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Auditors’ Report<br />

Auditors’ report to the Board of Directors of <strong>Glenmark</strong> Pharmaceuticals Limited on the Consolidated Financial Statements of <strong>Glenmark</strong><br />

Pharmaceuticals Limited<br />

1. We have audited the attached consolidated balance sheet of <strong>Glenmark</strong> Pharmaceuticals Limited (the “Company”) and its subsidiaries<br />

and its jointly controlled entity; hereinafter referred to as the “Group” (refer Note 1 on Schedule 21 to the attached consolidated<br />

financial statements) as at 31st March, 2010, the related consolidated Profit and Loss Account and the consolidated Cash Flow<br />

Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These consolidated<br />

financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these<br />

financial statements based on our audit.<br />

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan<br />

and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An<br />

audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also<br />

includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall<br />

financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.<br />

3. We did not audit the financial statements of thirty three subsidiaries and one jointly controlled entity included in the consolidated<br />

financial statements, which constitute total assets of Rs. 10,603,282 (‘000) and net assets of Rs. 5,254,257 (‘000) as at 31st March,<br />

2010, total revenue of Rs. 16,886,790 (‘000), net profit of Rs. 2,076,632 (’000) and net cash flows amounting to Rs. 436,382 (‘000) for<br />

the year then ended. These financial statements and other financial information have been audited by other auditors whose reports<br />

have been furnished to us, and our opinion on the consolidated financial statements to the extent they have been derived from such<br />

financial statements is based solely on the report of such other auditors.<br />

4. We report that the consolidated financial statements have been prepared by the Company’s Management in accordance with the<br />

requirements of Accounting Standard (AS) 21 - Consolidated Financial Statements and Accounting Standard (AS) 27 - Financial<br />

Reporting of Interests in Joint Ventures notified under sub-section 3C of Section 211 of the Companies Act, 1956.<br />

5. Based on our audit and on consideration of reports of other auditors on separate financial statements and on the other financial<br />

information of the components of the Group as referred to above, and to the best of our information and according to the<br />

explanations given to us, in our opinion, the attached consolidated financial statements give a true and fair view in conformity with<br />

the accounting principles generally accepted in India:<br />

(a) in the case of the consolidated Balance Sheet, of the state of affairs of the Group as at 31st March, 2010;<br />

(b)<br />

(c)<br />

in the case of the consolidated Profit and Loss Account, of the profit of the Group for the year ended on that date; and<br />

in the case of the consolidated Cash Flow Statement, of the cash flows of the Group for the year ended on that date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

Partha Ghosh<br />

Partner<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

ANNUAL REPORT 2009-2010 31


Consolidated Balance Sheet<br />

Schedules<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

I. SOURCES OF FUNDS<br />

1. SHAREHOLDERS' FUNDS<br />

a) Capital 1 269,838 250,520<br />

b) Reserves and Surplus 2 23,282,495 15,731,044<br />

23,552,333 15,981,564<br />

2. MINORITY INTEREST 130,075 31,552<br />

3. LOAN FUNDS<br />

a) Secured Loans 3 2,414,139 3,826,548<br />

b) Unsecured Loans 4 16,279,767 17,116,917<br />

18,693,906 20,943,465<br />

4. DEFERRED TAX LIABILITY 5 1,275,009 1,054,748<br />

TOTAL 43,651,323 38,011,329<br />

II. APPLICATION OF FUNDS<br />

1. FIXED ASSETS 6<br />

a) Gross Block 21,755,428 18,385,786<br />

b) Less: Depreciation 3,882,342 2,723,341<br />

c) Net Block 17,873,086 15,662,445<br />

d) Capital Work-in-progress 6,007,692 5,454,080<br />

23,880,778 21,116,525<br />

2. INVESTMENTS 7 181,229 181,229<br />

3. DEFERRED TAX ASSET 8 564,860 485,489<br />

4. CURRENT ASSETS, LOANS AND ADVANCES<br />

a) Inventories 9 7,084,591 6,302,253<br />

b) Sundry Debtors 10 10,782,779 9,553,428<br />

c) Cash and Bank Balances 11 1,070,200 714,823<br />

d) Loans and Advances 12 5,273,096 4,220,877<br />

24,210,666 20,791,381<br />

LESS: CURRENT LIABILITIES AND PROVISIONS<br />

a) Current Liabilities 13 4,986,466 4,398,904<br />

b) Provisions 14 199,744 164,391<br />

5,186,210 4,563,295<br />

NET CURRENT ASSETS 19,024,456 16,228,086<br />

TOTAL 43,651,323 38,011,329<br />

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 21<br />

Schedules referred to above and notes attached thereto form an integral part of the<br />

Consolidated Balance Sheet.<br />

This is the Consolidated Balance Sheet referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

32 GLENMARK PHARMACEUTICALS LIMITED


Consolidated Profit and Loss Account<br />

Schedules<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

INCOME<br />

Sales & Operating Income 15 25,006,466 21,160,332<br />

Other income 16 489,635 1,740,116<br />

25,496,101 22,900,448<br />

EXPENDITURE<br />

Cost of Sales 17 10,193,390 8,750,997<br />

Selling and Operating Expenses 18 7,844,662 6,976,794<br />

Depreciation/Amortisation 6 1,206,104 1,026,827<br />

Interest (net) 19 1,640,213 1,404,766<br />

Research and Development Expenses 20 772,758 882,703<br />

21,657,127 19,042,087<br />

Profit before Tax and Exceptional items 3,838,974 3,858,361<br />

Exceptional Item - 1,169,548<br />

PROFIT BEFORE TAX 3,838,974 2,688,813<br />

Provision for Taxation<br />

- Current Year [includes wealth tax provision Rs. 200 (2009 - Rs. 288)] 914,730 651,299<br />

- Mat Credit (Entitlement)/Utilisation (520,504) 395,278<br />

- Deferred Tax 137,071 (383,148)<br />

- Fringe Benefit Tax - 81,373<br />

- Prior Period Tax (2,639) 9,282<br />

NET PROFIT AFTER TAX BEFORE MINORITY INTEREST 3,310,316 1,934,729<br />

Share of (profit)/loss transfer to Minority (65,608) (18,092)<br />

NET PROFIT AFTER TAX & MINORITY INTEREST 3,244,708 1,916,637<br />

Balance Profit Brought Forward 11,215,453 10,276,665<br />

NET PROFIT AVAILABLE FOR APPROPRIATION 14,460,161 12,193,302<br />

Proposed Dividend on Equity Shares 107,935 100,208<br />

Tax on Proposed Dividend on Equity Shares 17,927 17,030<br />

Residual Dividend and Dividend Tax 163 -<br />

Transfer to Foreign Currency Monetary Item Translation Difference Account - 366,121<br />

Transfer to General Reserve 128,463 494,490<br />

BALANCE CARRIED TO BALANCE SHEET 14,205,673 11,215,453<br />

Earnings Per Share (Rs.) [Refer Note 5 of Schedule 21]<br />

Basic 12.4 7.7<br />

Diluted 12.4 7.5<br />

Face Value per Share 1.0 1.0<br />

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 21<br />

Schedules referred to above and notes attached thereto form an integral part of the<br />

Consolidated Profit and Loss Account.<br />

This is the Consolidated Profit and Loss Account referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 33


Consolidated Cash lo State ent<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

A. CASH FLOW FROM OPERATING ACTIVITIES:<br />

Net Profit before tax 3,838,974 2,688,813<br />

Adjustments for:<br />

Depreciation 1,206,104 1,026,827<br />

Interest Expense 1,655,035 1,457,208<br />

Interest Income (14,822) (52,442)<br />

Income from Investment - Dividends (75) (38)<br />

(Profit)/Loss on Fixed Assets sold 8,413 518<br />

Bad Debts written off - 5,729<br />

Provision for Bad & Doubtful Debts 32,932 54,181<br />

Provision for Doubtful Advances (700) -<br />

Provision for Gratuity & Leave Encashment 47,838 53,414<br />

Unrealised foreign exchange (gain)/loss (282,149) 196,081<br />

Operating Profit Before Working Capital Changes 6,491,550 5,430,291<br />

Adjustments for changes in Working Capital:<br />

- (Increase) in Sundry Debtors (1,168,169) (1,580,108)<br />

- (Increase) in Other Receivables (571,227) (1,215,386)<br />

- (Increase) in Inventories (782,338) (2,294,862)<br />

- Increase in Trade and Other Payables 428,159 1,213,717<br />

Cash Generated from Operations 4,397,975 1,553,652<br />

- Taxes (Paid) (873,954) (1,394,571)<br />

Net Cash from Operating Activities 3,524,021 159,081<br />

B. CASH FLOW FROM INVESTING ACTIVITIES:<br />

Purchase of Fixed Assets (3,404,395) (7,662,729)<br />

Capital Work-in-Progress (553,612) (2,081,793)<br />

Proceeds from Sale of Fixed Assets 73,984 183,496<br />

Proceeds/(Payment) for Sale/Purchase of Investments - 6,942<br />

Interest Received 14,822 52,442<br />

Dividend Received 75 38<br />

Net Cash used in Investing Activities (3,869,126) (9,501,604)<br />

34 GLENMARK PHARMACEUTICALS LIMITED


Consolidated Cash lo State ent<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

C. CASH FLOW FROM FINANCING ACTIVITIES:<br />

Proceeds from Fresh Issue of<br />

Share Capital (including Securities Premium) 4,142,780 350,586<br />

Net Assets financed by Minority Shareholders 32,915 (1,336)<br />

Exchange Fluctuation Reserves 16,015 (254,409)<br />

Proceeds/(Payment) of Long Term Borrowings 6,639,196 164,905<br />

Proceed from Short Term Borrowings (5,250,473) 8,059,154<br />

Proceeds from Working Capital Facilities movement (2,713,047) 1,614,427<br />

Redemption of FCCB (279,960) -<br />

FCCB Premium paid on redemption including TDS (105,288) -<br />

Interest Paid (1,663,660) (1,441,050)<br />

Dividend Paid (100,966) -<br />

Dividend Tax Paid (17,030) -<br />

Net Cash from Financing Activities 700,482 8,492,277<br />

Net Increase/(Decrease) in Cash and Cash Equivalents 355,377 (850,246)<br />

Cash and Cash Equivalents as at 31st March, 2009 714,823 1,565,069<br />

Cash and Cash Equivalents as at 31st March, 2010 1,070,200 714,823<br />

Cash and Cash Equivalents Comprise:<br />

Cash 3,839 6,123<br />

Deposits with Scheduled Banks 31,214 51,126<br />

Deposits with Non-Scheduled Banks 2,829 126<br />

Balance with Scheduled Banks 145,815 92,669<br />

Balance with Non-Scheduled Banks 886,503 564,779<br />

1,070,200 714,823<br />

Notes:<br />

1. The Cash Flow Statement has been prepared under the "Indirect Method" as set out in Accounting Standard - 3 on Cash Flow<br />

Statements issued by the Institute of Chartered Accountants of India.<br />

2. Cash and Cash Equivalents includes Rs. 3,122 which are not available for use by the Company. (Refer Schedule 13 to the Consolidated<br />

Financial Statements)<br />

3. Figures in bracket indicate Cash outgo.<br />

This is the Consolidated Cash Flow Statement referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 35


Schedules annexed to and forming part of the Consolidated Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

1. CAPITAL<br />

Authorised<br />

350,000,000 (2009 – 350,000,000) Equity Shares of Re. 1 each 350,000 350,000<br />

4,000,000 (2009 – 4,000,000) Cumulative Redeemable Non-Convertible<br />

Preference Shares of Rs. 100 each 400,000 400,000<br />

Issued, Subscribed and Paid-up<br />

269,837,553 (2009 – 250,519,758) Equity Shares of Re. 1 each 269,838 250,520<br />

TOTAL 269,838 250,520<br />

Notes:<br />

1. During the year ended 31st March, 2010 the Company, pursuant to Employee Stock Option Scheme 2003, has granted 236,500<br />

(2009 - 2,305,500) options at market price as defined in SEBI (ESOS) Guidelines and cancelled 601,100 (2009 - 1,697,500) options.<br />

2. During the year 604,860 (2009 - 500,300) options were converted into Equity Shares under the Employee Stock Option Scheme,<br />

2003. As at 31st March, 2010 2,633,500 options were outstanding under Employee Stock Option Scheme 2003. On exercise of the<br />

options so granted under Employee Stock Option Scheme 2003, the paid up Equity Share Capital of the Company will increase by a<br />

like number of shares.<br />

3. During the year, Nil (2009 - 7,500) Zero Coupon Foreign Currency Convertible Bonds (FCCB) of USD 1,000 each aggregating USD Nil<br />

(2009 - USD 7.5 million) were converted into Nil (2009 - 1,293,706) equity shares of Re. 1 each. As at 31st March, 2010, FCC Bonds<br />

amounting to USD 30 million were outstanding.<br />

4. On 18th September, 2009 the Company allotted 18,712,935 Equity Shares of Re. 1 each at a premium of Rs. 220/- per share to Qualified<br />

Institutional Buyers pursuant to chapter VIII of the Securities Exchange Board of India (Issue of Capital and Disclosure Requirement)<br />

Regulation 2009.<br />

5. Of the above 158,371,140 (2009 - 158,371,140) Equity Shares of Re. 1 each are allotted as fully paid-up Bonus Shares by Capitalisation<br />

of Reserves.<br />

36 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

2. RESERVES AND SURPLUS<br />

Securities Premium Account<br />

Balance at the beginning of the year 3,184,454 2,896,843<br />

Add: Premium on Issue of Shares pursuant to Conversion of ESOP 36,659 22,636<br />

Add: Premium on Issue of Shares to Qualified Institutional Buyers 4,116,846 -<br />

Less: Issue expenses on issue of shares to QIBs 65,829 -<br />

Add: Premium on Issue of Shares pursuant to Conversion of FCC Bonds - 326,156<br />

Add: Writeback of redemption premium for FCC Bonds converted during the year - 66,115<br />

Less: Redemption premium of FCC Bonds outstanding at year end 149,623 127,296<br />

Add: Tax impact on FCCB redemption premium 35,787 -<br />

Closing Balance 7,158,294 3,184,454<br />

General Reserve<br />

Balance at the beginning of the year 1,494,336 1,487,026<br />

Add: Transferred from Profit & Loss Account 128,463 494,490<br />

Add: Transfer to Fixed assets (Refer Note 11 of Schedule 21) - 3,915<br />

Less: Transfer from Foreign Currency Monetary Item Translation Difference Account<br />

(Refer Note 11 of Schedule 21) - 491,095<br />

Closing Balance 1,622,799 1,494,336<br />

Foreign Currency Monetary Item Translation Difference Account<br />

Balance at the beginning of the year (178,259) -<br />

Addition/(Reduction) during the year 645,275 (289,670)<br />

Amortisation of Foreign Currency Monetary Item Translation Difference (202,362) 111,411<br />

Closing Balance 264,654 (178,259)<br />

Capital Redemption Reserve 200,000 200,000<br />

Capital Reserve 1,000 1,000<br />

Exchange Fluctuation Reserves<br />

Balance at the beginning of the year (185,940) 68,469<br />

Addition/(Reduction) during the year 16,015 (254,409)<br />

Closing Balance (169,925) (185,940)<br />

Profit and Loss Account Balance 14,205,673 11,215,453<br />

TOTAL 23,282,495 15,731,044<br />

3. SECURED LOANS<br />

From Banks<br />

Note<br />

Term Loan 1 2,266,286 873,080<br />

Working Capital Facilities 2 147,853 2,860,900<br />

Other Loans 3 - 92,568<br />

TOTAL 2,414,139 3,826,548<br />

Notes:<br />

1. Term loan is secured by way of exclusive charge as the case may be, at certain locations, on Company's fixed assets both present and<br />

future.<br />

2. Working Capital Facilities is secured by hypothecation of Stocks of raw materials, packing materials, finished goods, work-in-process,<br />

receivables and equitable mortgage on fixed assets at the manufacturing facility at Nasik and Research and Development centre at<br />

Sinnar, Nasik.<br />

3. Other Loans are secured by way of Hypothecation of certain Premises, Equipment and Vehicles.<br />

ANNUAL REPORT 2009-2010 37


Schedules annexed to and forming part of the Consolidated Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

4. UNSECURED LOANS<br />

Short Term Loan from Banks 4,100,431 9,358,889<br />

Other Loans from Banks 10,771,319 5,876,916<br />

Foreign Currency Convertible Bonds (due within one year) [Refer Note 6 of Schedule 21] 1,354,200 1,835,280<br />

Security Deposit 53,817 45,832<br />

TOTAL 16,279,767 17,116,917<br />

5. DEFERRED TAX LIABILITY [Refer Note 2(xi) of Schedule 21]<br />

Depreciation 1,158,540 880,151<br />

Foreign Currency Long Term Loans and Others 17,809 174,597<br />

Others 98,660 -<br />

TOTAL 1,275,009 1,054,748<br />

6. FIXED ASSETS [Refer Note 2(ii), 2(iii), 2(iv), 2(v)(b) and 2(xii) of Schedule 21]<br />

GROSS BLOCK DEPRECIATION / AMORTISATION NET BLOCK<br />

Rs. in (‘000s)<br />

As on<br />

31st March,<br />

2009<br />

Acquisition<br />

during the<br />

year<br />

Additions<br />

during the<br />

year<br />

Consolidation<br />

Adjustment<br />

Deduction<br />

As on<br />

31st March,<br />

2010<br />

As on Acquisition<br />

31st March,<br />

2009<br />

For the<br />

year<br />

Consolidation<br />

Adjustment<br />

On<br />

Deduction<br />

As on<br />

31st March,<br />

2010<br />

As on<br />

31st March,<br />

2010<br />

As on<br />

31st March,<br />

2009<br />

Tangible assets<br />

Freehold Land 52,067 - 11,737 (2,391) - 61,413 - - - - - - 61,413 52,067<br />

Leasehold Land 203,208 - 162,692 (6,008) (54,400) 305,492 20,189 - 9,742 (2,364) (1,098) 26,469 279,023 183,019<br />

Factory Buildings 2,194,377 - 648,971 68,995 - 2,912,343 182,621 - 73,164 (5,611) - 250,174 2,662,169 2,011,756<br />

Other Buildings and<br />

Premises<br />

883,441 - 75,808 41,007 (1,872) 998,384 98,875 - 41,155 (5,604) (64) 134,362 864,022 784,566<br />

Plant and Machinery 2,156,556 - 147,799 127,232 (1,661) 2,429,926 143,259 - 63,925 2,655 (46) 209,793 2,220,133 2,013,297<br />

Furniture and<br />

Fixtures<br />

602,068 - 68,158 17,386 (262) 687,350 173,824 - 53,804 (806) (9) 226,813 460,537 428,244<br />

Equipments 3,002,184 - 615,669 161 (4,776) 3,613,238 681,241 - 315,893 (15,421) (3,189) 978,524 2,634,714 2,320,943<br />

Vehicles 110,284 - 25,688 (1,835) (14,315) 119,822 47,380 - 18,632 (1,709) (7,886) 56,417 63,405 62,904<br />

Intangible assets<br />

Goodwill 800,586 - 116,703 26,084 - 943,373 236,803 - 35,588 10,409 - 282,800 660,573 563,783<br />

Computer software 480,743 - 85,001 41,236 (16,558) 590,422 103,936 - 42,039 2,981 (152) 148,804 441,618 376,807<br />

Brands 7,900,272 - 1,677,821 (482,566) (1,862) 9,093,665 1,035,213 - 552,162 (19,189) - 1,568,186 7,525,479 6,865,059<br />

TOTAL 18,385,786 - 3,636,047 (170,699) (95,706) 21,755,428 2,723,341 - 1,206,104 (34,659) (12,444) 3,882,342 17,873,086 15,662,445<br />

Previous Year 11,241,021 - 9,327,763 521,104 (2,704,102) 18,385,786 2,055,881 - 1,026,827 81,670 (441,037) 2,723,341<br />

Capital Work-in-progress 6,007,692 5,454,080<br />

Notes:<br />

1. Equipment and Other Premises include assets aggregating Rs. 162,435 (2009 – Rs. 26,539) [net book value as at 31st March, 2010 – Rs. 71,844 (2009 – Rs. Nil)], and Rs. 132,422 (2009 – Rs. 81,438) [net book value as<br />

at 31st March, 2010 – Rs. 64,012 (2009 – Rs. 31,065)] respectively, which have been acquired on finance lease.<br />

2. Addition to assets include Rs. 7,499 (2009 - Rs. 5,400) being borrowing costs.<br />

38 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

7. INVESTMENTS [Refer Note 2(vi) of Schedule 21]<br />

LONG TERM INVESTMENTS - At Cost - fully paid<br />

Quoted - non-trade<br />

Equity shares<br />

9,000 (2009 – 9,000) Bank of India of Rs. 10 each [Market Value Rs. 3,067 (2009 – Rs. 1,979)] 405 405<br />

1,209 (2009 – 1,209) IDBI Bank Limited of Rs. 10 each [Market Value Rs. 139 (2009 – Rs. 55)] 34 34<br />

439 439<br />

Investment in Government Securities<br />

National Savings Certificate - Sixth Issue 22 22<br />

National Savings Certificate - Eighth Issue 10 10<br />

Unquoted - non-trade<br />

1 (2009 – 1) Time Share of Dalmia Resorts Limited 20 20<br />

1 (2009 – 1) Equity Share of Esquados 340,000 of <strong>Glenmark</strong> Pharmaceutica Limitada.,<br />

Lisbon (Portugal) 48 48<br />

213,032 (2009 - 213,032) Equity Shares of Bharuch Eco-Aqua Infrastructure Limited of<br />

Rs. 10 each, fully paid-up 2,130 2,130<br />

1,350,000 (2009 - 1,350,000) 7% cumulative preference shares of Rs. 100 each fully<br />

paid-up of Marksans Pharma Ltd. 135,000 135,000<br />

Investment with Napo Pharmaceuticals Inc.<br />

[1,176,471 (2009 - 1,176,471) Preferred shares of USD 0.85 each] 43,560 43,560<br />

180,790 180,790<br />

TOTAL 181,229 181,229<br />

Aggregate book value of Investments<br />

- Quoted [Market value Rs. 3,206 (2009 - Rs. 2,034)] 439 439<br />

- Unquoted 180,790 180,790<br />

TOTAL 181,229 181,229<br />

8. DEFERRED TAX ASSET [Refer Note 2(xi) of Schedule 21]<br />

Provision for Bad Debts and Doubtful Advances 79,968 69,784<br />

Unabsorbed Losses and Depreciation 421,839 307,669<br />

Others 63,053 108,036<br />

TOTAL 564,860 485,489<br />

9. INVENTORIES [Refer Note 2(vii) of Schedule 21]<br />

(As certified by the management)<br />

Raw Materials 1,588,410 1,187,623<br />

Packing Materials 344,867 259,356<br />

Work-in-Process 1,143,752 951,568<br />

Stores and Spares 49,811 45,235<br />

Finished Goods 3,957,751 3,858,471<br />

TOTAL 7,084,591 6,302,253<br />

10. SUNDRY DEBTORS<br />

Outstanding for more than six months<br />

Secured, considered good 98,460 -<br />

Unsecured, considered good 3,541,547 1,524,610<br />

Unsecured, considered doubtful 234,927 191,959<br />

3,874,934 1,716,569<br />

Less: Provision for doubtful debts 234,927 191,959<br />

3,640,007 1,524,610<br />

Other debts -<br />

Secured, considered good 41,275 2,543<br />

Unsecured, considered good 7,101,497 8,026,275<br />

7,142,772 8,028,818<br />

TOTAL 10,782,779 9,553,428<br />

ANNUAL REPORT 2009-2010 39


Schedules annexed to and forming part of the Consolidated Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

11. CASH AND BANK BALANCES<br />

Cash in hand 3,839 6,123<br />

Balances with Scheduled Banks<br />

- Current Accounts 122,659 92,593<br />

- Margin Money Account 31,214 51,126<br />

- EEFC Account 23,156 76<br />

Balances with Non-Scheduled Banks<br />

- Current Accounts 886,503 564,779<br />

- Deposit Accounts 2,829 126<br />

TOTAL 1,070,200 714,823<br />

The balances in the margin money accounts are given as security against guarantees<br />

issued by banks on behalf of the Company.<br />

12. LOANS AND ADVANCES (unsecured, considered good unless otherwise stated)<br />

Advances recoverable in cash or kind or for value to be received<br />

Considered good 2,439,132 1,767,369<br />

Considered doubtful 29,100 29,800<br />

2,468,232 1,797,169<br />

Less: Provision for Doubtful advances (29,100) (29,800)<br />

2,439,132 1,767,369<br />

Advance to Vendors 773,046 772,069<br />

Advance tax (net of provision) 491,526 531,737<br />

MAT Credit Entitlement 685,253 164,749<br />

Balance with Excise Authorities 702,579 800,335<br />

Deposits 181,560 184,618<br />

TOTAL 5,273,096 4,220,877<br />

13. CURRENT LIABILITIES<br />

Acceptances 821,134 -<br />

Sundry Creditors<br />

- Total outstanding dues to Micro enterprises and small enterprises - 26,524<br />

- Total outstanding dues to creditors other than Micro enterprises and small enterprises 2,971,576 3,408,255<br />

Investor Education and Protection Fund shall be credited by<br />

- Unclaimed Dividend 3,122 3,717<br />

[There are no amounts due and outstanding to be credited to Investor Education and<br />

Protection Fund]<br />

Advances from Customers - 46,648<br />

Other Liabilities 732,644 491,478<br />

Interest accrued but not due 457,990 422,282<br />

TOTAL 4,986,466 4,398,904<br />

14. PROVISIONS<br />

Proposed Dividend 107,935 100,208<br />

Tax payable on Proposed Dividend 17,927 17,030<br />

Provision for Wealth Tax 252 276<br />

Provision for Fringe Benefit Tax - 2,050<br />

Provident Fund Scheme payable 7,543 7,288<br />

Provision for Gratuity and Leave Encashment 66,087 37,539<br />

TOTAL 199,744 164,391<br />

40 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Profit and Loss Account<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

15. SALES AND OPERATING INCOME [Refer Note 2(ix) of Schedule 21]<br />

Sale of goods and IP assets 24,991,174 21,145,423<br />

Income from services 15,292 14,909<br />

TOTAL 25,006,466 21,160,332<br />

16. OTHER INCOME<br />

Lease Rent 2,184 11,431<br />

Dividend received on non-trade Investments 75 38<br />

Exchange gain - 1,352,331<br />

Export Incentive 237,605 297,093<br />

Provision for Doubtful Advances Written back 700 -<br />

Miscellaneous Income 249,071 79,223<br />

TOTAL 489,635 1,740,116<br />

17. COST OF SALES<br />

Salary, wages, bonus and allowances 495,374 485,023<br />

Contribution to Provident and other Funds 10,320 8,838<br />

Labour charges 316,135 325,489<br />

Consumption of raw & packing materials 5,441,962 4,917,533<br />

Purchase of Traded goods 2,692,326 3,774,902<br />

Excise Duty 201,880 295,483<br />

Sales Tax 680,848 462,829<br />

Power, fuel and water charges 293,220 231,447<br />

Consumption of stores and spares 174,600 153,144<br />

Repairs and maintenance - plant and machinery 64,040 61,395<br />

Repairs and maintenance - building 21,193 18,600<br />

Rent, rates and taxes 13,633 8,027<br />

Other manufacturing expenses 79,323 119,990<br />

(Increase)/Decrease in inventory (291,464) (2,111,703)<br />

TOTAL 10,193,390 8,750,997<br />

ANNUAL REPORT 2009-2010 41


Schedules annexed to and forming part of the Consolidated Profit and Loss Account<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

18. SELLING AND OPERATING EXPENSES<br />

Salary, bonus and allowances 2,173,598 2,057,021<br />

Contribution to Provident and other funds 144,732 103,402<br />

Staff welfare expenses 75,509 69,133<br />

Directors' salaries, allowances and commission 105,799 144,805<br />

Incentive and commission 191,060 140,813<br />

Sales promotion expenses 1,529,366 1,370,270<br />

Export Commission 62,007 59,620<br />

Commission on sales 125,238 45,193<br />

Travelling expenses 654,307 690,247<br />

Freight outward 514,716 465,045<br />

Telephone expenses 90,112 59,673<br />

Rates and taxes 39,942 56,049<br />

Provision for doubtful debts 32,932 54,181<br />

Bad debts written off - 5,729<br />

Insurance premium 69,406 69,449<br />

Electricity charges 25,399 24,084<br />

Rent 284,082 270,158<br />

Legal and Professional Expenses 406,242 390,847<br />

Repairs and Maintenance - others 128,143 123,618<br />

Auditors' remuneration and expenses<br />

- Audit fees* 25,455 20,191<br />

- Certification and other matters 485 1,500<br />

- Reimbursement of out-of-pocket expenses 37 124<br />

Loss on sale of fixed assets 8,413 518<br />

Amortisation of Pre-operative/Preliminary expenses - 7,422<br />

Exchange Loss 290,201 -<br />

Other operating expenses 867,481 747,702<br />

TOTAL 7,844,662 6,976,794<br />

* Audit fees include fees paid to statutory auditors of subsidiary companies.<br />

19. INTEREST (Net)<br />

On term loans from bank 969,981 810,305<br />

On other loans from bank 685,054 646,903<br />

1,655,035 1,457,208<br />

Less: Interest Income<br />

On deposits with banks 14,822 52,442<br />

14,822 52,442<br />

TOTAL 1,640,213 1,404,766<br />

20. RESEARCH AND DEVELOPMENT EXPENSES [Refer Note 2(x) of Schedule 21]<br />

Salary, bonus and allowances 409,688 237,275<br />

Contribution to Provident and other funds 8,907 16,847<br />

Staff welfare expenses 856 168<br />

Directors' Remuneration 225 211<br />

Incentive and commission 1,216 5,190<br />

Consumable and Chemicals 62,989 106,084<br />

Electricity charges 10,609 6,446<br />

Repairs and maintenance - building 182 131<br />

Repairs and maintenance - others 24,505 5,631<br />

Insurance premium 1,696 1,980<br />

Other expenses 251,885 502,740<br />

TOTAL 772,758 882,703<br />

42 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

SCHEDULE 21 - NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

1. BACKGROUND<br />

The consolidated financial statements relate to <strong>Glenmark</strong> Pharmaceuticals Limited ( the “Company”) and its following subsidiaries<br />

and Joint Venture company (the “Group”).<br />

Name of the Subsidiary/Joint Venture<br />

Country of<br />

Incorporation<br />

Ownership and Percentage<br />

either directly or through<br />

subsidiaries as at 31st March<br />

2010 2009<br />

<strong>Glenmark</strong> Pharmaceuticals Europe Ltd.* United Kingdom 100% 100%<br />

<strong>Glenmark</strong> Generics (Europe) Ltd.** (formerly <strong>Glenmark</strong> Pharmaceuticals (Europe) Ltd.) United Kingdom 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals S.R.O. (Formerly known as Medicamenta A.S., Czech Republic 100% 100%<br />

Czech Republic)*<br />

<strong>Glenmark</strong> Pharmaceuticals SK, S.R.O. * (Formerly known as Medicamenta SK SRO) Slovak Republic 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals S.A.* Switzerland 100% 100%<br />

<strong>Glenmark</strong> Holding S.A. Switzerland 100% 100%<br />

<strong>Glenmark</strong> Generics Holding S.A.** Switzerland 100% 100%<br />

<strong>Glenmark</strong> Generics Finance S.A.** Switzerland 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals S.R.L.* Romania 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Eood * Bulgaria 100% 100%<br />

<strong>Glenmark</strong> Distributor SP z.o.o.* Poland 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals SP z.o.o.* Poland 100% 100%<br />

<strong>Glenmark</strong> Generics Inc. **(formerly <strong>Glenmark</strong> Pharmaceuticals Inc.) USA 100% 100%<br />

<strong>Glenmark</strong> Therapeutics Inc.* USA 100% 100%<br />

<strong>Glenmark</strong> Farmaceutica Ltda* Brazil 100% 100%<br />

<strong>Glenmark</strong> Generics S.A. ** (formerly Servycal S.A.) Argentina 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Mexico, S.A. DE C.V. * Mexico 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Peru SAC * Peru 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Colombia Ltda.* Colombia 100% 100%<br />

<strong>Glenmark</strong> Uruguay S.A. (formerly known as Badatur S.A., Uruguay)* Uruguay 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela, C.A.* Venezuela 100% 100%<br />

<strong>Glenmark</strong> Dominicana SRL, Dominican Republic (formerly known as<br />

Dominican Republic 100% 100%<br />

<strong>Glenmark</strong> Dominicana S.A.)<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E. Egypt 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals FZE U.A.E. 100% 100%<br />

<strong>Glenmark</strong> Impex L.L.C Russia 100% 100%<br />

<strong>Glenmark</strong> Philippines Inc. Philippines 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd. Nigeria 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn Bhd Malaysia 100% 100%<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty Ltd. Australia 100% 100%<br />

<strong>Glenmark</strong> South Africa (pty) Ltd.* (formerly known as <strong>Glenmark</strong> Pharmaceuticals South Africa 100% 100%<br />

Pty Ltd.)<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty) Ltd.*(formerly known as Bouwer South Africa 100% 100%<br />

Bartlett Pty Ltd.)<br />

<strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd. Thailand 49% 49%<br />

<strong>Glenmark</strong> Exports Ltd. India 100% 100%<br />

<strong>Glenmark</strong> Generics Ltd. India 96.93% 98%<br />

* held through <strong>Glenmark</strong> Holding S.A., Switzerland<br />

** held through <strong>Glenmark</strong> Generics Ltd.<br />

2. SIGNIFICANT ACCOUNTING POLICIES<br />

i) Basis of preparation of Consolidated Financial Statements<br />

The consolidated financial statements have been prepared and presented under the historical cost convention on the<br />

accrual basis of accounting in accordance with the accounting principles generally accepted in India and comply with<br />

the mandatory Accounting Standards issued by the Institute of Chartered Accountants of India to the extent applicable.<br />

The Consolidated Financial statements have been prepared using uniform accounting policies for like transactions and other<br />

events in similar circumstances and are presented to the extent possible in the same manner as the Company’s separate<br />

financial statements. However, it was not practicable to use uniform accounting policies for depreciation in the case of<br />

following subsidiaries:<br />

ANNUAL REPORT 2009-2010 43


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

ii)<br />

Rs. in (‘000s)<br />

Gross Block as on<br />

31st March, 2010<br />

Percentage of<br />

Total Assets<br />

<strong>Glenmark</strong> Pharmaceuticals S.A. 457,872 2.10%<br />

Premises 20%<br />

Vehicles 40%<br />

Laboratory Instruments and Equipments 40%<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty) Ltd. 598 0.00%<br />

Computer Software 50%<br />

<strong>Glenmark</strong> Philippines Inc. 18,107 0.08%<br />

Vehicles 33%<br />

Equipments 33%<br />

Furniture and fixtures 20%<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty Ltd. 136 0.00%<br />

Equipments 25% to 40%<br />

<strong>Glenmark</strong> Generics Inc. 57,610 0.26%<br />

Leasehold Improvement 12.5%<br />

Furniture and fixtures 14%<br />

<strong>Glenmark</strong> Generics (Europe) Ltd. 13,701 0.06%<br />

Equipments 25%<br />

The Consolidated Financial Statements have been prepared on the following basis :<br />

(a) In respect of Subsidiary Companies, the financial statements have been consolidated on a line-by-line basis by adding<br />

together the book values of like item of assets, liabilities, incomes and expenses, after fully eliminating intra-group<br />

balances and unrealised profits/losses on intra-group transactions as per Accounting Standard - AS 21 “Consolidated<br />

Financial Statements”. In case of Joint Venture Companies, the financial statements have been consolidated as per<br />

Accounting Standard (AS – 27) “Financial Reporting of Interests in Joint Ventures”.<br />

(b) The excess of cost to the Company of its investment in the Subsidiary Company over the Company’s share of net assets<br />

of the subsidiary company is recognised in the financial statements as Goodwill, which is tested for impairment, if any,<br />

at each balance sheet date. The excess of Company’s share of net assets of the subsidiary company over the cost of<br />

acquisition is treated as Capital Reserve.<br />

(c) The results of operations of a subsidiary are included in the Consolidated Financial Statements from the date on which<br />

the parent-subsidiary relationship comes into existence.<br />

(d) The translations of financial statements into Indian Rupees relating to non-integral foreign operations have been carried<br />

out using the following procedures :<br />

- assets and liabilities have been translated at closing exchange rates at the year end; and<br />

- income and expenses have been translated at an average of monthly exchange rates.<br />

The resultant translation exchange gain/(loss) has been disclosed as Exchange Fluctuation Reserve under Reserves and<br />

Surplus.<br />

(e) The Notes and Significant Accounting Policies to the Consolidated Financial Statements are intended to serve as a guide<br />

for better understanding of the Group’s position. In this respect, the Group has disclosed such notes and policies, which<br />

represent the requisite disclosure.<br />

Fixed Assets (including Intangibles), Depreciation and Amortisation<br />

Fixed assets are stated at cost less accumulated depreciation and amortisation. The Group capitalises all costs relating to the<br />

acquisition and installation of fixed assets. Expenditure of revenue nature, incurred in setting up of new projects, is capitalised<br />

as an indirect cost towards construction of the fixed assets.<br />

Depreciation is provided using the straight line method, pro-rata to the period of use of assets, based on the useful lives of fixed<br />

assets as estimated by management, or at the rates specified in Schedule XIV of the Companies Act, 1956, whichever is higher.<br />

Brands/IP Rights are amortised from the month of products launch/commercial production, over the estimated economic life<br />

not exceeding 10 years.<br />

Fixed assets having aggregate cost of Rs. 5,000 or less are depreciated fully in the year of acquisition.<br />

44 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

The Group has estimated the useful life of its assets as follows:<br />

Category<br />

Estimated useful life (in years)<br />

Plant and machinery 8 - 20<br />

Vehicles 5 - 6<br />

Equipments and Air Conditioners 4 - 20<br />

Furniture and Fixtures 10<br />

Computer Software 5<br />

Brands 5 - 10<br />

Leasehold land and improvement is amortised over the period of lease.<br />

iii) Borrowing Costs<br />

Borrowing costs that are attributable to the acquisition and construction of a qualifying asset are capitalised as a part of the<br />

cost of the asset. Other borrowing costs are recognised as an expense in the year in which they are incurred.<br />

iv) Impairment of Assets<br />

The Group assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such<br />

indication exist, the Group estimates the recoverable amount of the asset. If such recoverable amount of the asset or the<br />

recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying<br />

amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognised in the Profit and<br />

Loss Account. If at the Balance Sheet date there is an indication that if a previously assessed impairment loss no longer exist,<br />

the recoverable amount is reassessed and the asset is reflected at the recoverable amount.<br />

v) Foreign Currency Transactions<br />

(a) Foreign currency transactions are recorded at the exchange rates prevailing on the date of such transactions. Monetary<br />

assets and liabilities as at the Balance Sheet date are translated at the rates of exchange prevailing at the date of the<br />

Balance Sheet. Gain/loss arising on account of differences in foreign exchange rates on settlement/translation of<br />

monetary assets and liabilities are recognised in the Profit and Loss Account. Non-monetary foreign currency items are<br />

carried at cost.<br />

(b) Gain/loss on account of foreign exchange fluctuation in respect of liabilities in foreign currencies specific to acquisition<br />

of fixed assets are recognised in the Profit and Loss Account.<br />

vi) Investments<br />

Long-term investments are stated at cost. Provision, where necessary, is made to recognize a decline, other than temporary, in<br />

the value of the investments.<br />

vii) Inventories<br />

Inventories of finished goods, consumable store and spares are valued at cost or net realisable value, whichever is lower. Cost<br />

of raw materials and packing materials is ascertained on a first-in-first-out basis. Cost of work-in-process and finished goods<br />

include the cost of materials consumed, labour and manufacturing overheads. Excise and customs duty accrued on production<br />

or import of goods, as applicable, is included in the valuation of inventories. Net realisable value is the estimate of the selling<br />

price in the ordinary course of the business.<br />

viii) Employee Benefits<br />

ix)<br />

Long-term Employee Benefits<br />

In case of Defined Contribution plans, the Company’s contributions to these plans are charged to the Profit and Loss Account<br />

as incurred. Liability for Defined Benefit plans is provided on the basis of valuations, as at the Balance Sheet date, carried<br />

out by an independent actuary. The actuarial valuation method used for measuring the liability is the Projected Unit Credit<br />

method. The estimate of future salary increases considered takes into account the inflation, seniority, promotion and other<br />

relevant factors. The expected rate of return of plan assets is the Company’s expectation of the average long-term rate of return<br />

expected on investments of the fund during the estimated term of the obligations. Plan assets are measured at fair value as at<br />

the Balance Sheet date.<br />

Revenue Recognition<br />

The Group recognises revenue on despatch of goods to customers. Revenues from services are recognized on completion of<br />

such services. Revenue from IP asset/Marketing rights is recognized on transfer of ownership/right to use in accordance with<br />

the terms of relevant agreements. Revenue from contract research being in the nature of product development activities is<br />

recognized as per the terms of the agreement. Revenues are recorded at invoice value, inclusive of excise duty and sales-tax,<br />

but net of returns and trade discounts.<br />

ANNUAL REPORT 2009-2010 45


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

x) Research and Development<br />

Capital expenditure on Research and Development (R & D) is capitalised as fixed assets. Development cost relating to the new<br />

and improved product and/or process development is recognised as an intangible asset to the extent that it is expected that<br />

such asset will generate future economic benefits. Other research and development costs are expensed as incurred.<br />

xi)<br />

Taxation<br />

Current Tax<br />

Current tax is determined as the amount of tax payable in respect of taxable income for the year.<br />

Deferred Tax<br />

Deferred tax is recognised, subject to the consideration of prudence, on timing differences being the difference between<br />

taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent<br />

period. Deferred tax assets are not recognised on unabsorbed depreciation and carry forward of losses unless there is virtual<br />

certainty that sufficient future taxable income will be available against which such deferred assets can be realised.<br />

Deferred tax assets/liabilities recognised as above is after excluding the amounts, which are getting reversed during the tax<br />

holiday period.<br />

xii)<br />

Leases<br />

Finance Leases<br />

Assets acquired under finance lease are recognised as assets with corresponding liabilities in the Balance Sheet at the inception<br />

of the lease at amounts equal to lower of the fair value of the leased asset or at the present value of the minimum lease<br />

payments. These leased assets are depreciated in line with the Group’s policy on depreciation of fixed assets. The interest is<br />

allocated to periods during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the<br />

liability for each period.<br />

Operating Leases<br />

Lease rent in respect of assets taken on operating lease are charged to the Profit and Loss Account as per the terms of lease<br />

agreements.<br />

xiii)<br />

Employee Stock Option Schemes (ESOS)<br />

The Company accounts for compensation expense under the Employee Stock Option Schemes using the intrinsic value<br />

method as permitted by the Guidance Note on “Accounting for Employee Share-based Payments” issued by the Institute of<br />

Chartered Accountants of India. The difference between the market price and the exercise price as at the date of the grant is<br />

treated as compensation expense and charged over the vesting period.<br />

xiv)<br />

Provisions and Contingent Liabilities<br />

The Group recognises a provision when there is a present obligation as a result of a past event that probably requires an<br />

outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability<br />

is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of<br />

resources. Where there is a possible obligation or a present obligation that the likelihood of outflow of resources is remote, no<br />

provision or disclosure is made.<br />

3. CONTINGENT LIABILITIES NOT PROVIDED FOR<br />

Rs. in (‘000s)<br />

2010 2009<br />

(a) Bank guarantees 74,147 71,532<br />

Disputed Income Tax/Excise Duty/Sales Tax 33,249 33,769<br />

Claims against the Company not acknowledged as debts (Refer Note i) 386 380<br />

Open letters of credit (Refer Note ii) 141,615 92,726<br />

Sundry debtors factored with recourse option (Refer Note iii) 3,911,451 2,800,000<br />

Guarantees for Rent 7,691 7,689<br />

Indemnity Bond 345,366 331,876<br />

Corporate Guarantee (USD 27 million) 1,218,780 1,376,460<br />

Note:<br />

i) In respect of labour/industrial disputes.<br />

ii) The total amount related to LC outstanding as on 31st March, 2010.<br />

iii) The amount related to Credit facilities given by Bank against debtors.<br />

(b) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at<br />

31st March, 2010 aggregate Rs. 430,447 (2009 - Rs. 271,734).<br />

46 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

4. During the year, the Company subscribed to 71,510,000 equity shares for a consideration of Rs. 7,151,000 (‘000) in its subsidiary<br />

<strong>Glenmark</strong> Generics Limited for the balance Business sale consideration.<br />

5. EARNINGS PER SHARE<br />

Basic earnings per share is calculated by dividing the net profit for the year attributable to equity shareholders by the weighted<br />

average number of equity shares outstanding during the year.<br />

For the purpose of calculating diluted earnings per share, the weighted average number of shares outstanding are adjusted for the<br />

effects of all dilutive potential equity shares from the exercise of options on unissued share capital and on conversion of FCC Bonds.<br />

The calculations of earnings per share (basic and diluted) are based on the earnings and number of shares as computed below.<br />

Rs. in (‘000s)<br />

31st March, 2010 31st March, 2009<br />

Profit after tax and Minority Interest (attributable to equity shareholders) 3,244,708 1,916,637<br />

In (‘000s)<br />

Reconciliation of number of shares No. of Shares No. of Shares<br />

Weighted average number of shares:<br />

For basic earnings per share 260,759 250,025<br />

Add:<br />

Deemed exercise of options on unissued equity share capital and<br />

565 5,237<br />

Conversion of FCC Bonds<br />

For diluted earnings per share 261,324 255,262<br />

Earnings per share (nominal value Re. 1 each) Rs. Rs.<br />

Basic 12.4 7.7<br />

Diluted 12.4 7.5<br />

6. FOREIGN CURRENCY CONVERTIBLE BOND ISSUED<br />

A) The Company had issued 30,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 1,331,700 at issue)<br />

(i)<br />

(ii)<br />

(iii)<br />

Convertible at the option of the bondholder at any time on or after 11th November, 2007 but prior to the close of<br />

business on 29th November, 2010 at a fixed exchange rate of Rs. 44.94 per 1 USD and the conversion price of Rs. 582.60<br />

per share of Re. 1 each.<br />

Redeemable in whole but not in part at the option of the Company on or after 10th January, 2010 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption<br />

is given was atleast 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

Redeemable on maturity date on 11th January, 2011 at 139.729% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 39.729% payable on maturity of the bond if there is no conversion of the bond<br />

to be debited to Securities Premium Account evenly over the period of 5 years from the date of issue of bonds. As of<br />

31st March, 2010, 30,000 FCC bonds (2009 - 30,000) of USD 1,000 each aggregating to USD 30 million are outstanding.<br />

B) The Company had issued 20,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 873,200 at issue)<br />

(i)<br />

(ii)<br />

(iii)<br />

Convertible at the option of the bondholder at any time on or after 28th March, 2005 but prior to the close of business on<br />

2nd January, 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and price of Rs. 215.60 (Post adjustment for bonus and<br />

split) per share of Re. 1 each.<br />

Redeemable in whole but not in part at the option of the Company on or after 15th February, 2008 if closing price<br />

of the Share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such<br />

redemption is given was atleast 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

Redeemable on maturity date on 16th February, 2010 at 133.74% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 33.74% payable on maturity of the Bond if there is no conversion of the Bond to<br />

be debited to Securities Premium Account evenly over the period of 5 years from the date of issue of Bonds. During<br />

the year, 1,000 FCC Bonds of USD 1,000 each aggregating to USD 1 Million were redeemed on 16th February, 2010 on<br />

maturity. As of 31st March, 2010, NIL FCC Bonds (2009 - 1,000) of USD 1,000 each are outstanding.<br />

C) The Company had issued 50,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 2,183,000 at issue)<br />

(i)<br />

(ii)<br />

Convertible at the option of the bondholder at any time on or after 15th November, 2006 but prior to the close of business<br />

on 2nd January, 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and the price of Rs. 253.11 (post adjustment for split)<br />

per share of Re. 1 each.<br />

Redeemable in whole but not in part at the option of the Company on or after 15th February, 2009 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was atleast 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

ANNUAL REPORT 2009-2010 47


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

(iii)<br />

Redeemable on maturity date on 16th February, 2010 at 134.07% of its principal amount if not redeemed or converted<br />

earlier. The Redemption Premium of 34.07% payable on maturity of the Bond if there is no conversion of the Bond to<br />

be debited to Securities Premium Account evenly over the period of 5 years from the date of issue of Bonds. During<br />

the year, 5,000 FCC Bonds of USD 1,000 each aggregating to USD 5 Million were redeemed on 16th February, 2010 on<br />

maturity. As of 31st March, 2010, NIL FCC Bonds (2009-5000) of USD 1,000 each are outstanding.<br />

7. SEGMENT INFORMATION<br />

Business segments<br />

The Group is primarily engaged in a single segment business of manufacturing and marketing of pharmaceutical formulations and<br />

active pharmaceutical ingredients and is governed by a similar set of risks and returns.<br />

Geographical segments<br />

In the view of the management, the Indian and export markets represent geographical segments.<br />

Sales by market – The following is the distribution of the Company’s sale by geographical market:<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

Geographical segment<br />

India 8,767,083 7,155,326<br />

Other than India* 16,239,383 14,005,006<br />

TOTAL 25,006,466 21,160,332<br />

Assets and additions to fixed assets by geographical area – The following table shows the carrying amount of segment assets and<br />

additions to fixed assets by geographical area in which the assets are located:<br />

Rs. in (‘000s)<br />

India<br />

2009-2010<br />

Others*<br />

2009-2010<br />

India<br />

2008-2009<br />

Others*<br />

2008-2009<br />

Carrying amount of segment assets 17,886,600 30,386,073 16,077,552 26,011,583<br />

Additions to fixed assets 1,459,979 2,176,068 1,620,088 7,707,675<br />

* Others represent receivables from debtors located outside India including those related to deemed exports and cash and bank<br />

balances of branches outside India.<br />

8. RELATED PARTY DISCLOSURES<br />

In accordance with the requirements of Accounting Standard - 18 “Related Party Disclosures”, the names of the related parties where<br />

control exists and/or with whom transactions have taken place during the year and description of relationships, as identified and<br />

certified by the Management are as follows:<br />

a) Key Management Personnel<br />

Mr. Gracias Saldanha<br />

Mrs. B. E. Saldanha<br />

Mr. Glenn Saldanha<br />

Mrs. Cheryl Pinto<br />

Mr. R. V. Desai<br />

Mr. A. S. Mohanty<br />

b) Transactions with related parties during the year<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

Managerial Remuneration<br />

Name of Directors<br />

1. Mr. Gracias Saldanha 120 25,882<br />

2. Mrs. B. E. Saldanha 60 40<br />

3. Mr. Glenn Saldanha 18,282 34,093<br />

4. Mrs. Cheryl Pinto 9,409 15,011<br />

5. Mr. R. V. Desai - 9,190<br />

6. Mr. A. S. Mohanty 8,202 11,213<br />

48 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

9. LEASES<br />

a) The Group has entered into operating and finance lease agreements for the rental of property, vehicles, computers, equipments<br />

and other assets. Typically, lease agreements are for a period of three to fifteen years.<br />

As at 31st March, 2010, the Group had commitments under non-cancellable finance leases as follows:<br />

Rs. in (‘000s)<br />

31st March, 2010 31st March, 2009<br />

Minimum lease payments<br />

Due within one year 53,104 10,355<br />

Due later than one year and not later than five years 34,897 27,345<br />

Due later than five years 36,330 33,141<br />

Total 124,331 70,841<br />

Present value of minimum lease payments<br />

Due within one year 50,335 9,815<br />

Due later than one year and not later than five years 29,887 23,206<br />

Due later than five years 23,039 20,233<br />

Total 103,261 53,254<br />

b) <strong>Glenmark</strong> Generics Inc., USA (GGI) conducts its operations from facilities that are leased under a 97-month non-cancellable<br />

operating lease expiring in September 2013. Additional office space were subleased under a 52-month non-cancellable<br />

operating lease which expired in September 2008.<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (PTY) Limited has entered into operation lease agreement for the rental of its office<br />

premises. The lease agreement is for a period of 5 years.<br />

<strong>Glenmark</strong> Philippines Inc. has entered into operating lease agreements for the rental of its warehouse and office premises. The<br />

lease agreement is for a period of 4 years.<br />

<strong>Glenmark</strong> Pharmaceuticals SP z.o.o. has entered into operating lease agreements for the rental of its office premises for a period<br />

of 3 to 5 years.<br />

Rs. in (‘000s)<br />

31st March, 2010 31st March, 2009<br />

Minimum lease payments<br />

Due within one year 53,132 56,709<br />

Due later than one year and not later than five years 83,813 179,790<br />

Due later than five years - 21,674<br />

Total 136,945 258,173<br />

c) The Group has taken on lease/leave and licence godowns/residential & office premises at various locations.<br />

i) The Group’s significant leasing arrangements are in respect of the above godowns & premises (Including furniture and<br />

fittings therein, as applicable). The aggregate lease rentals payable are charged to Profit and Loss Account as Rent.<br />

ii)<br />

The Leasing arrangements which are cancellable range between 11 months and 5 years. They are usually renewable by<br />

mutual consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits<br />

have been given. An amount of Rs. 83,911 (2009 - Rs. 78,559) towards deposit and unadjusted advance rent is recoverable<br />

from the lessor.<br />

10. EMPLOYEE BENEFITS<br />

The disclosures as required as per the revised AS 15 are as under:<br />

1. Brief description of the Plans<br />

The Group has various schemes for long-term benefits such as Provident Fund, Superannuation, Gratuity, Pension Fund, Social<br />

Securities and Leave Encashment. In case of funded schemes, the funds are recognised by the Income tax authorities and<br />

administered through appropriate authorities. The Group's defined contribution plans are Superannuation and Employees'<br />

Provident Fund and Pension Scheme since the Company has no further obligation beyond making the contributions. The<br />

Group's defined benefit plans include Gratuity and Leave Encashment.<br />

ANNUAL REPORT 2009-2010 49


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

2. Charge to the Profit and Loss Account based on contributions:<br />

Rs. in (‘000s)<br />

2009-10 2008-09<br />

Superannuation 2,331 2,326<br />

Provident Fund, Pension Fund and Social Securities 165,351 129,087<br />

167,682 131,413<br />

3. Disclosures for defined benefit plans based on actuarial reports as on 31st March, 2010:<br />

Rs. in ('000s)<br />

(i)<br />

(ii)<br />

(iii)<br />

(iv)<br />

(v)<br />

(vi)<br />

(vii)<br />

Gratuity<br />

(Funded plan)<br />

2009-2010 2008-2009<br />

Leave<br />

Encashment<br />

(Funded plan)<br />

Gratuity<br />

(Funded plan)<br />

Leave<br />

Encashment<br />

(Funded plan)<br />

Change in Defined Benefit Obligation<br />

Opening defined benefit obligation 121,429 68,839 103,127 48,330<br />

Current service cost 20,086 16,881 15,036 15,079<br />

Interest cost 9,112 4,873 7,710 3,169<br />

Actuarial loss/(gain) 2,549 12,075 5,095 13,209<br />

Benefits paid (8,720) (15,062) (9,539) (10,948)<br />

Closing defined benefit obligation 144,456 87,606 121,429 68,839<br />

Change in Fair Value of Assets<br />

Opening fair value of plan assets 117,459 35,271 76,559 29,790<br />

Expected return on plan assets 10,815 2,506 8,152 2,422<br />

Actuarial gain/(loss) 3,628 789 (4,781) 91<br />

Contributions by employer 10,117 20,019 47,067 13,917<br />

Benefits paid (8,720) (15,062) (9,539) (10,949)<br />

Closing fair value of plan assets 133,299 43,523 117,458 35,271<br />

Reconcilation of Present Value of Defined Benefit<br />

Obligation and the Fair Value of Assets<br />

Present Value of Funded Obligation as at end of the<br />

year<br />

144,456 87,607 121,429 68,839<br />

Fair Value of Plan Assets as at end of the year (133,299) (43,523) (117,458) (35,271)<br />

Funded Liability/(Asset) recognised in the Balance Sheet 11,157 44,084 3,971 33,568<br />

Present Value of Unfunded Obligation as at end of the<br />

- - - -<br />

year<br />

Unrecognised Actuarial Gain/(Loss) - - - -<br />

Unfunded Liability/(Asset) recognised in the Balance Sheet - - - -<br />

Amount recognised in the Balance Sheet<br />

Present value of obligations as at year end 144,456 87,607 121,429 68,839<br />

Fair value of plan assets as at year end (133,299) (43,523) (117,458) (35,271)<br />

Amount not recognised as an asset - - - -<br />

Net (asset)/liability recognised as on 31st March, 2010 11,157 44,084 3,971 33,568<br />

Expenses recognised in the Profit and Loss Account<br />

Current service cost 20,086 16,881 15,036 15,079<br />

Interest on defined benefit obligation 9,112 4,873 7,710 3,169<br />

Expected return on plan assets (10,815) (2,506) (8,152) (2,422)<br />

Net actuarial loss/(gain) recognised in the current year (1,079) 11,286 9,876 13,118<br />

Total expense 17,304 30,534 24,470 28,944<br />

Actual Return on Plan Assets<br />

Expected return on plan assets 10,815 2,506 8,152 2,422<br />

Actuarial gain/(loss) on Plan Assets 3,628 789 (4,781) 91<br />

Actual Return on Plan Assets 14,443 3,295 3,371 2,513<br />

Asset information<br />

Administered by Birla Sunlife Insurance Co. Ltd.<br />

and LIC of India<br />

100% 100% 100% 100%<br />

50 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Consolidated Financial Statements<br />

Gratuity<br />

(Funded plan)<br />

2009-2010 2008-2009<br />

Leave<br />

Encashment<br />

(Funded plan)<br />

Gratuity<br />

(Funded plan)<br />

Leave<br />

Encashment<br />

(Funded plan)<br />

(viii) Principal actuarial assumptions used<br />

Discount rate (p.a.) 8% 8% 7.5%-8% 7.5%-8%<br />

Expected rate of return on plan assets (p.a.) 8%-9% 8%-9% 8%-9% 8%-9.25%<br />

(ix) Experience Analysis<br />

Actuarial gain/(loss) on change in assumptions 6,297 (1,922) - -<br />

Experience (Gain)/Loss on Liabilities (3,748) 13,997 - -<br />

Actuarial gain/(loss) on Obligation 2,549 12,075 - -<br />

(x)<br />

Expected employer’s contribution for the next year is Rs. 29,351 ('000) for Gratuity and Leave Encashment.<br />

Rs. in ('000s)<br />

11. “As per the transitional provision given in the notification issued by Ministry of Corporate Affairs dated 31st March, 2009 the Group<br />

has opted for the option of adjusting the exchange difference on long term foreign currency monetary items:<br />

i) To the cost of the assets acquired out of this foreign currency monetary item. During the year, the Group has decapitalised<br />

exchange difference amounting to Rs. 105.46 lakhs on restatement of long-term loans used for acquiring the fixed assets.<br />

ii)<br />

To the Foreign Currency Monetary Item Translation Difference account. During the year, the Group has transferred exchange<br />

gain of Rs. 6,452.75 lakhs on restatement of long-term loans. Accordingly, proportionate amount of Rs. 2,023.62 lakhs is<br />

amortised and Depreciation charged of Rs. 17.04 lakhs for the year ended 31st March, 2010. Due to the above profit for the year<br />

is lower by Rs. 4,551.64 lakhs.”<br />

12. Extracts of Assets and Liabilities as on 31st March, 2010 and Income and Expenses for the year ended 31st March, 2010 related to the<br />

interest of the Company [without elimination of the effect of transactions between the Company and <strong>Glenmark</strong> Pharmaceuticals<br />

(Thailand) Co. Ltd., Thailand] have been extracted from the audited accounts.<br />

Rs. in (‘000s)<br />

Particulars 2009-2010 2008-2009<br />

Assets<br />

Net Fixed Assets including CWIP 5 -<br />

Deferred Tax Asset 236 52<br />

Cash Bank Balances 1,029 1,114<br />

Loans and Advances 57 59<br />

Liabilities<br />

Current Liabilities 144 66<br />

Income<br />

Net Sales - -<br />

Expenses<br />

Selling and Operating expenses 1,269 325<br />

Depreciation 1 -<br />

Provision for Taxation including Deferred Tax (191) (49)<br />

13. PRIOR YEAR COMPARATIVES<br />

Prior year’s figures have been regrouped or reclassified wherever necessary to confirm to current year’s classification.<br />

Signatures to the Schedules 1 to 21 which form an integral part of the Financial Statements.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 51


Profiles of Directors<br />

Mr. Gracias Saldanha (Chairman)<br />

Mr. Gracias Saldanha, 72, is the founder of the Company. He<br />

has over 38 years experience in the industry. His educational<br />

qualifications include a M.Sc. from Bombay University with a<br />

Diploma in Management Studies from Jamnalal Bajaj Institute<br />

of Management Studies, Mumbai. He has worked with leading<br />

pharmaceutical companies like Abbott Laboratories and E. Merck.<br />

Mr. Glenn Saldanha (Managing Director & CEO)<br />

Mr. Glenn Saldanha, 40, is a B.Pharm from Bombay University<br />

and was awarded the Watumall Foundation Award for overall<br />

excellence. His other educational qualifications include an MBA<br />

from New York University’s Leonard N. Stern School of Business<br />

(US). He has worked for Eli Lilly in the US and was a Management<br />

Consultant with Price Waterhouse Coopers. His services have been<br />

used by Smithkline Beecham, Rhorer, Astra, Merck and Johnson<br />

and Johnson, among others.<br />

Mr. A. S. Mohanty (Director – Corporate Communications & CSR)<br />

Mr. A. S. Mohanty, 56, is M.Sc., and looks after Corporate<br />

Communications & CSR activities. He has over 32 years experience<br />

in pharmaceutical sales and marketing as well as healthcare<br />

sectors.<br />

Mr. N. B. Desai (Non-Executive Director)<br />

Mr. N. B. Desai, 83, is a retired General Manager of Bank of Baroda.<br />

He has over 46 years experience in the Banking Sector. He has<br />

worked in India and overseas. He was Chairman of Bank of Baroda<br />

Uganda Ltd. He was the founder and Managing Director of<br />

Equitorial Bank PLC, UK from which he retired in 1992.<br />

Mr. Sridhar Gorthi (Non-Executive Director)<br />

Mr. Sridhar Gorthi, 38 is a B.A., L.L.B., (Hons.) from the National<br />

Law School of India University. Mr. Sridhar Gorthi is presently a<br />

partner in Trilegal and has worked with Arthur Anderson and Lex<br />

Inde, Mumbai. He is involved in legal advisory services to various<br />

multinational and domestic corporations on restructuring, debt<br />

finance, joint ventures, acquisition/mergers etc.<br />

Mrs. Cheryl Pinto (Director - Corporate Affairs)<br />

Mrs. Cheryl Pinto, 43, is a graduate in Pharmacy from the<br />

University of Bombay. She has over 22 years experience in the<br />

pharmaceuticals business.<br />

Mrs. B. E. Saldanha (Non-Executive Director)<br />

Mrs. B. E. Saldanha, 70, has graduated in B.Sc., B.Ed., from Bombay<br />

University and was a Whole-time Director of the Company from<br />

1982 to 2005. She was responsible to a large extent in developing<br />

the Company’s export business.<br />

Mr. Julio F. Ribeiro (Non-Executive Director)<br />

Mr. Julio F. Ribeiro, 81, is a retired government official and has<br />

served the country under various assignments. Amongst the<br />

major positions held, he has been the Ex-commissioner of Police,<br />

Mumbai, former Special Secretary to Government of India,<br />

Ministry of Home Affairs, former Director General of Police, Punjab,<br />

Ex-Adviser to the Governor of Punjab, Ex-Ambassador of India to<br />

Romania.<br />

Mr. Hocine Sidi Said (Non-Executive Director)<br />

Mr. Hocine Sidi Said, 45, has graduated in B.A (International<br />

Marketing). He is the Founder & Director of Bio-nAbler, an<br />

investment company that partners with Sovereign Wealth Funds<br />

and Private Equity Firms across Asia and the MENA region to<br />

identify and execute product and company acquisitions. He has<br />

over 20 years of experience in the pharmaceuticals industry and<br />

has worked with companies like Pfizer and UCB. During his stint<br />

at UCB, he was incharge of the entire Emerging Markets Region<br />

and designated as Senior Vice President. Prior to joining UCB, he<br />

spent close to 17 years with Pfizer in various senior management<br />

and developmental roles in the Middle East, Central and Eastern<br />

Europe and Asia.<br />

Mr. D. R. Mehta (Non-Executive Director)<br />

Mr. D. R. Mehta, 73, has graduated in Arts and law from<br />

Rajasthan University. He also studied at Royal Institute of Public<br />

Administration, London, UK and the Alfred Sloan school of<br />

Management, Boston, U.S.A. He has over 40 years experience in<br />

civil services and has held various positions in the Government of<br />

Rajasthan and Government of India. He was the Deputy Governor<br />

of Reserve Bank of India and also the chairman of the Securities<br />

and Exchange Board of India.<br />

52 GLENMARK PHARMACEUTICALS LIMITED


Directors’ Report<br />

Your Directors have pleasure in presenting their 32nd Annual Report and Audited Accounts of the Company for the year ended 31st March,<br />

2010.<br />

FINANCIAL RESULTS<br />

(Rs. in Millions)<br />

Standalone Consolidated<br />

2009-2010 2008-2009 2009-2010 2008-2009<br />

Profit before Interest, Depreciation & Tax 1724.50 3206.13 6685.29 6289.95<br />

Less: Interest 301.58 551.39 1640.21 1404.76<br />

Less: Depreciation 212.78 191.04 1206.10 1026.83<br />

Less: Tax (Current Year & Deferred Tax) (74.49) 281.46 528.66 754.08<br />

Less: Exceptional Items - 2.98 - 1169.55<br />

Profit after Tax 1284.63 2179.26 3310.32 1934.73<br />

Share of (Profit)/Loss of Minority Interest - - (65.61) (18.09)<br />

Profit after Tax and Minority Interest 1284.63 2179.26 3244.71 1916.64<br />

Surplus brought forward from earlier years 7480.98 5636.88 11215.45 10276.66<br />

Profit available for appropriations 8765.61 7816.14 14460.16 12193.30<br />

APPROPRIATIONS<br />

Proposed Dividend on Equity Shares 107.94 100.21 107.94 100.21<br />

Tax on Proposed Dividend on Equity Shares 17.93 17.03 17.93 17.03<br />

Transfer to Foreign Currency Monetary Item Translation Difference<br />

Account - - - 366.12<br />

Residual Dividend and Dividend Tax 0.16 - 0.16 -<br />

Transfer to General Reserves 128.46 217.93 128.46 494.49<br />

Balance carried to Balance Sheet 8511.12 7480.97 14205.67 11215.45<br />

8765.61 7816.14 14460.16 12193.30<br />

DIVIDEND<br />

Options by the eligible employees of the Company and its<br />

subsidiaries.<br />

Your Directors recommend a Dividend of 40% (Re. 0.40 per equity<br />

share of Re. 1/ each) to be appropriated from the profits of the year<br />

2009-10 subject to the approval of the members at the ensuing<br />

Annual General Meeting. The dividend will be paid in compliance<br />

with applicable regulations. The dividend, if approved, will result<br />

in an outflow of Rs. 125.87 million (including dividend tax).<br />

CONSOLIDATED ACCOUNTS<br />

In accordance with the requirements of Accounting Standard<br />

AS-21 prescribed by the Institute of Chartered Accountants of<br />

India, the Consolidated Accounts for the year ended 31st March,<br />

2010, under Indian GAAP forms part of the Annual Report.<br />

RESULTS OF OPERATIONS<br />

The Company achieved consolidated Gross revenue of<br />

Rs. 25006.47 million (Rs. 21160.33 million) registering a growth of<br />

18.18% over the previous year and the Consolidated operating<br />

profit before interest, depreciation and tax was Rs. 6685.29 million<br />

as compared to Rs. 6289.95 million in the previous year.<br />

On standalone basis the company achieved a gross revenue of<br />

Rs. 10296.87 million and the Standalone operating profit before<br />

interest, depreciation & tax was Rs. 1724.50 million as compared<br />

to Rs. 3206.13 million in the previous year.<br />

CHANGES IN CAPITAL STRUCTURE<br />

Issue of shares on exercise of Employees’ Stock Options:<br />

During the year, the Company allotted 604,860 Equity Shares of<br />

Re. 1/- each (on pari-passu basis) pursuant to exercise of Stock<br />

Issue of shares under QIP:<br />

During the year, the Company allotted 18,712,935 Equity Shares<br />

of Re. 1/- each at a premium of Rs. 220/- per share to Qualified<br />

Institutional Buyers pursuant to Chapter VIII of the Securities<br />

Exchange Board of India (Issue of Capital Disclosure Requirements)<br />

Regulations 2009. The issue proceeds were utilised towards<br />

repayment of debts.<br />

EMPLOYEE STOCK OPTION SCHEME<br />

During the year, Stock Options have been issued to the employees<br />

of the Company. On exercising the convertible options so granted,<br />

the paid-up equity share capital of the company will increase by a<br />

like number of shares.<br />

The details of stock options granted by the Company are disclosed in<br />

compliance with clause 12 of the Securities Exchange Board of India<br />

(Employee Stock Options Scheme and Employee Stock Purchase<br />

Scheme), 1999 and set out in the Annexure-B to this Report.<br />

LISTING AT STOCK EXCHANGES<br />

The Equity shares of the Company continue to be listed on<br />

Bombay Stock Exchange Ltd., and The National Stock Exchange<br />

of India Ltd. Foreign Currency Convertible Bonds are listed on the<br />

Singapore Stock Exchange.<br />

SUBSIDIARY COMPANIES<br />

During the year the name of Badatur S.A. was changed to<br />

<strong>Glenmark</strong> Uruguay S.A. and <strong>Glenmark</strong> Dominicana S.A. to<br />

ANNUAL REPORT 2009-2010 53


<strong>Glenmark</strong> Dominicana, SRL. The Company has also incorporated a<br />

subsidiary i.e. <strong>Glenmark</strong> Generics B.V., Netherlands.<br />

Pursuant to the provisions of Section 212 (8) of the Companies<br />

Act, 1956, the Company has obtained exemption from Ministry of<br />

Corporate Affairs, New Delhi, vide its letter No. 47/420/2010-CL-III<br />

dated 28th June, 2010 to attach Audited Accounts of its subsidiaries<br />

together with Directors’ Report and Auditor’s Report. The Audited<br />

Accounts of the subsidiaries together with its Directors’ Report<br />

and Auditor’s Report are available for inspection of members on<br />

any working day at the Corporate Office of the Company between<br />

11 a.m. to 1 p.m.<br />

DIRECTORS<br />

Mr. Glenn Saldanha, Mr. Sridhar Gorthi and Mr. J. F. Ribeiro retire<br />

by rotation at the ensuing Annual General Meeting and being<br />

eligible, offer themselves for re-appointment.<br />

Mr. M. Gopal Krishnan resigned as Director of the Company<br />

w.e.f. 29th January, 2010. Your Directors wish to place on record<br />

their sincere appreciation of the valuable contribution made by<br />

Mr. Gopal Krishnan during his tenure on the Board.<br />

Mr. Hocine Sidi Said has been appointed as Additional Director<br />

w.e.f. 29th October, 2009. He holds office as Director upto the date<br />

of the ensuing Annual General Meeting. Notice has been received<br />

from a member of the Company pursuant to the provisions of<br />

Section 257 of the Companies Act, 1956 signifying his intention<br />

to appoint Mr. Hocine Sidi Said as Director on the board of the<br />

Company.<br />

CORPORATE GOVERNANCE<br />

Report on the Corporate Governance forms an integral part of<br />

this Report. The Certificate of the Practicing Company Secretary<br />

certifying compliance with the conditions of Corporate<br />

Governance as stipulated in clause 49 of the Listing Agreement<br />

with Stock Exchanges is annexed with the report on Corporate<br />

Governance.<br />

MANAGEMENT DISCUSSION AND ANALYSIS REPORT<br />

The management discussion and analysis report on the operations<br />

of the company, as required under the Listing agreements with<br />

the stock exchanges is provided in a separate section and forms a<br />

part of this report.<br />

AUDITORS<br />

M/s. Price Waterhouse, Chartered Accountants, have been the<br />

Statutory Auditors of the Company since F.Y. 2002-03. The Audit<br />

Committee and the Board of Directors have decided that in<br />

order to adhere to the best Corporate Governance practices, the<br />

Statutory Auditors should be changed periodically on rotational<br />

basis. The Company has received a Special Notice pursuant to<br />

Section 225 of the Companies Act, 1956 from a member proposing<br />

to move a resolution for the appointment of Walker, Chandiok &<br />

Co. Chartered Accountants, as Statutory Auditors of the Company<br />

in place of the retiring auditors, M/s. Price Waterhouse at the<br />

ensuing Annual General Meeting.<br />

Your Directors propose the appointment of Walker, Chandiok &<br />

Co., Chartered Accountants, as Statutory Auditors of the Company<br />

at the ensuing Annual General Meeting.<br />

Walker, Chandiok & Co. is a member firm of M/s Grant Thornton<br />

who is a leading international firm rated among the top 10 firms.<br />

They have a large international network and would be helpful and<br />

useful to the Company in managing its international operations.<br />

They have representations on various Accounting Board &<br />

committees in India and cater to leading companies.<br />

HUMAN RESOURCES<br />

Company’s industrial relations continued to be harmonious<br />

during the year under review.<br />

PARTICULARS OF EMPLOYEES<br />

Information as required under the provisions of Section 217(2A)<br />

of the Companies Act, 1956 read together with the Companies<br />

(particulars of Employees) Rules, 1975, as amended, are given in<br />

an Annexure forming part of this report.<br />

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT,<br />

TECHNOLOGY ABSORPTION, FOREIGN EXCHNAGE EARNINGS AND<br />

OUTGO<br />

The particulars as prescribed under Section 217(1)(e) of the<br />

Companies Act, 1956, read with the Companies (Disclosure of<br />

particulars in the report of Board of Directors) Rules, 1988 are set<br />

out in the Annexure-A to this Report.<br />

DIRECTORS’ RESPONSIBILITY STATEMENT<br />

Pursuant to Section 217(2AA) of the Companies Act, 1956, the<br />

directors confirm that –<br />

(i) in the preparation of the annual accounts, the applicable<br />

accounting standards have been followed along with<br />

proper explanation relating to material departures, if any;<br />

(ii) appropriate accounting policies have been selected and<br />

applied consistently and have made judgments and<br />

estimates that are reasonable and prudent so as to give a<br />

true and fair view of the state of affairs of the Company as<br />

at 31st March, 2010 and of the profit of the Company for the<br />

year ended 31st March, 2010;<br />

(iii) proper and sufficient care has been taken for maintenance<br />

of adequate accounting records in accordance with the<br />

provisions of the Companies Act, 1956 for safeguarding the<br />

assets of the Company and for preventing and detecting<br />

fraud and other irregularities;<br />

(iv) the annual accounts have been prepared on a going concern<br />

basis.<br />

APPRECIATION AND ACKNOWLEDGEMENTS<br />

Your Directors express their gratitude to the Company’s customers,<br />

shareholders, business partner’s viz. distributors and suppliers,<br />

medical profession, Company’s bankers, financial institutions<br />

including investors for their valuable sustainable support and<br />

Co-operation.<br />

Your Directors commend the continuing commitment and<br />

dedication of employees at all levels.<br />

Mumbai<br />

Date: 9th August, 2010<br />

For and on behalf of the Board of Directors<br />

G. Saldanha<br />

Chairman<br />

54 GLENMARK PHARMACEUTICALS LIMITED


Annexures to the Directors’ Report<br />

ANNEXURE-A<br />

Information under Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of the Board<br />

of Directors) Rules, 1988 and forming part of the Directors’ Report.<br />

A. CONSERVATION OF ENERGY<br />

Energy Generation Measures Taken<br />

A. Power and Fuel Consumption 2009-10 2008-09<br />

1. Electricity<br />

(a) Purchased<br />

Unit (in ‘000 Kwhrs) 7995.98 6210.77<br />

(b)<br />

Total Amount (Rs. in ‘000s) 35385.00 27587.12<br />

Rate/Unit (Rs.) 4.43 4.44<br />

Own Generation<br />

i) Through Diesel Generator<br />

Unit (in ‘000 Kwhrs) 1187.92 992.99<br />

Units per Ltr. of Diesel Oil 3.33 3.50<br />

Cost/Unit (Rs.) 9.51 10.64<br />

ii) Through Steam Turbine/Generator NIL NIL<br />

2. Coal NIL NIL<br />

Qty.<br />

Total Cost<br />

Avg. Rate<br />

3. Furnace Oil/Light Diesel Oil<br />

Qty. (K. Ltr.) 52.40 54<br />

Total Amount (Rs. in ‘000s) 2391.40 2395.32<br />

Avg. Rate (Rs./K. Ltr.) 45.64 44.35<br />

4. i) Internal generation<br />

Light Diesel Oil<br />

Qty. (In Ltr. ‘000’s) NIL NIL<br />

ii)<br />

Total Cost (Rs. in ‘000s) NIL NIL<br />

Rate/Unit (Rs.) NIL NIL<br />

Natural Gas<br />

Qty. (M 3 ‘000s) NIL NIL<br />

Total Cost (Rs. in ‘000s) NIL NIL<br />

Rate/Unit (Rs.) NIL NIL<br />

B. Consumption<br />

The Company manufactures several Drug Formulations<br />

in different pack sizes. In view of this, it is impracticable to<br />

apportion the consumption and cost of utilities to each<br />

Product/Formulation.<br />

B. TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT<br />

(R & D)<br />

1. Specific areas in which R & D is carried out by the<br />

Company and its subsidiaries and benefits derived<br />

as a result of the same.<br />

Formulation Development:<br />

a) Pharmaceutical Formulation Development:<br />

Development of formulations as immediate<br />

release, delayed release, enteric release,<br />

sustained release and various platform<br />

technologies. This includes literature survey,<br />

preformulation studies, formulation and<br />

standardization of dosage forms for selected<br />

drug molecules on laboratory scale.<br />

R & D has developed the new formulations for new<br />

and existing molecules and drug combinations.<br />

Which includes its standardization and execution<br />

at production site, evaluation of these batches<br />

against reference samples for pharmaceutical and<br />

bio-equivalence.<br />

The following products are ready for commercialization and<br />

commecialized during the financial year 2009-2010.<br />

Anti inflammatory and analgesic<br />

1. Lornoxicam + Paracetamol Tablets (4 mg+500 mg)<br />

(commecialized)<br />

2. Lornoxicam + Paracetamol Tablets (8 mg+500 mg)<br />

(commecialized)<br />

ANNUAL REPORT 2009-2010 55


3. Lornoxicam SR Tablets 16 mg (commecialized)<br />

4. Dexibuprofen tablets 300 mg (commecialized)<br />

5. Dexibuprofen tablets 400 mg (commecialized)<br />

6. Dexibuprofen + Paracetamol tablets 300 + 500 mg<br />

(commecialized)<br />

7. Diacerein ER capsules 100 mg (Ready for<br />

commercialization)<br />

Anti Allergic<br />

1. Levocetirizine + Phenylephrine capsules<br />

(5mg + 10 mg) (commecialized)<br />

Anti Diabetic<br />

1. Metformin Hydrochloride Extended Release Tablets<br />

1000 mg (Ready for commercialization)<br />

2. Miglitol and metformin Hydrochloride SR Tablets<br />

(25 mg + 500 mg) and (50 mg + 500 mg)<br />

(commecialized)<br />

Anti Asthmatic<br />

1. Acebrophylline Capsule 100 mg (commecialized)<br />

2. Montelukast & Levocetirizine Tablets (Ready for<br />

commercialization)<br />

3. Doxofylline & Salbutamol Capsules (400 + 2 & 400<br />

+ 4) (Ready for commercialization)<br />

Anti Hypertensive<br />

1. Telmisartan & Metoprolol tablets (40 mg + 25 mg)<br />

(Ready for commercialization)<br />

2. Telmisartan & Metoprolol tablets (40 mg + 50 mg)<br />

(Ready for commercialization)<br />

3. Olmesartan Tablets 40mg (commecialized)<br />

4. Olmesartan + Hydrochlorothiazide Tablets (40 mg<br />

+12.5 mg) (commecialized)<br />

Hormones<br />

1. Buserelin Injection 1 mg / ml (commecialized)<br />

2. Cyproteronoe Acetate & Ethinyl Estradiol tablets<br />

(Ready for commercialization)<br />

Anti Bacterial<br />

1. Tigecycline Injection (commecialized)<br />

2. Ofloxacin and Ornidazole Tablet (commecialized)<br />

3. Colistimethate Injection 1 Million IU (Ready for<br />

commercialization)<br />

Dermatology<br />

1. Benzoyl Peroxide Gel 2.5% (Ready for<br />

commercialization)<br />

2. Benzoyl Peroxide Gel 5% (Ready for<br />

commercialization)<br />

3. Sertaconazole + Beclomethasone Dipropionate Cream<br />

(Ready for commercialization)<br />

4. Hydroquinone+Tretinoin+Fluocinolone Acetonide<br />

Cream (commecialized)<br />

5. Clotrimazole + Beclomethaosne Dipropionate +<br />

Lidocaine + Ofloxacin Ear Drops (commecialized)<br />

6. Tretinoin cream (Ready for commercialization)<br />

Topical Solutions<br />

1. Minoxidil 10% + Aminexil 1.5% Topical Solution<br />

(Ready for commercialization)<br />

Liquid Orals<br />

1 Levosalbutamol Sulphate + Guaiphenesin + Ambroxol<br />

Hydrochloride Expectorant (commecialized)<br />

2. Amantadine Hydrochloride + Paracetamol +<br />

Phenylephrine Hydrochloride + Chlorpheniramine<br />

Maleate Oral Solution (commecialized)<br />

Oncology<br />

1. Pemetrexed for Injection (commecialized)<br />

2. Bortezomib for Injection (commecialized)<br />

3. Erlotinib Tablets (commecialized)<br />

NCE Formulation Development<br />

1. Formulation Development for NCE 8200 - tablet<br />

batch for clinical bridging study 50/100 mg<br />

(Completed)<br />

2. Formulation Development NCE 4039-Tablet and<br />

capsule batches for clinical study.<br />

3. Formulation Development NCE 10693- Preclinical<br />

development & clinical development<br />

4. Formulation Development NCE 15300 - Preclinical<br />

development and clinical studies.<br />

5. Formulation Development NCE 15691 - Preclinical<br />

development and clinical studies.<br />

6. Formulation Development NCE 17536 - Preclinical<br />

development and clinical studies.<br />

7. Formulation Development NCE 17173 - Preclinical<br />

development.<br />

US market<br />

1. Omeprazole capsule 10 mg, 20 mg, 40 mg (Ready for<br />

commercialization)<br />

Analytical Method Development:<br />

a) Development of new analytical test procedures for<br />

Establishing the quality and setting up specification for the<br />

release testing of Dosage Forms and Active Pharmaceutical,<br />

Finished Intermediates is the responsibility of Analytical<br />

Method Development group at <strong>Glenmark</strong> R & D. These<br />

methods are validated as per International Regulatory<br />

Standards.<br />

Category<br />

The responsibilities of this department also include the<br />

evaluation of the stability of the products developed at<br />

R&D under various Climatic Conditions as ICH Guidelines<br />

of Stability. This data is used as a basis to predict the shelf<br />

life of the products and also to prepare the stability study<br />

protocols for the commercial products manufactured as<br />

drug products/drug substance.<br />

Method<br />

Developed<br />

Methods<br />

Validated<br />

Methods<br />

Transferred<br />

to the<br />

manufacturing<br />

Site<br />

Oral Solid Dosages 87 46 19<br />

Derma products 29 33 17<br />

Oncology products 10 5 4<br />

API 3 9 9<br />

Documents for Drug<br />

Substance<br />

(STP, Specs etc.)<br />

– – 49<br />

56 GLENMARK PHARMACEUTICALS LIMITED


In Analytical Research activities for NCE research:<br />

a) We developed new analytical test procedures to establish<br />

the structure and evaluate the quality of NCE prior to<br />

initial biological screening. During pre-clinical studies,<br />

we generated analytical data for establishing the quality<br />

and setting up specification for the release testing of<br />

Drug substances. The methods used to release the drug<br />

substances which are used in clinical trials, are validated as<br />

per International Regulatory Standards.<br />

b) We evaluated physicochemical properties of new chemical<br />

entity; did the characterization studies, stability studies<br />

(under various Climatic Conditions as per ICH Guidelines of<br />

Stability).<br />

c) CMC related Dossiers, study protocols and study reports<br />

were prepared to support various pre-clinical studies and<br />

clinical trial applications with Regulatory Agencies.<br />

d) We performed polymorphic evaluation and salt selection<br />

studies on various NCEs drug substance and drug products.<br />

e) Reference standards of NCE were generated and supplied to<br />

CROs and manufacturing sites.<br />

Category<br />

Numbers<br />

Methods developed 131<br />

Methods Validated 3<br />

Methods Transferred to the Manufacturing 4<br />

Sites<br />

Reference Standards for NCEs 9<br />

Stability Studies 136<br />

Developmental Studies 15<br />

Documents for Drug Substance (Dossiers, 413<br />

Specs, CoA, TTD, etc.)<br />

2. Future plan of action<br />

R & D is working on new molecules in the following segment;<br />

- Oncology Products<br />

- Antifungal molecules<br />

- Antibacterial molecules<br />

- Antiasthmatic molecules<br />

- Antidiabetic products<br />

- Antiaging products<br />

- Antiinflammatory products<br />

- Atihyperlipidemic products<br />

- Antiosteoporosis products<br />

- Antiemetic products<br />

- Sunscreens Products<br />

- Technology – such as microspheres & aerosols foam<br />

Mousse.<br />

- Technology – to replace solvents used in film coating<br />

by water.<br />

- Development of formulations for Semi regulatory<br />

market.<br />

- Development of formulations for Latin American market.<br />

- Development of formulations for US market.<br />

- Antihypertensive molecules<br />

- Metered dose inhaler products for India market.<br />

- Metered dose inhaler products for Brazil market<br />

- Development of specialized NDDS products for<br />

Indian/SRM.<br />

TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION:<br />

1. Efforts in brief towards technology absorption,<br />

adoption and innovation.<br />

Most of our efforts in the area of technology<br />

absorption, adoption and innovation are based on<br />

our own efforts in R & D. They include improvement<br />

in yield and quality, improvement of processes and<br />

development of new processes with validation<br />

studies.<br />

2. Benefits derived:<br />

Benefits derived are enhanced production of our<br />

products, improvement in the yield and quality of<br />

products and introduction of new products, cost<br />

reduction of products and processes without affecting<br />

the quality of the products and process efficacy.<br />

Our R & D Centre is recognised by D.S.I.R., Ministry of<br />

Science and Technology, Government of India.<br />

Information regarding technology imported during<br />

the last five years – Nil.<br />

3. Expenditure on R & D:<br />

(Rs. in Million)<br />

2009-10 2008-09<br />

a) Capital Expenditure 57.98 104.46<br />

b) Revenue Expenditure 460.56 514.58<br />

c) Total 518.54 619.04<br />

d) R & D Expenditure as a<br />

4.99% 6.41%<br />

percentage of total turnover<br />

C. FOREIGN EXCHANGE EARNINGS AND OUTGO<br />

1. Activities relating to exports; initiatives taken to<br />

increase exports; development of new export markets<br />

for products and services; and export plans. The<br />

Management Discussion and Analysis report forming<br />

a part of the Directors Report deals with the same.<br />

2. Total foreign exchange earned was Rs. 2953.47 million<br />

and outflow was Rs. 596.83 million.<br />

Mumbai<br />

Date: 9th August, 2010<br />

For and on behalf of the Board of Directors<br />

G. Saldanha<br />

Chairman<br />

ANNUAL REPORT 2009-2010 57


ANNEXURE-B<br />

Disclosure in the Directors’ Report as per SEBI Guidelines:<br />

Particulars<br />

a Options granted 10,134,900<br />

b Pricing Formula Exercise Price shall be the latest available closing market price<br />

of the equity shares of the company, prior to the date of grant<br />

c Options Vested** 5,764,000<br />

d Options Exercised** 2,252,500<br />

e Total no. of shares arising as result of exercise of Options 2,252,500<br />

f Options lapsed * 5,248,900<br />

g Variation in terms of Options None<br />

h Money realised by exerise of Options (in lakhs) 952.85<br />

i Total number of options in force** 2,633,500<br />

** The number of options have been reported as on 31.03.2010<br />

* Lapsed Options includes options cancelled/lapsed<br />

j Employee wise details of options granted to :<br />

- Senior Management Name of the employee No. of options granted<br />

Chanakya Mishra 10000<br />

Jaswinder Gill 10000<br />

Paulo Tadeu Resende 27500<br />

Penny Ward 35000<br />

Rajeev Sibal 10000<br />

Rick Finnegan 25000<br />

Sanjay Gupta 20000<br />

- any other employee who receives a grant in any one year of<br />

option amounting to 5% or more of option granted during that<br />

None<br />

year<br />

k<br />

l<br />

- employees who were granted option, during any one year,<br />

equal to or exceeding 1% of the issued capital (excluding<br />

warrants and conversions) of the Company at the time of grant<br />

None<br />

Diluted earnings per share pursuant to issue of shares on exercise<br />

of option calculated in accordance with AS 20 'Earnings per Share'<br />

Pro Forma Adjusted Net Income and Earning Per Share<br />

Particulars<br />

Rs. in Lakhs<br />

Net Income 12,846.32<br />

As Reported<br />

Add: Intrinsic Value Compensation Cost<br />

Nil<br />

Less: Fair Value Compensation Cost 24.58<br />

Adjusted Pro Forma Net Income 12,821.74<br />

Earning Per Share: Basic<br />

As Reported 4.93<br />

Adjusted Pro Forma 4.92<br />

Earning Per Share: Diluted<br />

As Reported 4.92<br />

Adjusted Pro Forma 4.91<br />

58 GLENMARK PHARMACEUTICALS LIMITED


m Weighted average exercise price of Options granted during the<br />

year whose<br />

(a) Exercise price equals market price 228.63<br />

(b) Exercise price is greater than market price N.A.<br />

(c) Exercise price is less than market price N.A.<br />

Weighted average fair value of options granted during the year<br />

whose<br />

(a) Exercise price equals market price 141.95<br />

(b) Exercise price is greater than market price N.A.<br />

(c) Exercise price is less than market price N.A.<br />

n<br />

Description of method and significant assumptions used to<br />

estimate the fair value of options<br />

The fair value of the options granted has been estimated using<br />

the Black-Scholes option pricing model. Each tranche of vesting<br />

have been considered as a separate grant for the purpose of<br />

valuation. The assumptions used in the estimation of the same<br />

has been detailed below:<br />

Weighted average values for options granted during the year<br />

Variables<br />

Stock Price 230.16<br />

Volatility 57.43%<br />

Risk-free Rate 7.75%<br />

Exercise Price 228.63<br />

Time to Maturity 6.00<br />

Dividend yield 22.00%<br />

141.95<br />

Stock Price : Closing price on NSE as on the date of grant has been considered for valuing the grants.<br />

Volatility : We have considered the historical volatility of the stock till the date of grant to calculate the fair value.<br />

Risk-free rate of return : The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to<br />

the expected life of the options based on the zero-coupon yield curve for Government Securities.<br />

Exercise Price : The Exercise Price is the latest available closing market price of the equity shares of the Company, prior to the date of grant,<br />

for the respective grants.<br />

Time to Maturity : Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live. The<br />

minimum life of a stock option is the minimum period before which the options cannot be exercised and the maximum life is the maximum<br />

period after which the options cannot be exercised.<br />

Expected divided yield : Expected dividend yield has been calculated as an average of dividend yields for the four financial years preceding<br />

the date of the grant.<br />

ANNUAL REPORT 2009-2010 59


Report on Corporate Governance<br />

Pursuant to Clause 49 of the Listing Agreement, a Report on Corporate Governance is given below.<br />

1. The Company’s philosophy on Code of Governance:<br />

The Company’s philosophy on Code of Governance is aimed at assisting the top management of the Company in the efficient<br />

conduct of its business and in meeting its obligations to shareholders. The Company has adopted a codified Corporate Governance<br />

Charter, inter-alia, to fulfill its corporate responsibilities and achieve its financial objectives.<br />

The Company believes in and has consistently practiced good corporate governance. The Company creates an environment for the<br />

efficient conduct of the business and to enable management to meet its obligations to all its stakeholders, including amongst others,<br />

shareholders, customers, employees and the community in which the Company operates.<br />

2. Board of Directors:<br />

A. Composition:<br />

The Board comprises of 10 Directors, of whom, three are executive, and seven are non-executive Directors. The Chairman of the<br />

Board is a Non-Executive Director.<br />

The Non-Executive Directors are professionals with experience in management, pharmaceutical industry, legal, finance,<br />

marketing and general administration who bring in a wide range of skills and experience to the Board.<br />

a) Details of the Board of Directors:<br />

Name of the Director Status Relationship with other<br />

Directors<br />

Gracias Saldanha -<br />

Chairman<br />

Non-Executive<br />

– Promoter<br />

Group<br />

B. E. Saldanha (Ms.) * Non-Executive<br />

– Promoter<br />

Group<br />

Glenn Saldanha<br />

Managing Director<br />

and CEO<br />

Cheryl Pinto (Ms.)<br />

Executive<br />

– Promoter<br />

Group<br />

Executive<br />

– Promoter<br />

Group<br />

Father of Mr. Glenn Saldanha and<br />

Ms. Cheryl Pinto and Husband of<br />

Mrs. B. E. Saldanha<br />

Mother of Mr. Glenn Saldanha and<br />

Ms. Cheryl Pinto and wife of Mr.<br />

Gracias Saldanha<br />

Son of Mr. Gracias Saldanha and<br />

Mrs. B. E. Saldanha and brother of<br />

Ms. Cheryl Pinto<br />

Daughter of Mr. Gracias Saldanha<br />

and Mrs. B. E. Saldanha and Sister<br />

of Mr. Glenn Saldanha<br />

No. of Board<br />

Meetings<br />

attended<br />

No. of other<br />

Directorships<br />

held #<br />

Committee<br />

Membership(s) ##<br />

Chairman Member<br />

6 1 – –<br />

3 1 – –<br />

5 3 – 2<br />

5 – – 1<br />

J. F. Ribeiro Non-Executive None 5 3 5 --<br />

– Independent<br />

A. S. Mohanty Executive None 6 – – –<br />

N. B. Desai Non-Executive None 2 1 – 3<br />

– Independent<br />

Sridhar Gorthi<br />

Non-Executive None 5 2 – 3<br />

– Independent<br />

D. R. Mehta* Non-Executive None 3 6 – –<br />

– Independent<br />

Hocine Sidi-Said** Non-Executive None 1 – – –<br />

– Independent<br />

M. Gopal Krishnan*** Non-Executive None 1 – – –<br />

– Independent<br />

# Includes Directorship(s) in Indian Companies. The Directorships held by Directors as mentioned above, do not include<br />

Alternate Directorships and Directorships of Foreign Companies, Section 25 Companies and Private Limited Companies.<br />

## In accordance with Clause 49 of the Listing Agreement, Membership/Chairmanship of only the Audit Committee and<br />

Shareholders/Investors Grievance Committee of all Public Limited Companies have been considered.<br />

* Appointed as Director w.e.f. 14th August, 2009<br />

** Appointed as Director w.e.f. 29th October, 2009<br />

*** Ceased to be a Director w.e.f. 29th January, 2010<br />

b) During the Financial Year ended 31st March, 2010, Six board meetings were held on the following dates:<br />

17th April 2009, 26th June 2009, 27th July 2009, 14th August 2009, 29th October 2009 and 29th January 2010<br />

B. None of the Non-Executive Directors of the Company, have any pecuniary relationship or transactions with the Company other<br />

than sitting fees paid for attending board meeting/ committee meetings and those already disclosed in the note 7 of schedule<br />

21 to the Financial Statement in the Annual Report.<br />

C. Mr. Gracias Saldanha, Mr. Glenn Saldanha, Mrs. Cheryl Pinto and Mr. J. F. Ribeiro attended the last Annual General Meeting of<br />

the Company held on 25th September, 2009.<br />

60 GLENMARK PHARMACEUTICALS LIMITED


3. Audit Committee:<br />

i) Your Company has a qualified and independent Audit Committee. During the Financial Year ended 31st March, 2010, the<br />

committee met five times on 30th May, 2009, 26th June, 2009, 27th July, 2009, 28th October, 2009 and 29th January, 2010. The<br />

attendance of the Committee members at the meetings was as follows:<br />

ii)<br />

Name No. of meetings attended Remarks<br />

1. J. F. Ribeiro 4 Chairman<br />

2. Sridhar Gorthi 3 Member<br />

3. N. B. Desai 2 Member<br />

4. M. Gopal Krishnan 1 (Ceased to be a member w.e.f.<br />

29th January, 2010)<br />

Mr. Glenn Saldanha, Managing Director & CEO, Mr. R. V. Desai, CFO and Mr. Prakash Sevekari, Cost Auditor are invitees to the<br />

Meeting of the Audit Committee. The Company Secretary acts as a Secretary to the Committee. The terms of reference of this<br />

committee are wide enough covering matters specified in the Companies Act, 1956 read together with Clause 49 of the Listing<br />

Agreement of the Stock Exchange. The current Charter of the Audit Committee is in line with international best practices and the<br />

regulatory changes formulated by SEBI and the listing agreements with the stock exchanges on which your company is listed.<br />

iii) Terms of Reference:<br />

a) Approving and implementing the audit procedures and techniques.<br />

b) Reviewing audit reports of both statutory and internal auditors with auditors and management.<br />

c) Reviewing financial reporting systems, internal control systems and control procedures.<br />

d) Ensuring compliance with regulatory guidelines.<br />

e) Reviewing the quarterly, half-yearly and annual financial results of the Company before submission to the Board.<br />

4. Remuneration of Directors:<br />

A. The remuneration of the executive and non-executive Directors of your Company is decided by the Board of Directors on the<br />

terms and conditions as per the recommendation by the Compensation Committee.<br />

B. Given below are the details of remuneration/fees/commission paid to Directors during the financial year ended 31st March , 2010:<br />

Name of Director Salaries<br />

Amount (Rs.)<br />

Retirement<br />

benefits/other<br />

reimbursements<br />

Amount (Rs.)<br />

Commission<br />

Amount (Rs.)<br />

Sitting Fees<br />

Amount (Rs.)<br />

Total<br />

Amount (Rs.)<br />

1. Gracias Saldanha – – – 120,000 120,000<br />

2. B. E. Saldanha – – – 60,000 60,000<br />

3. Glenn Saldanha 9,720,000 8,562,309 – – 18,282,309<br />

4. Cheryl Pinto 7,900,512 1,508,443 – – 9,408,955<br />

5. J. F. Ribeiro – – – 1,80,000 1,80,000<br />

6. N. B. Desai – – – 80,000 80,000<br />

7. M. Gopal Krishnan* – – – 40,000 40,000<br />

8. Sridhar Gorthi – – – 1,60,000 160,000<br />

9. A. S. Mohanty 6,200,508 1,044,163 957,000 – 82,01,671<br />

10. D. R. Mehta – – – 60,000 60,000<br />

11. Hocine Sidi Said – – – 20,000 20,000<br />

23,821,020 11,114,915 957,000 720,000 36,612,935<br />

Notes:<br />

1. The Executive Directors have been reappointed on 16th May, 2007 for the term of five years. The service contract can be<br />

terminated with a notice of six months.<br />

2. Sitting fees of Rs. 1,60,000 of Mr. Sridhar Gorthi was paid to Trilegal on his behalf.<br />

* Ceased to be director w.e.f. 29th January, 2010<br />

Shares held by non-executive/Independent directors as on 31st March, 2010<br />

Name of Director<br />

Equity Shares (Nos.)<br />

Gracias Saldanha 654744<br />

B. E. Saldanha 537598<br />

J. F. Ribeiro 45800<br />

N. B. Desai 30000<br />

Sridhar Gorthi 559<br />

D. R. Mehta NIL<br />

Hocine Sidi Said<br />

NIL<br />

ANNUAL REPORT 2009-2010 61


5. Shareholders’/Investors’ Grievance Committee:<br />

The following Committee reviews shareholders’ complaints and resolution thereof.<br />

Name of committee Members No. of meetings held Attendance at the meeting<br />

Shareholders’ and Investors’ Grievance 1) J. F. Ribeiro – Chairman 7 7<br />

Committee.<br />

2) Glenn Saldanha – Member 7 6<br />

3) N. B. Desai – Member 7 3<br />

4) Cheryl Pinto – Member 7 5<br />

Compliance Officer: Mr. Sanjay Chowdhary – Jt. Company Secretary acts as the Compliance officer of the Company.<br />

Details of investor’s complaints received during the year ended 31st March, 2010:<br />

No. of complaints 2009-2010 2008-2009<br />

Received 20 50<br />

Disposed 20 50<br />

Pending NIL Nil<br />

The Company’s Registrars, Karvy Computershare Private Ltd., had received letters/complaints during the financial year, all of<br />

which were replied/resolved to the satisfaction of the shareholders.<br />

6. Compensation Committee:<br />

i) Broad terms of reference of the Compensation Committee:<br />

To recommend and review remuneration package of Executive/Non-Executive Directors.<br />

To approve issue of stock options to the employees.<br />

ii) The Compensation Committee comprises of following members of the Board:<br />

1. J. F. Ribeiro - Chairman<br />

2. Glenn Saldanha - Member<br />

3. N. B. Desai - Member<br />

4. S. Gorthi - Member<br />

iii) During the year ended 31st March, 2010, four meetings were held: 17th April 2009, 14th July 2009, 29th January 2010 and 25th<br />

February 2010.<br />

iv) Compensation Policy:<br />

The Company follows a market linked remuneration policy, which is aimed at enabling the Company to attract and retain the<br />

best talent. Compensation is also linked to individual and team performance as they support the achievement of Corporate<br />

Goals. The Company has formulated an Employee Stock Option Scheme for rewarding & retaining performers.<br />

7. Disclosures by Management:<br />

a) No material, financial and commercial transactions were reported by the management to the Board, in which the management<br />

had personal interest having a potential conflict with the interest of the company at large.<br />

b) There are no transactions with the Director or Management, their associates or their relatives etc. that may have potential<br />

conflict with the interest of the Company at large.<br />

c) There was no non-compliance during the last three years by the Company on any matter related to capital market.<br />

Consequently, there were neither penalties imposed nor strictures passed on the Company by Stock Exchanges, SEBI or any<br />

statutory authority.<br />

d) Though there is no formal Whistle Blower Policy, the Company takes cognizance of the complaints made and suggestions<br />

given by the employees and others. Even anonymous complaints are looked into and whenever necessary, suitable corrective<br />

steps are taken. No employee of the Company has been denied access to the Audit Committee of the Board of Directors of the<br />

Company.<br />

e) The company has fulfilled a non-mandatory requirement as prescribed in Annexure I D to Clause 49 of the Listing Agreement<br />

with the Stock Exchanges, related to Remuneration Committee (Compensation Committee). Please see the Para on<br />

Compensation Committee.<br />

8. Shareholders information:<br />

a) The relevant information relating to the Directors to be re-appointed at the ensuing Annual General Meeting to be held on<br />

27th September, 2010 are given below:<br />

i) Mr. Glenn Saldanha – 40, is a B. Pharm from Bombay University and was awarded the Watumall Foundation Award for<br />

overall excellence. His other educational qualifications include an MBA from New York University’s Leonard N. Stern<br />

School of Business (US). He has worked for Eli Lilly in the US and was a Management Consultant with Price Waterhouse<br />

Coopers. His Services have been used by Smithkline Beecham, Rhorer, Astra, Merck and Johnson and Johnson, among<br />

others. He has been the Managing Director of the Company since May’2002. He is also a Director of following Companies/<br />

Body Corporates:<br />

62 GLENMARK PHARMACEUTICALS LIMITED


ii)<br />

iii)<br />

iv)<br />

Names of the companies/firms<br />

Position<br />

<strong>Glenmark</strong> Exports Ltd.<br />

Director<br />

<strong>Glenmark</strong> Generics Inc., USA.<br />

Director<br />

<strong>Glenmark</strong> Dominicana, S.R. L.<br />

Director<br />

<strong>Glenmark</strong> Pharmaceuticals S.A.<br />

Director<br />

<strong>Glenmark</strong> Holding S.A.<br />

Director<br />

<strong>Glenmark</strong> Generics Ltd.<br />

Chairman<br />

<strong>Glenmark</strong> Generics Holding S.A.<br />

Director<br />

<strong>Glenmark</strong> Generics Finance S.A.<br />

Director<br />

<strong>Glenmark</strong> Therapeutics Inc. USA<br />

Director<br />

Talwalkar Better Value Fitness Ltd.<br />

Director<br />

Mr. J. F. Ribeiro – 81, is a retired Government official and has served the country under various assignments. Amongst<br />

the major positions held, he has been the Ex-Commissioner of Police, Mumbai, Former Special Secretary to Government<br />

of India, Ministry of Home Affairs, former Director General of Police, Punjab, Ex-Adviser to the Governor of Punjab,<br />

Ex-Ambassador of India to Romania. He is also a Director of following Companies/Body Corporates:<br />

Names of the companies/firms<br />

Position<br />

<strong>Glenmark</strong> Generics Ltd.<br />

Non-Executive Director<br />

VVF Ltd.<br />

Non-Executive Director<br />

Fullerton India Credit Company Ltd.<br />

Non-Executive Director<br />

Mr. Sridhar Gorthi – 38, is a B.A., LLB (Hons.) from the National Law School of India University. He is presently a partner in<br />

Trilegal and has worked with Arthur Anderson and Lex Inde, Mumbai. He is involved in legal advisory services to various<br />

multinational and domestic corporations on restructuring, debt finance, joint ventures, acquisition/mergers etc. He is<br />

also a Director of following Companies/Body Corporates:<br />

Names of the companies/firms<br />

Position<br />

Trilegal<br />

Partner<br />

Triconsult India Pvt. Ltd.<br />

Director<br />

<strong>Glenmark</strong> Generics Ltd.<br />

Director<br />

Hathway Cable & Datacom Limited<br />

Director<br />

Pay Pal Payment Pvt. Ltd.<br />

Director<br />

Aurous Communications & Events (I) Pvt. Ltd.<br />

Director<br />

Insite India adviser Limited<br />

Director<br />

Scottish & Newcastle India Pvt. Ltd<br />

Director<br />

RPS Research India Pvt. Ltd.<br />

Director<br />

Petro Tiger Services India Private Limited<br />

Director<br />

Mr. Hocine Sidi Said – 45, is the Founder & Director of Bio-nAbler, an investment company that partners with Sovereign<br />

Wealth Funds and Private Equity Firms across Asia and the MENA region to identify and execute product and company<br />

acquisitions. He has over 20 years of experience in the pharmaceuticals industry and has worked with companies<br />

like Pfizer and UCB. During his stint at UCB, he was incharge of the entire Emerging Markets Region and designated<br />

as Senior Vice President. Prior to joining UCB, he spent close to 17 years with Pfizer in various senior management<br />

and developmental roles in the Middle East, Central and Eastern Europe and Asia. He is also a Director of following<br />

Companies/Body Corporates:-<br />

Names of the companies/firms<br />

Position<br />

Moksha 8 Inc.<br />

Member<br />

Fuelogical Pte Ltd.<br />

Director<br />

Bio-nAbler LLC<br />

Director<br />

b) Share Transfer Process: The shares are sent/received for physical transfer at R & T’s office and all valid transfer requests are<br />

processed and returned within a period of 30 days from the date of receipt. The Share transfers are approved on weekly basis<br />

by the Share Transfer Committee.<br />

c) Dematerialisation of shares: As of 31st March, 2010, 99.05% of shares have been dematerialised and held in electronic form<br />

through NSDL and CDSL. The shares of your company are permitted to be traded only in dematerialised form.<br />

d) Share Holding Pattern as at 31st March, 2010:<br />

Description No. of Shareholders Shares held % to Equity<br />

Com pany Promoters 16 130507963 48.37<br />

Foreign Institutional Investors 182 72432081 26.84<br />

Residential Individuals 63881 29896297 11.08<br />

Bodies Corporate 1363 11521963 4.27<br />

Indian Financial Institutions 9 7905087 1.45<br />

Mutual Funds 43 12063032 4.47<br />

Non Resident Indians 1779 1804779 0.67<br />

Foreign Nationals 7 112108 0.04<br />

ANNUAL REPORT 2009-2010 63


Description No. of Shareholders Shares held % to Equity<br />

Banks 12 1286450 0.48<br />

H.U.F. 1399 867228 0.32<br />

Employees 63 512497 0.19<br />

Clearing Members 290 779960 0.29<br />

Directors 6 123824 0.05<br />

Trusts 12 24284 0.01<br />

TOTAL 69062 269837553 100.00<br />

e) General Body Meetings:<br />

i) The last three Annual General Meetings of the Company were held at the venue and time as under:<br />

AGM No. Date Time Venue<br />

29 20th September, 2007 11.00 a.m. Sunville Banquet & Conference Hall<br />

3rd floor, Dr. Annie Besant Road,<br />

Worli, Mumbai - 400 018.<br />

30 26th September, 2008 11.00 a.m. Sunville Banquet & Conference Hall<br />

3rd floor, Dr. Annie Besant Road,<br />

Worli, Mumbai - 400 018.<br />

31 25th September, 2009 11.00 a.m. Sunville Banquet & Conference Hall<br />

3rd floor, Dr. Annie Besant Road,<br />

Worli, Mumbai - 400 018.<br />

All resolutions moved at the last Annual General Meeting were passed by a show of hands by requisite majority of<br />

members who attended the meeting.<br />

ii) Whether any special resolution passed in the previous three AGMs?<br />

Yes.<br />

iii) Whether any special resolution passed last year through postal ballot?<br />

Yes<br />

iv) Who conducted the postal ballot?<br />

Mr. S. S. Rauthan, Practising Company Secretary.<br />

v) Whether any special resolution is proposed to be conducted through postal ballot?<br />

No.<br />

vi) Procedure for postal ballot.<br />

One resolution was passed by Postal ballot on 2nd September, 2009. Mr. S. S. Rauthan, Practising Company Secretary was<br />

appointed as the scrutinizer for conducting the Postal Ballot and the Scrutinizer submitted his report to the Chairman of<br />

the Board of Directors of the Company and the results were announced at the deemed Extra-Ordinary General Meeting<br />

held on 2nd September, 2009 at the corporate office of the Company at <strong>Glenmark</strong> House, HDO Corporate Building,<br />

Wing-A, B. D. Sawant Marg, Andheri (E), Mumbai - 400 099.<br />

The following is the result of the Postal Ballot as per the Scrutinizer’s Report.<br />

Item No. 1 of Notice: Approval of the shareholders under Section 81(1A) and other applicable provisions, if any, of the<br />

Companies Act, 1956 for issue of shares or Convertible instruments by the company.<br />

Particulars<br />

No. of Postal<br />

Ballot Forms<br />

No. of Shares<br />

% of the total paid<br />

up equity shares<br />

Total Postal Ballot forms received (A) 1332 145984726 58.27<br />

Less: Invalid Postal Ballot forms (B) 36 114998 0.05<br />

Net valid Postal Ballot forms (as per register) (A-B) 1296 145869728 58.22<br />

Postal Ballot forms with assent for the resolution 1239 135004939 53.89<br />

Postal Ballot forms with dissent for the resolution 57 10864789 4.33<br />

f) Date, Time and Venue of the Ensuing Annual General Meeting : Annual General Meeting shall be held on Monday,<br />

27th September, 2010 at 11 a.m. at Sunville Banquet & Conference Hall, 3rd Floor, Dr. Annie Besant Road, Worli,<br />

Mumbai - 400 018.<br />

Record Date/Book Closure:<br />

Book Closure: Monday, 20th September, 2010 to Monday, 27th September, 2010 (both days inclusive)<br />

g) Date of declaration of dividend:<br />

A dividend of Re. 0.40 per share has been recommended by the Board of Directors on 28th May, 2010 subject to the approval<br />

of the shareholders at the ensuing Annual General Meeting.<br />

64 GLENMARK PHARMACEUTICALS LIMITED


h) Financial Calendar (Tentative and Subject to change)<br />

Financial reporting for the first quarter ending June 30, 2010. July 2010<br />

Financial reporting for the second quarter ending September 30, 2010. October 2010<br />

Financial reporting for the third quarter ending December 31, 2010. January 2011<br />

Financial results for the year ending March 31, 2011. May 2011<br />

i) Members can avail of nomination facility by filing Form 2B with the Company. Blank forms can be downloaded from the<br />

website of the Company.<br />

j) Members may kindly note that consequent to split in the face value of equity shares of the company from Rs. 10/- to Rs. 2/- and<br />

subsequently from Rs. 2/- to Re. 1/-, the share certificates in the face value of Rs. 10/-or Rs. 2/- have ceased to be valid for any<br />

purpose whatsoever. Members who are holding share certificates of the face value of Rs. 10/- or Rs. 2/- each are requested to<br />

kindly send their respective share certificates to the R & T Agents for receiving ten or two equity shares of face value of Re. 1/-<br />

each in exchange of one equity share of face value of Rs. 10/- each or Rs. 2/-.<br />

k) Pursuant to the provisions of Section 205A (5) of the Companies Act,1956, dividend for the financial year ended March 31,<br />

2001 and thereafter, which remain unclaimed for a period of seven years will be transferred by the Company to the Investor<br />

Education and Protection Fund (IEPF) established by the Central Government pursuant to Section 205C of the Companies Act,<br />

1956.<br />

Information in respect of such unclaimed dividend when due for transfer to the said Fund is given below :<br />

Financial Year<br />

Ended<br />

Date of declaration<br />

of Dividend<br />

Date of transfer to unpaid/<br />

unclaimed dividend account<br />

Last date for claiming<br />

unpaid Dividend<br />

Due date for transfer<br />

to IEP Fund<br />

31.03.2003 15.05.2003 15.06.2003 14.06.2010 14.07.2010<br />

31.03.2004 29.03.2004 29.04.2004 28.04.2011 28.05.2011<br />

31.03.2005 26.04.2005 26.05.2005 25.05.2012 24.06.2012<br />

31.03.2006 31.01.2006 02.03.2006 01.03.2013 31.03.2013<br />

31.03.2007 26.12.2006 25.01.2007 24.01.2014 23.02.2014<br />

31.03.2008 31.10.2007 30.11.2007 29.11.2014 29.12.2014<br />

31.03.2009 25.09.2009 25.10.2009 24.10.2016 23.11.2016<br />

Shareholders who have not so far encashed their dividend warrant(s) are requested to seek issue of duplicate warrant (s)<br />

by writing to the Company’s Registrar and Transfer Agents, M/s. Karvy Computershare Pvt. Ltd. immediately. Shareholders<br />

are requested to note that no claims shall lie against the Company or the said Fund in respect of any amounts which were<br />

unclaimed and unpaid for a period of seven years from the dates that they first became due for payment and no payment shall<br />

be made in respect of any such claims.<br />

l) Means of Communication:<br />

a) Quarterly/Half Yearly and Annual Financial Results of the Company are published in the Financial Express and Punyanagri<br />

newspapers.<br />

b) Your Company’s results & official news releases are displayed on the company’s website.<br />

c) All items required to be covered in the Management Discussion & Analysis are included in the Directors’ Report to<br />

Members.<br />

d) Company has its own web site and all the vital information relating to the company and its products is displayed on its<br />

web site: www.glenmarkpharma.com.<br />

e) Whether presentation made to institutional investors or to the analysts – Yes.<br />

Your Company also regularly provides information to the stock exchanges as per the requirements of the Listing<br />

Agreements. The Company’s website is updated periodically to include information on new developments and business<br />

opportunities of your Company.<br />

The Management Discussion & Analysis forms a part of the Annual Report.<br />

9. Company’s Scrip Information:<br />

Listing on stock exchanges: The shares of the Company are listed on Bombay Stock Exchange Limited & the National Stock<br />

Exchange of India Ltd.<br />

Listing fees for the year 2010-11 have been paid to the Stock Exchanges.<br />

Stock Code: 532296 on the BSE<br />

Electronic Form No. INE935A01035<br />

Scrip Name<br />

GLENMARK PHA- BSE<br />

GLENMARK - NSE<br />

ANNUAL REPORT 2009-2010 65


Market Price Data: High, low during each month in last financial year. Performance in comparison to broad based indices namely BSE<br />

Sensex.<br />

(All figures in Indian Rupees)<br />

Months High Low Closing BSE Sensex<br />

Apr-09 217.50 147.50 179.80 11,403.25<br />

May-09 268.00 161.90 227.10 14,625.25<br />

Jun-09 266.80 199.05 217.60 14,493.84<br />

Jul-09 274.45 203.35 249.80 15,670.31<br />

Aug-09 280.35 202.00 217.15 15,666.64<br />

Sep-09 239.90 213.05 237.50 17,126.84<br />

Oct-09 252.90 215.45 224.15 15,896.28<br />

Nov-09 258.65 210.00 231.35 16,926.22<br />

Dec-09 287.05 234.00 275.00 17,464.81<br />

Jan-10 290.00 235.30 242.15 16,357.96<br />

Feb-10 268.00 240.25 251.60 16,429.55<br />

Mar-10 273.00 230.00 266.25 17,527.77<br />

<strong>Glenmark</strong><br />

300.00<br />

250.00<br />

200.00<br />

150.00<br />

100.00<br />

50.00<br />

Apr-09<br />

May-09<br />

<strong>Glenmark</strong><br />

<strong>Glenmark</strong> Vs. BSE SENSEX<br />

Jun-09<br />

Jul-09<br />

Aug-09<br />

Sep-09<br />

Oct-09<br />

Nov-09<br />

Dec-09<br />

BSE<br />

Months<br />

Jan-10<br />

Feb-10<br />

Mar-10<br />

20000<br />

18000<br />

16000<br />

14000<br />

12000<br />

10000<br />

8000<br />

6000<br />

4000<br />

2000<br />

0<br />

BSE Sensex<br />

10. Plant Locations:<br />

The Company’s plants are located at:<br />

i) E-37, MIDC Industrial Area, D Road, Satpur, Nasik - 422 007, Maharashtra.<br />

ii) Village: Kishanpura, Baddi Nalagarh Road, Tehsil: Nalagarh, Dist.: Solan - 174 101, Himachal Pradesh.<br />

iii) Business Unit II, Village Bhattanwala, PO Rajpura, Nalagarh Dist.: Solan, Himachal Pradesh.<br />

iv) D-42, Plot No. 50, Kundaim Industrial Estate, Kundaim - 403 115, Goa.<br />

11. Outstanding GDR’s/ADR’s/Warrants or any Convertible instruments exercised, date and likely impact on equity:<br />

A) The Company had issued 2,36,500 new options under Employees Stock Option Scheme viz. ESOS’ 2003. During the Financial<br />

Year 2009-2010, 6,01,100 options were cancelled and 6,04,860 options were exercised. As of 31st March, 2010, 26,33,500<br />

options were outstanding and are due for exercise on the following dates:<br />

ESOS’ 2003<br />

Date<br />

Number of Options<br />

April 27, 2010 95,200<br />

May 22, 2010 14,500<br />

May 29, 2010 62,300<br />

July 4, 2010 6,000<br />

July 9, 2010 9,000<br />

August 14, 2010 64,800<br />

August 22, 2010 46,800<br />

September 16, 2010 49,800<br />

October 9, 2010 13,600<br />

October 12, 2010 3,600<br />

November 8, 2010 92,000<br />

December 9, 2010 1,11,150<br />

January 9, 2011 68,100<br />

January 24, 2011 75,800<br />

February 5, 2011 2,34,850<br />

February 16, 2011 40,000<br />

March 21, 2011 1,15,800<br />

April 27, 2011 88,800<br />

May 22, 2011 10,000<br />

July 9, 2011 18,000<br />

July 14, 2011 13,950<br />

August 14, 2011 54,000<br />

ESOS’ 2003<br />

Date<br />

Number of Options<br />

August 22, 2011 46,800<br />

October 9, 2011 27,200<br />

October 12, 2011 2,400<br />

December 9, 2011 1,11,150<br />

January 9, 2012 68,100<br />

February 5, 2012 2,91,850<br />

February 25, 2012 9,500<br />

March 21, 2012 77,200<br />

July 9, 2012 27,000<br />

July 14, 2012 27,900<br />

August 22, 2012 62,400<br />

October 9, 2012 40,800<br />

December 9, 2012 1,48,200<br />

January 9, 2013 90,800<br />

February 5, 2013 17,400<br />

February 25, 2013 19,000<br />

July 9, 2013 36,000<br />

July 14, 2013 41,850<br />

October 9, 2013 54,400<br />

February 5, 2014 23,200<br />

February 25, 2014 28,500<br />

July 14, 2014 55,800<br />

February 25, 2015 38,000<br />

On exercising the convertible options so granted under the ESOS of the Company, the paid-up equity share capital of the<br />

company will increase by a like number of shares.<br />

66 GLENMARK PHARMACEUTICALS LIMITED


B) The company had issued 20,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1000 each.<br />

i. Convertible at the option of the bondholder at any time on or after 28th March, 2005 but prior to the close of business<br />

on 2nd January, 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and price of Rs. 215.5985(post adjustment for bonus<br />

and split) per share of Re. 1 each.<br />

ii.<br />

iii.<br />

Redeemable in whole but not in part at the option of the company on or after 15th February, 2008 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was at least 130% of the applicable Early Redemption Amount divided by the conversion ratio.<br />

Redeemable on maturity date on 16th February, 2010 at 133.74% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 33.74% payable on maturity of the bond if there is no conversion of the bond to be<br />

debited to Securities Premium account evenly over the period of 5 years from the date of issue of bonds.<br />

During the year, 1000 FCC bonds of USD 1000 each aggregating to USD 1 Million were redeemed on 16th February, 2010<br />

on maturity. As of 31st March, 2010, NIL FCC Bonds (2009-1000) of USD 1000 each are outstanding.<br />

C) The company had issued 50,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1000 each.<br />

i. Convertible at the option of the bondholder at any time on or after 15th November, 2006 but prior to the close of<br />

business on 2nd January 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and the price of Rs. 253.11(post adjustment<br />

for split) per share of Re. 1/- each.<br />

ii.<br />

iii.<br />

Redeemable in whole but not in part at the option of the company on or after 15th February, 2009 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was at least 130% of the applicable Early Redemption Amount divided by the conversion ratio.<br />

Redeemable on maturity date on 16th February, 2010 at 134.07% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 34.07% payable on maturity of the bond if there is no conversion of the bond to be<br />

debited to Securities Premium account evenly over the period of 5 years from the date of issue of bonds.<br />

During the year, 5000 FCC Bonds of USD 1000 each aggregating to USD 5 Million were redeemed on 16th February, 2010<br />

on maturity. As of 31st March, 2010 NIL FCC Bonds (2009-5000) of USD 1000 each are outstanding.<br />

D) The company had issued 30,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1000 each.<br />

i. Convertible at the option of bondholder at any time on or after 11th November, 2007 and prior to the close of business<br />

on 29th November, 2010 at a fixed exchange rate of Rs. 44.94 per 1 USD and the conversion price of Rs. 582.60 per share<br />

of Re. 1/- each.<br />

ii.<br />

iii.<br />

Redeemable in whole but not in part at the option of the Company, at any time on or after 10th January, 2010, if the<br />

closing price of shares (translated into US Dollars at the prevailing rate) for each of the 25 consecutive trading days<br />

immediately prior to the date upon which notice of redemption is given was at least 130% of the applicable early<br />

redemption amount divided by the applicable Conversion Ratio.<br />

Redeemable on 11th January, 2011 at 139.729% of its Principal amount if not redeemed or converted earlier. The<br />

redemption premium of 39.729% payable on maturity of the bond if there is no conversion of the bond to be debited to<br />

Securities Premium account evenly over the period of 5 years from the date of issue of bonds.<br />

As of 31st March, 2010, 30000 FCC bonds of USD 1000 each aggregating to USD 30 Million are outstanding.<br />

12. Electronic Clearing System (ECS):<br />

Shareholders are advised to opt for payment of dividend through ECS. The salient benefits of receiving dividend payment through<br />

ECS amongst others may be listed as below:<br />

a) There are no clearing charges in the hands of the investor/recipient, the same are borne by the Company;<br />

b) Risk as to fraudulent encashment of the dividend warrants, loss/interception of dividend warrants in transit, are eliminated;<br />

c) The facility ensures instant credit of the dividend amount in the desired account which to the recipient, means effortless and<br />

speedier transaction and hassles as to revalidation etc are done away with;<br />

ANNUAL REPORT 2009-2010 67


d) Once the payment is made through ECS/NECS company issues intimation letters to the investors as to credit/payment of<br />

dividend, providing therein the details of the account and amount. Investors may download the ECS Mandate Form from the<br />

company’s website and send the same duly filled in to registrars for updating of records.<br />

13. Investor Helpdesk: for clarifications/assistance, if any, please contact:<br />

Corporate Office<br />

Registrars & Transfer Agents<br />

Persons to contact Mr. Sanjay Chowdhary Mr. M. R. V.Subrahmanyam<br />

Add:<br />

<strong>Glenmark</strong> Pharmaceuticals Ltd.<br />

<strong>Glenmark</strong> House, HDO Corporate Building, Wing A, B. D.<br />

Sawant Marg, Chakala, Off. Western Express Highway,<br />

Andheri (E), Mumbai - 400 099.<br />

Karvy Computershare Pvt. Ltd.<br />

Plot No. 17 to 24, Near Image Hospital, Vittalrao<br />

Nagar, Madhapur, Hyderabad - 500 081.<br />

Telephone (022) 40189999 (040) 23420818-828<br />

Fax No. (022) 40189986 (040) 23420814<br />

E-mail webmaster@glenmarkpharma.com mrvs@karvy.com<br />

Website: www.glenmarkpharma.com www.karvy.com<br />

Investor Redressal: complianceofficer@glenmarkpharma.com -<br />

Declaration regarding affirmation of Code of Conduct<br />

In terms of the requirements of the amended Clause 49 of the Listing Agreement, this is to confirm that all the members of the Board and<br />

the senior management personnel have affirmed compliance with the Code of Conduct for the year ended 31st March, 2010.<br />

Place: Mumbai<br />

Date: 9th August, 2010<br />

Glenn Saldanha<br />

Managing Director & CEO<br />

68 GLENMARK PHARMACEUTICALS LIMITED


Certification by the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) on Financial<br />

Statements of the Company<br />

We, Glenn Saldanha, Managing Director & Chief Executive Officer and R. V. Desai, Chief Financial Officer, of <strong>Glenmark</strong> Pharmaceuticals Ltd.,<br />

certify that:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

We have reviewed financial statements and cash flow statement for the year and that to the best of our knowledge and belief:<br />

i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be<br />

misleading;<br />

ii) these statements together present a true and fair view of the company’s affairs and are in compliance with existing accounting<br />

standards, applicable laws and regulations.<br />

There are, to the best of our knowledge and belief, no transactions entered into by the company during the year which are fraudulent,<br />

illegal or violative of the company’s code of conduct.<br />

We accept responsibility for establishing and maintaining the internal controls for financial reporting and that we have evaluated the<br />

effectiveness of internal control systems of the company pertaining to financial reporting and we have disclosed to the auditors and<br />

the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we<br />

have taken or propose to take to rectify these deficiencies.<br />

We have indicated to the auditors and the Audit Committee:<br />

i) significant changes in internal control over financial reporting during the year;<br />

ii) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial<br />

statements:<br />

iii) during the year there were no instances of fraud which we have become aware. The management and its employees have a<br />

significant role in the Company’s internal control system.<br />

Glenn Saldanha<br />

Managing Director & Chief Executive Officer<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

R. V. Desai<br />

Chief Financial Officer<br />

ANNUAL REPORT 2009-2010 69


Certificate on Corporate Governance<br />

To the Members of:<br />

GLENMARK PHARMACEUTICALS LIMITED<br />

We have reviewed the implementation of Corporate Governance procedures by <strong>Glenmark</strong> Pharmaceuticals Limited during the year ended<br />

31st March, 2010, with the relevant records and documents maintained by the Company, furnished to us for our review and report on<br />

Corporate Governance as approved by the Board of Directors.<br />

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to a review<br />

of procedures and implementation thereof, adopted by the Company for ensuring the compliances of the conditions of Corporate<br />

Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.<br />

In our opinion and to the best of our information and explanations given to us, we certify that the Company has complied with the<br />

conditions of Corporate Governance as stipulated in the Listing Agreement.<br />

On the basis of our review and according to the information and explanations given to us, the conditions of Corporate Governance as<br />

stipulated in Clause 49 of the Listing Agreement(s) with the stock exchanges have been complied with in all material respect by the<br />

Company and that no investor grievance is pending for a period exceeding one month against the Company as per the records maintained<br />

by the Shareholders/Investors Grievance Committee.<br />

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness<br />

with which the management has conducted the affairs of the Company.<br />

For and on behalf of<br />

S. S. Rauthan & Associates<br />

Company Secretaries<br />

Place : Mumbai<br />

Date : 9th August, 2010.<br />

Surjan Singh Rauthan<br />

Proprietor<br />

M. No. - FCS-4807<br />

COP-3233<br />

70 GLENMARK PHARMACEUTICALS LIMITED


Auditors’ Report<br />

To the Members of<br />

<strong>Glenmark</strong> Pharmaceuticals Limited<br />

1. We have audited the attached Balance Sheet of <strong>Glenmark</strong> Pharmaceuticals Limited (the “Company”) as at 31st March, 2010, and the<br />

related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed<br />

under reference to this report. These financial statements are the responsibility of the Company’s Management. Our responsibility is<br />

to express an opinion on these financial statements based on our audit.<br />

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan<br />

and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An<br />

audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also<br />

includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall<br />

financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.<br />

3. As required by the Companies (Auditor’s Report) Order, 2003, as amended by the Companies (Auditor’s Report) (Amendment) Order,<br />

2004 (together the “Order”), issued by the Central Government of India in terms of sub-section (4A) of Section 227 of ‘The Companies<br />

Act, 1956’ of India (the ‘Act’) and on the basis of such checks of the books and records of the Company as we considered appropriate<br />

and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in<br />

paragraphs 4 and 5 of the Order.<br />

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

(f)<br />

We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the<br />

purposes of our audit;<br />

In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our<br />

examination of those books;<br />

The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books<br />

of account;<br />

In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the<br />

accounting standards referred to in sub-section (3C) of Section 211 of the Act;<br />

On the basis of written representations received from the directors, as on 31st March, 2010 and taken on record by the Board<br />

of Directors, none of the directors is disqualified as on 31st March, 2010 from being appointed as a director in terms of clause<br />

(g) of sub-section (1) of Section 274 of the Act;<br />

In our opinion and to the best of our information and according to the explanations given to us, the said financial statements<br />

together with the notes thereon and attached thereto give, in the prescribed manner, the information required by the Act, and<br />

give a true and fair view in conformity with the accounting principles generally accepted in India:<br />

(i) in the case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2010;<br />

(ii) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and<br />

(iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

Partha Ghosh<br />

Partner<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

ANNUAL REPORT 2009-2010 71


ANNEXURE TO AUDITORS’ REPORT<br />

Referred to in paragraph 3 of the Auditors’ Report of even date to the members of <strong>Glenmark</strong> Pharmaceuticals Limited on the financial<br />

statements for the year ended 31st March, 2010<br />

1. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed<br />

assets.<br />

(b)<br />

(c)<br />

The fixed assets are physically verified by the Management according to a phased programme designed to cover all the items<br />

over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its<br />

assets. Pursuant to the programme, a portion of the fixed assets has been physically verified by the Management during the<br />

year and no material discrepancies between the book records and the physical inventory have been noticed.<br />

In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not been<br />

disposed off by the Company during the year.<br />

2. (a) The inventory (excluding stocks with third parties) has been physically verified by the Management during the year. In respect<br />

of inventory lying with third parties, these have substantially been confirmed by them. In our opinion, the frequency of<br />

verification is reasonable.<br />

(b)<br />

(c)<br />

In our opinion, the procedures of physical verification of inventory followed by the Management are reasonable and adequate<br />

in relation to the size of the Company and the nature of its business.<br />

On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of<br />

inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material.<br />

3. (a) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register<br />

maintained under Section 301 of the Act.<br />

(b)<br />

The Company has not taken any loans, secured or unsecured, from companies, firms or other parties covered in the register<br />

maintained under Section 301 of the Act.<br />

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system<br />

commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the<br />

sale of goods and services. Further, on the basis of our examination of the books and records of the Company, and according to the<br />

information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct<br />

major weaknesses in the aforesaid internal control system.<br />

5. According to the information and explanations given to us, there have been no contracts or arrangements referred to in Section 301<br />

of the Act during the year to be entered in the register required to be maintained under that Section. Accordingly, the question of<br />

commenting on transactions made in pursuance of such contracts or arrangements does not arise.<br />

6. The Company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules<br />

framed there under.<br />

7. In our opinion, the Company has an internal audit system commensurate with its size and nature of its business.<br />

8. We have broadly reviewed the books of account maintained by the Company in respect of products where, pursuant to the Rules<br />

made by the Central Government of India, the maintenance of cost records has been prescribed under clause (d) of sub-section (1) of<br />

Section 209 of the Act, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.<br />

We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.<br />

9. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the<br />

Company is generally regular in depositing the undisputed statutory dues including provident fund, investor education and<br />

protection fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and<br />

other material statutory dues as applicable with the appropriate authorities.<br />

(b)<br />

According to the information and explanations given to us and the records of the Company examined by us, there are no dues<br />

of income-tax, wealth-tax, service-tax, customs duty and cess which have not been deposited on account of any dispute.<br />

The particulars of dues of sales-tax and excise duty as at 31st March, 2010 which have not been deposited on account of a<br />

dispute, are as follows:<br />

Name of the statute<br />

Nature of<br />

dues<br />

Amount*<br />

(Rs. lakhs)<br />

Period to which<br />

the amount relates<br />

Forum where the dispute is<br />

pending<br />

The Central Excise Act, 1944 Excise Duty 247.02 2002 to 2006 The Central Excise and Service Tax<br />

Appellate Tribunal<br />

The Gujarat Sales Tax Act, 1969/The<br />

Central Sales Act, 1956 (Gujarat)<br />

Sales Tax 20.64 2004 - 2005 Deputy Commissioner (CT) Appeals<br />

* Net of amount deposited under protest<br />

72 GLENMARK PHARMACEUTICALS LIMITED


10. The Company has no accumulated losses as at 31st March, 2010 and it has not incurred any cash losses in the financial year ended on<br />

that date or in the immediately preceding financial year.<br />

11. According to the records of the Company examined by us and the information and explanation given to us, the Company has not<br />

defaulted in repayment of dues to any financial institution or bank as at the balance sheet date.<br />

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other<br />

securities.<br />

13. The provisions of any special statute applicable to chit fund/nidhi/mutual benefit fund/societies are not applicable to the Company.<br />

14. In our opinion, the Company is not a dealer or trader in shares, securities, debentures and other investments.<br />

15. In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by<br />

the Company, for loans taken by others from banks or financial institutions during the year, are not prejudicial to the interest of the<br />

Company.<br />

16. In our opinion, and according to the information and explanations given to us, on an overall basis, the term loans have been applied<br />

for the purposes for which they were obtained.<br />

17. On the basis of an overall examination of the balance sheet of the Company, in our opinion and according to the information and<br />

explanations given to us, there are no funds raised on a short-term basis which have been used for long-term investment.<br />

18. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under<br />

Section 301 of the Act during the year.<br />

19. The Company has not issued any debentures.<br />

20. The Company has not raised any money by public issues during the year.<br />

21. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted<br />

auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance<br />

of fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the Management.<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

Partha Ghosh<br />

Partner<br />

Membership Number: F-55913<br />

ANNUAL REPORT 2009-2010 73


Balance Sheet<br />

Schedules<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

I. SOURCES OF FUNDS<br />

1. SHAREHOLDERS' FUNDS<br />

a) Capital 1 269,838 250,520<br />

b) Reserves and Surplus 2 17,464,316 12,049,185<br />

17,734,154 12,299,705<br />

2. LOAN FUNDS<br />

a) Secured Loans 3 486,403 1,122,123<br />

b) Unsecured Loans 4 7,111,150 9,536,950<br />

7,597,553 10,659,073<br />

3. DEFERRED TAX LIABILITY 5 327,713 411,232<br />

TOTAL 25,659,420 23,370,010<br />

II. APPLICATION OF FUNDS<br />

1. FIXED ASSETS 6<br />

a) Gross Block 3,086,286 2,704,814<br />

b) Less: Depreciation 1,182,210 976,745<br />

c) Net Block 1,904,076 1,728,069<br />

d) Capital Work-in-progress 468,830 324,493<br />

2,372,906 2,052,562<br />

2. INVESTMENTS 7 9,929,191 2,376,317<br />

3. DEFERRED TAX ASSETS 8 96,727 88,060<br />

4. CURRENT ASSETS, LOANS AND ADVANCES<br />

a) Inventories 9 1,503,976 1,303,143<br />

b) Sundry Debtors 10 3,300,915 4,098,190<br />

c) Cash and Bank Balances 11 50,772 116,877<br />

d) Loans and Advances 12 10,481,709 15,726,828<br />

15,337,372 21,245,038<br />

LESS: CURRENT LIABILITIES AND PROVISIONS<br />

a) Current Liabilities 13 1,902,857 2,232,555<br />

b) Provisions 14 173,919 159,412<br />

2,076,776 2,391,967<br />

NET CURRENT ASSETS 13,260,596 18,853,071<br />

TOTAL 25,659,420 23,370,010<br />

NOTES TO THE FINANCIAL STATEMENTS 21<br />

Schedules referred to above and notes attached there to form an integral part of the Balance Sheet.<br />

This is the Balance Sheet referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

74 GLENMARK PHARMACEUTICALS LIMITED


Profit and Loss Account<br />

Schedules<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

INCOME<br />

Sales and Operating Income 15 10,296,868 8,661,724<br />

Other Income 16 91,897 994,923<br />

10,388,765 9,656,647<br />

EXPENDITURE<br />

Cost of Sales 17 3,730,510 3,055,159<br />

Selling and Operating Expenses 18 4,473,195 2,880,774<br />

Depreciation 6 212,778 191,045<br />

Interest (net) 19 301,584 551,386<br />

Research and Development Expenses 20 460,560 514,584<br />

9,178,627 7,192,948<br />

Profit before Tax and Exceptional items 1,210,138 2,463,699<br />

Exceptional Item - 2,980<br />

PROFIT BEFORE TAX 1,210,138 2,460,719<br />

Provision for Taxation [Refer Note 1(xi) and 10 of Schedule 21]<br />

- Current Year [includes wealth tax provision Rs. 200 (Prev. Year – Rs.275)] 247,487 272,275<br />

- MAT Credit (Entitlement)/Utilisation (229,795) 557,518<br />

- Deferred Tax (92,186) (632,382)<br />

- Fringe Benefit Tax - 74,748<br />

- Prior Period Tax - 9,297<br />

NET PROFIT AFTER TAX 1,284,632 2,179,263<br />

Balance Profit Brought Forward 7,480,978 5,636,879<br />

NET PROFIT AVAILABLE FOR APPROPRIATION 8,765,610 7,816,142<br />

Proposed Dividend on Equity Shares 107,935 100,208<br />

Tax on Proposed Dividend on Equity Shares 17,927 17,030<br />

Residual Dividend and Dividend Tax 163 -<br />

Transfer to General Reserve 128,463 217,926<br />

BALANCE CARRIED TO BALANCE SHEET 8,511,122 7,480,978<br />

Earnings Per Share (Rs.) [Refer Note 5 of Schedule 21]<br />

Basic 4.93 8.72<br />

Diluted 4.92 8.54<br />

Face Value Per Share 1.00 1.00<br />

NOTES TO THE FINANCIAL STATEMENTS 21<br />

Schedules referred to above and notes attached thereto form an integral part of the<br />

Profit and Loss Account.<br />

This is the Profit and Loss Account referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 75


Cash Flow Statement<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

A. CASH FLOW FROM OPERATING ACTIVITIES:<br />

Net Profit before Tax 1,210,138 2,460,719<br />

Adjustments for:<br />

Depreciation 212,778 191,045<br />

Interest Expense 996,645 948,134<br />

Interest Income (695,061) (396,748)<br />

Income from Investment - Dividends (75) (38)<br />

(Profit)/Loss on Fixed Assets sold 9,112 (4,102)<br />

Provision for Doubtful Advances written back (700) -<br />

Provision for Bad & Doubtful Debts 17,500 30,000<br />

Provision for Gratuity & Leave Encashment 34,629 45,822<br />

Exceptional Item - 2,980<br />

Unrealised Foreign Exchange (Gain)/Loss 1,192,324 (744,988)<br />

Operating Profit Before Working Capital Changes 2,977,290 2,532,824<br />

Adjustments for changes in working capital:<br />

- (Increase)/Decrease in Sundry Debtors 585,198 (1,173,745)<br />

- (Increase)/Decrease in Other Receivables 7,225,571 (436,075)<br />

- (Increase) in Inventories (200,833) (177,893)<br />

- Increase/(Decrease) in Trade and Other Payables (392,699) 642,603<br />

Cash Generated from Operations 10,194,527 1,387,714<br />

- Taxes (Paid) (Net of Tax Deducted at Source) (362,878) (447,125)<br />

Net Cash from Operating Activities 9,831,649 940,589<br />

B. CASH FLOW FROM INVESTING ACTIVITIES:<br />

Purchase of Fixed Assets (463,034) (362,003)<br />

Capital Work-in-Progress (144,337) 71,423<br />

Proceeds from Sale of Fixed Assets 64,562 90,187<br />

Purchase of Investments (7,542,575) (419,613)<br />

Loans & Advances to Subsidiary Companies (2,564,114) (5,346,365)<br />

Interest Received 647,208 74,890<br />

Dividend Received 75 38<br />

Net Cash used in Investing Activities (10,002,215) (5,891,443)<br />

76 GLENMARK PHARMACEUTICALS LIMITED


Cash Flow Statement<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

C. CASH FLOW FROM FINANCING ACTIVITIES:<br />

Proceeds from Fresh Issue of<br />

Share Capital (including Securities Premium) 4,142,780 350,586<br />

Proceeds/(Repayment) of Long Term Borrowings 4,365,679 (791)<br />

Proceeds/(Repayment) of Short Term Borrowings (6,426,451) 6,176,352<br />

Proceeds from Working Capital Facilities movement (464,470) (634,150)<br />

Redemption of FCCB (279,960) -<br />

FCCB Premium paid on redemption including TDS (105,288) -<br />

Interest Paid (1,009,833) (935,747)<br />

Dividend Paid (100,966) (72)<br />

Dividend Tax Paid (17,030) -<br />

Net Cash from Financing Activities 104,461 4,956,178<br />

Net Increase/(Decrease) in Cash & Cash Equivalents (66,105) 5,324<br />

Cash and Cash Equivalents as at 31st March, 2009 116,877 111,751<br />

Cash balance transferred to <strong>Glenmark</strong> Generics Ltd. - (198)<br />

Cash and Cash Equivalents as at 31st March, 2010 50,772 116,877<br />

Cash and Cash Equivalents Comprise:<br />

Cash 1,710 1,045<br />

Deposits with Scheduled banks 14,725 37,382<br />

Deposits with Non-scheduled Banks 113 126<br />

Balance with Scheduled Banks 33,022 76,173<br />

Balance with Non-scheduled Banks 1,202 2,151<br />

50,772 116,877<br />

Notes:<br />

1. The Cash Flow Statement has been prepared under the "Indirect Method" as set out in Accounting Standard - 3 on Cash Flow<br />

Statements issued by the Institute of Chartered Accountants of India.<br />

2. Cash and cash equivalents includes Rs. 3,122 which are not available for use by the Company. (Refer Schedule 13 to the Financial<br />

Statements)<br />

3. Figures in bracket indicate Cash outgo.<br />

This is the Cash Flow Statement referred to in our report of even date.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 77


Schedules annexed to and forming part of the Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

1. CAPITAL<br />

Authorised<br />

350,000,000 (2009 – 350,000,000) Equity Shares of Re. 1 each 350,000 350,000<br />

4,000,000 (2009 – 4,000,000) Cumulative Redeemable non-convertible preference shares<br />

of Rs. 100 each<br />

400,000 400,000<br />

Issued, Subscribed and Paid-up<br />

269,837,553 (2009 – 250,519,758) Equity Shares of Re. 1 each 269,838 250,520<br />

TOTAL 269,838 250,520<br />

Notes:<br />

1. During the year ended 31st March, 2010 the Company, pursuant to Employee Stock Option Scheme 2003, has granted 236,500<br />

(2009 - 2,305,500) options at market price as defined in SEBI (ESOS) Guidelines and cancelled 601,100 (2009 - 1,697,500) options.<br />

2. During the year 604,860 (2009 - 500,300) options were converted into Equity Shares under the Employee Stock Option Scheme,<br />

2003. As at 31st March, 2010, 2,633,500 options were outstanding under Employee Stock Option Scheme, 2003. On exercise of the<br />

options so granted under Employee Stock Option Scheme 2003, the paid-up Equity Share Capital of the Company will increase by a<br />

like number of shares.<br />

3. During the year, Nil (2009 - 7,500) Zero Coupon Foreign Currency Convertible Bonds (FCCB) of USD 1,000 each aggregating USD Nil<br />

(2009 - USD 7.5 million) were converted into Nil (2009 - 1,293,706) equity shares of Re. 1 each. As at 31st March, 2010, FCC Bonds<br />

amounting to USD 30 million were outstanding.<br />

4. On 18th September, 2009 the Company allotted 18,712,935 Equity Shares of Re. 1 each at a premium of Rs. 220/- per share to Qualified<br />

Institutional Buyers pursuant to chapter VIII of the Securities Exchange Board of India (Issue of Capital and Disclosure Requirement)<br />

Regulation 2009.<br />

5. Of the above 158,371,140 (2009 - 158,371,140) Equity Shares of Re. 1 each are allotted as fully paid-up Bonus Shares by Capitalisation<br />

of Reserves.<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2010<br />

As at<br />

31st March, 2009<br />

2. RESERVES AND SURPLUS<br />

Securities Premium Account<br />

Balance at the beginning of the year 3,184,454 2,896,843<br />

Add: Premium on Issue of Shares pursuant to Conversion of ESOP 36,659 22,636<br />

Add: Premium on Issue of Shares to Qualified Institutional Buyers 4,116,846 -<br />

Less: Issue expenses on issue of shares to QIBs 65,829 -<br />

Add: Premium on Issue of Shares pursuant to conversion of FCC Bonds - 326,156<br />

Add: Writeback of redemption premium for FCC Bonds converted during the year - 66,115<br />

Less: Redemption premium of FCC Bonds 149,623 127,296<br />

Add: Tax impact on FCCB redemption premium 35,787 -<br />

Closing Balance 7,158,294 3,184,454<br />

General Reserve<br />

Balance at the beginning of the year 1,429,229 1,299,037<br />

Add: Transferred from Profit and Loss Account 128,463 217,926<br />

Add: Transfer to Fixed assets - 3,915<br />

Less: Transfer from Foreign Currency Monetary Item Translation Difference Account - 91,649<br />

Closing Balance 1,557,692 1,429,229<br />

Foreign Currency Monetary Item Translation Difference Account<br />

Balance at the beginning of the year (246,476) -<br />

Add: FCC Bond and ECB loan unrealised gain/(loss) as per notification issued by<br />

256,318 (391,995)<br />

Ministry of Corporate Affairs<br />

Amortisation of Foreign Currency Monetary Item Translation Difference 26,366 145,519<br />

Closing Balance 36,208 (246,476)<br />

Capital Redemption Reserve 200,000 200,000<br />

Capital Reserve 1,000 1,000<br />

Profit and Loss Account Balance 8,511,122 7,480,978<br />

TOTAL 17,464,316 12,049,185<br />

78 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Balance Sheet<br />

Notes<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

3. SECURED LOANS<br />

From Banks<br />

Term Loan 1 338,550 509,800<br />

Working Capital Facilities 2 147,853 612,323<br />

TOTAL 486,403 1,122,123<br />

Notes:<br />

1. Term loan is secured by way of exclusive charge as the case may be, at certain locations, on Company's fixed assets both present and<br />

future.<br />

2. Working Capital Facilities is secured by hypothecation of Stocks of raw materials, packing materials, finished goods, work in process,<br />

receivables and equitable mortgage on fixed assets at the manufacturing facility at Nasik and Research and Development centre at<br />

Sinnar, Nasik.<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2010<br />

As at<br />

31st March, 2009<br />

4. UNSECURED LOANS<br />

Short Term Loans from Banks 1,221,727 7,656,138<br />

Other Loans from Banks 4,481,731 -<br />

Foreign Currency Convertible Bonds (due within one year) [Refer Note 15 of Schedule 21] 1,354,200 1,835,280<br />

Security Deposit 53,492 45,532<br />

TOTAL 7,111,150 9,536,950<br />

5. DEFERRED TAX LIABILITY [Refer Note 1(xi) of Schedule 21]<br />

Depreciation 309,904 297,339<br />

FCC Bond/ECB Loan revaluation 17,809 113,893<br />

TOTAL 327,713 411,232<br />

6. FIXED ASSETS [Refer Note 1(ii), 1(iii), 1(iv), 1(v)(b), 1(x) and 1(xii) of Schedule 21]<br />

As at<br />

31st March,<br />

2009<br />

GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK<br />

Additions Deductions<br />

during the<br />

year<br />

As at<br />

31st March,<br />

2010<br />

As at<br />

31st March,<br />

2009<br />

For the<br />

year<br />

On<br />

Deductions<br />

As at<br />

31st March,<br />

2010<br />

As at<br />

31st March,<br />

2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March,<br />

2009<br />

Tangible assets<br />

Freehold Land 36,731 11,737 - 48,468 - - - - 48,468 36,731<br />

Leasehold Land 80,894 4,758 (54,400) 31,252 2,414 967 (1,098) 2,283 28,969 78,480<br />

Factory Buildings 351,416 114,889 - 466,305 55,484 15,298 - 70,782 395,523 295,932<br />

Other Buildings &<br />

Premises 201,122 5,822 - 206,944 24,273 3,340 - 27,613 179,331 176,849<br />

Plant and Machinery 240,266 56,861 (1,661) 295,466 48,909 12,620 (46) 61,483 233,983 191,357<br />

Furniture and Fittings 267,171 37,712 - 304,883 132,260 29,677 - 161,937 142,946 134,911<br />

Equipments 994,179 190,295 (2,518) 1,181,956 361,991 79,988 (1,689) 440,290 741,666 632,188<br />

Vehicles 40,818 2,037 (6,716) 36,139 17,033 5,543 (4,329) 18,247 17,892 23,785<br />

Intangible assets<br />

Computer software 59,496 39,212 (16,556) 82,152 22,866 13,808 (151) 36,523 45,629 36,630<br />

Brands 432,721 - - 432,721 311,515 51,537 - 363,052 69,669 121,206<br />

TOTAL 2,704,814 463,323 (81,851) 3,086,286 976,745 212,778 (7,313) 1,182,210 1,904,076 1,728,069<br />

Previous Year 4,837,377 408,920 (2,541,483) 2,704,814 1,162,046 191,045 (376,346) 976,745 - -<br />

Capital Work-in-progress 468,830 324,493<br />

Notes:<br />

1. Addition to Fixed assets includes Capital expenditure of Rs. 57,978 [2009 - Rs. 104,456] incurred at approved R & D centres.<br />

2. Addition to assets include Rs. 7,499 (2009 - Rs. 5,400) being borrowing costs.<br />

ANNUAL REPORT 2009-2010 79


Schedules annexed to and forming part of the Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

7. INVESTMENTS [Refer Note 1(vi) and 14(e) of Schedule 21]<br />

Long Term Investments - At Cost - Fully Paid<br />

Quoted - non-trade<br />

Equity shares<br />

9,000 (2009 – 9,000) Bank of India of Rs. 10 each [Market Value Rs. 3,067 (2009 – Rs. 1,979)] 405 405<br />

1,209 (2009 – 1,209) IDBI Bank Limited of Rs. 10 each [Market Value Rs. 139 (2009 – Rs. 55)] 34 34<br />

439 439<br />

Investment in Government Securities<br />

National Savings Certificate - Sixth Issue 22 22<br />

Unquoted - non-trade<br />

1 (2009 – 1) Time Share of Dalmia Resorts Limited 20 20<br />

1 (2009 – 1) Equity Share of Esquados 340,000 of <strong>Glenmark</strong> Pharmaceutica Limitada.,<br />

48 48<br />

Lisbon (Portugal)<br />

213,032 (2009 - 213,032) Equity Shares of Bharuch Eco-Aqua Infrastructure Limited of<br />

2,130 2,130<br />

Rs. 10 each, fully paid-up<br />

1,350,000 (2009 - 1,350,000) 7% cumulative preference shares of Rs. 100 each fully paid-up<br />

135,000 135,000<br />

of Marksans Pharma Ltd.<br />

Investment with Napo Pharmaceuticals Inc. [1,176,471 (2009 - 1,176,471) Preferred shares<br />

43,560 43,560<br />

of USD 0.85 each]<br />

Investment in Joint Venture - <strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd. [9,800 Ordinary<br />

2,508 1,348<br />

shares of THB 100 each and 16,415 Ordinary Shares of THB 100 each (Paid-up 50 THB) & 2<br />

Preference shares of THB 100 each (2009 - 9,800 Ordinary shares & 2 Preference shares) of<br />

THB 100 each]<br />

Investments in Subsidiary Companies - Unquoted - non-trade<br />

a) <strong>Glenmark</strong> Exports Limited, India 18,500 18,500<br />

[1,850,020 (2009 - 1,850,020) Equity Shares of Rs. 10 each]<br />

b) <strong>Glenmark</strong> Impex LLC, Russia 722,279 432,287<br />

[Roubles 455,701,648 (2009 - 266,741,126)]<br />

c) <strong>Glenmark</strong> Philippines Inc., Philippines 116,703 87,899<br />

[640,490 (2009 - 497,162) shares of Pesos 200 each]<br />

d) <strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 86,609 51,335<br />

[267,533,341 (2009 - 157,115,916) shares of Naira 1 each]<br />

e) <strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn. Bhd., Malaysia 15,286 13,977<br />

[1,200,861 (2009 - 1,107,955) shares of RM 1 each]<br />

f) <strong>Glenmark</strong> Generics Ltd, India [Refer Note 4 of Schedule 21] 7,868,000 717,000<br />

[143,210,000 (2009 - 71,700,000) shares of Rs. 10 each]<br />

g) <strong>Glenmark</strong> Holding S. A., Switzerland 797,113 797,113<br />

[22,520,000 (2009 - 22,520,000) shares of CHF 1 each]<br />

h) <strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia 65,047 60,734<br />

[1,976,002 (2009 - 1,861,002) shares of AUD 1 each]<br />

i) <strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 42,940 1,980<br />

[4,975,154 (2009 - 250,000) shares of EGP 1 each]<br />

j) <strong>Glenmark</strong> Pharmaceuticals FZE (U.A.E.) 12,925 12,925<br />

[1 (2009 - 1) shares of AED 1,000,000 each]<br />

k) <strong>Glenmark</strong> Dominicana, SRL, Dominican Republic* 62 -<br />

[100 (2009 - 50) shares of RD 1000 each]<br />

9,928,752 2,375,878<br />

TOTAL 9,929,191 2,376,317<br />

Aggregate book value of Investments<br />

- Quoted [Market value Rs. 3,206 (2009 - Rs. 2,034)] 439 439<br />

- Unquoted 9,928,752 2,375,878<br />

TOTAL 9,929,191 2,376,317<br />

*denotes amount less than Rs. 1 ('000)<br />

80 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Balance Sheet<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2010<br />

As at<br />

31st March, 2009<br />

8. DEFERRED TAX ASSET [Refer Note 1(xi) of Schedule 21]<br />

Provision for Bad Debts and Doubtful Advances 68,017 62,306<br />

Others 28,710 25,754<br />

TOTAL 96,727 88,060<br />

9. INVENTORIES [Refer Note 1(vii) and 13(f) of Schedule 21]<br />

(As certified by the management)<br />

Raw Materials 523,450 370,141<br />

Packing Material 154,959 131,119<br />

Work-in-Process 182,197 72,468<br />

Stores and Spares 16,453 13,647<br />

Finished Goods 626,917 715,768<br />

TOTAL 1,503,976 1,303,143<br />

10. SUNDRY DEBTORS [Refer Note 14(c) of Schedule 21]<br />

Outstanding for more than six months<br />

Secured, considered good - -<br />

Unsecured, considered good 2,510,029 1,656,726<br />

Unsecured, considered doubtful 176,098 158,598<br />

2,686,127 1,815,324<br />

Less: Provision for doubtful debts 176,098 158,598<br />

2,510,029 1,656,726<br />

Other debts -<br />

Secured, considered good - -<br />

Unsecured, considered good 790,886 2,441,464<br />

790,886 2,441,464<br />

TOTAL 3,300,915 4,098,190<br />

11. CASH AND BANK BALANCES<br />

Cash in hand 1,710 1,045<br />

Balances with Scheduled banks<br />

- Current Accounts 32,991 76,097<br />

- Margin Money Account 14,725 37,382<br />

- EEFC Account 31 76<br />

Balances with Non-Scheduled Banks<br />

- Current Accounts 1,202 2,151<br />

- Deposit Accounts 113 126<br />

TOTAL 50,772 116,877<br />

The balances in the margin money accounts are given as security against guarantees issued by banks on behalf of the Company.<br />

Bank balances with Non-Scheduled banks in current account includes:<br />

Rs. in (‘000s)<br />

As at 31st<br />

March, 2010<br />

Maximum amount outstanding<br />

during the year 2009-2010<br />

As at 31st<br />

March, 2009<br />

Maximum amount outstanding<br />

during the year 2008-2009<br />

Bank for Foreign Trade of Vietnam 58 404 92 1,502<br />

Imperial Bank 66 225 116 170<br />

Foreign Trade Bank of Cambodia 335 484 163 383<br />

State Export-Import Bank of Ukraine 32 1,826 183 2,395<br />

Taib Kazak Bank 461 948 64 838<br />

Alp Jamol Bank USD A/c 224 723 499 1,240<br />

Alp Jamol Bank Local Currency A/c 7 522 40 585<br />

HSBC Singapore USD 19 30 30 143<br />

Barclays Bank,New Maadi Branch - 345 346 800<br />

Bank of Kazakhstan – USD A/c - 1,222 618 775<br />

1,202 2,151<br />

Bank balances with Non-Schedule Banks in Deposit account includes:<br />

HSBC Call Deposit USD 113 126 126 126<br />

ANNUAL REPORT 2009-2010 81


Schedules annexed to and forming part of the Balance Sheet<br />

As at<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

As at<br />

31st March, 2009<br />

12. LOANS AND ADVANCES (unsecured, considered good unless otherwise stated)<br />

Advances recoverable in cash or kind or for value to be received<br />

Considered good 375,370 576,056<br />

Considered doubtful 29,100 29,800<br />

404,470 605,856<br />

Less: Provision for Doubtful advances (29,100) (29,800)<br />

375,370 576,056<br />

Receivable from <strong>Glenmark</strong> Generics Ltd. 770,500 7,598,996<br />

Advances to subsidiaries [Refer Note 14(a) and (b) of Schedule 21] 8,508,090 6,649,554<br />

Share Application Money - pending allotment<br />

- [Egyptian Pound Nil (2009 - 1,158,308)] <strong>Glenmark</strong> Pharmaceuticals Egypt (S.A.E.) - 10,299<br />

Advance to Vendors 104,275 432,999<br />

Advance tax [net of provision of Rs. 1,524,636 (2009 - Rs. 1,313,135)] 204,699 91,382<br />

MAT Credit Entitlement [Refer Note 10 of Schedule 21] 232,304 2,509<br />

Balance with Excise Authorities 163,809 238,609<br />

Deposits 122,662 126,424<br />

TOTAL 10,481,709 15,726,828<br />

13. CURRENT LIABILITIES<br />

Acceptances 494,716 -<br />

Sundry creditors [Refer Note 8 of Schedule 21]<br />

- Total outstanding dues to Micro enterprises and small enterprises - 26,524<br />

- Total outstanding dues to creditors other than Micro enterprises and small enterprises 791,803 1,463,950<br />

Investor Education and Protection Fund shall be credited by<br />

- Unclaimed Dividend 3,122 3,717<br />

[There are no amounts due and outstanding to be credited to Investor Education<br />

and Protection Fund]<br />

Advances from Customer - 46,648<br />

Payable to Subsidiaries [Refer Note 14(d) of Schedule 21] 6,486 120,868<br />

Other Liabilities 157,073 152,337<br />

Interest accrued but not due 449,657 418,511<br />

TOTAL 1,902,857 2,232,555<br />

14. PROVISIONS<br />

Proposed Dividend 107,935 100,208<br />

Tax payable on Proposed Dividend 17,927 17,030<br />

Provision for Wealth Tax 252 276<br />

Provision for Fringe Benefit Tax - 2,050<br />

Provident Fund Scheme payable 7,543 7,288<br />

Provision for Gratuity and leave encashment [Refer Note 11 of Schedule 21] 40,262 32,560<br />

TOTAL 173,919 159,412<br />

82 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Profit and Loss Account<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

15. SALES AND OPERATING INCOME [Refer Note 1(ix) and 13(b) of Schedule 21]<br />

Sale of goods* 10,281,576 8,647,288<br />

Income from services 15,292 14,436<br />

TOTAL 10,296,868 8,661,724<br />

* includes Sales Tax and Excise Duty aggregating Rs. 388,827 (2009 – Rs. 311,401)<br />

and Rs. 77,763 (2009 – Rs. 108,810) respectively.<br />

16. OTHER INCOME<br />

Dividend received on non trade Investments 75 38<br />

Exchange gain - 867,485<br />

Export Incentive 48,574 76,200<br />

Profit on Sale of Fixed Assets - 4,102<br />

Provision for Doubtful Advances Written back 700 -<br />

Guarantee Commission 26,062 29,135<br />

Miscellaneous income 16,486 17,963<br />

TOTAL 91,897 994,923<br />

17. COST OF SALES<br />

Salary, wages, bonus and allowances 143,388 127,402<br />

Contribution to Provident and other funds 5,052 4,238<br />

Labour charges 148,249 152,784<br />

Consumption of raw and packing materials [Refer Note 13(d) and (e) of Schedule 21] 2,002,785 1,678,637<br />

Purchase of Traded goods [Refer note 13(c) of Schedule 21] 841,496 687,227<br />

Excise Duty 75,924 116,132<br />

Sales Tax 388,827 311,401<br />

Power, fuel and water charges 61,239 54,783<br />

Consumption of stores and spares [Refer note 13(e) of Schedule 21] 42,272 43,013<br />

Repairs and maintenance - Plant and Machinery 21,087 14,785<br />

Repairs and maintenance - Building 5,056 2,809<br />

Rent 1,650 -<br />

Other manufacturing expenses 14,363 13,568<br />

(Increase)/Decrease in inventory (20,878) (151,620)<br />

TOTAL 3,730,510 3,055,159<br />

18. SELLING AND OPERATING EXPENSES<br />

Salary, bonus and allowances 888,179 818,658<br />

Contribution to Provident and other funds 41,915 39,821<br />

Staff welfare expenses 34,988 23,206<br />

Directors' salaries, allowances and commission [Refer Note 12 of Schedule 21] 36,613 95,709<br />

Incentive and commission 179,431 120,616<br />

Sales promotion expenses 919,629 556,614<br />

Export commission 34,368 21,360<br />

Commission on sales 44,864 29,590<br />

Travelling expenses 403,386 430,773<br />

Freight outward 165,391 169,819<br />

Telephone expenses 19,247 22,005<br />

Rates and taxes 7,520 6,721<br />

Provision for doubtful debts 17,500 30,000<br />

Insurance premium 17,317 16,234<br />

Electricity charges 15,952 14,529<br />

Rent 87,016 89,831<br />

ANNUAL REPORT 2009-2010 83


Schedules annexed to and forming part of the Profit and Loss Account<br />

Year ended<br />

31st March, 2010<br />

Rs. in (‘000s)<br />

Year ended<br />

31st March, 2009<br />

18. SELLING AND OPERATING EXPENSES (Contd.)<br />

Repairs & Maintenance - Others 59,126 63,835<br />

Auditors' remuneration<br />

- Audit fees 4,800 4,200<br />

- Other matters 96 126<br />

- Out of pocket expenses 33 124<br />

Loss on sale of assets 9,112 -<br />

Exchange Loss 1,143,543 -<br />

Other operating expenses 343,169 327,003<br />

TOTAL 4,473,195 2,880,774<br />

19. INTEREST (Net)<br />

On term loans from bank 345,803 150,042<br />

On other loans from bank 650,842 798,092<br />

996,645 948,134<br />

Less: Interest Income<br />

On deposits with banks [tax deducted at source Rs. 247 (2009 - Rs. 653)] 10,258 3,111<br />

On Loans given to Subsidiaries 684,803 393,637<br />

695,061 396,748<br />

TOTAL 301,584 551,386<br />

20. RESEARCH AND DEVELOPMENT EXPENSES [Refer Note 1(x) of Schedule 21]<br />

Salary and other allowances 180,181 180,474<br />

Contribution to Provident and other funds 6,733 6,583<br />

Staff welfare expenses 2,120 2,241<br />

Incentive and commission 24 9,290<br />

Consumable and Chemicals 140,888 166,241<br />

Electricity charges 18,970 19,481<br />

Repairs and maintenance - Building 182 131<br />

Repairs and maintenance - Others 25,060 17,925<br />

Insurance premium 1,694 1,810<br />

Other expenses 84,708 110,408<br />

TOTAL 460,560 514,584<br />

84 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

SCHEDULE 21 - NOTES TO THE FINANCIAL STATEMENTS<br />

1. SIGNIFICANT ACCOUNTING POLICIES<br />

i) Basis of Accounting<br />

The Financial Statements are prepared to comply in all material aspects with all the applicable accounting principles in India,<br />

the applicable Accounting Standards notified u/s 211(3C) of the Companies Act,1956 and the relevant provisions of the<br />

Companies Act,1956.<br />

ii) Fixed Assets (including Intangibles), Depreciation and Amortisation<br />

Fixed assets are stated at cost less accumulated depreciation and amortisation. The Company capitalises all costs relating<br />

to the acquisition and installation of fixed assets. Expenditure of revenue nature, incurred in setting up of new projects, is<br />

capitalised as an indirect cost towards construction of the fixed assets.<br />

Depreciation is provided using the straight line method, pro-rata to the period of use of assets, based on the useful lives of fixed<br />

assets as estimated by management, or at the rates specified in Schedule XIV of the Companies Act, 1956, whichever is higher.<br />

Brands/IP Rights are amortised from the month of products launch/commercial production, over the estimated economic life<br />

not exceeding 10 years.<br />

Fixed assets having aggregate cost of Rs. 5,000 or less are depreciated fully in the year of acquisition.<br />

The Company has estimated the useful life of its assets as follows:<br />

Category<br />

Estimated useful life (in years)<br />

Plant and Machinery 8 - 20<br />

Vehicles 5 - 6<br />

Equipments and Air conditioners 4 - 20<br />

Furniture and Fixtures 10<br />

Computer Software 5<br />

Brands 5 - 10<br />

Leasehold land and improvement is amortised over the period of lease.<br />

iii) Borrowing Costs<br />

Borrowing costs that are attributable to the acquisition and construction of a qualifying asset are capitalised as a part of the<br />

cost of the asset. Other borrowing costs are recognised as an expense in the year in which they are incurred.<br />

iv) Impairment of Assets<br />

The Company assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such<br />

indication exist, the Company estimates the recoverable amount of the asset. If such recoverable amount of the asset or the<br />

recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying<br />

amount is reduced to its recoverable amount. The reduction is treated as an impairment loss and is recognised in the Profit and<br />

Loss Account. If at the Balance Sheet date there is an indication that if a previously assessed impairment loss no longer exist,<br />

the recoverable amount is reassessed and the asset is reflected at the recoverable amount.<br />

v) Foreign Currency Transactions<br />

a) Foreign currency transactions are recorded at the exchange rates prevailing on the date of such transactions. Monetary<br />

assets and liabilities as at the Balance Sheet date are translated at the rates of exchange prevailing at the date of the<br />

Balance Sheet. Gain/loss arising on account of differences in foreign exchange rates on settlement/translation of<br />

monetary assets and liabilities are recognised in the Profit and Loss Account. Non-monetary foreign currency items are<br />

carried at cost.<br />

b) Gain/loss on account of foreign exchange fluctuation in respect of liabilities in foreign currencies specific to acquisition<br />

of fixed assets are recognised in the Profit and Loss Account.<br />

vi) Investments<br />

Long-term investments are stated at cost. Provision, where necessary, is made to recognize a decline, other than temporary, in<br />

the value of the investments.<br />

vii) Inventories<br />

Inventories of finished goods, consumable store and spares are valued at cost or net realisable value, whichever is lower. Cost<br />

of raw materials and packing materials is ascertained on a first-in-first-out basis. Cost of work-in-process and finished goods<br />

include the cost of materials consumed, labour and manufacturing overheads. Excise and customs duty accrued on production<br />

or import of goods, as applicable, is included in the valuation of inventories. Net realisable value is the estimate of the selling<br />

price in the ordinary course of the business.<br />

viii) Employee Benefits<br />

Long-term Employee Benefits<br />

In case of Defined Contribution plans, the Company's contributions to these plans are charged to the Profit and Loss Account as<br />

incurred. Liability for Defined Benefit plans is provided on the basis of valuations, as at the Balance Sheet date, carried out by an<br />

independent actuary. The actuarial valuation method used for measuring the liability is the Projected Unit Credit method. The<br />

estimate of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.<br />

The expected rate of return on plan assets is the Company's expectation of the average long-term rate of return expected<br />

on investments of the fund during the estimated term of the obligations. Plan assets are measured at fair value as at the<br />

Balance Sheet date.<br />

ANNUAL REPORT 2009-2010 85


Schedules annexed to and forming part of the Financial Statements<br />

ix) Revenue Recognition<br />

The Company recognizes revenue on despatch of goods to customers. Revenues from services are recognized on completion<br />

of such services. Revenue from IP asset/Marketing rights is recognized on transfer of ownership/right to use in accordance with<br />

the terms of relevant agreements. Revenue from contract research being in the nature of product development activities is<br />

recognized as per the terms of the agreement. Revenues are recorded at invoice value, inclusive of excise duty and sales-tax,<br />

but net of returns and trade discounts.<br />

x) Research and Development<br />

Capital expenditure on Research and Development (R & D) is capitalised as fixed assets. Development cost relating to the new<br />

and improved product and/or process development is recognised as an intangible asset to the extent that it is expected that<br />

such asset will generate future economic benefits. Other research and development costs are expensed as incurred.<br />

xi) Taxation<br />

Current Tax<br />

Current tax is determined as the amount of tax payable in respect of taxable income for the year.<br />

Deferred Tax<br />

Deferred tax is recognised, subject to the consideration of prudence, on timing differences being the difference between<br />

taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent<br />

period. Deferred tax assets are not recognised on unabsorbed depreciation and carry forward of losses unless there is virtual<br />

certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised.<br />

Deferred tax assets/liabilities recognised as above is after excluding the amounts, which are getting reversed during the tax<br />

holiday period.<br />

xii) Leases<br />

Finance Leases<br />

Assets acquired under finance lease are recognised as assets with corresponding liabilities in the Balance Sheet at the inception<br />

of the lease at amounts equal to lower of the fair value of the leased asset or at the present value of the minimum lease<br />

payments. These leased assets are depreciated in line with the Company’s policy on depreciation of fixed assets. The interest is<br />

allocated to periods during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the<br />

liability for each period.<br />

Operating Leases<br />

Lease rent in respect of assets taken on operating lease are charged to the Profit and Loss Account as per the terms of lease<br />

agreements.<br />

xiii) Employee Stock Option Schemes (ESOS)<br />

The Company accounts for compensation expense under the Employee Stock Option Schemes using the intrinsic value<br />

method as permitted by the Guidance Note on "Accounting for Employee Share-based Payments" issued by the Institute of<br />

Chartered Accountants of India. The difference between the market price and the exercise price as at the date of the grant is<br />

treated as compensation expense and charged over the vesting period.<br />

xiv) Provisions and Contingent Liabilities<br />

The Company recognises a provision when there is a present obligation as a result of a past event that probably requires an<br />

outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability<br />

is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of<br />

resources. Where there is a possible obligation or a present obligation that the likelihood of outflow of resources is remote, no<br />

provision or disclosure is made.<br />

2. As per the transitional provision given in the notification issued by Ministry of Corporate Affairs dated 31st March, 2009 the Company<br />

has opted for the option of adjusting the exchange difference on long-term foreign currency monetary items:<br />

i) To the cost of the assets acquired out of this foreign currency monetary item. During the year, Company has decapitalised<br />

exchange difference amounting to Rs. 105.46 lakhs on restatement of long-term loans used for acquiring the fixed assets.<br />

ii) To the Foreign Currency Monetary Item Translation Difference account. During the year, Company has transferred exchange<br />

gain of Rs. 2,563.18 lakhs on restatement of long-term loans. Accordingly, Proportionate amount of Rs. 263.66 lakhs is amortised<br />

and Depreciation charged of Rs. 17.04 lakhs for the year ended 31st March, 2010. Due to the above profit for the year is lower by<br />

Rs. 1,988.50 lakhs (net of tax).<br />

3. CONTINGENT LIABILITIES NOT PROVIDED FOR<br />

Rs. in (‘000s)<br />

31st March, 2010 31st March, 2009<br />

(a) Bank Guarantees 20,768 21,671<br />

Disputed Income Tax/Excise Duty/Sales Tax 26,765 27,285<br />

Claims against the Company not acknowledged as debts (Refer Note i) 386 380<br />

Open letters of credit 5,274 -<br />

Sundry debtors factored with recourse option (Refer Note ii) 3,500,000 2,800,000<br />

Indemnity Bond 345,366 331,876<br />

Call money payable to <strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd.<br />

(16,415 shares @ 50 THB per Ordinary Share) 1,149 -<br />

Corporate Guarantee (Refer Note iii) 8,283,012 7,974,112<br />

Corporate Guarantee (Refer Note iv) 1,218,780 1,376,460<br />

86 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

Notes:<br />

i) In respect of labour/industrial disputes.<br />

ii) The amount related to Credit facilities given by bank against debtors.<br />

iii) Corporate guarantee given on behalf of various subsidiaries :<br />

Citibank [Given on behalf of <strong>Glenmark</strong> Holding SA, Switzerland (GHSA)] 4,514,000 5,098,000<br />

ICICI Bank [Given on behalf of <strong>Glenmark</strong> Holding SA, Switzerland (GHSA)] 645,502 729,014<br />

HSBC Bank (Given on behalf of <strong>Glenmark</strong> Farmaceutica Ltda, Brazil) - 101,960<br />

Citi Bank (Given on behalf of <strong>Glenmark</strong> Pharmaceuticals S.R.L. Romania) 5,204 5,804<br />

ALD Automotive (Given on behalf of <strong>Glenmark</strong> Impex, L.L.C. Russia) 98,026 109,334<br />

ING Vysya Bank (Given on behalf of <strong>Glenmark</strong> Generics Ltd.) 430,000 430,000<br />

Central Bank of India (Given on behalf of <strong>Glenmark</strong> Generics Ltd., India) 1,500,000 1,500,000<br />

Citibank (Given on behalf of <strong>Glenmark</strong> Pharmaceutica Ltda., Brazil) 90,280 -<br />

Yes Bank Ltd. (Given on behalf of <strong>Glenmark</strong> Generics Ltd.) 1,000,000 -<br />

iv) The Company's subsidiary, <strong>Glenmark</strong> Generics Inc., U.S.A. (GGI) [formerly known as <strong>Glenmark</strong> Pharmaceuticals Inc., U.S.A.<br />

(GPI)] on 2nd June, 2006 has entered into an Agreement with Paul Royalty Fund Holdings II (PRF) pursuant to which, PRF<br />

will pay upto USD 27 million to GGI for the development and commercialization of certain products for the US market.<br />

Further, the Company has entered into a Master Services, License, Manufacturing and Supply Agreement with GGI to<br />

develop and manufacture the aforesaid products, and also issued a financial guarantee in favour of PRF for an amount<br />

not exceeding USD 27 million for the benefits under the said agreement.<br />

b) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31st March,<br />

2010 aggregate Rs. 137,151 (2009 – Rs. 120,170).<br />

4. During the year, the Company subscribed to 71,510,000 equity shares for a consideration of Rs. 7,151,000 ('000) in its subsidiary<br />

<strong>Glenmark</strong> Generics Limited for the balance Business sale consideration.<br />

5. EARNINGS PER SHARE<br />

Basic earnings per share is calculated by dividing the net profit for the year attributable to equity shareholders by the weighted<br />

average number of equity shares outstanding during the year.<br />

For the purpose of calculating diluted earnings per share, the weighted average number of shares outstanding are adjusted for the<br />

effects of all dilutive potential equity shares from the exercise of options on unissued share capital and on conversion of FCC Bonds.<br />

The calculations of earnings per share (basic and diluted) are based on the earnings and number of shares as computed below.<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

Profit after tax for the financial year (attributable to equity shareholders) 1,284,632 2,179,263<br />

In (‘000s)<br />

Reconciliation of number of shares No. of Shares No. of Shares<br />

Weighted average number of shares:<br />

For basic earnings per share 260,759 250,025<br />

Add:<br />

Deemed exercise of options on unissued equity share capital and conversion of FCC Bonds 565 5,237<br />

For diluted earnings per share 261 ,324 255,262<br />

Earnings per share (nominal value Re. 1 each) Rs. Rs.<br />

Basic 4.93 8.72<br />

Diluted 4.92 8.54<br />

6. SEGMENT INFORMATION<br />

Business segments<br />

The Company is primarily engaged in a single segment business of formulations and is managed as one entity, for its various activities<br />

and manufacturing and marketing of pharmaceutical is governed by a similar set of risks and returns.<br />

Geographical segments<br />

In the view of the management, the Indian and export markets represent geographical segments.<br />

Sales by market – The following is the distribution of the Company's sale by geographical market:<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

Geographical segment<br />

India 7,528,626 6,146,628<br />

Other than India* 2,768,242 2,515,096<br />

TOTAL 10,296,868 8,661,724<br />

* includes deemed exports aggregating Rs. Nil (2009 – Rs. 354,036)<br />

ANNUAL REPORT 2009-2010 87


Schedules annexed to and forming part of the Financial Statements<br />

Assets and additions to fixed assets by geographical area – The following table shows the carrying amount of segment assets and<br />

additions to fixed assets by geographical area in which the assets are located:<br />

Rs. in (‘000s)<br />

India Others* India Others*<br />

2009-2010 2009-2010 2008-2009 2008-2009<br />

Carrying amount of segment assets 25,558,999 2,080,470 23,303,046 2,370,871<br />

Additions to fixed assets 463,323 - 408,920 -<br />

* Others represent receivables from debtors located outside India including those related to deemed exports and cash and bank<br />

balances of branches outside India.<br />

7. RELATED PARTY DISCLOSURES<br />

In accordance with the requirements of Accounting Standard - 18 "Related Party Disclosures", the names of the related parties where<br />

control exists and/or with whom transactions have taken place during the year and description of relationships, as identified and<br />

certified by the management are as follows:<br />

a) Parties where direct/indirect control exists<br />

i) Subsidiary Companies<br />

<strong>Glenmark</strong> Pharmaceuticals Europe Ltd., U.K.<br />

<strong>Glenmark</strong> Generics (Europe) Ltd., U.K. [formerly known as <strong>Glenmark</strong> Pharmaceuticals (Europe) Ltd.]<br />

<strong>Glenmark</strong> Pharmaceuticals S.R.O. (formerly known as Medicamenta A.S., Czech Republic)<br />

<strong>Glenmark</strong> Pharmaceuticals SK, s.r.o., Slovak Republic (Formerly known as Medicamenta SK SRO)<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland<br />

<strong>Glenmark</strong> Holding S.A., Switzerland<br />

<strong>Glenmark</strong> Generics Holding S.A., Switzerland<br />

<strong>Glenmark</strong> Generics Finance S. A., Switzerland<br />

<strong>Glenmark</strong> Pharmaceuticals S.R.L., Romania<br />

<strong>Glenmark</strong> Pharmaceuticals Eood., Bulgaria<br />

<strong>Glenmark</strong> Distributor SP z.o.o., Poland<br />

<strong>Glenmark</strong> Pharmaceuticals SP. z.o.o., Poland<br />

<strong>Glenmark</strong> Generics Inc., USA<br />

<strong>Glenmark</strong> Therapeutics Inc., USA<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil<br />

<strong>Glenmark</strong> Generics S.A., Argentina<br />

<strong>Glenmark</strong> Pharmaceuticals Mexico, S.A. DE C.V., Mexico<br />

<strong>Glenmark</strong> Pharmaceuticals Peru SAC., Peru<br />

<strong>Glenmark</strong> Pharmaceuticals Colombia Ltda., Colombia<br />

<strong>Glenmark</strong> Uruguay S.A. (formerly known as Badatur S.A., Uruguay)<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela., C.A., Venezuela<br />

<strong>Glenmark</strong> Dominicana SRL, Dominican Republic (formerly known as <strong>Glenmark</strong> Dominicana S.A.)<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt<br />

<strong>Glenmark</strong> Pharmaceuticals FZE., U.A.E.<br />

<strong>Glenmark</strong> Impex L.L.C., Russia<br />

<strong>Glenmark</strong> Philippines Inc., Philippines<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria<br />

<strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn Bhd., Malaysia<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty Ltd., Australia<br />

<strong>Glenmark</strong> South Africa (Pty.) Ltd., South Africa<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty.) Ltd., South Africa<br />

<strong>Glenmark</strong> Exports Ltd., India<br />

<strong>Glenmark</strong> Generics Ltd., India<br />

ii) Investment in Joint Venture<br />

<strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd., Thailand<br />

b) Related party relationships where transactions have taken place during the year<br />

Subsidiary Companies<br />

<strong>Glenmark</strong> Exports Ltd., India<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil<br />

88 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

<strong>Glenmark</strong> Philippines Inc., Philippines<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland<br />

<strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn. Bhd., Malaysia<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia<br />

<strong>Glenmark</strong> Impex L.L.C., Russia<br />

<strong>Glenmark</strong> Holding S.A., Switzerland<br />

<strong>Glenmark</strong> Generics Ltd., India<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela., C.A., Venezuela<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty.) Ltd., South Africa<br />

<strong>Glenmark</strong> Dominicana SRL, Dominican Republic<br />

c) Key management personnel<br />

Mr. Gracias Saldanha<br />

Mrs. B.E. Saldanha<br />

Mr. Glenn Saldanha<br />

Mrs. Cheryl Pinto<br />

Mr. A.S. Mohanty<br />

d) Transactions with related parties during the year<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

Subsidiary Company<br />

1. Sale of Finished Products & Services 1,101,531 1,314,750<br />

<strong>Glenmark</strong> Exports Ltd., India - 353,098<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 461,465 523,189<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil 87,689 65,611<br />

<strong>Glenmark</strong> Pharmaceuticals Inc., Philippines 41,687 22,737<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 481,562 304,968<br />

<strong>Glenmark</strong> Generics Ltd., India 249 22,400<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 23,055 22,747<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty) Ltd., South Africa 395 -<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela., C.A., Venezuela 5,429 -<br />

2. Purchase of Finished Products & Services 220,925 295,511<br />

<strong>Glenmark</strong> Generics Ltd., India 217,065 295,511<br />

<strong>Glenmark</strong> Generics S.A., Argentina 3,860 -<br />

3. Investment in Share Capital 7,552,874 789,315<br />

<strong>Glenmark</strong> Philippines Inc., Philippines 28,804 36,689<br />

<strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn. Bhd., Malaysia 1,309 3,846<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 35,274 -<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 289,992 291,793<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia 4,313 60,734<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 40,960 1,980<br />

<strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd., Thailand 1,160 1,348<br />

<strong>Glenmark</strong> Pharmaceuticals FZE., (U.A.E.) - 12,925<br />

<strong>Glenmark</strong> Generics Ltd., India 7,151,000 380,000<br />

<strong>Glenmark</strong> Dominicana SRL, Dominican Republic 62 -<br />

4. Share Application Money - 10,299<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt - 10,299<br />

5. Sale of Business to - 7,500,000<br />

<strong>Glenmark</strong> Generics Ltd., India - 7,500,000<br />

6. Sale of Fixed Assets to 19,150 94,268<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 755 6,349<br />

<strong>Glenmark</strong> Generics Ltd., India 18,395 87,919<br />

ANNUAL REPORT 2009-2010 89


Schedules annexed to and forming part of the Financial Statements<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

7. Purchase of Fixed Assets 23,400 86,872<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 23,400 82,652<br />

<strong>Glenmark</strong> Generics Ltd., India - 4,220<br />

8. Advance received - 1,920<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia - 1,920<br />

9. Advances given 2,405 107<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia - 107<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 2,405 -<br />

10. Loan given to 3,417,084 5,719,717<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 3,410,337 4,775,744<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria - 20,765<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia - 19,875<br />

<strong>Glenmark</strong> Generics Ltd., India - 903,333<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 6,747 -<br />

11. Loan repaid by 1,598,644 798,190<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 997,570 -<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia - 16,200<br />

<strong>Glenmark</strong> Philippines Inc., Philippines - 19,484<br />

<strong>Glenmark</strong> Generics Ltd., India 594,327 762,506<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 6,747 -<br />

12. Interest on Loan Given 684,803 393,637<br />

<strong>Glenmark</strong> Philippines Inc., Philippines - 228<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 14,080 14,085<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 260,734 118,103<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty. Ltd., Australia - 965<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 3,203 2,687<br />

<strong>Glenmark</strong> Generics Ltd., India 406,549 257,569<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 237 -<br />

13. Expenses paid on behalf of <strong>Glenmark</strong> Pharmaceuticals Ltd., India 54,216 22,122<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil 243 815<br />

<strong>Glenmark</strong> Generics Ltd., India 3,435 2,927<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 24,469 18,380<br />

<strong>Glenmark</strong> Pharmaceuticals FZE., U.A.E. 26,069 -<br />

14. Expenses paid on behalf of <strong>Glenmark</strong> Generics Ltd., India 85,219 90,019<br />

15. Reimbursement of expenses to <strong>Glenmark</strong> Exports Ltd., India 45,780 45,661<br />

16. Other Income from 30,352 29,135<br />

<strong>Glenmark</strong> Generics Ltd., India 4,290 -<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 26,062 29,135<br />

17. Labour Charges to <strong>Glenmark</strong> Generics Ltd., India 592 5,260<br />

18. Factory rent to <strong>Glenmark</strong> Generics Ltd., India 1,650 -<br />

Key management personnel<br />

Remuneration 36,073 95,429<br />

Mr. Gracias Saldanha 120 25,882<br />

Mrs. B. E. Saldanha 60 40<br />

Mr. Glenn Saldanha 18,282 34,093<br />

Mrs. Cheryl Pinto 9,409 15,011<br />

Mr. R. V. Desai (resigned from the board effective from<br />

1st April, 2009)<br />

- 9,190<br />

Mr. A. S. Mohanty 8,202 11,213<br />

90 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

e) Related party balances<br />

Receivable/(Payable) from/(to) Subsidiary companies 9,888,720 15,199,299<br />

<strong>Glenmark</strong> Exports Ltd., India 159,479 661,603<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil 63,628 36,637<br />

<strong>Glenmark</strong> Philippines Inc., Philippines 18,085 24,505<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 918,438 559,214<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 7,422,429 5,519,684<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 47,239 61,799<br />

<strong>Glenmark</strong> Generics Ltd., India 770,500 7,858,349<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 488,619 477,508<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty.) Ltd., South Africa 395 -<br />

<strong>Glenmark</strong> Pharmaceuticals FZE., U.A.E. (6,486) -<br />

<strong>Glenmark</strong> Generics SA., Argentina 1,091 -<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela., C.A., Venezuela 5,303 -<br />

8. OUTSTANDING DUES TO MICRO, SMALL AND MEDIUM SCALE BUSINESS ENTITIES<br />

The Company has not received any information from the "suppliers" regarding their status under the Micro, Small and Medium<br />

Enterprises Development Act, 2006 & hence disclosures, if any, relating to the amounts as at year end together with interest paid/<br />

payable as required under the said Act have not been given.<br />

9. LEASES<br />

The Company has taken on lease/leave and licence godowns/residential & office premises at various locations in the country.<br />

i) The Company's significant leasing arrangements are in respect of the above godowns & premises (including furniture and<br />

fittings therein, as applicable). The aggregate lease rentals payable are charged to Profit and Loss Account as Rent.<br />

ii) The Leasing arrangements which are cancellable range between 11 months and 5 years. They are usually renewable by mutual<br />

consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits have been given.<br />

An amount of Rs. 83,911 ('000) [2009 - Rs. 78,559 ('000)] towards deposit and unadjusted advance rent is recoverable from the<br />

lessor.<br />

10. TAXATION<br />

Provision for current taxation for the Company of Rs. 211,500 ('000) represents Minimum Alternate Tax pursuant to the provisions of<br />

Section 115JB of the Income Tax Act, 1961 of India.<br />

The Finance Act, 2005 inserted sub-section (1A) to Section 115JAA to grant tax credit in respect of MAT paid under Section 115JB of the<br />

Act with effect from Assessment Year 2006-07 and carry forward the credit for a period of 10 years. In accordance with the Guidance<br />

Note issued on “Accounting For Credit Available in Respect of Minimum Alternative Tax (MAT) under the Income Tax Act, 1961” by the<br />

Institute of the Chartered Accountants of India, the Company has recognised MAT Credit which is expected to be set-off against the<br />

tax liability, other than MAT in future years. Accordingly, an amount of Rs. 232,304 ('000) for the current year is included as MAT Credit<br />

Entitlement in Schedule 12 - Loans and Advances.<br />

11. EMPLOYEE BENEFITS<br />

The disclosures as required as per the revised AS 15 are as under:<br />

1. Brief description of the Plans<br />

The Company has various schemes for long-term benefits such as Provident Fund, Superannuation, Gratuity and Leave<br />

Encashment. In case of funded schemes, the funds are recognised by the Income tax authorities and administered through<br />

appropriate authorities. The Company's defined contribution plans are Superannuation and Employees' Provident Fund and<br />

Pension Scheme (under the provisions of the Employees' Provident Funds and Miscellaneous Provisions Act, 1952) since the<br />

Company has no further obligation beyond making the contributions. The Company's defined benefit plans include Gratuity<br />

and Leave Encashment.<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

2. Charge to the Profit and Loss Account based on contributions:<br />

Superannuation 2,331 2,326<br />

Provident fund 55,092 50,642<br />

57,423 52,968<br />

ANNUAL REPORT 2009-2010 91


Schedules annexed to and forming part of the Financial Statements<br />

3. Disclosures for defined benefit plans based on actuarial reports as on 31st March, 2010: Rs. in ('000s)<br />

2009-2010 2008-2009<br />

Gratuity<br />

(Funded<br />

plan)<br />

Leave<br />

Encashment<br />

(Funded<br />

plan)<br />

Gratuity<br />

(Funded<br />

plan)<br />

Leave<br />

Encashment<br />

(Funded<br />

plan)<br />

(i) Change in Defined Benefit Obligation<br />

Opening defined benefit obligation 109,641 55,509 103,127 48,330<br />

Current service cost 16,654 14,183 15,036 15,079<br />

Interest cost 7,919 3,719 7,711 3,169<br />

Actuarial loss/(gain) 721 6,728 1,958 8,299<br />

Benefits paid (8,117) (11,853) (18,191) (19,368)<br />

Closing defined benefit obligation 126,818 68,286 109,641 55,509<br />

(ii) Change in Fair Value of Assets<br />

Opening fair value of plan assets 107,981 24,609 76,559 29,790<br />

Expected return on plan assets 10,081 2,506 8,152 2,422<br />

Actuarial gain/(loss) 2,906 (198) (4,758) (386)<br />

Contributions by employer 10,117 16,810 46,219 12,152<br />

Benefits paid (8,117) (11,853) (18,191) (19,369)<br />

Closing fair value of plan assets 122,968 31,874 107,981 24,609<br />

(iii) Reconciliation of Present Value of Defined Benefit Obligation<br />

and the Fair Value of Assets<br />

Present value of funded obligations as at year end 126,818 68,286 109,641 55,509<br />

Fair value of plan assets as at year end (122,968) (31,874) (107,981) (24,609)<br />

Funded Liability/(Asset) recognised in the Balance Sheet 3,850 36,412 1,660 30,900<br />

Present Value of Unfunded Obligation as at year end - - - -<br />

Unrecognised Actuarial Gain/(Loss) - - - -<br />

Unfunded Liability/(Asset) recognised in the Balance Sheet - - - -<br />

(iv) Amount recognised in the Balance Sheet<br />

Present value of obligations as at year end 126,818 68,286 109,641 55,509<br />

Fair value of plan assets as at year end (122,968) (31,874) (107,981) (24,609)<br />

Amount not recognised as an asset - - - -<br />

Net (asset)/liability recognised as on 31st March, 2010 3,850 36,412 1,660 30,900<br />

(v) Expenses recognised in the Profit and Loss Account<br />

Current service cost 16,654 14,183 15,036 15,079<br />

Interest on defined benefit obligation 7,919 3,719 7,711 3,169<br />

Expected return on plan assets (10,081) (2,506) (8,152) (2,422)<br />

Net actuarial loss/(gain) recognised in the current year (2,185) 6,926 6,715 8,686<br />

Total expenses 12,307 22,322 21,310 24,512<br />

(vi) Actual Return on Plan Assets<br />

Expected return on plan assets 10,081 2,506 8,152 2,422<br />

Actuarial gain/(loss) on Plan Assets 2,906 (198) (4,758) (386)<br />

Actual Return on Plan Assets 12,987 2,308 3,394 2,036<br />

(vii) Asset information<br />

Administered by Birla Sunlife Insurance Co. Ltd. and LIC of India 100% 100% 100% 100%<br />

(viii) Principal actuarial assumptions used<br />

Discount rate (p.a.) 8.00% 8.00% 7.50% 7.50%<br />

Expected rate of return on plan assets (p.a.) 9.00% 9.00% 9.00% 9.25%<br />

(ix) Experience Analysis<br />

Actuarial gain/(loss) on change in assumptions 6,297 (1,922) - -<br />

Experience (Gain)/Loss on Liabilities (5,576) 8,650 - -<br />

Actuarial gain/(loss) on Obligation 721 6,728 - -<br />

(x) Expected employer’s contribution for the next year is Rs. 23,355 ('000) for Gratuity and Leave Encashment.<br />

92 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

12. MANAGERIAL REMUNERATION<br />

Rs. in (‘000s)<br />

2009-2010 2008-2009<br />

(a) Paid/payable to directors*<br />

Salaries, Perquisites & Other benefits 23,821 53,060<br />

Commission (Previous period amount includes commission Payable to<br />

957 27,766<br />

Non-executive director @ 1% of Profit computed under Section 349).<br />

Sitting Fees 720 350<br />

Contribution to Provident Fund & Superannuation Fund 11,115 14,533<br />

36,613 95,709<br />

Name of Directors<br />

1. Mr. Gracias Saldanha 120 25,882<br />

2. Mrs. B. E. Saldanha 60 40<br />

3. Mr. Glenn Saldanha 18,282 34,093<br />

4. Mrs. Cheryl Pinto 9,409 15,011<br />

5. Mr. R. V. Desai (resigned from the board effective from 1st April, 2009) - 9,190<br />

6. Mr. A. S. Mohanty 8,202 11,213<br />

7. Other Directors 540 280<br />

* Excludes contributions to Gratuity and Leave Encashment Fund, which is<br />

based on actuarial valuation.<br />

(b) Computation of net profits in accordance with Section 349 and Section 309(5)<br />

of the Companies Act, 1956.<br />

Profit before taxation as per Statement of Profit and Loss 1,210,138 2,460,719<br />

Add: Depreciation as per Statement of Profit and Loss 212,778 191,045<br />

Loss on sale of Generic business - 2,980<br />

Provision for Doubtful Debts 17,500 30,000<br />

1,440,416 2,684,744<br />

Less: Depreciation calculated under Section 350 of the Companies Act, 1956 212,778 191,045<br />

Profit on sale of assets - 4,212<br />

Net profit in accordance with Section 349 1,227,638 2,489,487<br />

Add: Managerial remuneration paid/payable to directors 36,613 95,709<br />

Net profit in accordance with Section 309(3) of the Companies Act, 1956 1,264,251 2,585,196<br />

Maximum managerial remuneration allowed under Section 198 of the Companies<br />

Act, 1956, 11 per cent of the above 139,068 284,372<br />

13. CAPACITY, PRODUCTION, SALES AND STOCKS<br />

(a) Capacities and actual production (including samples)<br />

Class of goods UoM Installed Capacity Actual Production<br />

2009-2010 2008-2009 2009-2010 2008-2009<br />

Injections Ltrs - - 210,901 192,422<br />

Liquid Orals Ltrs 12,036,666 8,166,666 4,175,057 5,002,682<br />

Lotions and Externals Ltrs 2,367,500 626,250 708,052 511,193<br />

Ointments and Creams Kgs 4,357,500 1,087,500 834,457 631,728<br />

Solids and Powders Kgs 113,000 113,000 311,173 231,673<br />

Tablets and Capsules Nos 1,182,950,000 1,180,800,000 784,299,349 752,893,839<br />

Others - - 132,131 343,864<br />

Notes:<br />

i) The products of the Company are exempt from licencing procedures.<br />

ii) Installed capacity, being a technical matter, has not been verified by the auditors. However, the management has certified<br />

the same.<br />

iii) Actual production includes goods manufactured at third party manufacturing facilities on loan licence basis and at<br />

leased facilities.<br />

ANNUAL REPORT 2009-2010 93


Schedules annexed to and forming part of the Financial Statements<br />

(b)<br />

(c)<br />

Sales<br />

Class of goods UoM 2009-2010 2008-2009<br />

Qty Value Qty Value<br />

Rs. in ('000s)<br />

Rs. in ('000s)<br />

Injectibles Ltrs 360,800 674,558 255,206 566,494<br />

Liquid Orals Ltrs 4,464,608 1,411,501 4,859,858 1,676,725<br />

Lotions and Externals Ltrs 845,595 1,033,321 697,124 820,983<br />

Ointments and Creams Kgs 872,132 2,016,108 620,370 1,435,520<br />

Solids and Powders Kgs 316,939 166,081 197,963 107,263<br />

Tablets and Capsules Nos 1,124,223,930 4,153,827 757,502,380 3,408,056<br />

Cardiac diagnostic services 15,292 14,436<br />

Others 826,180 632,247<br />

TOTAL 10,296,868 8,661,724<br />

Notes:<br />

1. Sales are net of sales returns.<br />

2. Sales quantities does not include free issues, samples and breakages.<br />

Finished goods purchased (includes samples)<br />

Class of goods UoM 2009-2010 2008-2009<br />

Qty Value Qty Value<br />

Rs. in ('000s)<br />

Rs. in ('000s)<br />

Injectibles Ltrs 151,626 241,784 83,444 151,925<br />

Liquid Orals Ltrs 137,390 45,539 176,880 52,408<br />

Lotions and Externals Ltrs 100,869 41,752 249,752 115,818<br />

Ointments and Creams Kgs 17,347 16,792 48,343 20,884<br />

Solids and Powders Kgs - - - -<br />

Tablets and Capsules Nos 322,750,466 436,830 105,128,406 345,779<br />

Others - 58,799 - 413<br />

TOTAL 841,496 687,227<br />

(d)<br />

Raw and packing materials consumed<br />

Products 2009-2010 2008-2009<br />

Qty Value Qty Value<br />

in kgs Rs. in ('000s) in kgs Rs. in ('000s)<br />

Telmisartan BP 7,363 95,306 - -<br />

Sugar S/30 Ih 1,461,206 49,841 1,862,804 35,153<br />

Mupirocin Usp 316 49,087 268 39,074<br />

100ML Amber Pet Bottles (25 mm Neck) 28,442,845 46,044 30,532,524 49,293<br />

Propylene Glycol IP 366,813 33,319 - -<br />

Lornoxicam IH 295 33,214 326 41,144<br />

Eplerenone 101 31,604 84 33,632<br />

Levofloxacin Hemihydrate IP 11,537 31,353 10,910 42,671<br />

Miglitol IH 479 31,290 455 34,018<br />

Linezolid IH 1,560 31,205 1,242 25,134<br />

Others 1,570,522 1,378,518<br />

TOTAL 2,002,785 1,678,637<br />

94 GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

(e)<br />

(f)<br />

Break-up of Materials and Consumable stores consumed<br />

2009-2010 2008-2009<br />

Value Per cent Value Per cent<br />

Rs. in ('000s)<br />

Rs. in ('000s)<br />

Materials<br />

Imported materials 76,623 3.83 143,370 8.54<br />

Indigenously procured 1,926,162 96.17 1,535,267 91.46<br />

2,002,785 100.00 1,678,637 100.00<br />

Consumable stores and spares<br />

Imported - - - -<br />

Indigenously procured 42,272 100.00 43,013 100.00<br />

42,272 100.00 43,013 100.00<br />

Inventories of finished goods (manufactured and traded)<br />

Opening Stock<br />

Closing Stock<br />

2009-2010 2008-2009 2009-2010 2008-2009<br />

Class of goods UoM Qty Value Qty Value Qty Value Qty Value<br />

Rs. in (‘000s) Rs. in (‘000s) Rs. in (‘000s) Rs. in (‘000s)<br />

Injectibles Ltrs 55,583 64,554 34,668 44,877 57,315 85,396 55,583 64,554<br />

Liquid Orals Ltrs 719,115 96,640 394,256 61,613 566,946 63,978 719,115 96,640<br />

Lotions and Externals Ltrs 190,778 59,852 136,458 38,028 154,111 51,401 190,778 59,852<br />

Ointments and Creams Kgs 134,285 100,676 78,975 84,389 113,959 73,922 134,285 100,676<br />

Solids and Powders Kgs 55,170 11,513 21,523 5,974 49,405 10,797 55,170 11,513<br />

Tablets and Capsules Nos 207,546,567 378,131 163,171,004 427,357 190,372,456 233,737 207,546,567 378,131<br />

Bulk Drugs Kgs - - 3,067 58,157 - - - -<br />

Others - 4,402 - 25,216 - 107,686 - 4,402<br />

TOTAL 715,768 745,611 626,917 715,768<br />

14. SUBSIDIARY COMPANIES Rs. in (‘000s)<br />

Maximum amount outstanding<br />

during the year<br />

As at<br />

2009-2010 2008-2009 31st March, 2010 31st March, 2009<br />

a) Loans and Advances to Subsidiaries<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 953,721 553,244 911,657 553,244<br />

<strong>Glenmark</strong> Holding S.A., Switzerland 8,204,910 5,519,683 7,422,429 5,519,683<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil 2,746 4,935 2,411 2,988<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 39,141 36,711 31,746 36,711<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 156,708 156,708 138,756 156,708<br />

<strong>Glenmark</strong> Generics Ltd., India 52,754 533,427 - 380,220<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 6,962 - - -<br />

<strong>Glenmark</strong> Generics SA., Argentina 2,219 399 1,091 -<br />

8,508,090 6,649,554<br />

b) Interest-bearing loans to Subsidiary Companies<br />

<strong>Glenmark</strong> Holding S.A., Switzerland. 8,112,070 4,836,426 7,011,506 4,836,426<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 31,226 26,757 29,341 26,757<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 144,117 137,358 135,417 137,358<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 6,747 - - -<br />

<strong>Glenmark</strong> Generics Ltd., India 344,327 523,500 - 344,327<br />

c) Receivable from Subsidiary Companies<br />

<strong>Glenmark</strong> Pharmaceuticals S.A., Switzerland 6,781 5,969<br />

<strong>Glenmark</strong> Farmaceutica Ltda., Brazil 61,217 33,649<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 15,493 25,088<br />

<strong>Glenmark</strong> Philippines Inc., Philippines 18,085 24,505<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 349,863 320,800<br />

<strong>Glenmark</strong> Exports Ltd., India 159,479 661,603<br />

<strong>Glenmark</strong> Pharmaceuticals South Africa (Pty) Ltd.,<br />

395 -<br />

South Africa<br />

<strong>Glenmark</strong> Pharmaceuticals Venezuela., C.A., Venezuela 5,303 -<br />

d) Payable to Subsidiaries<br />

<strong>Glenmark</strong> Pharmaceuticals FZE., U.A.E. 6,486 -<br />

<strong>Glenmark</strong> Generics Ltd., India - 120,868<br />

ANNUAL REPORT 2009-2010 95


Schedules annexed to and forming part of the Financial Statements<br />

e) Movement of shares during the year<br />

As at<br />

1st April, 2009<br />

No. of Shares in ('000)<br />

Invested during<br />

the Year<br />

Sale during<br />

the Year<br />

Balance<br />

as at 31st<br />

March, 2010<br />

Investments in Subsidiary Companies - Unquoted<br />

- non-trade<br />

<strong>Glenmark</strong> Impex L.L.C., Russia 266,741 188,961 - 455,702<br />

<strong>Glenmark</strong> Philippines Inc., Philippines 497 143 - 640<br />

<strong>Glenmark</strong> Pharmaceuticals (Nigeria) Ltd., Nigeria 157,116 110,417 - 267,533<br />

<strong>Glenmark</strong> Pharmaceuticals Malaysia Sdn. Bhd., Malaysia 1,108 93 - 1,201<br />

<strong>Glenmark</strong> Generics Ltd., India 71,700 71,510 - 143,210<br />

<strong>Glenmark</strong> Pharmaceuticals (Australia) Pty Ltd., Australia 1,861 115 - 1,976<br />

<strong>Glenmark</strong> Pharmaceuticals Egypt S.A.E., Egypt 250 4,725 - 4,975<br />

<strong>Glenmark</strong> Dominicana, SRL, Dominican Republic* 0* 0* - 0*<br />

Investment in Joint Venture<br />

<strong>Glenmark</strong> Pharmaceuticals (Thailand) Co. Ltd.<br />

- Ordinary shares (Paid-Up 50 THB) - 16 - 16<br />

* number less than 1,000<br />

15. FOREIGN CURRENCY CONVERTIBLE BOND ISSUED<br />

A) The Company had issued 30,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 1,331,700 at issue)<br />

(i) Convertible at the option of the bondholder at any time on or after 11th November, 2007 but prior to the close of business<br />

on 29th November, 2010 at a fixed exchange rate of Rs. 44.94 per 1 USD and the conversion price of Rs. 582.60 per share<br />

of Re. 1 each.<br />

(ii) Redeemable in whole but not in part at the option of the Company on or after 10th January, 2010 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was at least 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

(iii) Redeemable on maturity date on 11th January, 2011 at 139.729% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 39.729% payable on maturity of the bond if there is no conversion of the bond<br />

to be debited to Securities Premium Account evenly over the period of 5 years from the date of issue of bonds. As of<br />

31st March, 2010, 30,000 FCC bonds (2009-30,000) of USD 1,000 each aggregating to USD 30 million are outstanding.<br />

B) The Company had issued 20,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 873,200 at issue)<br />

(i) Convertible at the option of the bondholder at any time on or after 28th March, 2005 but prior to the close of business on<br />

2nd January, 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and price of Rs. 215.60 (Post adjustment for bonus and<br />

split) per share of Re. 1 each.<br />

(ii) Redeemable in whole but not in part at the option of the Company on or after 15th February, 2008 if closing price of the<br />

Share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was at least 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

(iii) Redeemable on maturity date on 16th February, 2010 at 133.74% of its principal amount if not redeemed or converted<br />

earlier. The redemption premium of 33.74%payable on maturity of the Bond if there is no conversion of the Bond to be<br />

debited to Securities Premium Account evenly over the period of 5 years from the date of issue of Bonds. During the year,<br />

1,000 FCC Bonds of USD 1,000 each aggregating to USD 1 Million were redeemed on 16th February, 2010 on maturity.<br />

As of 31st March, 2010, NIL FCC Bonds (2009 -1,000) of USD 1,000 each are outstanding.<br />

C) The Company had issued 50,000 Zero Coupon Foreign Currency Convertible Bonds of USD 1,000 each (Rs. 2,183,000 at issue)<br />

(i) Convertible at the option of the bondholder at any time on or after 15th November, 2006 but prior to the close of business<br />

on 2nd January, 2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and the price of Rs. 253.11 (post adjustment for split)<br />

per share of Re. 1 each.<br />

(ii) Redeemable in whole but not in part at the option of the Company on or after 15th February, 2009 if closing price of the<br />

share for each of the 25 consecutive trading days immediately prior to the date upon which notice of such redemption is<br />

given was at least 130% of the applicable Early Redemption Amount divided by the Conversion Ratio.<br />

(iii) Redeemable on maturity date on 16th February, 2010 at 134.07% of its principal amount if not redeemed or converted<br />

earlier. The Redemption Premium of 34.07% payable on maturity of the Bond if there is no conversion of the Bond to be<br />

debited to Securities Premium Account evenly over the period of 5 years from the date of issue of Bonds. During the year,<br />

5,000 FCC Bonds of USD 1,000 each aggregating to USD 5 Million were redeemed on 16th February, 2010 on maturity.<br />

As of 31st March, 2010, NIL FCC Bonds (2009 - 5,000) of USD 1,000 each are outstanding.<br />

96<br />

GLENMARK PHARMACEUTICALS LIMITED


Schedules annexed to and forming part of the Financial Statements<br />

16. Extracts of Assets and Liabilities as on 31st March, 2010 and Income and Expenses for the year ended 31st March, 2010 related to<br />

the interest of the Company [without elimination of the effect of transactions between the Company and <strong>Glenmark</strong> Pharmaceuticals<br />

(Thailand) Co. Ltd., Thailand] have been extracted from the audited accounts.<br />

Rs. in (‘000s)<br />

Particulars 2009-2010 2008-2009<br />

Assets<br />

Net Fixed Assets including CWIP 5 -<br />

Deferred Tax Asset 236 52<br />

Cash Bank Balances 1,029 1,114<br />

Loans and Advances 57 59<br />

Liabilities<br />

Current Liabilities 144 66<br />

Income<br />

Net Sales - -<br />

Expenses<br />

Selling and Operating expenses 1,269 325<br />

Depreciation 1 -<br />

Provision for Taxation including Deferred Tax (191) (49)<br />

17. VALUE OF IMPORTS ON CIF BASIS<br />

Capital Goods 77,916 182,620<br />

Materials 150,438 114,254<br />

228,354 296,874<br />

18. EARNINGS IN FOREIGN CURRENCY<br />

Export of goods calculated on FOB basis 2,649,149 2,068,524<br />

Guarantee Commission 26,062 29,135<br />

Interest on loan to subsidiaries 278,254 136,067<br />

2,953,465 2,233,726<br />

19. EXPENDITURE IN FOREIGN CURRENCY<br />

Travelling expenses 45,561 52,231<br />

Professional and Consultancy charges 36,940 19,756<br />

Export promotional expenses and export commission 132,000 114,164<br />

Salary and related expenses 99,650 115,908<br />

Product registration expenses 47,584 36,892<br />

Interest expenses 12,881 29,983<br />

Others 222,218 159,216<br />

596,834 528,150<br />

20. DIVIDEND REMITTANCE IN FOREIGN CURRENCY<br />

Number of Non-resident Shareholders 22 -<br />

Number of Equity Shares held by them 163,240 -<br />

Amount of dividend paid (Gross), TDS Rs. Nil (2009 – Rs. Nil) 65 -<br />

Year to which dividend relates 2008-2009 -<br />

21. PRIOR YEAR COMPARATIVES<br />

Prior year's figures have been regrouped or reclassified wherever necessary to confirm to current year's classification.<br />

Signatures to the Schedules 1 to 21 which form an integral part of the Financial Statements.<br />

For Price Waterhouse<br />

Firm Registration Number: 301112E<br />

Chartered Accountants<br />

For and on behalf of the Board of Directors<br />

Partha Ghosh Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Partner Managing Director & CEO Director Director<br />

Membership Number: F-55913<br />

Place: Mumbai<br />

Date: 28th May, 2010<br />

Marshall Mendonza<br />

Vice President - Legal & Company Secretary<br />

ANNUAL REPORT 2009-2010 97


Additional information as required under Part IV of Schedule VI to the Companies Act, 1956.<br />

Balance Sheet Abstract & Company’s General Business Profile<br />

(a)<br />

(b)<br />

(c)<br />

(d)<br />

(e)<br />

Rs. in (‘000s)<br />

Registration Details<br />

Registration No. 1 9 9 8 2 State Code 1 1<br />

Date Month Year<br />

Balance Sheet Date 3 1 0 3 2 0 1 0<br />

Capital raised during the year<br />

Public Issue<br />

Rights Issue<br />

N I L N I L<br />

Bonus Issue<br />

Qualified Institutions Placement Issue<br />

N I L 1 8 7 1 3<br />

Preferential offer of shares under<br />

Employee stock option scheme<br />

Conversion of FCC Bond<br />

6 0 5 N I L<br />

Position of mobilisation and deployment of funds<br />

Total Liabilities including Shareholders Funds<br />

Total Assets<br />

2 7 7 3 6 1 9 6 2 7 7 3 6 1 9 6<br />

SOURCES OF FUNDS<br />

Paid-up Capital<br />

Reserves and Surplus<br />

2 6 9 8 3 8 1 7 4 6 4 3 1 6<br />

Secured Loans<br />

Unsecured Loans<br />

4 8 6 4 0 3 7 1 1 1 1 5 0<br />

Deferred Tax Liability<br />

3 2 7 7 1 3<br />

APPLICATION OF FUNDS<br />

Net Fixed Assets<br />

Investments<br />

2 3 7 2 9 0 6 9 9 2 9 1 9 1<br />

Net Current Assets<br />

Miscellaneous Expenditure<br />

1 3 2 6 0 5 9 6 N I L<br />

Deferred Tax Assets<br />

Accumulated Losses<br />

9 6 7 2 7 N I L<br />

Performance of the Company<br />

Turnover (Total Income)<br />

Total Expenditure<br />

1 0 3 8 8 7 6 5 9 1 7 8 6 2 7<br />

Profit/(Loss) Before Tax<br />

Profit/(Loss) After Tax<br />

1 2 1 0 1 3 8 1 2 8 4 6 3 2<br />

Basic Earnings per Share in Rs.<br />

Diluted Earnings per Share in Rs.<br />

4 . 9 3 4 . 9 2<br />

Dividend Rate %<br />

4 0<br />

Generic Names of Three Principal Products of Company<br />

Item Code No. (ITC code)<br />

Product Description<br />

3 0 0 4 2 0 . 3 9 Levofloxacin<br />

3 0 0 4 9 0 . 6 9 Lornoxicam<br />

3 0 0 4 9 0 . 7 9 Telmisartan<br />

98 GLENMARK PHARMACEUTICALS LIMITED


Statement Pursuant to Section 212 of the Companies Act, 1956.<br />

Relating to Company’s interest in Subsidiary Companies;<br />

No. Name of the <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

<strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

<strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

Company Exports Generics Impex Farmaceutica Generics Philippines Generics Pharmaceuticals Dominicana Pharmaceuticals Pharmaceuticals<br />

S.A., Africa (Pty) Argentina (Australia) South Africa S.A. ceuticals ticals S.R.L. ceuticals Holding Finance ceuticals ceuticals ceuticals tics Inc., ceuticals ceuticals ceuticals ticals Mexico, ceuticals SA<br />

ceuticals SK SP Z.O.O.<br />

South Generics S.A. Pharmaceuticals Pharmaceuticals Holding Pharma-<br />

Pharmaceu-<br />

Pharma-<br />

Generics Generics Pharma-<br />

Pharma-<br />

Pharma-<br />

Therapeu-<br />

Pharma-<br />

Pharma-<br />

Pharma-<br />

Pharmaceu-<br />

Pharma-<br />

Uruguay Pharma-<br />

Distributors<br />

Limited Limited L.L.C. ltda.<br />

(Europe) Inc.,<br />

Inc., USA (Nigeria) Ltd. SRL<br />

(Malaysia)<br />

Ltd.<br />

SDN.BHD<br />

Switzerland Ltd.<br />

Pty Ltd.<br />

(Pty) Ltd.<br />

SRO<br />

Europe S.A.<br />

S.A. EOOD Colombia Peru USA Egypt SP. Z.O.O. F.Z.E. SA DE CV Venezuela,<br />

SRO<br />

Ltd.<br />

Ltda S.A.C<br />

S.A.E.<br />

CA<br />

1. The financial 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10 31-Mar-10<br />

year of the<br />

Subsidiary<br />

Companies<br />

ended<br />

2. Date from 10-Sep-96 15-Sep-04 7-May-01 Not<br />

Not 28-Jan-04 Not<br />

28-Apr-04 1-Jun-04 22-Jul-04 Not<br />

Not<br />

Not<br />

31-Mar-06 Not Applicable. 17-May-06 Not<br />

Not<br />

Not<br />

Not<br />

Not Not<br />

Not<br />

Not Not<br />

6-Nov-08 Not<br />

19-Nov-08 Not<br />

Not<br />

Not<br />

Not<br />

Not<br />

which they<br />

Applicable. Applicable.<br />

Applicable.<br />

Applicable. Applicable. Applicable.<br />

(Wholly owned<br />

Applicable. Applicable. Applicable. Applicable. Applicable. Applicable. Applicable. Applicable. Applicable.<br />

Applicable.<br />

Applicable. Applicable. Applicable. Applicable Applicable.<br />

became<br />

(Wholly (Wholly<br />

(Wholly<br />

(Wholly (Wholly (Wholly<br />

subsidiary of<br />

(Wholly (Wholly (Wholly (Wholly (Wholly (Wholly (Wholly (Wholly (Wholly<br />

(Wholly<br />

(Wholly (Wholly (Wholly (Wholly (Wholly<br />

subsidiary<br />

owned owned<br />

owned<br />

owned owned owned<br />

<strong>Glenmark</strong> South<br />

owned owned owned owned owned owned owned owned owned<br />

owned<br />

owned owned owned owned owned<br />

subsidiary subsidiary<br />

subsidiary<br />

subsidiary subsidiary subsidiary<br />

Africa (Pty) Ltd.<br />

subsidiary subsidiary subsidiary subsidiary subsidiary subsidiary subsidiary subsidiary subsidiary<br />

subsidiary<br />

subsidiary subsidiary subsidiary subsidiary subsidiary<br />

of <strong>Glenmark</strong> of<br />

of <strong>Glenmark</strong><br />

of <strong>Glenmark</strong> of <strong>Glenmark</strong> of <strong>Glenmark</strong><br />

of<br />

of <strong>Glenmark</strong> of <strong>Glenmark</strong> of <strong>Glenmark</strong> of<br />

of<br />

of<br />

of<br />

of<br />

of<br />

of <strong>Glenmark</strong> of <strong>Glenmark</strong> of <strong>Glenmark</strong> of <strong>Glenmark</strong> of <strong>Glenmark</strong><br />

Holding S.A., <strong>Glenmark</strong><br />

Generics<br />

Holding S.A., Holding S.A., Generics<br />

<strong>Glenmark</strong> Holding S.A) Holding Generics <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

<strong>Glenmark</strong><br />

Uruguay, Uruguay, Holding Pharmaceuticals<br />

SRO) S.A.)<br />

Holding<br />

Switzerland) Generics<br />

Holding<br />

Switzerland) Switzerland) Holding S.A.)<br />

Holding<br />

S.A)<br />

Finance Generics Holding Uruguay Uruguay Holding<br />

Holding<br />

S.A.)<br />

S.A..) S.A.)<br />

Limited)<br />

S.A.)<br />

S.A)<br />

S.A)<br />

Limited) S.A.) S.A.) S.A.) S.A.)<br />

S.A.)<br />

3. a. Number of 1,850,020 143,210,000 455,701,648 Not<br />

Not 640,490 Not<br />

267,533,341 RD 100,000 1,200,861<br />

Not Applicable Not<br />

Not<br />

1,976,002 shares Not Applicable.( 22,520,000 Not<br />

Not<br />

Not<br />

Not<br />

Not Not<br />

Not<br />

Not Not<br />

4,975,154 Not<br />

1 share Not<br />

Not<br />

Not<br />

Not<br />

Not<br />

shares held Equity Equity Equity Applicable Applicable shares of Applicable Ordinary shares divided into Ordinary shares (3,000,000 Applicable Applicable. of AUD 1 each 500 Equity shares Shares Applicable. Applicable. Applicable. Applicable. Applicable. Applicable. Applicable Applicable. Applicable. shares Applicable of AED Applicable. Applicable. Applicable. Applicable. Applicable.<br />

by <strong>Glenmark</strong> Shares of Shares Shares (177,084,654 (6,285,121 200 Pesos (42,665,819 of Naira 1 each. 100 shares of RM 1 each. shares of CHF (83,656 (1,686,487<br />

of R 1 each held of CHF 1 (297,371 (1,551,136 (4,100,708 (215,600,000 (2,750,000 (5 shares (9000 2,800 5,570,000 of EGP 1 4,400 1,000,000 37,792,360 10,691 152,082,634 6,639 shares 3,700 shares<br />

Pharmaceuticals<br />

each fully each fully each. 1 each held shares of<br />

US$ 1 each<br />

each.<br />

by <strong>Glenmark</strong> shares of R by <strong>Glenmark</strong><br />

South Africa<br />

of CZK RON 1 each GBP 1 each CHF 1 each CHF 1 each 1000 each of Cop Sole 1 each USD 1 each<br />

of PLN<br />

Mexican Peso Bs 1 each Uruguayan each held by each held by<br />

Rs.10/- of Rs.10 of RUB 1 shares of BRL Ordinary each shares of<br />

of RD 1,000<br />

1 each held Ordinary shares held<br />

by <strong>Glenmark</strong> each shares shares of share of shares of shares of of BGN shares shares of shares of each shares each shares of 1 shares of shares of 1 of EUR 1 of PLN 500<br />

Ltd. in the paid up paid up.<br />

by <strong>Glenmark</strong> GBP 1 each<br />

held by<br />

Holding S.A.) 1.00 (Rand) Generics<br />

(Pty) Ltd.)<br />

760 each held by held by held by held by held by 1000 each held by held by<br />

500 each<br />

each held held by Peso each <strong>Glenmark</strong> <strong>Glenmark</strong><br />

subsidiary<br />

Holding S.A.) held by<br />

<strong>Glenmark</strong><br />

each held by (Europe) Ltd,.<br />

held by <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> hedl by <strong>Glenmark</strong> <strong>Glenmark</strong><br />

held by<br />

<strong>Glenmark</strong> <strong>Glenmark</strong> held by Pharmaceuticals<br />

Holding S.A.<br />

companies<br />

<strong>Glenmark</strong><br />

Generics<br />

<strong>Glenmark</strong> & 92,500,610<br />

<strong>Glenmark</strong> Holding S.A) Holding Generics Generics Holding <strong>Glenmark</strong> Uruguay Holding<br />

<strong>Glenmark</strong><br />

Uruguay, S.A Uruguay, <strong>Glenmark</strong><br />

at the end of<br />

Generics<br />

Holding<br />

Holding S.A., shares of 1<br />

Holding<br />

S.A)<br />

Finance Limited) S.A.) Uruguay S.A.<br />

S.A.<br />

Holding<br />

S.A.<br />

Holding SRO<br />

financial year<br />

Limited)<br />

S.A)<br />

Switzerland) AR$ each held<br />

S.A.)<br />

S.A)<br />

S.A.)<br />

S.A.<br />

S.A.<br />

of Subsidiary<br />

by <strong>Glenmark</strong><br />

Companies<br />

Generics<br />

Holding S.A.)<br />

3.b. Extent of 100% 97% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%<br />

interest of<br />

holding<br />

Company at<br />

the end of<br />

the financial<br />

year of the<br />

subsidiary<br />

companies<br />

4. The net<br />

aggregate<br />

amount<br />

of the<br />

subsidiary<br />

companies’<br />

Profit/ (Loss)<br />

so far as it<br />

concerns the<br />

members of<br />

the holding<br />

company:<br />

4.a. Not dealt<br />

within the<br />

holding<br />

company’s<br />

accounts:<br />

4.a.1. For the Nil 1,489,076 664,392 173,744 (23,700) (9,871) 254,092 4,627 (133) (3,024) (674,621) (108) (56,242) (15,349) 13,583 493,452 (318,953) (98,045) 5,620 17,772 (63,675) (2,928) (131) 3,906 (9,196) (18,109) 20,350 6,181 (96,745) (84,763) (32,084) 3,686 (1,546)<br />

financial year<br />

ended 31st<br />

March, 2010<br />

(Rs ' 000)<br />

4.a.2. For the 7,378 1,038,118 415,823 1,519,440 (14,344) (26,743) 493,282 (33,950) Nil (10,567) 1,557,098 (5,455) (157,333) (57,440) (19,530) 6,026,205 (250,509) (54,412) (8,221) (86,374) (148,157) (20,446) N.A. (20,300) (15,668) (2,250) (43,671) (3,977) (15,555) (19,631) (1499) (2,134) (1,948)<br />

previous<br />

financial<br />

years of the<br />

Subsidiary<br />

Companies<br />

since they<br />

became<br />

the holding<br />

company’s<br />

subsidiaries<br />

(Rs. ‘000)<br />

4.b. Dealt within<br />

the holding<br />

company’s<br />

accounts:<br />

4.b.1. For the Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil<br />

financial year<br />

ended 31st<br />

March, 2010<br />

(Rs ' 000)<br />

4.b.2. For the Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil<br />

previous<br />

financial<br />

years of the<br />

subsidiary<br />

companies<br />

since they<br />

became<br />

the holding<br />

company’s<br />

subsidiaries<br />

ANNUAL REPORT 2009-2010<br />

99


Statement Pursuant to Section 212 of the Companies Act, 1956.<br />

Relating to Company’s interest in Subsidiary Companies; (Contd.)<br />

(Rs. ' 000)<br />

No. Name of the <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

<strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

<strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong> <strong>Glenmark</strong><br />

Company Exports Generics Impex Farmaceutica Generics Philippines Generics Pharmaceuticals Dominicana Pharmaceuticals Pharmaceuticals<br />

S.A., Africa (Pty) Argentina (Australia) South Africa S.A. ceuticals ticals S.R.L. ceuticals Holding Finance ceuticals ceuticals ceuticals tics Inc., ceuticals ceuticals ceuticals ticals Mexico, ceuticals SA<br />

ceuticals SK SP Z.O.O.<br />

South Generics S.A. Pharmaceuticals Pharmaceuticals Holding Pharma-<br />

Pharmaceu-<br />

Pharma-<br />

Generics Generics Pharma-<br />

Pharma-<br />

Pharma-<br />

Therapeu-<br />

Pharma-<br />

Pharma-<br />

Pharma-<br />

Pharmaceu-<br />

Pharma-<br />

Uruguay Pharma-<br />

Distributors<br />

Limited Limited L.L.C. ltda.<br />

(Europe) Inc.,<br />

Inc., USA (Nigeria) Ltd. SRL<br />

(Malaysia)<br />

Ltd.<br />

SDN.BHD<br />

Switzerland Ltd.<br />

Pty Ltd.<br />

(Pty) Ltd.<br />

SRO<br />

Europe S.A.<br />

S.A. EOOD Colombia Peru USA Egypt SP. Z.O.O. F.Z.E. SA DE CV Venezuela,<br />

SRO<br />

Ltd.<br />

Ltda S.A.C<br />

S.A.E.<br />

CA<br />

5. Currency Rs. Rs. US$ BRL GBP PHP US$ NGN RD RM CHF ZAR PESO AUD ZAR CHF CZK RON GBP CHF CHF BGN US$ PEN US$ EGY PLN AED MXN US$ UYU EURO PLN<br />

6. Exchanfge<br />

Rate<br />

- - 45.14 25.14 67.87 1.00 45.14 0.30 1.25 13.70 42.32 6.11 11.64 41.41 6.11 42.32 2.38 14.92 67.87 42.32 42.32 30.98 45.14 16.03 45.14 8.24 15.65 12.26 3.63 45.14 2.35 60.59 15.65<br />

7. Share Capital 18,500 1,496,030 722,279 4,364,104 518,089 116,703 1,925,935 86,609 122 15,286 106,761 219,441 1,096,620 65,047 25,905 797,113 143,016 252,887 329,555 9,793,802 120,827 32,523 3,662 79,747 257,552 42,940 39,419 12,925 159,298 2,009 331,273 457 27,689<br />

8. Reserves 7,378 8,963,094 1,027,523 2,359,465 (124,348) (27,778) 742,501 (30,001) (122) (13,259) 1,182,314 (50,209) (185,982) (64,274) (4,598) 7,759,756 1,098,332 (150,075) (53,290) (751,045) 137,528 (24,150) (123) (16,877) (29,915) (21,108) 74,610 1,648 (111,087) (36,038) (3,110) 1,889 (1,889)<br />

9. Total Assets 185,357 19,260,112 2,501,448 7,005,704 862,189 117,910 10,037,467 105,486 - 2,085 4,996,426 169,327 1,065,024 978 158,176 20,991,673 2,214,775 391,803 283,533 13,708,990 13,030,275 8,745 4,528 67,987 256,989 23,014 130,718 17,674 71,293 56,160 329,154 55,139 215,646<br />

10. Total<br />

Liabilities<br />

159,479 8,800,988 751,646 282,135 468,448 28,985 7,369,031 48,878 - 58 3,707,351 95 154,386 205 136,869 12,434,804 973,427 288,991 7,268 4,666,233 12,771,920 372 989 5,117 29,352 1,182 16,689 3,101 23,082 90,189 991 52,793 189,846<br />

11. Investment - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -<br />

(except<br />

in case of<br />

investment<br />

in<br />

subsidiaries)<br />

12. Turnover - 8,261,754 2,260,350 1,208,920 299,381 119,543 7,793,249 90,101 - - 24,669 - 346,876 - 269,831 - 1,059,502 315,395 116,343 - - - - - - 408 318,293 - 32,034 3,678 - 122,114 347,797<br />

13. Profit<br />

before Tax<br />

- 1,708,169 836,019 186,254 (37,368) (9,766) 438,089 6,097 (133) (3,024) (670,978) (108) (82,451) (15,349) 21,844 525,330 (321,531) (97,864) 5,623 26,921 (59,978) (2,928) (129) 3,906 (8,989) (17,573) 27,827 6,181 (105,724) (84,763) (30,585) 4,696 (1,615)<br />

14. Provision<br />

for Tax<br />

- 219,093 171,627 12,510 (13,668) 105 183,998 1,470 - - 3,643 - (26,209) - 8,261 31,878 (2,578) 181 3 9,149 3,697 - 2 - 207 536 7,477 - (8,979) - 1,499 1,010 (69)<br />

15. Profit<br />

after Tax<br />

- 1,489,076 664,392 173,744 (23,700) (9,871) 254,092 4,627 (133) (3,024) (674,621) (108) (56,242) (15,349) 13,583 493,452 (318,953) (98,045) 5,620 17,772 (63,675) (2,928) (131) 3,906 (9,196) (18,109) 20,350 6,181 (96,745) (84,763) (32,084) 3,686 (1,546)<br />

16. Proposed<br />

Dividend<br />

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -<br />

For and on behalf of the Board of Directors<br />

Glenn Saldanha Cheryl Pinto A. S. Mohanty<br />

Managing Director & CEO Director Director<br />

Place: Mumbai Marshall Mendonza<br />

Date: 28th May, 2010 Vice President - Legal & Company Secretary<br />

100 GLENMARK PHARMACEUTICALS LIMITED

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