 

Global ratings agency Standard & Poor said increasing focus by India Inc on lowering debt is likely to improve their credit profiles.

 

Singapore (1.1 million Indian tourists in 2012), Thailand (one million), the United Arab Emirates ().98 million) and Malaysia ().82 million) emerged as the preferred holidays hotspots for Indians. The total figure is expected to increase to 1.93 million by 2017, according to the latest Eurmonitor international report.

 

There is a $29.34 bn outward foreign direct investment by domestic companies between April and January of 2013/14 which has seen some signs of recovery according to a Care Ratings report.

 

There are 264 number of new companies being set up every day on average during 2014. Most of them are registered in Mumbai. India had 1.38 million registered companies at the end of January, 2014.

 

Twitter like messaging service Weibo Corporation has filed to raise $ 500 million via a US initial public offering. Alibaba, which owns a stake in Weibo is expected to raise about $ 15 billion New York this year in the highest profile Internet IPO since Facebook’s in 2012.

 

Bharti Airtel has raised Rs.2,453.2 crore (350 million Swiss Francs) by selling six-year bonds at a coupon rate of three per cent and maturing in 2020. This is the largest ever bond offering by an Indian company in Swiss Francs. Bharat Petroleum Corporation raised 175 million Swiss Francs by selling five year bonds at 2.98 % coupon rate in February.

 

Indian Oil Corporation plans to invest Rs 7650 crore in setting up a petrochemical complex at its almost complete Paradip refinery in Odhisha in three to four years. The company board is set to consider the setting up of a 700000 tonne per annum polypropylene plant at an estimated cost at Rs.3150 crore.

 

Global chief information officers at gathering in Bangalore in April to meet Indian startups at an event called Tech50 Watchout for Little Eye Labs-Facebook type deals in the making.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CARE

Rating

Long-term Bank facilities : A-

Rating Explanation

Adequate degree of safety it carry low credit risk.

Date

February 20, 2014

 

 

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 DECLINED

 

MANAGEMENT NON-COOPERATIVE

 

(CONTACT NO.: 91-79-40203000)

 

 

LOCATIONS

 

Registered Office :

Opposite Karnavati Club, Sarkhej Gandhinagar Highway, Near Prahladnagar Garden, Ahmedabad - 380015, Gujarat, India

Tel. No.:

91-79-40203000

Fax No.:

91-79-40203109

E-Mail :

jayesh.patel@shalby.org

info@shalby.org

Website :

http://www.shalby.org

 

 

City Centre Unit :

Vijay Cross Road, Near Fire Station, Navrangpura, Ahmedabad - 380009, Gujarat, India

Tel. No.:

91-79-27910700/ 27910800

Fax No.:

91-79-27911322

 

 

Hospitals :

Located at:

 

·         Ahmedabad – Ghuma

·         Ahmedabad – Maninagar

·         Vapi

·         Goa

 

 

Clinics :

Located at:

 

·         Ahmedabad

·         Mumbai

·         Delhi

·         Kolkatta

·         Surat

·         Bardoli

·         Vadodara

·         Rajkot

·         Bhavnagar

·         Jaipur

·         Bikaner

·         Jodhpur

·         Indore

·         Ajmer

·         Kota

·         Nairobi, Kenya

 

 

DIRECTORS

 

AS ON 30.11.2013

 

Name :

Mr. Vikram Indrajit Shah

Designation :

Managing director

Address :

6, Rupam Society, Near Memnagar Fire Station, Vijay Cross Roads, Navrangpura, Ahmedabad - 380009, Gujarat, India 

Date of Birth/Age :

13.12.1962

Date of Appointment :

20.03.2006

PAN No.:

AINPS8443G

DIN No.:

00011653

 

 

Name :

Mr. Kiritbhai Chimanlal Shah

Designation :

Director

Address :

22, Amrashirish Bunglow, Opposite Chmanbhai Patel Inst., Near Auda Garden, Ahmedabad – 380051, Gujarat, India

Date of Birth/Age :

07.01.1936

Date of Appointment :

01.12.2007

DIN No.:

00011586

 

 

Name :

Mr. Shyamal Shivkumar Joshi

Designation :

Director

Address :

40, Prerana Tirth-1, B/H. Someshwar II, Satellite, Ahmedabad - 380015, Gujarat, India 

Date of Birth/Age :

12.08.1949

Date of Appointment :

01.06.2010

DIN No.:

00005766

 

 

Name :

Mr. Nimish Kalyanbhai Vasa

Designation :

Director

Address :

"AVAS", Nandanvan, Monreposr Farm, Near Karnavati Club, Sarkhej-Gandhinagar Highway, Ahmedabad - 380058, Gujarat, India 

Date of Birth/Age :

05.09.1954

Date of Appointment :

30.11.2013

DIN No.:

00020089

 

 

KEY EXECUTIVES

 

Name :

Mr. Jayesh Ravajibhai Patel

Designation :

Secretary

Address :

53, Darshan Bungalows, Opposite Bopalgram Panchayat, Ahmedabad - 380058, Gujarat, India 

Date of Birth/Age :

14.07.1976

Date of Appointment :

01.07.2010

PAN No.:

AHBPP3491L

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.11.2013

 

NOTE: SHAREHOLDING DETAILS FILE ATTACHED

 

 

AS ON 30.11.2013

 

Equity Share Breakup

Percentage of Holding

Category

 

Foreign holdings [Foreign institutional investors, Foreign Companies, Foreign Financial Institutions, Non-resident Indian or Overseas corporate bodies or others]

0.05

Bodies corporate

36.56

Directors or relatives of directors

63.21

Others

0.18

 

 

Total

 

100.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Providing Health Care Services.

 

 

Products/ Services :

ITC Code No.

 

Product Descriptions

99931110

Surgical and Medical for in patients

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by the management

 

 

Bankers :

·         HDFC Bank Limited

HDFC Bank House, Senapati Bapat Marg, Lower Parel [West], Mumbai - 400013, Maharashtra, India

 

·         ABN Amro Bank N.V.

3rd Floor, Hansalaya Building, 15, Barakhamba Road, New Delhi - 110001, Delhi, India

 

·         The Royal Bank of Scotland N. V.

3rd Floor, Hansalaya Building, 15, Barakhamba Road, New Delhi - 110001, Delhi, India

 

·         Axis Bank Limited

 

 

Facilities :

 

SECURED LOANS

31.03.2013

(Rs. In Millions)

31.03.2012

(Rs. In Millions)

LONG-TERM BORROWINGS

 

 

Term loans from banks

0.000

0.020

Other loans and advances

4.195

0.289

SHORT TERM BORROWINGS

 

 

Working capital loans from banks

[Secured against Stock and Book debts and further secured by Residential/ Commercial Property situated at Vijay Cross Roads]

26.566

0.000

 

 

 

Total

 

30.761

0.309

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

G. K. Chokshi and Company

Chartered Accountants

Address :

Madhuban, Near Madalpur Underbridge, Ellisbridge, Ahmedabad – 380006, Gujarat, India

Income-tax PAN of auditor or auditor's firm :

AAAFG7623H

 

 

Enterprises which are owned, or have significant influence of or are partners with Key management personnel and their relatives :

·         Shalby Orthopedic Hospital and Research Centre

·         Xeon Devices (a unit of Zodiac Devices)

·         Uranus Medical Devices Limited

·         Shalby Orthopedic LLP

·         Zodiac Mediquip Limited

·         Shably Infrastructure Private Limited

·         Friends of Shalby Foundation

·         Slaney Healthcare Private Limited

·         Sigma Wellness Private limited

 

 

Other Related Parties :

·         Kusha Healthcare Limited

·         YHL-Maninagar

 

 

Subsidiary company :

·         Shalby Pune Limited [U85110GJ2012PLC071824]

·         Shalby (Kenya) Limited

·         Vrundavan Shalby Hospitals Limited [U85110GA1995PLC001851]

·         Kusha Healthcare Limited [U85110GJ2004PLC045076]

·         Yogeshwar Healthcare Limited [U85110GJ1997PLC032486]

 

 

CAPITAL STRUCTURE

 

AS ON 30.11.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

87,250,000

Equity Shares

Rs. 10/- each

Rs. 872.500 Millions

2,000,000

Preference Shares

Rs. 10/- each

Rs. 20.000 Millions

 

 

 

 

 

Total

 

Rs. 892.500 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

34,941,972

Equity Shares

Rs. 10/- each

Rs. 349.420 Millions

430,100

Preference Shares

Rs. 10/- each

Rs. 4.301 Millions

 

 

 

 

 

Total

 

Rs. 353.721 Millions

 

 

AS ON 31.03.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

87,250,000

Equity Shares

Rs. 10/- each

Rs. 872.500 Millions

2,000,000

Preference Shares

Rs. 10/- each

Rs. 20.000 Millions

 

 

 

 

 

Total

 

Rs. 892.500 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

34,903,620

Equity Shares

Rs. 10/- each

Rs. 349.036 Millions

430,100

Preference Shares

Rs. 10/- each

Rs. 4.301 Millions

 

 

 

 

 

Total

 

Rs. 353.337 Millions

 


 

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

353.337

351.096

248.853

(b) Reserves & Surplus

687.588

493.208

232.471

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.384

0.000

0.000

Total Shareholders’ Funds (1) + (2)

1041.309

844.304

481.324

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

4.195

0.309

2.023

(b) Deferred tax liabilities (Net)

0.000

6.324

8.324

(c) Other long term liabilities

94.092

0.000

0.000

(d) long-term provisions

1.485

0.983

0.687

Total Non-current Liabilities (3)

99.772

7.616

11.034

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

38.181

0.000

0.000

(b) Trade payables

174.592

82.563

34.444

(c) Other current liabilities

117.202

32.924

35.558

(d) Short-term provisions

0.656

0.504

1.806

Total Current Liabilities (4)

330.631

115.991

71.808

 

 

 

 

TOTAL

1471.712

967.911

564.166

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

909.833

313.198

301.510

(ii) Intangible Assets

3.831

6.565

7.260

(iii) Capital work-in-progress

12.380

1.627

0.122

(iv) Intangible assets under development

0.062

0.062

0.000

(b) Non-current Investments

176.631

85.925

0.868

(c) Deferred tax assets (net)

7.710

0.000

0.545

(d)  Long-term Loan and Advances

46.274

11.832

1.043

(e) Other Non-current assets

5.315

3.598

0.000

Total Non-Current Assets

1162.036

422.807

311.348

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

1.000

0.000

62.588

(b) Inventories

54.724

41.045

27.402

(c) Trade receivables

130.765

92.628

88.916

(d) Cash and cash equivalents

44.107

394.333

62.382

(e) Short-term loans and advances

72.907

9.228

8.759

(f) Other current assets

6.173

7.870

2.771

Total Current Assets

309.676

545.104

252.818

 

 

 

 

TOTAL

1471.712

967.911

564.166

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Revenue from Operations

2082.795

1644.000

1323.208

 

 

Other Income

50.264

40.757

9.031

 

 

TOTAL                                     (A)

2133.059

1684.757

1332.239

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Materials Consumed

 0.000

0.000

475.054

 

 

Purchases of Stock-in-Trade

28.350

18.101

12.102

 

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

(1.857)

(1.115)

(1.644)

 

 

Employees benefits expense

124.001

78.723

75.143

 

 

Other expenses

1493.167

1150.289

510.925

 

 

TOTAL                                     (B)

1643.661

1245.998

1071.580

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)     (C)

489.398

438.759

260.659

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

3.227

0.957

2.552

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

486.171

437.802

258.107

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

264.418

54.252

52.322

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                              (G)

221.753

383.550

205.785

 

 

 

 

 

Less

TAX                                                                  (H)

30.966

125.500

69.673

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

190.787

258.050

136.112

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

50.999

82.800

37.075

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

25.786

41.763

0.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

5.47

7.51

5.51

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

8.94

15.32

10.22

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

10.65

23.33

15.55

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

17.39

43.57

36.58

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.21

0.45

0.43

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.04

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.94

4.70

3.52

 

 

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

248.853

351.096

353.337

Reserves & Surplus

232.471

493.208

687.588

Share Application money pending allotment

0.000

0.000

0.384

Net worth

481.324

844.304

1041.309

 

 

 

 

long-term borrowings

2.023

0.309

4.195

Short term borrowings

0.000

0.000

38.181

Total borrowings

2.023

0.309

42.376

Debt/Equity ratio

0.004

0.000

0.041

 

 

 

 

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

1323.208

1644.000

2082.795

 

 

24.244

26.691

 

 

 

 

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

1323.208

1644.000

2082.795

Profit

136.112

258.050

190.787

 

10.29%

15.70%

9.16%

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

CURRENT MATURITIES OF LONG TERM DEBT

 

Particulars

31.03.2013

(Rs. In Millions)

31.03.2012

(Rs. In Millions)

31.03.2011

(Rs. In Millions)

Current maturities of long-term debt

 

 

 

Term Loans from Banks

Royal Bank of Scotland [Vehicle Loans]

0.000

0.075

0.149

From Banks

Kotak Mahindra Prime Limited

0.080

0.330

0.275

Axis Bank Limited

0.027

0.559

0.965

HDFC Car Loan

1.040

0.000

0.000

Others

Cholamandalam Investment and Finance Company Limited

0.205

0.745

0.674

 

 

 

 

Total

1.352

1.709

2.063

 

 

Sr. No.

Check List by Info Agents

Available in Report

(Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

--

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

--

22]

Litigations that the firm / promoter involved in

--

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

--

26]

Buyer visit details

--

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

Date of Birth of Proprietor/Partner/Director, if available

Yes

32]

PAN of Proprietor/Partner/Director, if available

Yes

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10227781

02/06/2014 *

268,800,000.00

HDFC BANK LIMITED

HDFC BANK HOUSE, SENAPATI BAPAT MARG, LOWER PAREL W, MUMBAI - 400013, MAHARASHTRA, INDIA

C05917737

 

* Date of charge modification

 

 

UNSECURED LOANS

 

UNSECURED LOANS

31.03.2013

(Rs. In Millions)

31.03.2012

(Rs. In Millions)

SHORT TERM BORROWINGS

 

 

Loans repayable on demand

11.615

0.000

 

 

 

Total

 

11.615

0.000

 

 

CHANGE OF ADDRESS:

 

The Registered office of the company has been shifted from 6, Rupam Society, Near Memnagar Fire Station, Vijay Cross Road, Navrangpura, Ahmedabad – 380009, Gujarat, India to the present address w.e.f.01.07.2009.

 

 

FINANCIAL PERFORMANCE

 

During the year, the income from Healthcare services of the Company increased to Rs. 2082.800 millions as compared to Rs. 1644.000 millions in the previous year registering an impressive growth of 26.69%. The Company has incurred financial cost of Rs. 3.230 millions and depreciation of Rs. 264.420 millions. The Company has earned Net Profit of Rs. 190.790 millions after adjustment of business/depreciation loss of Ghuma Division, which was transferred to the Company in accordance with the demerger scheme against previous year of Rs. 258.050 millions The Company has carried net surplus of Rs. 681.110 millions to the next year.

 

 

AMALGAMATIONS

 

During the year, the Company has initiated the Composite Scheme of Arrangement (‘Composite Scheme’) in the nature of De-merger and Restructure of Share Capital u/s. 391 to 394 read with section 100 to 103 of the Companies Act, 1956 between the Company and Yogeshwar Healthcare Limited According to the said Composite Scheme, Ghuma Division of Yogeshwar Healthcare Limited(Demerged Company), along with all the assets and liabilities pertaining to Ghuma Division, shall be deemed to be transferred to and vested in the company with effect from the appointed date,1st April, 2012 at values appearing in the books of demerged company.

 

The Company has received judgment of Hon’ble High Court of Gujarat alongwith certified copy of the order on 30th September, 2013 and filed certified copy of the said order sanctioning the Composite Scheme along with requisite form with the office of the Registrar of Companies, Gujarat on 1st October, 2013. Subsequent to year end date, upon the Composite Scheme become effective, Ghuma Division of Yogeshwar Healthcare Limited has been demerged from Yogeshwar Healthcare Limited so as to transfer to the company with effect from 1st April, 2012. Accordingly the Company has incorporated the assets and liabilities pertaining to Ghuma Division of Yogeshwar Healthcare Limited at the values appearing in the books of Demerged Company. The difference between values of assets and liabilities of Ghuma Division incorporated in the books is disclosed as ‘Goodwill Generated on Merger’ under the head ‘Intangible Assets’ in the financial statements and adhering to significant policy adopted the same is amortised and charged to statement of profit and loss in the year in which it is generated. The Company has also given effect of capital reduction carried out by Yogeshwar Healthcare Limited in the books by reducing its investment value on proportionate basis as envisaged in the scheme and the sum of Rs 6.963 Millions has been disclosed as ‘Entitlement Rights in Equity’ under the head ‘Investment’ in the financial statement. Upon transfer of Ghuma Division pursuant to the sanctioned Composite Scheme, the Authorised Equity Share Capital of Rs 392.500 Millions of demerged company has been transferred to the company and further, the Company is required to issue and allot 38352 equity shares of Rs 10/- each fully paid up at par, to all the members of the demerged company in the ratio specified in the said scheme, except to the company in respect of its own shareholding in Demerged Company. Accordingly the sum of Rs 0.384 Million has been disclosed as ‘Capital Suspense’ under the head ‘Share Capital’ in the financial statements.

 

 

NEW PROJECTS

 

Company has planned to start a Greenfield hospital in the Naroda area of Ahmedabad, the Land has been finalized and construction will be started very soon. In the similar line, the Company has also purchased a land at Jaipur to start Greenfield hospital to explore the opportunities. In year 2012, the Company has acquired Krishna Heart Hospitals based at Ghuma-Bopal, Ahmedabad which is just 6 kms from their proposed project at Bopal. Thus the company decided to defer Greenfield hospital project at Bopal, Ahmedabad till further notice. The Company is in process to finalize, depending on market condition, Greenfield hospital project at Indore.

 

 

NEW ACQUISITIONS AND SUBSIDIARIES

 

The Company has acquired around 95% equity stake in Yogeshwar Healthcare Limited known as Krishna Heart Institute having two divisions, one at Ghuma-Bopal and at Maningar, both in Ahmedabad. The Ghuma division of the Company has 110 beds capacity and the Maninagar unit has 10 bed capacity.

 

During the year, the Company has incorporated a LLP in the name of Shalby Orthopedic LLP in which the Company is a designated partner.

 

During the year, the Company also incorporated a wholly owned Subsidiary Company in the name of Shalby Pune Limited.

 

The Company has attached the financial statements of its following subsidiary companies with this report pursuant to Section 212 of the Companies Act, 1956:-

 

a) Kusha Healthcare Limited

b) Vrundavan Shalby Hospitals Limited

c) Yogeshwar Healthcare Limited

d) Shalby Pune Limited

e) Shalby (Kenya) Limited

 

 

DEMERGER SCHEME

 

The Board of Directors of the Company, subject to the requisite approvals, approved the Composite Scheme (the scheme} of Arrangement in the nature of de-merger and transfer of Ghuma division of Yogeshwar Healthcare Limited to their Company and restructure of Share capital of Yogeshwar Healthcare Limited. After the approval/NOC from member, creditors, Regional Director, the Hon’ble High Court of Gujarat approved the scheme on August 8, 2013. The appointed date under the scheme was April 1, 2012 however the scheme became effective on October 1, 2013, the date on which the certified true copy of the order of Hon?ble High Court of Gujarat filed with the office of the Registrar of Companies, Gujarat.

 

Pursuant to the approval of the said Scheme, the Ghuma division of Yogeshwar Healthcare Limited shall be transferred to the Company and the Authorised Share Capital of Rs. 392.5 mn of Yogeshwar Healthcare Limited shall be transferred to the Company.

 

 

AWARDS/RECOGNISITION

 

The Company had the honor to receive the Business Today-Yes Bank SME Awards 2012 on 10th April, 2013 at a special function held at ITC Maurya, New Delhi. The Company won the top position as the ‘Star SME’ in Service Industry Category. The award was received by Dr. Vikram Shah, Chairman and Managing Director of the Company, Dr. Darshini Shah- Medical Director (Dental) and Mr. Ravi Bhandari, Chief Executive Officer of the Company. The Company was chosen among 410,000 competitive entries. The Company was also nominated among the top three finalists in ‘Environment and Social Responsibility Category’.

 

The Company also received the award at 5th Annual India Healthcare Excellence Awards 2013 by Frost and Sullivan held at The Lalit, Mumbai on 27th September 2013. The Company was recognized ‘Healthcare Service Provider Company of the year (Revenue less than Rs 5000.000 Millions)’ by Frost and Sullivan during the award night held with grand celebrations. The award program by Frost and Sullivan, a growth partnership company, is to recognize innovative growth strategies and solutions adopted by the best companies in the healthcare Industry.

 

 

NABH RENEWAL ASSESSMENT

 

The Company has successfully completed three years of continues accreditation with India’s prestigious National Accreditation Board for Hospitals and Healthcare Providers (NABH). During the year, a team from National Accreditation Board for Hospitals and Healthcare Providers (NABH) had come to review and assess the quality standard of SG Highway unit of the Company as per the quality standards of NABH, The assessment was done by NABH review team and declared their hospital situated SG Highway, Ahmedabad to comply with NABH requirement and certificate of accreditation has been issued for another three years ending on March 2, 2016.

 

 

CME PROGRAMMES

 

The Company regularly holds CME Programmes, Workshops and Health Talk on healthcare like Orthopaedics, Cardiology, Neurology etc. The Hospital has been offering DNB Courses in Orthopaedic specialty which was approved by the Central Government. All the seats are filled up with post-graduate Medical professionals who are pursuing these Super Specialty Courses.

 

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2013

(Rs. In Millions)

31.03.2012

(Rs. In Millions)

Contingent Liabilities not provided for in respect of

 

 

(i) Claim against the company not acknowledged as debt

0.759

0.000

(ii) Pending export obligations liability on account of custom duty on import

0.000

2.130

(iii) Income-tax Demand for A.Y. : 2010-2011

24.609

0.000

(iv) Letter of Credit

35.054

0.000

(v) Bank Guarantee

5.119

3.819

 

 

 

Total

 

65.541

5.949


FIXED ASSETS:

 

·         Land

·         Buildings

·         Plant and equipment

·         Furniture and fixtures

·         Vehicles

·         Office equipment

·         Computer equipments

·         Other equipments

·         Goodwill

·         Computer software


 

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                           None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs. 59.48

UK Pound

1

Rs. 100.93

Euro

1

Rs. 80.71

 

 

INFORMATION DETAILS

 

Information Gathered by :

PDT

 

 

Analysis Done by :

DIV

 

 

Report Prepared by :

BVA

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

6

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

6

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

5

--RESERVES

1~10

6

--CREDIT LINES

1~10

5

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTERS 

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

50

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                  Payment record (10%)

Credit history (10%)                   Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

--

NB

                                       New Business

 

--

 

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.