MIRA INFORM REPORT

Report Date :

01.01.2015

IDENTIFICATION DETAILS

Name :	OTSUKA CHEMICAL (INDIA) PRIVATE LIMITED (w.e.f. 11.03.2010)
Formerly Known As :	OTSUKA CHEMICAL (INDIA) LIMITED
Registered Office :	861-862, Joshi Road, Karol Bagh, New Delhi – 110005
Country :	India
Financials (as on) :	31.03.2014
Date of Incorporation :	02.01.2006
Com. Reg. No.:	55-144368
Capital Investment / Paid-up Capital :	Rs. 365.678 Millions
CIN No.: [Company Identification No.]	U24239DL2006PTC144368
IEC No.:	Not Available
TAN No.: [Tax Deduction & Collection Account No.]	DEL002697C
PAN No.: [Permanent Account No.]	Not Available
Legal Form :	Private Limited Liability Company
Line of Business :	Manufacturer of Raw Material of Medicines.
No. of Employees :	300 (Approximately)

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

Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is a subsidiary of Otsuka Chemical Co Limited, Japan. It is an established company having good track record. General financial position of the company is sound. Trade relations are reported as fair. Business is active. Payment terms are reported to be regular 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.

ECGC Country Risk Classification List – September 30, 2014

Country Name	Previous Rating (30.06.2014)	Current Rating (30.09.2014)
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

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 PARTED BY

Name :	Mr. Arun Uphadhyay
Designation :	Account Manager
Contact No.:	91-124-4597980
Date :	30.12.2014

LOCATIONS

Registered Office :	861-862, Joshi Road, Karol Bagh, New Delhi – 110005, India
Tel. No.:	91-124-4597980/ 4597979
Fax No.:	91-124-4597980
E-Mail :	accounts@otsukaindia.com
Website :	http://www.otsukaindia.com
Head Office :	416, JMD Pacific Square, Sector 15, Part II, Near 32nd Mile Stone, Gurgaon, Haryana, India
Tel No.:	91-124-4597979
Fax No.:	91-124-4597980
Email :	info@otsukaindia.com
Factory:	SP-3, 10 And 11, RIICO Industrial Area, Village Keshwana Rajpoot, Tehsil Kotputli, District Jaipur – 303108, Rajasthan, India

DIRECTORS

As on 17.06.2014

Name :

Mr. Manish Dhanuka

Designation :

Director

Address :

Cottage No. 4, 31B, Rajpur Road, Civil Lines, Delhi-110054, India

Date of Birth/Age :

28.09.1967

Date of Appointment :

02.01.2006

DIN No.:

00238798

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74899DL1990PTC040509	DUKE IMPEX PRIVATE LIMITED	Director	15/06/1990	15/06/1990	-	Amalgamated	NO
2	U24100DL1993PLC052285	DHANUKA LABORATORIES LIMITED	Managing director	01/03/2009	24/02/1993	-	Active	NO
3	U24239DL2006PTC144368	OTSUKA CHEMICAL (INDIA) Private Limited	Director	02/01/2006	02/01/2006	-	Active	NO
4	U74899DL1984PTC029568	COSMO COMPONENTS PRIVATE LIMITED	Director	13/02/2007	13/02/2007	-	Amalgamated	NO
5	U51101DL2014PTC263829	A.M. BROS. FINTRADE PRIVATE LIMITED	Director	22/01/2014	22/01/2014	-	Active	NO

Name :

Mr. Arun Malhotra

Designation :

Director

Address :

43, Deshbandhu Appartment, Kalkaji, New Delhi – 110019, India

Date of Birth/Age :

14.06.1960

Date of Appointment :

26.07.2010

DIN No.:

03147644

Name :

Mr. Ryo Kikuchi

Designation :

Director

Address :

Flat No.21, X Block, Regency Park II, DLF City, Phase IV, Gurgaon – 122001, Haryana, India

Date of Birth/Age :

11.12.1957

Date of Appointment :

17.06.2014

DIN No.:

02780746

Name :

Mr. Takae Yamada

Designation :

Managing Director

Address :

Apartment No. 84, 8^th Floor, Block J DLF Park Place, Gurgaon – 122001, Haryana, India

Date of Birth/Age :

23.03.1966

Date of Appointment :

17.06.2014

DIN No.:

06898143

Name :

Mr. Masahiro Ito

Designation :

Director

Address :

F-2/502, Uniworld City, Sector – 30, Gurgaon – 122001, Haryana, India

Date of Birth/Age :

18.02.1967

Date of Appointment :

17.06.2013

DIN No.:

06609311

MAJOR SHAREHOLDERS

As on 17.06.2014

Names of Shareholders	No. of Shares
Manish Dhanuka	50000
Mridul Dhanuka	50000
Dhanuika Laboratories Limited, India	1927248
Otsuka Chemical Company Limited, Japan	34540561
Total	36567809

As on 17.06.2014

Equity Share Break up (Percentage of Total Equity)

Category	Percentage
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	94.46
Bodies corporate	5.27
Directors or relatives of Directors	0.27
Total	100.00

BUSINESS DETAILS

Line of Business :

Manufacturer of Raw Material of Medicines.

Products :

Product Description	Item Code No. (ITC Code)
Manufacturing Services on physical inputs owned by others	9988

Brand Names :

Not Available

Agencies Held :

Not Available

Exports :

Products :

Intermediates

Countries :

• China
• Japan

Imports :

Products :

Raw Material

Countries :

• China
• Japan

Terms :

Selling :

Cash and Credit

Purchasing :

Cash and Credit

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
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged

Customers :

• Wholesalers

Reference :	Not Divulged
Name of the Person :	Not Divulged
Contact No.:	Not Divulged
Since How Long Known :	Not Divulged
Experience :	Not Divulged
Maximum Limit Dealt :	Not Divulged

No. of Employees :

300 (Approximately)

Bankers :

Banker Name	Bank of Tokyo
Branch Address	Delhi Branch
Person Name (With Designation)	Not Divulged
Contact Number	Not Divulged
Name of Account Holder	Not Divulged
Account Number
Account Since (Date/Year of Account Opening)	Not Divulged
Average Balance Maintained (If Possible)	Not Divulged
Credit Facilities Enjoyed (If any)	Not Divulged
Account Operation	Not Divulged
Remarks (If any)	Not Divulged

Facilities :

(Rs. In Millions)

SECURED LOAN	As on 31.03.2014	As on 31.03.2013
SHORT TERM BORROWING
Working Capital Loans from Banks	448.424	403.441
Total	448.424	403.441

Auditors :
Name :	Dinesh Mehta and Company Chartered Accountant
Address :	21, Dayanand Marg, Darya Ganj, New Delhi-110002, India
Tel. No.:	91-11-23272623/ 23272168
Fax No.:	91-11-23286562
E-Mail :	anupamehta@dmc.ca.net dmc@dmc.ca.net
PAN No:	AAAFD3623P
Holding Company :	Otsuka Chemical Company Limited
Fellow Subsidiaries :	Hebron S.A(Spain) Otsuka Foods Company Limited Otsuka – MGC Chemical Company Limited ( Japan) Shanghai Otsuka Foods Company Limited P. T. Lautan Otsuka Chemical Zhangijagang Otsuka Chemical Company Limited Korea Otsuka Chemical Limited Chongqing Otsuka Hauyi Chemical Company Limited Otsuka Chemical do Brasil ILS Company Limited Aperican Peptide Company , Inc ILS ( Shanghai ) Company Limited Organ Technologies Inc.
Other Related Parties :	Dhanuka Laboratories Limited [U24100DL1993PLC052285]

CAPITAL STRUCTURE

As on 17.06.2014

Authorised Capital :

No. of Shares	Type	Value	Amount
38500000	Equity Shares	Rs.10/- each	Rs. 385.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
36567809	Equity Shares	Rs.10/- each	Rs. 365.678 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
I.              EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	365.678	365.678	324.197
(b) Reserves & Surplus	1335.374	1194.676	898.561
(c) Money received against share warrants	0.000	0.000	0.000
(2) Share Application money pending allotment	0.000	0.000	228.143
Total Shareholders’ Funds (1) + (2)	1701.052	1560.354	1450.901
(3) Non-Current Liabilities
(a) long-term borrowings	0.000	0.000	187.290
(b) Deferred tax liabilities (Net)	0.000	0.000	0.000
(c) Other long term liabilities	5.063	4.153	0.000
(d) long-term provisions	0.000	0.000	3.576
Total Non-current Liabilities (3)	5.063	4.153	190.866
(4) Current Liabilities
(a) Short term borrowings	448.424	403.441	339.279
(b) Trade payables	321.697	259.762	234.913
(c) Other current liabilities	39.458	32.396	230.428
(d) Short-term provisions	11.360	13.384	7.688
Total Current Liabilities (4)	820.939	708.983	812.308
TOTAL	2527.054	2273.490	2454.075
II.          ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	1398.504	1089.706	1129.304
(ii) Intangible Assets	0.000	0.000	0.000
(iii) Capital work-in-progress	0.000	54.765	60.223
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	35.712	115.023	0.000
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	0.000	0.000	19.897
(e) Other Non-current assets	4.228	30.788	0.682
Total Non-Current Assets	1438.444	1290.282	1210.106
(2) Current assets
(a) Current investments	0.000	0.000	0.000
(b) Inventories	351.356	306.181	260.885
(c) Trade receivables	596.269	494.395	528.495
(d) Cash and cash equivalents	25.361	103.922	322.784
(e) Short-term loans and advances	115.624	78.710	131.805
(f) Other current assets	0.000	0.000	0.000
Total Current Assets	1088.610	983.208	1243.969
TOTAL	2527.054	2273.490	2454.075

PROFIT & LOSS ACCOUNT

	PARTICULARS	31.03.2014	31.03.2013	31.03.2012
	SALES
	Income	2328.563	1866.523	1589.166
	Other Income	NA	NA	NA
	TOTAL (A)	NA	NA	NA
Less	EXPENSES (B)	2006.546	1586.318	1491.061
Less	PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)	322.017	280.205	98.105
Less	FINANCIAL EXPENSES (D)	9.702	11.874	17.215
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)	312.315	268.331	80.890
Less/ Add	DEPRECIATION/ AMORTISATION (F)	171.616	158.879	163.226
	PROFIT/ (LOSS) BEFORE TAX (E-F) (G)	140.699	109.452	(82.336)
Less	TAX (I)	0.000	0.000	0.000
	PROFIT/ (LOSS) AFTER TAX (G-I) (J)	140.699	109.452	(82.336)
	EARNINGS IN FOREIGN CURRENCY
	F.O.B. Value of Exports	125.021	1.534	0.000
	TOTAL EARNINGS	125.021	1.534	0.000
	IMPORTS
	Raw Materials	950.749	712.721	0.000
	TOTAL IMPORTS	950.749	712.721	0.000
	Earnings / (Loss) Per Share (Rs.)	3.85	NA	NA

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT/Sales)	(%)	6.04	5.86	(5.18)
Operating Profit Margin (PBDIT / Sales)	(%)	13.83	15.01	6.17
Return on Total Assets (PBT/Total Assets}	(%)	5.65	5.20	(3.44)
Return on Investment (ROI) (PBT/Networth)		0.08	0.07	(0.06)
Debt Equity Ratio (Total Debt /Networth)		0.26	0.26	0.36
Current Ratio (Current Asset/Current Liability)		1.33	1.39	1.53

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	324.197	365.678	365.678
Reserves & Surplus	898.561	1194.676	1335.374
Share Application money pending allotment	228.143	0.000	0.000
Net worth	1450.901	1560.354	1701.052
long-term borrowings	187.290	0.000	0.000
Short term borrowings	339.279	403.441	448.424
Total borrowings	526.569	403.441	448.424
Debt/Equity ratio	0.363	0.259	0.264

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	1589.166	1866.523	2328.563
		17.453	24.754

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	1589.166	1866.523	2328.563
Profit	(82.336)	109.452	140.699
	(5.18%)	5.86%	6.04%

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	Yes
20]	Export / Import details (if applicable)	Yes
21]	Market information	----------------------
22]	Litigations that the firm / promoter involved in	----------------------
23]	Banking Details	Yes
24]	Banking facility details	Yes
25]	Conduct of the banking account	----------------------
26]	Buyer visit details	----------------------
27]	Financials, if provided	Yes
28]	Incorporation details, if applicable	Yes
29]	Last accounts filed at ROC	Yes
30]	Major Shareholders, if available	Yes
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
32]	PAN of Proprietor/Partner/Director, if available	No
33]	Voter ID No of Proprietor/Partner/Director, if available	No
34]	External Agency Rating, if available	No

OVERALL REVIEW

Overall this FY has been a good year for the company. They register a 24.75% growth in sales volume and 30.0% growth in production capacity. The profit increased by 28.61%. They also recorded highest production of GCLE (748.2 MT). During this period we also diversified into forward integration of GCLE to produce another vital intermediate.

HIGHLIGHTS OF FY 2013 – 14

During the period under review, the company has successfully implemented many productivity increasing and cost reducing measures. As a result of these efforts and measures taken during this FY, the company is able to increase our production capacity and reduce the cost of production of GCLE at the right time, enabling us to survive in today's stiffest competition offered by Indian and Chinese competitors. This year they are able to increase their GCLE production capacity by 30 % as compared to last financial year and various other steps are also taken to improve the productivity and to minimize the cost, which may get reflected in the results of coming years. They are gearing ourselves to face the future challenge and to overcome the resistance offered by their competitors and they are confident that we will emerge out as victorious.

FINANCIAL REVIEW

This Financial Year the company has recorded a sales turnover of 2328.500 Millions and registered a growth of 24.75% as compared to previous Financial Year 2012-2013. The company has registered 140.700 Millions profit before tax compared to profit of 109.400 Millions i.e greater than 28.61% during the same period last year. Summary of Sales and Profit/ Loss position of the company are as under:

INDEX OF CHARGES: NO CHARGES EXIST FOR THE COMPANY

FIXED ASSETS

· Land

· Building

· Plant and Machinery, Electrical

· Furniture and Fixture

· Computer

· Vehicles

· 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.63.33
UK Pound	1	Rs.98.58
Euro	1	Rs.77.00

INFORMATION DETAILS

Information Gathered by :	HNA
Analysis Done by :	DIV
Report Prepared by :	ART

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
--PROFITABILITY	1~10	6
--LIQUIDITY	1~10	5
--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	YES
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	NO
--OTHER MERIT FACTORS	YES/NO	YES
DEFAULTER
--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.