INFORMATION MEMORANDUM
I. General information
(a) Name and address of registered office of the company.
M/s Ortin Laboratories Lilmited
Flat no. 502, Palem Tower, Barkathpura
Hyderabad -500027,
Telangana, India.
Ph No.: 040 - 27562055
Fax No.: 040 – 66103055
Email- [email protected]
Website- www.ortinlabsindia.com
(b)(i) Consent of the Central Government for the present issue and declaration of the Central
Government about non-responsibility for financial soundness or correctness of statements. The
company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI
Order)
(ii) Letter of intent/industrial license and declaration of the Central Government about non-
responsibility for financial soundness or correctness of statements. The company was listed
company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI Order)
(c) Names of regional stock exchange and other stock exchanges where application made for listing
of present issue. Not Applicable. The company was listed company on Madras Stock Exchange
(now exited as Stock Exchange as per SEBI Order).
(d) Provisions of sub-section (1) of section 68A of the Companies Act, relating to punishment for
fictitious applications. The company was listed company on Madras Stock Exchange (now exited as
Stock Exchange as per SEBI Order)
(e) Statement/declaration about refund of the issue if minimum subscription of 90% is not received
within 90 days from closure of the issue. The company was listed company on Madras Stock
Exchange (now exited as Stock Exchange as per SEBI Order)
(f) Declaration about the issue of allotment letters/refunds within a period of 10 weeks and interest
in case of any delay in refund at the prescribed rate under section 73(2)/(2A). The company was
listed company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI Order)
(g) Date of opening of the issue. Not Applicable.
Date of closing of the issue. Not Applicable.
Date of earliest closing of the issue Not Applicable.
(h) Name and address of auditors
M/s Mathesh & Ramana.
Chartered Accountants,
Himayath Nagar, Hyderabad
Lead managers: Not Applicable as this is not IPO/FPO
(i) Name and address of trustee under debenture trust deed (in case of debenture issue). Not
Applicable.
(j) Whether rating from CRISIL or any rating agency has been obtained for the proposed
debenture/preference shares issue. Not Applicable.
If no rating has been obtained, this should be answered as "No".
If "Yes" the rating should be indicated.
(k) Underwriting of the issue. Not Applicable.
(Names and addresses of the underwriters and the amount underwritten by them)
(Declaration by board of directors that the underwriters have sufficient resources to discharge
their respective obligations)
1[(l) a statement by the board of directors stating that-
(i) all monies received out of issue of shares or debentures to public shall be transferred to a
separate bank account other than the bank account referred to in sub-section (3) of section 73;
(ii) details of all monies utilised out of issue referred to in sub-item (i) shall be disclosed under an
appropriate separate head in the Balance Sheet of the company indicating the purpose for which
such monies had been utilised; and
(iii) details of all unutilised monies out of issue of shares or debentures, if any, referred to in sub-
item (i) shall be disclosed under an appropriate separate head in the Balance Sheet of the company
indicating the form in which such unutilised monies have been invested.]
The company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per
SEBI Order)
II. Capital structure of the company
(a) Authorised, issued, subscribed and paid-up capital.
SL No Particulars Remarks
1. Authorised 2,00,00,000 equity shares of Rs. 10/- each
2. Issued, subscribed, paid-up
capital
1,69,40,400 equity shares of Rs. 10/- each fully paid
Top 10 shareholders as on 17.08.2015
Sl.
No. Name of the Shareholder
Number
Of Shares
% Of Total
Shares
1 Venkata Rama Gaddam 964600 5.69
2 Venkata Ramana Gaddam 948470 5.60
3 Rajesh Poddar 794724 4.69
4 A Prabhakar Raju 556933 3.29
5 Satyanarayana Raju Bhupathiraju 546130 3.22
6 Nalluri Chandrashekaran Murthy 413939 2.44
7 Loha Commodities Limited 400532 2.36
8 Alluri Maithili 378810 2.24
9 Alluri Anantha Laxmi 354022 2.09
10 A Srinivasa Raju 338634 2.00
EVOLUTION OF EQUITY SHARE CAPITAL OF THE COMPANY:
Sl. No. Date of
Allotment
No. of Equity
Shares
Face
value
in Rs
Issue
Price
in Rs
Considera
tion
Cumulative
no. of shares Remarks
01. 27.10.1986 25 10 10 Cash 25 Subscription to MOA
02. 10.07.1992 8000 10 10 Cash 8025 Preferential allotment
03. 30.03.1994 52850 10 10 Cash 60875 Preferential allotment
04. 25.03.1995 449250 10 10 Cash 510125 Preferential allotment
05. 07.06.1995 56850 10 10 Cash 566975 Preferential allotment
06. 24.11.1995 274200 10 10 Cash 841175 Preferential allotment
07. 26.02.1996 246530 10 10 Cash 1087705 Preferential allotment
08. 15.11.1996 4317695 10 10 Cash 5405400 IPO
09. 06.02.2001 (2430000) 10 NA NA 2975400 Forfeiture
10. 2001 330000 Cash 10 10 3305400 Preferential allotment
11. 2006 365000 Cash 10 10 3670400 Preferential allotment
12. 13.10.2011 1030000 10 10 10 4700400 Preferential allotment
13. 10.07.1992 12240000 10 NA NA 16940400 High court order
pursuant to
Amalgamation
(b) Size of present issue giving separately reservation for preferential allotment to promoters and
others. Not Applicable
(c) Paid-up capital: 169,404,00/-equity shares of Rs. 10/- each fully paid aggregating to Rs.
169,404,000/-
The company does not have any outstanding convertible warrant or any other security.
(i) After the present issue Not Applicable
(ii) After conversion of debentures (if applicable) Not Applicable
III. Terms of the present issue
The company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per
SEBI Order)
(a) Terms of payments. Not Applicable
(b) Rights of the instrument holders Not Applicable
(c) How to apply - availability of forms, prospectus and mode of payment. Not Applicable
(d) Any special tax benefits for company and its shareholders Not Applicable
IV. Particulars of the issue
The company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per
SEBI Order)
(a) Objects. Not Applicable
(b) Project cost. Not Applicable
(c) Means of financing (including contribution of promoters) Not Applicable
V. Company, management and project
(a) History and main objects and present business of the company.
Brief History of the Company:
INTRODUCTION:
M/s Ortin Laboratories Limited is incorporated as a Limited Company on 27th
October 1986 with the
Registrar of companies, Andhra Pradesh. The registered office of the Company is situated at Flat no.502,
Palem Towers Barkathpura, Hyderabad, Andhra Pradesh.
MAIN OBJECTS OF THE COMPANY:
1. To carry on the business of manufacture, process, import, export, turn sell or otherwise deal in all
types of chemicals such as Heavy, Fine, Industrial, Pharmaceutical, Organic, Inorganic and Aromatic
chemicals.
2. To carry on the business of manufacture, process, buy, sell and deal in all kinds of medicines,
medicinal preparations and drugs, what so ever and obtain patents for them.
3. To carry on the business of manufacture process, buy, sell and deal in all kinds of food preparations,
food supplements, beverages alcoholic and non alcoholic what so ever and obtain patents for them.
(b) Subsidiary (ies) of the company, if any:
List of Subsidiaries: Nil
(c) and (d) DETAILS OF CORE PROMOTERS/DIRECTORS:
1. Mr. S. Murali Krishna Murthy:
Mr. Murali Krishna Murthy is the Managing Director & CEO of the company. He has graduated in
Science from NagarjunaUniversity. He has an experience of 35yrs in Pharma Business. He started a
Pharma Distribution Business in the year 1978 along with his other partners with a very meager
investment. He has developed the business of the firm to multi folds within a span of 10yrs. They
acquired M/s. Ortin Laboratories Pvt. Limited in the year 1993 and the company has been converted as a
Public Limited company in the year 1995. Now, the company is listed and regularly traded company in
Mumbai Stock Exchange.
2. G. Venkata Ramana: Mr. G. Venkata Ramana is the Joint Managing Director of the company. He has
graduated in M.Sc. He has an experience of 22years.
Name Father’s/
Spouse’s Name
Designation in Board
& Role
Age,
Nationality
,
Occupation
Residence Address Other Directorships
G. Venkata
Ramana
DIN: 00031873
PAN:
AGKPG0991L
G. Venkataswamy Joint Managing
Director & Executive
Director
Technical Advisor
Indian
47 years
3/104, Old Malhar,
Sahara States,
Mansoorabad, Lb
Nagar, Hyderabad,
500068, Andhra
Pradesh, India
1. Wohler Laboratories
Private Limited
2. Satyadeva Organosys
Private Limited
3. V S R Life Sciences
Private Limited
4. Vineet Life Sciences
Private Limited
J.R.K.
Panduranga Rao
DIN: 00294746
PAN:
AAYPJ0032B
Jalluri Bramaiah Independent and
Non Executive
Director
Technical Advisor
M. Pharma
Retired Joint Drugs
Controller, AP
40 Years Experience
Indian
79 years
8-86/3, ROAD NO. 3
B,, New Dilsukh
Nagar Colony,,
Hyderabad, 500060,
Andhra Pradesh,
India
Nil
M. Tippayya
DIN: 00306985
PAN:
AFBPM5432J
Mathpati
Chandrayya
Independent and
Non Executive
Director
Legal advisor
LLB, 40years
Experience
Indian
71 years
4-6-312, First Floor,
Esamia Bazar,
Hyderabad, 500027,
Andhra Pradesh,
India
Nil
S. Murali Krishna
Murthy
DIN: 00540632
PAN:
AITPS2399K
Late S.
Satyanarayana
Managing Director &
Executive Director
experience of 35yrs
in Pharma Business
Indian
55 years
1-8-182/B,
Chikkadapally,
Hyderabad, 500020,
Andhra Pradesh,
India
1. Ortin Biotech Private
Limited
S. Mohan
Krishna Murthy
DIN: 00540705
PAN:
AITPS2396G
Late S.
Satyanarayana
Whole time Director
& Executive Director
He has an
experience of 35yrs
in Pharma Business.
He is the Incharge of
the Financial aspects
of the company
Indian
63 years
1-8-182/A,
Chikkadapally,
Hyderabad, 500020,
Andhra Pradesh,
India
1. Ortin Biotech Private
Limited
S. Balaji
Venkateswarlu
DIN: 02010148
PAN:
ABWPS5289A
Late S. Pandari
Krishna Murthy
Whole time director
& Executive director
He has an
experience of 28yrs
in Pharma Business.
He looks after the
marketing of
pharmaceuticals and
developed a good
distribution network.
Indian
52 years
1-8-182,
Chikkadpally,
Hyderabad, 500020,
Andhra Pradesh,
INDIA
1. Ortin Biotech Private
Limited
S. Srinivasa
Kumar
DIN: 02010272
PAN:
AIYPS2600L
Late S. Rama
Krishna Murthy
Whole time director
& Executive director
He has an
experience of 23yrs
in Pharma Business.
Indian
49 years
Park Road,
Kalapharma,
Vijayawada, 520001,
Andhra Pradesh,
India
1. Ortin Biotech Private
Limited
B.
Satyanarayana
Raju
DIN: 02697880
PAN:
ACEPP4059N
Bh. Narasimha
Raju
Whole time Director
& Executive Director
He retired as a
Gazetted Officer
from the State Govt.
He has good
experience in
Administration and
Finance.
Indian
65 years
6-111, Shankar
Nagar,
Peerzadiguda,
R.R.Dist,
Peerzadiguda,
500039, Andhra
Pradesh, India
Nil
K. Pradyumna
Teja
DIN: 03074013
PAN:
BKLPK6391L
Venkata
Ramanamurthy
Kavoory
Independent and
Non Executive
Director
CA & Accountant
24years Exprience
Indian
26 years
2-1-284, F-502, 8-1,
Kshatriya Towers,
Nallakunta,
Hyderabad, 500044,
Andhra Pradesh,
India
Nil
T. Seshagiri
DIN: 06715818
PAN:
ABTPT7350G
Appaiah
Tirukkovalluru
Independent and
Non Executive
Director
B. Pharma
Retired Deputy
Drugs Controller
Technical
Indian
61 years
2-1-283/1/502,
Nallakumta,
Hyderabad, 500044,
Andhra Pradesh,
India
Nil
B. Gopal Reddy
DIN: 06716560
PAN:
ADGPB0870N
Konda Reddy
Bheemreddy
Independent and
Non Executive
Director
Indian
67 years
16-11-404/7,
Moosarambagh,
Hyderabad, 500036,
Andhra Pradesh,
India
Nil
Laxshmi Sravani
Dasari
DIN: 03118833
PAN:
AHOPD6853B
D.L.S. Prasad Additional Director &
Executive Director
Technical Support
Indian
28 years
1-8-182/B,
Chikkadpally,
Hyderabad –
500020.
Omniwiz Information
Technologies Private
Limited
(e) Location of Development centre: Not Applicable
(f) Plant and machinery, technology, process, etc: Not Applicable
(g) Collaboration, any performance guarantee or assistance in marketing by the collaborators. Not
Applicable
(h) Infrastructure facilities and utilities like water, electricity, etc.: Not Applicable
(i) Schedule of implementation of the project and progress made so far, giving details of land
acquisition, civil works, installation of plant and machinery, trial production, date of commercial
production, etc. Not Applicable
(j) The products: as stated above
(i) Nature of the product(s) - consumer/industrial and end-users: Not Applicable
(ii) Approach to marketing and proposed marketing set up: The Company has got its own marketing
team for development.
(iii) Export possibilities and export obligations, if any (in case of a company providing any "service"
particulars, as applicable, be furnished): Not applicable.
(k) Future prospects - expected capacity utilization during the first three years from the date of
commencement of production, and the expected year when the company would be able to earn cash
profits and net profits. Stock market data for shares/debentures of the company (high/low price) in
each of the last three years and monthly high/low during the last six months (where applicable):
Not Applicable
VI. Following particulars in regard to the company and other listed companies under the
same management within the meaning of section 370(1B), which made any capital issue
during the last three years: Not Applicable
Name of the company Not Applicable
Year of issue Not Applicable
Type of issue Not Applicable
(Public/rights/composite)
Amount of issue Not Applicable
Date of closure of issue Not Applicable
Date of completion of delivery of share/debenture certificates. Not Applicable
Date of completion of the project, where object of the issue was financing of a project Not
Applicable
Rate of dividend paid and cash bonuses: Not Applicable. The following table shows dividend
and cash bonus paid during the last 10 years.
EQUITY PREFERENCE
Rate
Per
cent
Amt
Per
Share
Total
Amt
Rate
Per
cent
Amt per
Share
Total Amt
Records of Dividends
and Cash Bonus
(if any) for the last ten
years
(a) 2013-14 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
(b) 2012-13 Interim NA NA NA
Final 2.5 0.25 4235100 NA NA NA
Total NA NA NA
(c) 2011-12 Interim NA NA NA
Final 5 0.50 8470200 NA NA NA
Total NA NA NA
(d) 2010-11 Interim NA NA NA
Final 5 0.50 8470200 NA NA NA
Total NA NA NA
(e) 2009-10 Interim NA NA NA
Final 8 0.80 3760320 NA NA NA
Total NA NA NA
(f) 2008-09 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
(g) 2007-08 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
(h) 2006-07 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
(i) 2005-06 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
(j) 2004-05 Interim NA NA NA NA NA NA
Final NA NA NA NA NA NA
Total NA NA NA NA NA NA
VII.
(a) Outstanding litigation pertaining to-
(i) Matters likely to affect operation and finances of the company including disputed tax liabilities of
any nature: Not Applicable
(ii) Criminal prosecution launched against the company and the directors for alleged offences
under the enactments specified in paragraph 1 of Part I of Schedule XIII to the Companies Act, 1956.
There are no criminal proceedings launched against the company or its Directors.
(b) Particulars of default, if any, in meeting statutory dues, institutional dues, and towards
instrument holders like debentures, fixed deposits and arrears on cumulative preference shares,
etc. (also give the same particulars about the companies promoted by the same private promoters
and listed on stock exchanges). Not Applicable
There is no default in meeting statutory dues, institutional dues. The company does not
have any instrument holders like debentures, fixed deposits, cumulative preference shares,
etc.
(c) Any material development after the date of the latest balance sheet and its impact on
performance and prospects of the company. Not Applicable
VIII. Management perceptions and risk factors
Risks factors and Management perceptions thereof
Risk Factors:
• Nanobody based drug candidates must undergo rigorous pre-clinical and clinical testing,
the results of which are uncertain and could substantially delay or prevent the drug
candidates from reaching the market.
• Delays in clinical trials are common and may have many causes. Such delays could result in
increased costs and jeopardise or delay the Company’s ability to achieve regulatory
approval and commence product sales as currently contemplated.
• The Company is reliant on collaborative partners for the development and
commercialization of most of its existing and future drug candidates.
• The Company’s patents and other intellectual property rights may not adequately protect
its products and drug candidates, which may impede the Company’s ability to compete
effectively.
• The Company faces, and will continue to face, significant competition and rapid
technological change which could limit or eliminate the market opportunity for its products
and drug candidates.
• The Company relies on outsourcing arrangements with third parties for some of its
activities including manufacturing and clinical trials management.
• The Company may not have adequate insurance cover, particularly in connection with
product liability risk.
• The commercial success of the Company will depend upon attaining significant market
acceptance of its drug candidates among physicians, patients, healthcare payers and the
medical community. The Company has not yet commercialised any product.
• If the Company fails to attract and retain qualified personnel, it may be unable to
successfully develop its technologies, conduct its clinical trials and commercialise drug
candidates.
• The Company may need additional funding, which may not be available on acceptable terms
when required.
External Risk Factors
1. Competitive Environment
2. Change in government policies
3. Change in technology
4. Increased cost in equipments
Internal Risk Factors
1. Increased cost for rendering services
2. Unavailabilty of skilled staff
3. Temperature and climate issues
4. Customer Behaviour
Management Perceptions:
• Proactive hazard identification and risk assessment of situations and sources.
• Risk control of violent or aggressive behaviour.
• The Company uses a careful process for selection of service providers on a project-by-
project basis from a core list of preselected service providers.
• Long list of service providers have been systematically put into competition in order to
secure lowest purchasing prices.
• Service providers should react to the concerns of pharmaceutical customers with a best
practice approach which includes the following aspects.
• Complexity and efficiency: definition of highly standardised and transparent processes and
contracts.
• Co-operation and communication: project management in close vicinity to the
pharmaceutical company and not only offshore lab resources (e.g. in China or India).
• Costs and invoicing: establishing full cost transparency and easy invoicing process.
• Flexibility and quality: high flexibility regarding project execution with stringent quality
control.
• Exclusivity and secrecy: clear and transparent rules regarding the engagement in projects of
direct competitors.
• Intellectual property: cooperation agreement leaving all critical IP at the pharmaceutical
company.
PART II
A. General information
1. Consent of directors, auditors, solicitors/ advocates, managers to the issue, Registrar of issue,
bankers to the company, bankers to the issue and experts. Not Applicable. The company was listed
company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI Order)
2. Expert opinion obtained, if any. Not Applicable. The company was listed company on Madras Stock
Exchange (now exited as Stock Exchange as per SEBI Order).
2. Change, if any, in directors and auditors during the last three years, and reasons thereof.
Auditors: No change in auditors during the last three years
Directors:
Sl.
No
Name Date of Appointment/
Resignation
Remarks
1. D. Jagannadha Raju 01.09.2014 Resignation as a director
2. Lakshmi Sravani
Dasari
14.02.2015 Appointed as a director
3. T. Seshagiri 01.06.2014 Appointed as a director
4. Dr. B. Gopal Reddy 01.06.2014 Appointed as a director
4. Authority for the issue and details of resolution passed for the issue. Not Applicable. The
company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI
Order)
5. Procedure and time schedule for allotment and issue of certificates. Not Applicable. The company
was listed company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI Order)
6. Names and addresses of the company secretary
COMPANY SECRETARY & COMPLIANCE OFFICER:
Sl No Name of the Company Secretary
and Compliance Officer
Other Details
1 Sharvari Suhas Khadke Anand Appartment, Jadhavwadi,, Shahu Market.,
Kolhapur, 416005, Maharashtra, India
Phone no: +91-7702670505
E-mail: [email protected]
7. Names and addresses of the company secretary, legal adviser, lead managers, co-managers,
auditors, bankers to the company, bankers to the issue and brokers to the issue. Not Applicable. The
company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per SEBI
Order)
STATUTORY AUDITORS
M/s Mathesh & Ramana.
Himayath Nagar, Hyderabad
BANKERS
Karanataka Bank Ltd
Nampally Station Road,
Hyderabad -500001
B. Financial information Reports to be set out
1. A report by the auditors of the company with respect to-
(a) Profits and losses and assets and liabilities, in accordance with sub-clause (2) or (3) of this
clause, as the case may require; Annual report 2013-14 enclosed
(b) The rates of the dividends, if any, paid by the company in respect of each class of shares in the
company for each of the five financial years immediately preceding the issue of the prospectus,
giving particulars of each class of shares on which such dividends have been paid and particulars of
the cases in which no dividends have been paid in respect of any class of shares for any of those
years, and, if no accounts have been made up in respect of any part of the period of five years
ending on a date of three months before the issue of the prospectus, containing a statement of that
fact (and accompanied by a statement of the accounts of the company in respect of that part of the
said period up to a date not earlier than six months of the date of issue of prospectus indicating the
profit or loss for that period and the assets and liabilities position as at the end of that period
together with a certificate from the auditors that such accounts have been examined and found
correct by them. The said statement may indicate the nature of provision or adjustments made or
are yet to be made). NA
2. If the company has no subsidiaries, the report shall-
(a) so far as regards profits and losses, deal with the profits or losses of the company
(distinguishing items of a non-recurring nature) for each of the five financial years immediately
preceding the issue of the prospectus; and NA
(b) so far as regards assets and liabilities, deal with the assets and liabilities of the company at the
last date to which the accounts of the company were made up. NA
3.If the company has subsidiaries the report shall-
(a) so far as regards profits and losses, deal separately with the company's profits or losses as
provided by sub-clause (2) and in addition deal either- N.A.
(i) as a whole with the combined profits or losses of its subsidiaries so far as they concern members
of the company; or NA
(ii) individually with the profits or losses of each subsidiary, so far as they concern members of the
company; or, instead of dealing separately with the company's profits or losses deal as a whole with
the profits or losses of the company, and, so far as they concern members of the company, with the
combined profits or losses of its subsidiaries; and NA
(b) so far as regards assets and liabilities, deal separately with the company's assets and liabilities
as provided by sub-clause (2) and in addition, deal either:-
(i) as a whole with the combined assets and liabilities of its subsidiaries, with or without the
company's assets and liabilities, or NA
(ii) individually with the assets and liabilities of each subsidiary; and shall indicate as respects the
assets and liabilities of the subsidiaries, the allowance to be made for persons other than members
of the company. NA
Financials for the last five years:
Balance Sheet:
Particulars As on March 31,
2015 2014 2013 2012 2011 2010
I. Equity and liabilities
(1) Shareholders’ funds
(a) Share capital 16,94,04,000 16,94,04,000 16,94,04,000 16,94,04,000 16,94,04,000 3,67,04,000
(b) Reserves and surplus
5,49,82,534 5,02,16,282 3,83,52,060 3,23,83,596 2,94,89,224 3,26,66,367
Loan Funds
a) Secured Loans
3,19,51,073
b) Unsecured Loans
11,15,966
(2) Non- current liabilities
(a)Long term borrowings
4,94,55,562 2,79,91,807 1,06,15,655 46,72,639 1,20,42,431 -
(b) Long term provisions
14,27,266 11,07,363 8,91,185 6,36,168 94,078 -
(c) Deferred Tax Liabilities (Net)
2,92,15,741 2,97,75,242 2,81,45,144 2,47,94,475 2,06,70,529 32,91,390
(d)Other long term liabilities
20,650 20,650 1,21,650 20,650 25,650 2,30,874
(3) Current liabilities
(a) Short term borrowings
14,80,21,215 15,21,65,860 15,97,92,236 11,86,91,734 9,34,88,751
(b) Trade payables 16,84,82,065 26,38,68,560 30,31,27,351 45,45,66,452 19,20,52,520 2,78,44,673
(c) Short term provisions
98,714 8,84,655 54,44,902 1,22,62,156 1,83,07,806 1,13,45,846
(d) Other current liabilities
5,15,71,422 3,02,37,804 1,90,23,630 1,31,08,560 62,96,046
67,26,79,169 72,56,72,223 73,49,17,813 83,05,40,430 54,18,71,035 14,51,50,189
II. Assets
(1) Non current assets
(a) Fixed Assets
(i) Net block 21,83,44,904 23,89,82,516 24,76,90,610 23,84,97,886 22,68,78,914 3,82,21,521
(ii) Capital work in progress
- - - - - -
(b) Deferred Tax assets
- - - - -
(c) Long terms loans and advances
2,05,21,960 2,17,07,881 2,26,21,855 1,30,39,045 1,88,21,028
Non current investments
3,38,761 3,38,761 3,38,761 3,38,761 3,17,171 17,171
Other Non-current assets
- 3,09,747 5,16,403 7,23,078
(2) Current assets
(a) Inventories 21,97,54,579 21,72,28,493 15,22,14,595 11,06,43,207 4,36,47,967 1,06,58,627
(b) Trade receivables 17,13,62,327 21,42,39,042 27,45,76,693 43,85,87,262 21,38,61,606 6,27,18,690
(c) Cash and bank balances
1,73,79,790 1,16,06,518 1,97,54,813 1,00,65,335 1,16,20,358 2,21,86,271
(d) Short-term loans and advances
2,46,34,559 2,09,13,089 1,69,70,445 1,73,86,405 2,47,46,938 94,31,972
(e) Other current assets
3,42,289 6,55,923 4,40,294 14,66,126 12,53,975 19,15,937
67,26,79,169 72,56,72,223 73,49,17,813 83,05,40,430 54,18,71,035 14,51,50,189
(In Rs.)
Profit & Loss Account:
Particulars As on March 31,
2015 2014 2013 2012 2011 2010
Revenue from operations 60,41,25,569 67,13,64,086 74,82,77,346 85,79,17,962 649,856,509 31,34,01,429
Other income 22,01,734 60,49,144 24,12,679 25,93,536 1,584,796 7,32,659 Total revenue 60,63,27,303 67,74,13,230 75,06,90,025 86,05,11,498 65,14,41,305 31,41,34,088
Expenses
Material costs 41,85,16,900 49,29,94,240 53,90,48,125 66,31,99,107 53,40,59,918 26,57,75,309
(Increase)/Decrease in Inventory
-13,22,461
(63,76,654)
13,74,629 -547601
-784761
Manufacturing Expenses 18,10,463
Personnel costs 2,41,06,897 2,55,13,021 2,60,45,013 2,76,07,802 1,44,23,866 63,20,609
Other Expenses 9,78,59,428 9,83,27,513 11,60,67,867 9,82,76,880 6,29,31,227 2,40,39,069
Interest & Finance charges
3,52,14,707 3,71,73,046 3,55,42,034 3,26,17,499 1,35,99,642 12,44,896
Depreciation/amortization 1,64,15,254 1,50,50,222 1,40,38,632 1,32,80,397 63,17,495 19,46,349 Total Expenses 59,07,90,725 66,26,81,388 73,21,16,300 83,44,34,084 63,05,47,587 30,11,36,695
Profit before tax 1,55,36,578 1,47,31,842 1,85,73,725 2,60,77,414 2,08,93,718 1,29,97,393
Prior Period Items -22,03,466 20,96,126 - - -
Total 1,33,33,112 1,68,27,968 1,85,73,725 2,60,77,414 2,08,93,372 1,29,97,393
Tax expense
- Current tax 48,72,103 37,64,561 37,69,855 53,23,988 48,33,203 44,18,662
- Deferred tax -5,59,500 16,30,097 33,50,669 41,23,946 -3,51,097 3,61,293
-MAT Credit - - - - - -
-Dividend Tax - - - - 14,06,794 6,39,066
Prior year’s tax adjustment
41,275 -4,30,912 5,29,881 38,58,113 2,50,346 -
Profit after tax 89,79,234 1,18,64,222 1,09,23,319 1,27,71,367 1,47,53,872 75,78,372
EPS
Basic and diluted 0.53 0.70 0.64 0.75 1.56 2.24
Cash Flow Statement:
(in Rs.)
Particulars As on March 31,
2014 2013 2012 2011 2015
Net Profit before
tax
1,72,58,880 1,80,43,844 2,22,19,301 2,06,43,372 1,32,91,837
ADD: Depreciation 1,50,50,222 1,40,08,243 1,32,80,397 63,17,495 1,64,15,254
ADD: Misc. Expenses 2,06,656 2,06,656 11,64,675 11,64,675 2,06,656
ADD: Interest 3,71,73,046 3,55,42,034 3,26,17,499 1,35,99,842 3,52,14,707
LESS: Interest
received
12,60,568 11,90,089 8,65,431 3,56,997 12,38,925
LESS: Misc. Income 47,88,576 12,22,590 17,28,105 12,27,799 9,62,809
Operating Profit 6,36,39,660 6,53,88,098 6,66,88,336 4,01,40,588 6,29,26,720
Increase in
Inventories
-6,50,13,898 -4,15,71,388 -6,69,95,240 3,30,75,411 -25,26,086
Increase in debtors 6,03,37,651 16,40,10,569 -22,47,25,656 -23,49,256 4,28,76,715
Increase in loan &
advances
-31,41,207 81,41,019 1,19,72,365 3,53,546 -24,28,571
Increase/ Decrease
in current liabilities
-3,24,89,686 15,69,40,123 25,39,40,892 2,74,03,534 -7,45,18,916
Cash generated
from operation
2,33,32,519 2,27,46,136 4,08,80,697 4,38,16,757 2,63,29,862
LESS: Tax expense 37,64,561 3,769,855 53,23,988 48,33,803 48,72,103
LESS: Interest paid 3,71,73,046 3,55,42,034 3,26,17,499 1,35,99,842 3,52,14,707
Cash from
operation
-1,76,05,088 -16565753 29,39,210 2,53,83,112 -1,37,56,948
Increase in
Investments
- - -21,590 -1,70,103 -
ADD: Misc. Income 47,88,576 12,22,590 17,28,105 12,27,799 9,62,809
ADD: Additional to
fixed Assets
-63,42,127 -2,32,00,966 -2,48,99,369 -5,88,46,053 9,376
ADD: Interest
Received
12,60,568 11,90,089 8,65,431 3,56,997 12,38,925
Net cash used in
Investing
-2,92,983 -2,07,88,287 -2,23,27,423 5,74,31,360 22,11,110
Receipt from Share - - - 2,06,55,000 -
Capital
Receipt from new
Borrowings
97,49,776 4,70,43,518 1,78,33,191 -1,19,82,886 1,73,19,110
Net cash used in
Financing Activity
97,49,776 4,70,43,518 1,78,33,191 86,72,114 1,73,19,110
Net cash flow -81,48,295 96,89,478 -1555023 -2,33,76,134 57,73,272
Opening Balance 1,97,54,813 1,00,65,335 1,16,20,358 2,21,86,271 1,16,06,518
ADD: Opening
Balance of Vineet
Laboratories on
account of merger
- - - 1,28,10,221 -
Net cash flow -8148295 96,89,478 -1555023 -2,33,76,134 57,73,272
Cash and cash
Equivalents
1,16,06,518 1,97,54,813 1,00,65,335 1,16,20,358 1,73,79,790
SHAREHOLDING PATTERN FOR THE LAST FOUR QUARTERS:
Sl.
No
Category June 2015 March 2015 December 2014 September 2014 June 2014
Shares % Shares % Shares % Shares % Shares %
A1 Promoters
Indian
promoters
6688141 39.48 6766361 39.94 6766361 39.94 6839585 40.37 7399970 43.68
Foreign
promoters
- - - - - - - - - -
PACs
Sub-Total (A)
(1)
6688141 39.48 6766361 39.94 6766361 39.94 6839585 40.37 7399970 43.68
B1 Non
promoters
Institutions - - - - - - - - - -
B2 Non
Institutions
Bodies
corporate
1293551 7.645 1292384 7.63 1453944 8.58 1700698 10.04 1428995 8.44
Indian public 8488281 50.11 8391957 49.54 7911606 48.63 7909218 46.69 7682643 45.35
NRIs/OCB’s 470427 2.78 470416 2.78 462690 2.73 457736 2.70 418161 2.47
Other Specify 470427 2.78 489698 2.89 481530 2.84 490899 2.90 428792 2.53
Clearing
members
- - 19282 0.11 18588 0.11 32911 0.19 10631 0.06
Foreign
Nationals
- - - - 252 0.00 252 0.00 - -
Sub Total B
(1+2)
10252259 60.52 10174039 60.06 10174039 60.06 10100815 59.63 9540430 56.32
C Total (A+B) 16940400
100 16940400 100 16940400 100 16940400 100 16940400 100
4. If the proceeds, or any part of the proceeds, of the issue of the shares or debentures are or is to be
applied directly or indirectly-
(i) in the purchase of any business; or NA
(ii) in the purchase of an interest in any business and by reason of that purchase, or anything to be
done in consequence thereof, or in connection therewith; the company will become entitled to an
interest as respects either the capital or profits and losses or both, in such business exceeding fifty
per cent, thereof; a report made by accountants (who shall be named in the prospectus) upon-
(a) the profits or losses of the business for each of the five financial years immediately preceding
the issue of the prospectus., and NA
(b) the assets and liabilities of the business at the last date to which the accounts of the business
were made up, being a date not more than one hundred and twenty days before the date of the
issue of the prospectus. NA
5.
(i) If-(a) the proceeds, or any part of the proceeds, of the issue of the shares or debentures are or is
to be applied directly or indirectly in any manner resulting in the acquisition by the company of
shares in any other body corporate; and NA
(b) by reason of that acquisition or anything to be done in consequence thereof or in connection
therewith, that body corporate will become a subsidiary of the company; a report made by
accountants (who shall be named in the prospectus) upon- NA
(i) the profits or losses of the other body corporate for each of the five financial years immediately
preceding the issue of the prospectus; and NA
(ii) the assets and liabilities of the other body corporate at the last date to which its accounts were
made up.
(2) The said report shall-
(a) indicate how the profits or losses of the other body corporate dealt with by the report would, in
respect of the shares to be acquired, have concerned members of the company and what allowance
would have fallen to be made, in relation to assets and liabilities so dealt with for holders of other
shares, if the company had at all material times held the shares to be acquired; and NA
(b) where the other body corporate as subsidiaries deal with the profits or losses and the assets
and liabilities of the body corporate and its subsidiaries in the manner provided by sub-clause (2)
above in relation to the company and its subsidiaries. NA
6. Principal terms of loan and assets charged as security.
Sl.
No
Bank Loan amount
(In Rs.)
Terms of loan Assets charged
1. Karnataka
Bank Ltd.,
Nampally
Branch,
Nampally
station Road,
Hyderabad-
500001
Rs. 19,95,000/- Repayable in 60
equated monthly
installments of
Rs. 47461/- each.
Hypothecation of vehicles valued at Rs. 27.95
lakhs to be purchased out of the fresh term loan.
2. Axis Bank
Limited
Retail asset
centre, 5-2-
183/184,3rd
floor,
Rp Road
Secunderabad
Rs.4,00,000/- Repayable in 35
EMI's & each
amounting to
Rs.13,480/-
1 No AL Dost Vehicle
3. Karnataka
Bank Ltd.,
Nampally
Branch,
Nampally
station Road,
Hyderabad-
500001
Rs. 7,87,000/- 60 monthly
Installment
Hypothecation of Car in the name of M/s. Ortin
Laboratories Ltd valued at Rs.1585249
4. Karnataka
Bank Ltd.,
Nampally
Branch,
Nampally
station Road,
Hyderabad-
500001
Rs. 13,50,000/- 60 monthly
installments
Name of the Asset.
1. Hypothecation of new Skoda car to be
purchased at an on road price of Rs.1672683/-
5. Karnataka
Bank Ltd.,
Nampally
Branch,
Nampally
station Road,
Hyderabad-
500001
Rs.
5,60,00,000/-
For Term Loan -
Repayable in 57
equal monthly
installment of
Rs.4.56 lakh
(approximately)
after an initial
1. Prime - For term loan - Hypothecation of
additional plant and machineries to be
purchased.
2. For OD- Hypothecation of stock of raw
material, semi finished and finished goods
advance paid to suppliers and book debts.
holiday period of
3 months.
Interest will be
serviced on
monthly basis
even during
holiday period.
For WCDPN- in
lump sum on or
before due date.
3. For LC and BG:15% cash margin
4. Collateral: as per the items mentioned in the
Sanction letter from point 1 to 18.
5. Personal Guarantee of the Directors of the
company Mr. Murali Krishna Murthy, Mr. S
Mohan Krishna Murthy, S. Balaji Venkateswarlu,
Mr S. Srinivas Kumar, Mr Gaddam Venkata
Ramana and Mr Bhupathiraju Satyanarayana
Raju.
6. Personal Gurantee of Mrs A Sreedevi, Mr P V
Krishnam Raju, Mr A Prabhakar Raju, Mrs G
Venkata Rama, Mrs Rajarajeswari , Mrs D
Ramavathi & Mrs Ananthalaxmi.
6. Karnataka
Bank Ltd.,
Nampally
Branch,
Nampally
station Road,
Hyderabad-
500001
Rs.21,62,00,000 overdraft- on
demand/as per
OD rules
The assets at the time of creation of charge + for
OD hypothecation of stock of raw materials, semi
finished and finished goods, adv paid to suppliers
and book debts. For LC goods received under LC.
Hypothecation of existing plant and machineries
and additional plant and machineries
purchased/to be purchased
7.
Karnataka
Bank Limited,
Nampally
Branch,
Nampally
Station Road,
Hyderabad-
500001
Rs. 14,000,000 Repayable on
Demand
1. PRIME: Hypothecation of Plant and
Machineries purchased and to be purchased
2. already mortgaged factory land and buildings
measuring 2.60 acres at plot no 275 and 278
survey no 254, 255, and 256 Pashamylaram,
Medak Dist AP measuring 2.60 acres in the name
of company
3. Prime cost of construction of first and second
floor on the existing ground floor of the factory
premises and ground 1st and 2nd floor on the
adm. building, stores, canteens mea. 17550 sq. ft
4. Collateral: Already mortgaged residential flat
measuring 1400 sq. yards. No 502, 502A door No
3-5-757 barkatpura, Hyd. belong to company
admeasuring 1400 sq ft.
5. Hypothecation of existing Plant and
Machinery. Extension of charge on the all the
properties of the company
8. The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad-
500001
Rs. 2,27,000 Repayable on
Demand
Hypothecation of new tata ace goods carrier
9. The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad-
500001
Charge ID No:
90116454
3,00,00,000 Repayable on
Demand
There is no change in the existing limits. Renewal
of existing limits of renewal of Rs. 300 lakhs od,
renewal of bg with existing 10.00 lakhs, renewal
of Rs. 5.00 lakhs bpc
10 The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad-
500001
Rs.10,00,000 Repayable on
Demand
1. Hypothecation of Plant, Machinery, Furniture
& Fixtures
2.Hypothecation of Stock of Raw Material, Semi
Finished & Finished Products, Packing Material
3. Hypothecation of Book Debts
4. Mortgage of Factory Land & Building IDA
Pashamilaram belonging to Company
5. Flat No.502, 502A, Palem Towers,
Barkathpura, Hyderabad belong to the Company.
11.
The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad-
500001
Rs. 1,60,00,000 Repayable on
Demand
Hypothecation. of plant and machinery
/equipments to be purchased valued at
Rs.46.42lakhs. already mortgaged by way of
deposit of title deeds in respect of factory land
and buildings measuring 2.60 acres at plot no
275 and 278 survey no 254 and 256 Pasamilaram
Medak district, where proposed civil
constructions to be done at an estimate of
Rs167.10 lakhs. already mortgaged by way of
DTD in respect of mortgaged of flat measuring
1400 sq. yards at No 502 and 502A Door no 3-5-
757, Barkatpur, Hyderabad
12. The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad
Rs.5,00,000 Repayable on
Demand
Temporary overdraft limits of Rs.10,00,000 has
been sanctioned which has been sanctioned with
overall limits enhanced from Rs. 30,00,000 to Rs.
60,00,000
13. United Bank
of India,
Hyderabad
Branch
Rs. 1,20,000 Repayable on
Demand
Hypothecation of Stock Raw Material working
process, Finished goods, Located at 5-9/3,
Maruthi Nagar, Hyderabad-35
14 The Karnataka
Bank Ltd,
Nampally
Station Road
Branch,
Nampally,
Hyderabad
Rs. 2,70,00,000 Repayable in 54
equal monthly
installments of
Rs. 5,00,000/-
each after an
initial holiday
period of 6
months.
Hypothecation of New Machinery to be
purchased with a total project cost of Rs. 360
lakhs and existing machinery with a WDV of Rs.
1605 lakhs.
EM of open plot No. 68/1 situated in Ameenpur
village, patancheru mandal.
EM of industrial site/factory premises situated at
malkapur village and G.P Choutuppal Mandal,
Nalgonda Dist.
Open plot no. 53 situated at silpa paradise,
Bachepally village.
Undivided share of land situated at
Mansoorabad, LB Nagar.
Land and building situated at Kukatpally.
Open plot No. 150 situated at Ameenpur village
Patancheru Mandal.
Open plot No. 69 situated at Ameenpur village &
G.P. Patancheru Mandal.
Open Plot no. 70 situated at Ameenpur village,
patancheru mandal.
C. Statutory and other information
1. Minimum subscription NA
2. Expenses of the issue giving separately fee payable to:
(a) Advisers. NA
(b) Registrars to the issue. NA
However the Company has RTA who is the common registry agent, Details of the RTA are:
M/s Karvy Computershare Private Ltd
Plot No. 17-24 Vithalrao Nagar, Madhapur, Hyderabad- 500081
(c) Managers to the issue. NA
(d) Trustees for the debentureholders. NA
3. Underwriting commission and brokerage NA
4. Previous issue for cash NA
5. Previous public or rights issue, if any: (during last five years)
(a) Date of allotment: NA
Closing date NA
Date of refunds: NA
Date of listing on the stock exchange: NA
(b) If the issue(s) at premium or discount and the amount thereof. NA
(c) The amount paid or payable by way of premium, if any, on each share which had been issued
within the two years preceding the date of the prospectus or is to be issued, stating the dates or
proposed dates of issue and, where some shares have been or are to be issued at a premium and
other shares of the same class at a lower premium, or at par or at a discount, the reasons for the
differentiation and how many premiums received have been or are to be disposed. NA
6. Commission or brokerage on previous issue. NA
7. Issue of shares otherwise than for cash. NA
8. Debentures and redeemable preference shares and other instruments issued by the company
outstanding as on the date of prospectus and terms of issue. NA
9. Option to subscribe. NA
10. Purchase of property:-
(i) As respects any property to which this clause applies-
(a) the names, addresses, descriptions and occupations of the vendors; NA
(b) the amount paid or payable in cash, shares or debentures to the vendor and, where there is
more than one separate vendor, or the company is a sub-purchaser, the amount so paid or payable
to each vendor, specifying separately the amount, if any, paid or payable for goodwill; NA
(c) the nature of the title or interest in such property acquired or to be acquired by the company;
NA
(d) short particulars of every transaction relating to the property completed within the two
preceding years, in which any vendor of the property to the company or any person who is, or was
at the time of the transaction, a promoter, or a director or proposed director of the company had
any interest, direct or indirect, specifying the date of the transaction and the name of such
promoter, director or proposed director and stating the amount payable by or to such vendor,
promoter, director or proposed director in respect of the transaction. NA
(ii) The property to which sub-clause (i) applies is a property purchased or acquired by the
company or proposed to be purchased or acquired, which is to be paid for wholly or partly out of
the proceeds of the issue offered for subscription by the prospectus or the purchase or acquisition
of which has not been completed at the date of issue of the prospectus, other than property- NA
(a) the contract for the purchase or acquisition whereof was entered into in the ordinary course of
the company's business, the contract not being made in contemplation of the issue nor the issue in
consequence of the contract; or
(b) as respects which the amount of the purchase money is not material. NA
(iii) For the purpose of this clause, where a vendor is a firm, the members of the firm shall not be
treated as separate vendors. NA
(iv) If the company proposes to acquire a business which has been carried on for less than three
years, the length of time during which the business has been carried on. NA
11. (i) Details of directors, proposed directors, whole-time directors, their remuneration,
appointment and remuneration of managing directors, interest of directors, their borrowing
powers and qualification shares.NA
Any amount or benefit paid or given within the two preceding years or intended to be paid or given
to any promoter or officer and consideration for payment of giving of the benefit. NA
(ii) The dates, parties to, and general nature of- NA
(a) every contract appointing or fixing the remuneration of a managing director manager whenever
entered into, that is to say, whether within or more than, two years before the date of the
prospectus; NA
(b) every other material contract, not being a contract entered into in the ordinary course of the
business carried on or intended to be carried on by the company or a contract entered into more
than two years before the date of the prospectus. NA
A reasonable time and place at which any such contract or a copy thereof may be inspected.
(iii) Full particulars of the nature and extent of the interest, if any, of every director or promoter-
(a) in the promotion of the company; or NA
(b) in any property acquired by the company within two years of the date of the prospectus or
proposed to be acquired by it. NA
Where the interest of such a director or promoter consists in being a member of a firm or company,
the nature and extent of the interest of the firm or company, with a statement of all sums paid or
agreed to be paid to him or to the firm or company in cash or shares or otherwise by any person
either to induce him to become, or to qualify him as, a director, or otherwise for services rendered
by him or by the firm or company, in connection with the promotion or formation of the company.
NA
The company was listed company on Madras Stock Exchange (now exited as Stock Exchange as per
SEBI Order)
12. Rights of members regarding voting, dividend, lien on shares and the process for modification of
such rights and forfeiture of shares. NA
13. Restrictions, if any, on transfer and transmission of shares/ debentures and on their
consolidation/ splitting. NA
In case of equity shares having a par value of Rs. 10/- per share, each Shareholder is eligible for one
vote per share. The dividend proposed by the Board of Directors is subject to the approval of
shareholders, except in case of interim dividend. In the event of liquidation, the equity shareholders
are eligible to receive the remaining assets of the Company, after distribution of all preferential
amounts, in proportion of their shareholding.
14. Revaluation of assets, if any (during last five years). NA
15. Material contracts and inspection of documents, e.g. The company was listed company on Madras
Stock Exchange (now exited as Stock Exchange as per SEBI Order)
A. Dates of and parties to all material contracts, agreements (including agreements for technical advice
and collaboration), concession and similar other documents (except those entered into in the ordinary
course of business carried on or intended to be carried on by the company) together with the brief
description of terms, subject matter and general nature of the documents. NA
B. Documents. NA
C. Time and place at which the contracts together with documents will be available for inspection
from the date of prospectus until the date of closing of the subscription list. NA
PART III
Provisions applying to Parts I and II of the Schedule N.A.
16. Every person shall, for the purpose of this Schedule, be deemed to be a vendor who has entered
into any contract, absolute or conditional, for the sale or purchase or for any option of purchase, of
any property to be acquired by the company, in any case where -
(a) the purchase money is not fully paid at the date of the issue of the prospectus;
(b) the purchase money is to be paid or satisfied, wholly or in part, out of the proceeds of the issue
offered for subscription by the prospectus;
(c) the contract depends for its validity or fulfillment on the result of that issue.
17. Where any property to be acquired by the company is to be taken on lease, this Schedule have
effect as if the expression "vendor" included the lessor, the expression "purchase money" included
the consideration for the lease, and the expression "sub-purchaser" included a sub-lessee.
18. If in the case of a company which has been carrying on business, or of a business which has been
carried on for less than five financial years, the accounts of the company or business have only been
made up in respect of four such years, three such years, two such years or one such year, Part II of
this Schedule shall have effect as if references to four financial years, three financial years, two
financial years or one financial years, as the case may be, were substituted for references to five
financial years.
19. Where the five financial years immediately preceding the issue of prospectus which are referred
to in Part II of this Schedule or in this part cover a period of less than five years, references to the
said five financial years in either Part shall have effect as if references to a number of financial years
the aggregate period covered by which is not less than five years immediately preceding the issue
of the prospectus were substituted for references to the five financial years aforesaid.
20. Any report required by Part II of this Schedule shall either -
(a) indicate by way of note any adjustments as respects the figures of any profits or losses or assets
and liabilities dealt with by the report which appear to the persons making the report necessary; or
(b) make those adjustments and indicate that adjustments have been made
21. Any report by accountants required by Part II of this Schedule -
(a) shall be made by accountants qualified under this Act for appointment as auditors of the
company; and
(b) shall not be made by any accountant who is an officer or servant, or a partner or in the
employment of an officer or servant, of the company or of the company’s subsidiary or holding
company or of a subsidiary of the company’s holding company.
For the purposes of this clause, the expression "officer" shall include a proposed director but not an
auditor.
22. Inspection of documents: Reasonable time and place at which copies of all balance sheets and
profit and loss accounts, if any, on which the report of the auditors is based, and material contracts
and other documents may be inspected.
Note: Term "year” wherever used herein earlier means financial year.
Declaration: That all the relevant provisions of the Companies Act, 1956, and the guidelines issued
by the Government have been complied with and no statement made in prospectus is contrary to
the provisions of Companies Act, 1956, and rules thereunder.
For Ortin Laboratories Limited
Place: Hyderabad S. Murali Krishna Murthy
Date: 17.08.2015 Managing Director
DIN: 00540632