We take pleasure in presenting the Annual Report and Audited Accounts
for the Year ended 31st March 2011 being 4th Annual Report after the
Companys shares were listed on 29th May, 2008.
PERFORMANCE HIGHLIGHTS :
(Rs. in Million)
Year ended March 31 2011 2010 Growth
Income
Sales and Services 158.1 47.4 233.5%
Other Income 0.9 14.7 (93.9%)
Expenditure
Total Operating Expenses 1,090.0 1,071.8 1.7%
(Loss) Before Interest, Depreciation
and Tax (931.0)(1,009.7) 7.8%
Less: Interest Paid (Net) 385.5 249.0 --
(Loss) Before Depreciation and Tax (1,316.5) (1,258.7) (4.6)
Less: Depreciation 113.3 106.2 6.7%
(Loss) Before Tax (1,429.8) (1,364.9) (4.8)
Less: Provision for Taxation
Deferred Tax -- (67.0) --
(Loss) For the Year (1,429.8)(1,297.9) (10.2)
(Loss) Balance brought forward
from previous year (3,323.5)(2,025.6) --
Net (Loss) (4,753.3)(3,323.5) (43.0)
Balance carried to Balance Sheet (4,753.3)(3,323.5) --
Earning/(Loss) Per Share (Basic/
Diluted) (Rs.) (Face value of Rs.
10/-each) (56.2) (51.0) --
DIVIDEND:
In view of the losses incurred by the Company, the Directors do not
recommend any dividend for the Financial Year ended 31st March 2011.
OPERATIONS REVIEW:
During the year, PLSL received initial milestone payment for P2202 from
Eil Lilly of Rs. 132.9 million; as a result sales for the year grew by
233.5% to Rs. 158.1 million. PLSL incurred Operating expenditure of Rs.
1,090.0 million as compared to Rs. 1,071.8 million in FY2010. Net
capital expenditure was Rs. 68.9 million in FY2011 where as Rs. 99.8
million in FY2010.
AUDITORS OBSERVATIONS:
The observations by the auditors at para no.10 of Annexure to the
Auditors Report are appropriately dealt with in note no.3 of Schedule
18 Notes to Financial Statements.
RESEARCH & DEVELOPMENT:
Details about our Research & Development (R&D) programme can be found
in our Management Discussion and Analysis (MDA) section.
INDUSTRY OUTLOOK:
The global pharmaceutical industry is going through a transformation at
every stage of drug development. Patent expiries of blockbuster drugs
in recent years, challenge by generic drug manufacturers and
diminishing success in new drug approvals along with high drug
development costs have raised a question on the flow of innovative
drugs for future. In recent years, more stringent regulatory
environment has created new and challenging hurdles for a new drug to
enter the market.
These factors have forced the drug companies to consider alternate
strategies. Companies are mending ways by shifting from fully
integrated pharmaceutical company model towards a network model of
fully integrated pharmaceutical network. The approach is to engage all
major stakeholders in the drug development process, melding core
competencies of each component to leverage capabilities, enhance
efficiency and improve output. This is evidenced by growing number of
partnerships and alliances in the pharmaceutical industry. The recent
trend in world economy has changed the focus of pharmaceutical
companies towards eastern countries like India which has necessary
infrastructure, skills and expertise.
INTERNAL CONTROL SYSTEM:
The Company has a sound internal control system, which ensures that all
assets are protected against loss from unauthorized use and all
transactions are recorded and reported correctly. The internal control
systems are further supplemented by internal audit carried out by an
independent firm of Chartered Accountants and periodical review by
management. The Audit Committee of the Board addresses issues raised by
both, the Internal Auditors and Statutory Auditors.
PROPOSED DE-MERGER OF THE COMPANYS NCE RESEARCH UNIT INTO PHL
Your Directors have approved the scheme for De-merger of the NCE
Research Unit of the Company into Piramal Healthcare Limited (PHL)
(De-merger Scheme). Under the proposed De-merger scheme, each
shareholder of the Company will be entitled to one fully paid up equity
share of Rs. 2/- of PHL for every four equity shares of Rs. 10/- each
held in the Company. All assets and Liabilities of the NCE Research
Unit will be transferred to PHL at book value. The Scheme also
contemplates utilizing the share premium account to adjust the debit
balance in the Profit & Loss account to the extent feasible.
The De-merger Scheme is subject to the consent of requisite majority of
shareholders and creditors of the Company and of PHL. The De-merger
Scheme is also subject to the sanction of the High Court of Judicature
at Bombay and all other regulatory approvals as may be necessary for
the implementation of the De-merger Scheme.
HUMAN RESOURCES:
Our people are the most important asset at Piramal Life Sciences
Limited (PLSL). We value their talent, integrity and dedication. PLSL
has been highly successful in attracting scientists trained abroad with
significant drug development experience in big pharmaceutical and
biotech companies. Dr. Somesh Sharma leads the team and has over 35
years experience in academia, biotech, and pharmaceutical industry, in
the US. Similarly, critical departments such as Medicinal Chemistry,
Pharmacology, Analytical Sciences, Clinical, Process Research,
Translational Research and more are led by scientists with decades of
drug development experience in multi-national corporations. Over 15% of
our scientists have been trained abroad and have global experience. As
on 31st March 2011, we had 362 employees focused on drug discovery and
development. The company continues to focus on its core values of
Knowledge, Action and Care and these are reflected in the action and
behavior of our employees.
Human Resources Highlights
Strengthening The Development Departments:
In our quest to develop a strong clinical pipeline, the emphasis has
been towards strengthening the development departments like Clinical,
Toxicology, Translational Research. We have brought in expertise in the
areas of clinical and translational activities, to further strengthen
our inhouse capabilities.
Developing Campus Relationship And Structured Training Programs:
In order to nurture home-bred scientific talent, whocould be potential
future employees, PLSL has developed a relationship with several
scientific institutes of repute in India. The scientific student
community vies for a training opportunity at PLSL. The best talent is
picked up for available training/employment opportunities. PLSL has
also been providing training to students from several renowned
international universities of repute, who apply and wish to train at
our world class R&D facility.
Collaborative Projects Under Public-Private Partnership:
PLSL is involved in projects along with government bodies such as
Department of Biotechnology (DBT), Government of India. Many young
scientists are receiving scientific and project management training and
experience through this initiative.
Opportunities For Development Including Further Studies:
People Development is an important agenda for the organization.
Employees wishing to pursue further studies in related fields/
discipline are encouraged to do so. PLSL has tied up with Mumbai
University and Vellore Institute of Technology and offers in- house
Ph.D programs. To improve knowledge and skills, employees are sponsored
for international conferences and seminars. Employees are also
encouraged to present their work in scientific conferences and publish
their work in peer reviewed journals.
Awards and Recognition:
The Company has initiated a formal Reward and Recognition program.
Teams or individuals with exceptional contribution are felicitated by
means of cash award and certificates.
Any shareholder interested in obtaining a copy of the statement of
particulars of employees referred to in section 217(2A) of the
Companies Act 1956, may write to the Company Secretary at the
registered office of the Company. The statement is also available for
inspection by the members on any working day (except Saturday) upto one
day prior to the date of the meeting at the registered office of the
Company between 10.00 a.m. to 5.00 p.m.
Stock Options disclosures pursuant to the applicable requirements of
the Securities and Exchange Board of India (Employee Stock Option
Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are given
in the Annexure to the Report. The Company has received a certificate
from the Companys Auditors that the Piramal Life Sciences
Limited-Employee Stock Options Scheme has been implemented in
accordance with the said Guidelines and the resolution passed by the
shareholders. The Certificate would be placed at the Annual General
Meeting for inspection by members.
DIRECTORS RESPONSIBILITY STATEMENT:
As required under section 217(2AA) of the Companies Act, 1956 we hereby
state:
a) that in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures, if any;
b) that the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31 March 2011 and its loss for the year
ended on that date;
c) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act, for safeguarding the assets of the Company and
forpreventing and detecting fraud and other irregularities.
d) that the Directors have prepared the annual accounts on a going
concern basis.
GROUP:
As per the intimations from the Promoters, the names of the Promoters
and the entities comprising group as defined in the Monopolies and
Restrictive Trade Practices Act,1969 (MRTP) are given for the purpose
of SEBI (Substantial Acquisitions of Shares and Takeovers) Regulations,
1997 in the Annexure to this Report.
DIRECTORS:
Prof. Goverdhan Mehta and Sir Ravinder Maini retire by rotation at the
ensuing Annual General Meeting and are eligible for re- appointment
which the Board recommends.
Dr. Somesh Sharma was appointed as Managing Director for a period of 2
years with effect from 9th May, 2010, subject to requisite approvals
from Central Government which has been received vide its letter dated
12th May, 2011.
CORPORATE GOVERNANCE:
The Company has complied with the applicable provisions of Corporate
Governance under Clause 49 of the Listing Agreement with the Stock
Exchanges. A separate report on Corporate Governance compliance is
included as a part of the Annual Report alongwith the Certificate from
Mr. N.L. Bhatia, Practicing Company Secretary.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION :
Particulars required under Section 217 (1) (e) of the Companies Act,
1956 read with Rule 2 of the Companies (Disclosure of Particulars in
the Report of Board of Directors) Rules, 1988 are given in the Annexure
to this Report.
AUDITORS:
Shareholders are requested to appoint the Auditors. Messrs. Price
Waterhouse & Co., Mumbai retire as Auditors of the Company at the
ensuing Annual General Meeting and are eligible for reappointment.
ACKNOWLEDGEMENTS:
We take this opportunity to thank the employees for their dedicated
service and contribution to the Company. We also thank our bankers,
business associates and shareholders for their support towards conduct
of operations of the Company.
By Order of the Board
Ajay G. Piramal
Chairman
Mumbai: 21st June, 2011
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