MIRA INFORM REPORT
|
Report No. : |
313976 |
|
Report Date : |
20.03.2015 |
IDENTIFICATION DETAILS
|
Name : |
THERMO FISHER SCIENTIFIC INDIA PRIVATE LIMITED (w.e.f.02.09.2009) |
|
|
|
|
Formerly Known
As : |
THERMO ELECTRON LLS INDIA PRIVATE LIMITED |
|
|
|
|
Registered
Office : |
403-404, B Wing, Delphi, Hiranadani Business Park, Powai, Mumbai –
400072, Maharashtra |
|
|
|
|
Country : |
India |
|
|
|
|
Financials (as
on) : |
31.03.2014 |
|
|
|
|
Date of
Incorporation : |
31.05.2000 |
|
|
|
|
Com. Reg. No.: |
11-126872 |
|
|
|
|
Capital
Investment / Paid-up Capital : |
Rs.114.511 Millions |
|
|
|
|
CIN No.: [Company Identification
No.] |
U73100MH2000PTC126872 |
|
|
|
|
IEC No.: |
0300061374 |
|
|
|
|
TAN No.: [Tax Deduction & Collection
Account No.] |
MUMT08958F |
|
|
|
|
PAN No.: [Permanent Account No.] |
AABCT3207A |
|
|
|
|
Legal Form : |
Private Limited Liability Company |
|
|
|
|
Line of Business
: |
Manufacturer and Trader of Laboratory Products and Services and also Analytical Technologies. |
|
|
|
|
No. of Employees
: |
Not Available |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (45) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Status : |
Satisfactory |
|
|
|
|
Payment Behaviour : |
Usually Correct |
|
|
|
|
Litigation : |
Clear |
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|
Comments : |
Subject is a subsidiary of Thermo Fisher India Holding BV. It is an
established company having satisfactory track. The company possesses an acceptable financial profile marked by
adequate net worth base post equity infusion from the promoters, along with
relatively low borrowings reported in the books. Management has witnessed a decent business profile characterized by
sufficient revenue base, whereas has reported losses from its operations
during FY14. However, trade relations are
fair. Business is active. Payment terms are reported as usually correct. In view of technical and financial support extended from its promoter,
the company can be considered for business dealings at usual trade terms and
conditions. . |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – 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
NOT AVAILABLE
RBI DEFAULTER’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available RBI Defaulters’ list.
EPF (Employee Provident Fund) DEFAULTER’ 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.
LOCATIONS
|
Registered Office : |
403-404, B Wing, Delphi, Hiranadani Business Park, Powai, Mumbai – 400072,
Maharashtra, India |
|
Tel. No.: |
91-22-67162200/ 66802030/ 2015/ 2040/ 66802013/ 66803000 |
|
Fax No.: |
91-22-67162255/ 67162214/ 67162244/ 66803001/ 02 |
|
E-Mail : |
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|
Website : |
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|
|
|
Head Office : |
102, 104, Delphi, “C” Wing, Hiranandani Business Park, Powai Mumbai -
400076, Maharashtra |
|
|
|
|
Branch Offices : |
Located at: · Ahmedabad · Hyderabad · Bangalore · Pune · Chennai · Kolkata ·
Noida ·
Baroda |
DIRECTORS
AS ON 30.09.2014
|
Name : |
Mr. Amit Chopra |
|
Designation : |
Managing director |
|
Address : |
Flat No. 104, Building No. 55, Seawood Estate, Phase 2, NRI Complex,
Nerul, Sector 54-56-58, Navi Mumbai – 400706, Maharashtra, India |
|
Date of Birth/Age : |
02.12.1965 |
|
Date of Appointment : |
07.03.2011 |
|
PAN No.: |
AAYPC9926F |
|
DIN No.: |
01829073 |
|
|
|
|
Name : |
Mr. Arvind Raghunath Sonawane |
|
Designation : |
Director |
|
Address : |
Flat No B-11003, Shreeji Ville Opposite Nitin Casting Company,
Panchpakhadi, Thane – 400602, |
|
Date of Birth/Age : |
01.06.1951 |
|
Date of Appointment : |
31.12.2008 |
|
PAN No.: |
AHQPS0583B |
|
DIN No.: |
00312102 |
|
|
|
|
Name : |
Mr. Vivek Rathi |
|
Designation : |
Director |
|
Address : |
B-1903, Garden Estate, Laxmi Nagar, Link Road, Goregaon (West), Mumbai
- 400090, Maharashtra, India |
|
Date of Birth/Age : |
31.12.1971 |
|
Date of Appointment : |
06.12.2013 |
|
DIN No.: |
02463012 |
|
|
|
|
Name : |
Mr. Balchandra Sundar Kotian |
|
Designation : |
Director |
|
Address : |
Flat No. 04, S. No. 799, Kavita Kunj Co-operative Housing Society
Limited, Chowk No. 4, Govind Nagar, Nashik-422009, Maharashtra, India |
|
Date of Birth/Age : |
24.01.1958 |
|
Date of Appointment : |
06.12.2013 |
|
PAN No.: |
AAAAA0001A |
|
DIN No.: |
06608417 |
|
|
|
|
Name : |
Mr. Prasanna Pandit |
|
Designation : |
Director |
|
Address : |
A-1/503, Adhyay, Kanchanpusp CHS, Ghodbunder Road, Opposite Suraj
Water Park, Thane - 400601, Maharashtra, India |
|
Date of Birth/Age : |
08.03.1966 |
|
Date of Appointment : |
06.12.2013 |
|
PAN No.: |
AAAAA0002A |
|
DIN No.: |
06617473 |
KEY EXECUTIVES
|
Name : |
Mr. Ashutosh Pathak |
|
Designation : |
Regional Business Manager |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 30.09.2014
|
Names of Shareholders |
No. of Shares |
Percentage |
|
|
7831502 |
68.39 |
|
Thermo Fisher Scientific Inc., |
234 |
0.00 |
|
Thermo Electron LED GmbH, Germany |
463 |
0.00 |
|
Julius Albrecht |
2 |
0.00 |
|
Phadia Holding AB, Sweden |
387779 |
3.39 |
|
Phadia AB, Sweden |
1 |
0.00 |
|
Dionex Corporation, USA |
3231109 |
28.22 |
|
|
|
|
|
Total |
11451090 |
100.00 |
AS ON 30.09.2014
Equity Share Break up (Percentage of Total Equity)
|
Category |
Percentage |
|
Bodies corporate |
100.00 |
|
|
|
|
Total |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturer and Trader of Laboratory Products and Services and also Analytical Technologies. |
|
|
|
|
Brand Names : |
· Thermo Scientific · Applied Biosystems · Invitrogen · Fisher Scientific · Unity Lab Service |
|
|
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|
Agencies Held : |
-- |
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Exports : |
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Products : |
-- |
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Countries : |
-- |
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Imports : |
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|
Products : |
-- |
|
Countries : |
-- |
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|
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Terms : |
|
|
Selling : |
-- |
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|
|
|
Purchasing : |
-- |
PRODUCTION STATUS: NOT AVAILABLE
GENERAL INFORMATION
|
Suppliers : |
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Customers : |
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No. of Employees : |
Not Available |
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Bankers : |
· The Hongkong And Shanghai Banking Corporation Limited 52/60 Mahatma Gandhi Road, Fort, Mumbai, Maharashtra - 400001, India |
||||||||||||||||||||||
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||||||||||||||||||||||
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Facilities : |
-- |
|
Auditors : |
|
|
Name : |
Price Waterhouse and Company Chartered Accountants |
|
Address : |
Bangalore, Karnataka, India |
|
PAN No.: |
AADFP9359C |
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|
|
|
Ultimate Holding
Company: |
Thermo Fisher Scientific Inc. U.S. |
|
|
|
|
Holding Company : |
Thermo Fisher India Holding BV, Netherlands |
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|
|
|
Fellow Subsidiaries : |
· Abgene Products · Acros Organics BVB · Barnant Company · Brahms Gmbh · Cole-Parmer India Private Limited [U33112MH2005PTC157018] · Dionex Benelux BV · Dionex Corporation · Dionex Korea · Dionex Softron Gmbh · Ep Scientific Products, LLC · Erie Scientific LLC · Eutech Instruments Pte Limited · Fermentas Inc. · Finnzymes Instruments Oy · Fisher Biopharma Services (India) Private Limited [U73100GJ2006PTC047438] · Fisher Diagnostics · Fisher Global Export · Fisher Scientific Company LLC · Fisher Scientific LLC · Fisher Scientific Pte Limited · Fisher Scientific UK, Loughborough · Fisher Scientific Worldwide (Shanghai) Co., Limited · Gamma Metrics India Hyclone Laboratories, Inc. · Jouan S.A. · Kendro Laboratory Gmbh, Germany · La-Pha-Pack Gmbh Matrix Technologies Corp. · Maybridge Limited · Microgenics Corporation · Microm International Gmbh · Molecular Bio Products Inc. · Nalge Nunc International National Scientific · Niton Europe Gmbh · Oxoid Limited · Phadia AB, Sweden · Phadia Holding AB · Richard Allan Scientific · Rm Corp International Scientific Products (Asia Pacific) Pte. · Thermo CRS Limited · Thermo Egs Gauging Inc. · Thermo Electron (Bremen) Gmbh · Thermo Electron (Karlsruhe) Gmbh · Thermo Electron Corporation, Cambridge · Thermo Electron Corporation, Munich · Thermo Electron LED Gmbh · Thermo Electron India Private Limited [U29196MH2001PTC226815] · Thermo Electron Manufacturing Limited · Thermo Electron North America LLC · Thermo Electron Oy · Thermo Electron Scientific Instruments LLC, Madison · Thermo Fisher Scientific Malaysia · Thermo Fisher Canada · Thermo Fisher Hamilton · Thermo Fisher Scientfic Gmbh · Thermo Fisher Scientific – BTUK · Thermo Fisher Scientific - Piwinsford · Thermo Fisher Scientific (Asheville) LLC · Thermo Fisher Scientific (Asheville) LLC Forma · Thermo Fisher Scientific (Bid), Rockford · Thermo Fisher Scientific (Ecublens) SARL · Thermo Fisher Scientific (Hong Kong) Limited · Thermo Fisher Scientific (Hong Kong) Limited, Group Office · Thermo Fisher Scientific (Shanghai) Instrument Co. Limited · Thermo Fisher Scientific (Shanghai) Trading · Thermo Fisher Scientific (Suzhou) Instruments Co., Limited · Thermo Fisher Scientific (Suzhou) Instruments Co., Limited · Thermo Fisher Scientific Australia Pty Limited · Thermo Fisher Scientific Biosciences Inc. · Thermo Fisher Scientific Inc, Englewood · Thermo Fisher Scientific Inc. · Newington (Neslab) · Thermo Fisher Scientific Inc., Sanjose · Thermo Fisher Scientific Messtechnik Gmbh · Thermo Fisher Scientific Milano Srl · Thermo Fisher Scientific Nunc A/S · Thermo Fisher Scientific Oy · Thermo Fisher Scientific, Austria Gmbh · Thermo Fisher Scientific, Franklin · Thermo Fisher Scientific, Japan · Thermo Fisher Scientific, S.L.U. · Thermo Gamma - Metrics Pty Limited · Thermo Gamma-Metrics LLC · Thermo Hypersil-Keystone LLC · Thermo Informatics Asia Pacific Pty · Thermo Labsystems, Inc. · Thermo Process Instruments, LP · Thermo Quest Italia - SIMilan · Thermo Radiometrie Limited., Gloucester · Thermo Ramsey Inc. · Thermo Scientific Portable Analytical Instruments · Thermo Shandon Limited – Runcorn · Thermofisher Scientific Japan · Uab Fermentas ·
VG Systems Limited |
CAPITAL STRUCTURE
AS ON 30.09.2014
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
16,100,000 |
Equity Shares |
Rs.10/- each |
Rs. 161.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
11,451,090 |
Equity Shares |
Rs.10/- each
|
Rs. 114.511
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 |
114.511 |
54.182 |
42.451 |
|
(b) Reserves & Surplus |
563.272 |
718.767 |
454.064 |
|
(c) Money received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share
Application money pending allotment |
0.000 |
60.329 |
53.696 |
|
Total
Shareholders’ Funds (1) + (2) |
677.783 |
833.278 |
550.211 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) Long-term borrowings |
3.117 |
43.117 |
50.000 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c)
Other long term liabilities |
0.000 |
6.124 |
0.000 |
|
(d)
long-term provisions |
187.530 |
141.455 |
194.746 |
|
Total
Non-current Liabilities (3) |
190.647 |
190.696 |
244.746 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a)
Short term borrowings |
0.000 |
0.000 |
71.002 |
|
(b)
Trade payables |
2175.651 |
1686.112 |
1415.354 |
|
(c)
Other current liabilities |
554.031 |
466.710 |
407.829 |
|
(d)
Short-term provisions |
60.858 |
60.890 |
37.536 |
|
Total
Current Liabilities (4) |
2790.540 |
2213.712 |
1931.721 |
|
|
|
|
|
|
TOTAL |
3658.970 |
3237.686 |
2726.678 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a)
Fixed Assets |
|
|
|
|
(i)
Tangible assets |
94.788 |
123.934 |
112.031 |
|
(ii)
Intangible Assets |
9.392 |
12.166 |
285.608 |
|
(iii)
Capital work-in-progress |
0.000 |
0.000 |
3.520 |
|
(iv) Intangible assets under development |
0.000 |
20.856 |
0.000 |
|
(b) Non-current
Investments |
0.000 |
0.000 |
0.000 |
|
(c) Deferred tax assets
(net) |
0.000 |
0.000 |
0.000 |
|
(d) Long-term Loan
and Advances |
214.251 |
205.826 |
118.748 |
|
(e)
Other Non-current assets |
67.369 |
55.951 |
26.826 |
|
Total
Non-Current Assets |
385.800 |
418.733 |
546.733 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
675.809 |
678.606 |
602.389 |
|
(c)
Trade receivables |
1809.713 |
1555.264 |
1075.534 |
|
(d)
Cash and cash equivalents |
440.344 |
378.321 |
208.092 |
|
(e)
Short-term loans and advances |
341.342 |
201.985 |
256.949 |
|
(f)
Other current assets |
5.962 |
4.777 |
36.981 |
|
Total
Current Assets |
3273.170 |
2818.953 |
2179.945 |
|
|
|
|
|
|
TOTAL |
3658.970 |
3237.686 |
2726.678 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
4766.894 |
4414.397 |
3534.684 |
|
|
|
Other Income |
56.561 |
159.407 |
96.185 |
|
|
|
TOTAL |
4823.455 |
4573.804 |
3630.869 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
TOTAL |
4926.496 |
4538.848 |
3839.938 |
|
|
|
|
|
|
|
|
|
PROFIT/
(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION |
(103.041) |
34.956 |
(209.069) |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION |
52.351 |
334.600 |
535.548 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS)
BEFORE TAX |
(155.392) |
(299.644) |
(744.617) |
|
|
|
|
|
|
|
|
|
Less |
TAX |
0.103 |
4.881 |
0.000 |
|
|
|
|
|
|
|
|
|
|
PROFIT/ (LOSS)
AFTER TAX |
(155.495) |
(304.525) |
(744.617) |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS YEARS’
BALANCE BROUGHT FORWARD |
(3836.027) |
(3687.131) |
(2942.514) |
|
|
|
|
|
|
|
|
|
Add |
NET ADDITION ON
AMALGAMATION |
0.000 |
155.629 |
0.000 |
|
|
|
|
|
|
|
|
|
|
BALANCE CARRIED
TO THE B/S |
(3991.522) |
(3836.027) |
(3687.131) |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
837.915 |
832.975 |
490.339 |
|
|
|
|
|
|
|
|
|
Earnings/ (Loss)
Per Share (Rs.) |
(13.58) |
(56.20) |
(175.41) |
|
.
KEY RATIOS
|
PARTICULARS |
|
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
Net Profit Margin (PAT/Sales) |
(%) |
(3.26) |
(6.90) |
(21.07) |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
(4.25) |
(9.31) |
(27.34) |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
(0.23) |
(0.36) |
(1.35) |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
0.00 |
0.05 |
0.22 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.17 |
1.27 |
1.13 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particulars |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Share Capital |
42.451 |
54.182 |
114.511 |
|
Reserves & Surplus |
454.064 |
718.767 |
563.272 |
|
Share Application money pending allotment |
53.696 |
60.329 |
0.000 |
|
Net
worth |
550.211 |
833.278 |
677.783 |
|
|
|
|
|
|
Long-term borrowings |
50.000 |
43.117 |
3.117 |
|
Short term borrowings |
71.002 |
0.000 |
0.000 |
|
Total
borrowings |
121.002 |
43.117 |
3.117 |
|
Debt/Equity ratio |
0.220 |
0.052 |
0.005 |
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 |
3534.684 |
4414.397 |
4766.894 |
|
|
|
24.888 |
7.985 |
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 |
3534.684 |
4414.397 |
4766.894 |
|
Profit/ (Loss) |
(744.617) |
(304.525) |
(155.495) |
|
|
(21.07%) |
(6.90%) |
(3.26%) |
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 |
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 |
No |
INDEX OF CHARGES
|
S.NO. |
CHARGE ID |
DATE OF CHARGE CREATION/MODIFICATION |
CHARGE AMOUNT SECURED |
CHARGE HOLDER |
ADDRESS |
SERVICE REQUEST NUMBER (SRN) |
|
1 |
10542642 |
07/01/2015 |
150,000,000.00 |
THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED |
52/60 MAHATMA GANDHI ROAD, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA |
C40251753 |
|
2 |
90364583 |
17/06/2002 |
4,500,000.00 |
UNION BANK OF INDIA |
VIKHROLI BRANCH, L.B.S. MARG, MUMBAI, MAHARASHTRA, INDIA |
- |
|
3 |
90364576 |
02/05/2002 |
1,600,000.00 |
UNION BANK OF INDIA |
VIKHROLI BRANCH, L.B.S. MARG, MUMBAI, MAHARASHTRA, INDIA |
- |
* Date of charge modification
UNSECURED
LOANS
|
PARTICULARS |
31.03.2014 (Rs.
In Millions) |
31.03.2013 (Rs.
In Millions) |
|
LONG TERM
BORROWING |
|
|
|
Rupee term loans from others |
3.117 |
43.117 |
|
|
|
|
|
Total |
3.117 |
43.117 |
CHANGE OF ADDRESS:
The Registered Office of the company has been shifted from Godrej Coliseum, 101, A-101, B, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai-400022, Maharashtra, India to the present address w.e.f.16.04.2010.
SCHEME OF
AMALGAMATION
i) Pursuant to the Scheme of Amalgamation of erstwhile Thermo Electron
India Private Limited, TKA India Private Limited, Phadia India Private Limited,
Dionex (India) Private Limited and Kendro Laboratory Products India Private
Limited ("transferor companies") with the Company ("the
Scheme" or "Amalgamation") as approved by the shareholders and
subsequently sanctioned by the Honourable High Court of Judicature at Bombay on
September 20, 2013 and Honourable High Court of Judicature at Delhi on August
14, 2013 and filed with the Registrar of Companies on November 25, 2013 after
receipt of the same by the Company, the entire business and undertakings
including all the assets and liabilities of transferor companies stand
transferred to and vested with the Company with effect from April 1, 2012
("the Appointed date"). The Scheme was accordingly given effect to in
the previous year's financial statements.
ii) The core business of transferor companies was similar to the nature
of the transferee company, viz:
'- business of trading in process instruments and providing after sales
services;
'- business of trading in High Performance Liquid Chromatography
products and providing after sales services; and '- business of trading of
diagnostic products and providing maintenance services.
iii) In terms of the Scheme, each shareholder of erstwhile Thermo
Electron India Private Limited, TKA India Private Limited, Phadia India Private
Limited, Dionex (India) Private Limited and Kendro Laboratory Products India
Private Limited was entitled to receive 227,322.20 equity shares of Rs. 10
each, 3.70 equity shares of Rs. 10 each, 814.80 equity shares of Rs. 10 each,
5,385.19 equity shares of Rs. 10 each and 280.70 equity shares of Rs. 10 each
of the Company for every 1,000 shares held by them in respective transferor
company. Accordingly, 6,032,937 equity shares of Rs. 10 each fully paid up of
the Company have been allotted on December 02, 2013 to the shareholders of
erstwhile transferor companies. These equity shares ranks pari passu with the
existing equity shares of the Company.
iv) The amalgamation was accounted for under the "Pooling of
Interests" method as prescribed by Accounting Standard-14,
"Accounting for Amalgamations", notified under Section 211(3C) of the
Act. Accordingly, the entire business and undertakings, including all the
assets and liabilities of transferor companies, as at April 1, 2012 were taken
over at their book values, subject to adjustments effected for difference in
the depreciation accounting policy between Dionex (India) Private Limited and
the Company which was charged to the Statement of Profit and Loss. The
difference aggregating Rs. 0.380 Million, between the amount recorded as share
capital issued and the amount of share capital of the transferor companies, was
adjusted to General Reserve in the previous year.
v) With the Scheme coming into effect, the reserves of the Company stood
as follows in the previous year:
-Capital Reserve appearing in the books of transferor companies as at
April 1, 2012 amounting to Rs. 0.007 Million was credited to Capital Reserve of
the Company.
-Securities Premium Reserve appearing in the books of transferor
companies as at April 1, 2012 amounting to Rs. 11.648 Millions was credited to
Securities Premium Account of the Company.
-General Reserve appearing in the books of transferor companies as at
April 1, 2012 amounting to Rs. 39.074 Millions was credited to General Reserve
of the Company.
-Surplus in the Statement of Profit and Loss (net) of transferor
companies as at April 1, 2012 amounting to Rs. 155.629 Millions was credited to
the Statement of Profit and Loss of the Company.
-In previous year, all inter company balances were eliminated on
incorporation of the accounts of the transferor companies in the Company.
-Upon sanction of the scheme, the authorised share capital of Rs.
101.000 Millions representing the aggregate authorised share capital of the
transferor companies has been combined with the Company's authorised share
capital of Rs. 60.000 Millions. Accordingly, upon sanction of the scheme, the
total authorised share capital of the Company aggregates to Rs. 161.000
Millions.
FIXED ASSETS
· Land
· Buildings
· Plant and equipment
· Furniture and fixtures
· Motor vehicles
· Office equipment
· Computer equipments
· Other equipments
· Leasehold improvements
· Goodwill
· Brands and trade marks
· Computer software
· Copyrights, patents and other operating rights
· Licenses and franchise
·
Know-how
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
1] INFORMATION ON
DESIGNATED PARTY
No exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No records 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. 62.42 |
|
|
1 |
Rs. 92.99 |
|
Euro |
1 |
Rs. 67.29 |
INFORMATION DETAILS
|
Analysis Done by
: |
SUB |
|
|
|
|
Report Prepared
by : |
BVA |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL
CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILIRY |
1~10 |
3 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
4 |
|
--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 |
|
DEFAULTER |
|
|
|
RBI |
YES/NO |
NO |
|
EPF |
YES/NO |
NO |
|
TOTAL |
|
45 |
This score serves as a reference to assess
SC’s credit risk and to set the amount of credit to be extended. It is
calculated from a composite of weighted scores obtained from each of the major sections
of this report. The assessed factors and their relative weights (as indicated
through %) are as follows:
Financial
condition (40%) Ownership
background (20%) Payment
record (10%)
Credit history
(10%) Market trend (10%) Operational size
(10%)
RATING EXPLANATIONS
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
>86 |
Aaa |
Possesses an extremely sound financial base with the strongest
capability for timely payment of interest and principal sums |
Unlimited |
|
71-85 |
Aa |
Possesses adequate working capital. No caution needed for credit
transaction. It has above average (strong) capability for payment of interest
and principal sums |
Large |
|
56-70 |
A |
Financial & operational base are regarded healthy. General unfavourable
factors will not cause fatal effect. Satisfactory capability for payment of
interest and principal sums |
Fairly Large |
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
26-40 |
B |
Capability to overcome financial difficulties seems comparatively
below average. |
Small |
|
11-25 |
Ca |
Adverse factors are apparent. Repayment of interest and principal sums
in default or expected to be in default upon maturity |
Limited with full
security |
|
<10 |
C |
Absolute credit risk exists. Caution needed to be exercised |
Credit not
recommended |
|
-- |
NB |
New Business |
-- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or
its officials.