The Directors take pleasure in presenting the Nineteenth Annual Report
and Audited Accounts for the year ended March 31,2011.
(Rs. in million except dividend
per share and book value)
Year ended Year ended
March 31, 2011 March 31, 2010
Total Income 32989 26084
Profit aftertax 13838 8987
Dividend on Equity Shares 3625 2848
Corporate Dividend tax 588 473
Transferto General Reserve 5000 3000
Amount of dividend per equity share
ofRs.1/- each (Previous year per equity 3.5 1375
share ofRs. 5/-each)
Book value per equity share ofRs.1/-
each(Previous year per equity share 65 276
Your Directors are pleased to recommend an equity dividend of Rs. 3.50
per equity share of face value Rs. 1/-each (previous year Rs. 13.75 per
equity share of face value Rs. 5/-each) for the year ended March 31,2011.
Split of Equity Shares
As approved by the Shareholders of the Company by way of postal ballot
conducted during November, 2010, the results of which were announced on
November 12,2010, the Equity Shares of Rs. 5/- each of the Company were
sub- divided into 5 Equity Shares ofRs. 1/-each during the year under
Management Discussion and Analysis
The management discussion and analysis on the operations of the Company
is provided in a separate section and forms part of this report.
Human Resource development continues to be a key focus area at Sun
Pharma and your Company takes great pride in the commitment, competence
and vigor shown by its workforce in all realms of business. You have a
dedicated team of over 11200 employees at various locations across our
corporate office, various R&D Centers & 19 plant locations (including
associate companies) spread across three continents.The Company
continues to take new initiatives to further align its HR policies to
meet the growing needs of its business. A transparent work culture,
quality of work and supportive environment induces discretionary
behavior among employees which gives them the opportunity to personally
succeed in a way that leads to collective organizational success. Your
Directors truly appreciate the efforts and contribution by Team Sun
Pharma for maintaining and further accelerating the growth pace.
Information as per Section 217(2A) of the Companies Act, 1956, read
with the Companies (Particulars of Employees) Rules, 1975 as amended,
is available at the registered office of your Company. However, as per
the provisions of Section 219(1 )(b)(iv) of the said Act, the Report
and Accounts are being sent to all shareholders of the Company and
others entitled thereto excluding the aforesaid information. Any
shareholder interested in obtaining a copy of this statement may write
to the Company Secretary/Compliance Officer at the Corporate Office or
Registered Office address of the Company.
Information on Conservation of Energy, Technology Absorption, Foreign
Exchange Earning and Outgo.
The additional information relating to energy conservation, technology
absorption, foreign exchange earning and outgo, pursuant to Section
217(1) (e) of the Companies Act 1956 read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors)
Rules, 1988, is given in Annexure and forms part of this Report.
Report on Corporate Governance and Certificate of the auditors of your
Company regarding compliance of the conditions of Corporate Governance
as stipulated in Clause 49 of the listing agreement with stock
exchanges, are annexed.
In accordance with the requirements of Accounting Standard AS-21
prescribed by the Institute of Chartered Accountants of India, the
Consolidated Accounts of the Company and its subsidiaries is annexed to
The Ministry of Corporate Affairs, Government of India, New Delhi has
issued direction under Section 212(8) of the Companies Act, 1956 vide
genera circular No.2/2011 dated February 8, 2011 and in accordance with
the same, the Balance Sheet, the Profit and Loss Account and other
documents of the subsidiary companies are not being attached with the
Balance Sheet of the Company.The information relating to each
subsidiary including subsidiaries of subsidiaries, as required by the
aforesaid circular, is disclosed in the Annual Report. The Company will
make available the Annual Accounts of the subsidiary companies and the
related detailed information to any member of the Company and its
subsidiaries who may be interested in obtaining the same.The annual
accounts of the subsidiary companies will also be kept open for
inspection by any investor at the Registered Office & Corporate / Head
Office of the Company and that of the respective subsidiary companies.
The Consolidated Financial Statements presented by the Company include
financial results of its subsidiary companies also.
CRISIL continued to reaffirm its highest rating of AAA/Stable and
P1 , for your Company''s Banking Facilities throughout the year
enabling your Company to avail facilities from banks at attractive
rates. The Company does not offer any Fixed Deposit scheme.
Corporate Social Responsibility
At the close of a relatively event-free, disaster-free year, your
Company persisted with participation in activities at the local,
grassroots level across health and education. In the past, support has
been offered towards disaster relief as well as participation in the
facilitation of civic utilities around the plants/research centers.
Your Company remains interested in these contributions.
Shri Dilip S. Shanghvi, Shri Sailesh T. Desai and Shri S.Mohanchand
Dadha retire by rotation and being eligible offer themselves for
Directors'' Responsibility Statement
Pursuant to the requirement under Section 217(2AA) of the Companies
Act, 1956, with respect to Directors'' Responsibility Statement, it is
(i) that in the preparation of the annual accounts for the financia
year ended March 31, 2011, the applicable accounting standards have
been followed along with proper explanation relating to material
(ii) that the Directors have selected appropriate accounting policies
and applied them consistently and made judgements and estimates that
were reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and on
the profit of the Company for the year under review;
(iii) that the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
(iv) that the Directors have prepared the annual accounts for the
financial year ended March 31,2011 on a ''going concern'' basis.
Your Company''s auditors, M/s. Deloitte Haskins & Sells, Chartered
Accountants, Mumbai, retire at the conclusion of the forthcoming Annual
Genera Meeting. Your Company has received a letter from them to the
effect that their re-appointment, if made, will be in accordance with
the provisions of Section 224(1-B) of the Companies Act, 1956.
The Company has appointed Messrs. Kailash Sankhlecha & Associates,
Cost Accountants, Vadodara as Cost Auditors of our Company for
conducting Cost Audit in respect of Bulk Drugs & Formulations of your
Company for the year ended March 31, 2011.
Your Directors wish to thank all stakeholders and business partners,
your Company''s bankers, financia institutions, medical profession and
business associates for their continued support and valuable
co-operation. The Directors also wish to express their gratitude to
investors for the faith that they continue to repose in the Company.
For and on behalf of the
Board of Directors
Dilip S. Shanghvi
Chairman & Managing Director
May 28, 2011