MIRA INFORM REPORT

 

 

Report No. :

308414

Report Date :

16.02.2015

 

IDENTIFICATION DETAILS

 

Name :

WANBURY LIMITED

 

 

Registered Office :

BSEL Tech Park, B-Wing, 10th Floor, Sector 30 A, Opposite Vashi Railway Station, Navi Mumbai - 400705, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2013

 

 

Date of Incorporation :

11.08.1988

 

 

Com. Reg. No.:

11-048455

 

 

Capital Investment / Paid-up Capital :

Rs. 173.793 Millions

 

 

CIN No.:

[Company Identification No.]

L51900MH1988PLC048455

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMP12825B / VPNW00073D

 

 

PAN No.:

[Permanent Account No.]

AABCP5939P

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

Manufacturer of API (Active Pharmaceutical Ingredient) and Marketing of Formulation.

 

 

No. of Employees :

1300 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (35)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 3300000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Exists

 

 

Comments :

Subject is an established company having moderate track record.

 

Management of the company has failed to file its latest financial for the year 2014 with the Government Department

 

As per available financial of 2013, the company has incurred loss from its operation.

 

However, trade relations are fair. Business is active. Payment 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 31, 2014

 

Country Name

Previous Rating

(30.09.2014)

Current Rating

(31.12.2014)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

Not Available

Rating

Not Available

Rating Explanation

Not Available

Date

Not Available

 

 

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 31-03-2014.

 

 

INFORMATION DENIED

 

Management non co-operative (91-22-67942222)

 

LOCATIONS

 

Registered / Corporate Office/Head Office:

BSEL Tech Park, B-Wing, 10th Floor, Sector 30 A, Opposite Vashi Railway Station, Navi Mumbai - 400705, Maharashtra, India

Tel. No.:

91-22-67942222

Fax No.:

91-22-67942111/ 333

E-Mail :

shares@wanbury.com

pankaj@wanbury.com

info@wanbury.com

mangesh.bhosale@wanbury.com

piyush.sharma@wanbury.com 

Website :

http://www.wanbury.com

Area :

3000 Sq. ft.

Location :

Leased

 

 

Head Office :

Plot No. 28, 1st Floor, Kopri Road, Sector – 19 C, Vashi, Navi Mumbai – 400 703, Maharashtra, India

Tel. No.:

91-22-27668938/27668939/27668958/27668959

Fax No.:

91-22-27663944

E-Mail :

pol@vsnl.com

shares@wanbury.com 

 

 

Factory 1 :

A-15, MIDC Industrial Area, Patalganga, Taluka -  Khalapur, District Raigad - 410 220, Maharashtra, India

Tel. No.:

91-2192-250444/ 91-22-27630034/254006

Fax No.:

91-2192-250531 / 91-22-27619447

E-Mail :

pol@vsnl.com

 

 

Factory 2 :

Plot No. J – 17, MIDC Industrial Area, Tarapur, Maharashtra, India

Tel. No.:

91-2192-250444/ 91-22-27630034/254006

Fax No.:

91-2192-250531 / 91-22-27619447

 

 

Factory 3 :

Plot No. 24, M.I.D.C Tarapur, Maharashtra, India

 

 

Factory 4 :

Plot No. D-312, ITC Industrial Area, MIDC Turbhe, Navi Mumbai, Maharashtra, India

 

 

Factory 5:

K. Illindalaparru Village, Tanuku, District – West Godavari, Andhra Pradesh, India

 

 

Overseas Office:

World Trade Center, Leutschenbanchstrasse 95, 8050 Zurich, Switzerland

E mail:

pkouroupls@wanbury.com

 

 

DIRECTORS

 

As on 31.03.2013

 

Name :

Mr.  A L Bongirwar

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. N.K. Puri

Designation :

Non-Executive Independent Director

Date of Birth/Age :

70 Years

Qualification :

MSC (Physics)

Expertise in Specific Area :

Banking

Date of Appointment :

09.03.2005

 

 

Name :

Dr. P.L Tiwari

Designation :

Non-Executive Independent Director

 

 

Name :

Mr. A N Shinkar

Designation :

Executive Director

 

 

Name :

Mr. Manish Joshi

Designation :

Exin Bank Nominee (From 30 May 2013)

 

 

Name :

Mr. P R Dalal

Designation :

Exim Bank Nominee

 

 

Name :

Mr. S. K. Bhattacharyya

Designation :

Additional Firector (From 30 May 3013)

Date of Birth/Age :

63 Years

Qualification :

BA (Hons.) in Economics, CAIIB

Expertise in Specific Area :

Banking

Date of Appointment :

30.05.2013

 

 

Name :

Mr. K Chandran

Designation :

Vice Chairman

Date of Birth/Age :

54 Years

Qualification :

Graduate

Expertise in Specific Area :

Pharmaceutical Industry

Date of Appointment :

23.01.2001

 

 

KEY EXECUTIVES

 

Name :

Mr. Mangesh Bhosale

Designation :

Company Secretary / General Manager in Finance

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on: 31.12.2014

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % of Total No. of Shares

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

6754730

34.81

http://www.bseindia.com/include/images/clear.gifSub Total

6754730

34.81

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

3024000

15.59

http://www.bseindia.com/include/images/clear.gifSub Total

3024000

15.59

Total shareholding of Promoter and Promoter Group (A)

9778730

50.40

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

10117

0.05

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

3472

0.02

http://www.bseindia.com/include/images/clear.gifCentral Government / State Government(s)

151

0.00

http://www.bseindia.com/include/images/clear.gifInsurance Companies

750729

3.87

http://www.bseindia.com/include/images/clear.gifSub Total

764469

3.94

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

1702165

8.77

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Millions

5194837

26.77

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Millions

1625448

8.38

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

336637

1.74

http://www.bseindia.com/include/images/clear.gifClearing Members

100570

0.52

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

94680

0.49

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

141387

0.73

http://www.bseindia.com/include/images/clear.gifSub Total

8859087

45.66

Total Public shareholding (B)

9623556

49.60

Total (A)+(B)

19402286

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

567000

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

567000

0.00

Total (A)+(B)+(C)

19969286

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of API (Active Pharmaceutical Ingredient) and Marketing of Formulation.

 

 

Products :

Product Description

ITC Code

Metformin HCL

2921 1900

Salsalte HCL

2918 2300

Tramadol USP

2909 3019

 

 

Brand Names :

Not Divulged

 

 

Agencies Held :

Not Divulged

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

PRODUCTION STATUS NOT AVAILABLE

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

No. of Employees :

1300 (Approximately)

 

 

Bankers :
  • Bank of India
  • Exim Bank
  • State Bank of India
  • State Bank of Mysore
  • Axis Bank
  • Andhra Bank
  • IDBI Bank

 

 

Facilities :

Total Fund and Non Fund Rs.4500.000 Millions (From State Bank of India)

 

(Rs. In Millions)

Secured Loan

As on

31.03.2013

As on

31.03.2012

Long Term Borrowings

 

 

Term Loans

 

 

From Banks (Rupee)

2337.723

2307.958

From Banks (Foreign Currency)

756.632

289.767

Vehicle and Other Loans

 

 

From Banks (Rupee)

1.471

3.345

From Others (Rupee)

6.205

6.784

Short Term Borrowings

 

 

Working Capital Loans repayable on demand

From Banks (Rupee)

(Above loans are secured by a pari-passu first charge on current assets and three brands of the Company, second charge on fixed assets and pledge of 8,22,242 equity shares of the Company held by Expert Chemicals (I) Private Limited, in addition to guarantee of Expert Chemicals (I) Private Limited, Bravo Healthcare Limited and Mr. K. Chandran, Director of the Company.)

643.859

561.014

Total

3745.890

3168.868

 

Note:

 

Term Loans are secured by pari passu first charge on all the present and future movable and immovable fixed assets of the Company situated at Patalganga and Tarapur, few brands of the Company and second charge, except in respect of Term Loans from State Bank of India which has a first charge, on all the present and future movable and immovable fixed assets of the Company situated at Tanuku and second pari passu charge on entire present and future current assets of the Company and pledge of entire holding of equity shares of the Company held by Expert Chemicals (India) Private Limited and Kingsbury Investment Inc, in addition to guarantee of Expert Chemicals (India) Private Limited, Bravo Healthcare Limited, Wanbury Global FZE, Wanbury Holding BV, Kingsbury Investment Inc and Mr. K. Chandran, director of the Company.

 

 

 

Financial Institute:

  • SBI Global Factors Limited, 6th Floor, Metropolitan Building, Bandra-Kurla, Complex, Bandra(East), Mumbai, Maharashtra - 400051, India
  • SBICAP Trustee Company Limited, 202, Maker Tower, 'E', Cuffe Parade,, Colaba, Mumbai, Maharashtra - 400005, India

 

 

Auditors :

 

Name :

Kapoor an Parekh Associates

Chartered Accountants

Address :

Mumbai, Maharashtra, India

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

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)

 

 

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

 

 

 

 

 

 

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)

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

1 Quarter

30.09.2013

2 Quarter

31.12.2013

3 Quarter

31.03.2014

4 Quarter

30.06.2014

5 Quarter

30.09.2014

 

1105.200

1066.000

1021.800

1160.700

1230.300

Revenue

(6.500)

8.700

26.900

6.100

(6.000)

Other Income

1098.700

1074.700

1048.700

1166.800

1224.300

Total Income

(1009.200)

(979.900)

(980.900)

(1015.000)

(3701.900)

Expenditure

(70.000)

(44.000)

(37.200)

(92.600)

(90.600)

Interest

19.600

50.800

30.500

59.200

(2568.300)

PBDT

(37.000)

(37.300)

(40.600)

(40.500)

(40.700)

Depreciation

(17.500)

13.500

(10.100)

18.700

(2609.000)

PBT

(8.400)

(4.200)

(4.200

(5.900)

(5.9000

Tax

(25.900)

9.300

(14.300

12.800

(2614.800)

 

 

KEY RATIOS

 

PARTICULARS

 

31.03.2013

31.03.2012

31.03.2011

 

 

 

 

Net Profit Margin

 (PAT / Sales)

(%)

(6.15)

(4.68)

(7.06)

 

 

 

 

 

Operating Profit Margin

(PBIDT/Sales)

(%)

4.95

7.59

8.76

 

 

 

 

 

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

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

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

No

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

 

 

LITIGATION DETAILS:

 

LITIGATION DETAILS

BOMBAY HIGH COURT

LODGING NO.: NMSL/374/2015

FILLING DATE: 06.02.2015   

Main Matter

LODGING NO.: ARBPL/1858/2014

 

REG. NO.: ARBP/1691/2014       

PETITIONER:-

LAND FINANCE LIMITED

RESPONDENT.

WANBURY LIMITED

Resp. Adv.:

ROHIT M. DALMIA (0)

DISTRICT

MUMBAI

 

 

BENCH

SINGLE

STATUS

PRE-ADMISSION

CATEGORY:   NOTICE OF MOTION

NEXT  DATE:

13.02.2015

STAGE:           -

LAST CORAM:

REGISTRAR (OS) PROTHONOTARY AND SR. MASTER

ACT.

ARBITRATION AND CONCILIATION ACT 1996

 

.

 

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

10535425

07/11/2014

4,700,000.00

ANDHRA BANK

16TH FLOOR, EARNEST HOUSE, NCPA MARG,, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA

C36257533

2

10490144

22/04/2014

150,000,000.00

SBI GLOBAL FACTORS LIMITED

6TH FLOOR, METROPOLITAN BUILDING, BANDRA-KURLA, COMPLEX, BANDRA(EAST), MUMBAI, MAHARASHTRA - 400051, INDIA

C03791977

3

10501094

26/03/2014

45,000,000.00

BANK OF INDIA

MUMBAI MID CORPORATE BRANCH, BANK OF INDIA BLDG, 
MEZZANINE FLOOR, 70-80, M. G. ROAD, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA

C05651419

4

10319317

12/10/2011 *

355,200,000.00

BANK OF INDIA

MUMBAI MID CORPORATE, 70/80, M.G. ROAD,, BANK OF INDIA BUILDING, MEZZANINE FLOOR, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA

B26537662

5

10318846

29/09/2011

251,800,000.00

AXIS BANK LIMITED

NARIMAN POINT BR., ATLANTA, GR. FLOOR,, NARIMAN POINT,, MUMBAI, MAHARASHTRA - 400021, INDIA

B25740093

6

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

7

10198432

12/09/2014 *

5,171,000,000.00

SBICAP TRUSTEE COMPANY LIMITED

202, MAKER TOWER, 'E', CUFFE PARADE,, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA

C36496230

8

10203027

12/09/2014 *

5,171,000,000.00

SBICAP TRUSTEE COMPANY LIMITED

202, MAKER TOWER, 'E', CUFFE PARADE,, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA

C36317857

9

10196180

30/11/2009

45,000,000.00

EXPORT-IMPORT BANK OF INDIA

CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE COMPLEX,CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA

A77296705

10

10174146

12/08/2009

70,000,000.00

ANDHRA BANK

16 B, EARNEST HOUSE, 16TH FLOOR,, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA

A68818301

 

* 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 Million 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 monetizing some of its assets to meet the liabilities. Since these initiatives are ongoing 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, 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.62.13

UK Pound

1

Rs.95.72

Euro

1

Rs.71.05

 

 

INFORMATION DETAILS

 

Analysis Done by :

RSM

 

 

Report Prepared by :

ART

 

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

--PROFITABILITY

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

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

 

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

 

--

 

 

 

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.