You are here » Home » Companies » Company Overview » Neuland Laboratories Ltd

Neuland Laboratories Ltd.

BSE: 524558 Sector: Health care
NSE: NEULANDLAB ISIN Code: INE794A01010
BSE 11:58 | 01 Apr 273.00 -10.45
(-3.69%)
OPEN

285.00

HIGH

288.45

LOW

272.70

NSE 11:54 | 01 Apr 274.55 -8.40
(-2.97%)
OPEN

289.90

HIGH

289.90

LOW

271.55

OPEN 285.00
PREVIOUS CLOSE 283.45
VOLUME 34
52-Week high 753.60
52-Week low 247.30
P/E 10.96
Mkt Cap.(Rs cr) 350
Buy Price 269.00
Buy Qty 1.00
Sell Price 277.95
Sell Qty 2.00
OPEN 285.00
CLOSE 283.45
VOLUME 34
52-Week high 753.60
52-Week low 247.30
P/E 10.96
Mkt Cap.(Rs cr) 350
Buy Price 269.00
Buy Qty 1.00
Sell Price 277.95
Sell Qty 2.00

Neuland Laboratories Ltd. (NEULANDLAB) - Director Report

Company director report

The Board of Directors are pleased to present the Company's ThirtyFifth Annual Report along with the Company's audited financial statements (standaloneand consolidated) for the financial year ended March 31 2019.

Financial Performance

The Company's financial performance (standalone) for the yearended March 31 2019 is summarised below:

( र in lacs)
Particulars 2018-19 2017-18
Total Income 67032.11 53369.60
Profit before Finance Costs Depreciation Amortisation and Tax 6135.83 5456.51
Finance costs 1566.31 1892.13
Profit before Depreciation Amortisation and Tax 4569.52 3564.38
Less: Depreciation & Amortisation 2586.02 2210.35
Profit before Tax 1983.50 1354.03
Less: Current tax 544.35 422.92
Deferred tax (175.19) (249.70)
Profit after Tax 1614.34 1180.81
Add: Other comprehensive income 14.99 19.54
Total comprehensive income for the year 1629.33 1200.35

For the financial year ended March 31 2019 a Total Income of र67032.11 lacs as against र53369.60 lacs in the previous year.

For the year ended on March 31 2019 the Company has reported EarningsBefore Interest Finance Cost Depreciation & Amortization and Tax (EBIDTA) of र6135.83 lacs as against the EBIDTA of र5456.51 lacs during the previousyear.

The Net Profit of the Company for the year 2018-19 was र1629.33lacs compared to र1200.35 lacs during the previous year.

Business Review

The fiscal year under review saw your Company register good growth onthe top line driven primarily by the GDS (Generic Drug Substances) business. However theCompany had to overcome challenges due to the raw material situation which led toescalating costs as well shortages of certain key intermediates. While this situation hada very significant impact on profitability the company was able to maneuver the situationin its favor by ensuring customer requirements were met. Another factor which affectedprofitability was the subdued performance of the CMS business in first half of thefinancial year. However the company has continued to add a number of new projects duringthe financial year and this bodes well for the future.

Dividend

Your Directors have recommended a final dividend of र1.20/- perequity share (12% dividend) to the members for their approval. The dividend if approvedwill be paid to members within the period stipulated by the Companies Act 2013 asamended from time to time. The outflow on account of dividend (inclusive of tax ondistributed profits) will be aggregating to र185.60 lacs.

Share Capital

During the year under review (a) 6861243 equity shares of र10/-each have been allotted to the shareholders of Neuland Health Sciences Private Limited(First Transferor Company) and Neuland Pharma Research Private Limited (Second TransferorCompany) and 4590608 equity shares held by Neuland Health Sciences Private Limited inthe Company before the amalgamation stand cancelled pursuant to the approval of theScheme of Amalgamation and Arrangement between the transferor companies and the Companyby the Hon'ble National Company Law Tribunal Hyderabad Bench vide its Order datedMarch 21 2018; and (b) 1675000 equity shares were issued and allotted under QualifiedInstitutional Placement (QIP). Accordingly the issued and paid up capital of the Companyas at March 31 2019 stands at र1290.05 lacs.

During the year under review the Company has not issued any shareswith differential voting rights nor granted stock options nor sweat equity.

Manufacturing Facility (Unit 3)

During the year under review your Company has startedcommercialization of products (intermediate for captive consumption) from Block 1 of UnitIII manufacturing facility located at Gaddapotharam village Jinnaram Mandal in SangaReddy District. It is a multi-product facility and has five production blocks for advanceintermediate and API manufacturing.

Consolidated Financial Statements

The Audited Consolidated Financial Statements of your Company as onMarch 31 2019 which forms part of the Annual Report have been prepared as per theapplicable Indian Accounting Standard (IndAS) on Consolidated Financial Statements(IndAS-110) as notified by the Ministry of Corporate Affairs.

The annual accounts of the subsidiary companies are kept for inspectionby any member at the Registered Office of the Company as well as at the Registered Officeof the respective subsidiary companies and also available on the website of the Companywww.neulandlabs.com. Any member interested in a copy of the accounts of the subsidiariesmay write to the Company Secretary at the Registered Office of the Company.

Subsidiaries

Your Company has two subsidiaries Neuland Laboratories K.K. Japan andNeuland Laboratories Inc. USA working on market development. Your Company does not haveany joint venture or associate companies. Further there has been no material change in thenature of business of the subsidiaries.

A report on the performance and financial position of the subsidiariesset out in the prescribed form AOC-1 in terms of proviso to sub section (3) of Section 129of the Companies Act 2013 as amended from time to time is provided as Annexure to theconsolidated financial statements and hence not repeated here.

Documents uploaded on the Website

The following documents are available on the website of the Company(www.neulandlabs.com) in compliance with Companies Act 2013 as amended from time totime:

• Unpaid dividend details as per Section 124(2)

• Corporate Social Responsibility Policy as per Section 135(4)(a)

• Financial Statements of the Company and Consolidated FinancialStatements along with relevant documents as per third proviso to section 136(1).

• Separate audited accounts in respect of subsidiaries as perfourth proviso to section 136(1)

• Details of vigil mechanism for directors and employees to reportgenuine concerns as per proviso to section 177(10)

• Policy on Material Subsidiaries

• The terms and conditions of appointment of independent directorsas per Schedule VI to the Act.

Corporate Governance Report Management Discussion & Analysis andOther Information Required under the Companies Act 2013 and Listing Agreement

As per SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 as amended from time to time Corporate Governance Report withCertificate from a Practicing Company Secretary thereon and Management Discussion andAnalysis report are attached and form part of this report.

Directors and Key Managerial Personnel

During the year under review the following changes have taken place inthe Board of Directors:

Pursuant to the approval accorded by the shareholders by means ofPostal Ballot the Company has:

• Re-appointed Dr Davuluri Rama Mohan Rao as the Chairman &Managing Director of the Company for a further period of 5 years with effect from April 12019.

• Appointed Mr. Homi Rustam Khusrokhan as a Non-ExecutiveIndependent Director of the Company for a period of five consecutive years with effectfrom February 12 2019.

• Re-appointed Mr. Parampally Vasudeva Maiya Mr. HumayunDhanrajgir and Dr. William Gordon Mitchell as Non-Executive Independent Directors of theCompany for a period of five consecutive years with effect from April 1 2019 and Mrs.Bharati Rao as Non-Executive Independent Director of the Company for a period of fiveconsecutive years from May 9 2019.

In accordance with the provisions of Section 152 of the Companies Act2013 as amended from time to time Dr Christopher M Cimarusti shall retire by rotationand being eligible offers himself for re-appointment.

Dr. Davuluri Rama Mohan Rao Chairman & Managing Director Mr.Davuluri Sucheth Rao Vice Chairman & CEO Mr. Davuluri Saharsh Rao Joint ManagingDirector Mr. Amit Agarwal Chief Financial Officer and Ms.Sarada Bhamidipati CompanySecretary & Compliance Officer are the Key Managerial Personnel of the Company as onthe date of this Report.

Listing at Stock Exchanges

The equity shares of your Company continue to be listed and traded onthe BSE Limited and National Stock Exchange of India Limited. The Annual Listing fee forthe year 2019-20 has been paid to both the stock exchanges.

Directors' Responsibility Statement

Pursuant to Section 134(3)(c) of the Companies Act 2013 as amendedfrom time to time your Directors confirm that to the best of their knowledge and beliefand according to the information and explanation obtained by them:

a. in the preparation of the annual financial statements for the yearended March 31 2019 the applicable accounting standards have been followed along withproper explanation relating to material departures if any;

b. such accounting policies as mentioned in the Notes to the FinancialStatements have been selected and applied consistently and judgement and estimates havebeen made that are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company as at March 31 2019 and of the profit of the Company for theyear ended on that date;

c. proper and sufficient care has been taken for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013as amended from time to time for safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities;

d. the annual financial statements have been prepared on a goingconcern basis;

e. proper internal financial controls were in place and that thefinancial controls were adequate and were operating effectively; and

f. systems to ensure compliance with the provisions of all applicablelaws were in place and were adequate and operating effectively.

Board Meetings

During the year under review five Board Meetings and four AuditCommittee Meetings were convened and held the details of which are given in the CorporateGovernance Report which forms part of this report. The intervening gap between theMeetings was within the period prescribed under the Companies Act 2013 as amended fromtime to time.

Composition of various Committees

Details of various committees constituted by the Board as per theprovisions of Companies Act 2013 as amended from time to time and SEBI (LODR)Regulations 2015 as amended from time to time and their meetings are given in theCorporate Governance Report which forms part of this report.

Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and SEBI (ListingObligations and Disclosure requirements) Regulations 2015 the annual evaluation of theperformance of the Board its Committees and of individual directors has been carried outby the Board. The process was carried out by circulating questionnaires on the Board andCommittees functioning on certain parameters. The performance evaluation of theindependent directors was carried out by the entire Board except the director beingevaluated. The performance evaluation of the non-Independent Directors including ExecutiveDirectors was carried out by the Independent Directors.

Independent Directors

The Independent Directors met on February 12 2019 without thepresence of Non-Independent Directors and members of the management. The IndependentDirectors discussed matters pertaining to the Company's affairs and reviewed theperformance of non-independent directors the Chairman and the Board as a whole andassessed the quality quantity and timeliness of flow of information between the CompanyManagement and the Board that is necessary for the Board to effectively and reasonablyperform their duties.

The Company has received declarations from all the IndependentDirectors of the Company confirming that they meet the criteria of independence prescribedunder the Companies Act 2013 and the SEBI (Listing Obligations and DisclosureRequirements) 2015.

Disclosures by Directors

None of the Directors of your Company is disqualified as per provisionsof Section 164(2) of the Companies Act 2013 as amended from time to time. Your Directorshave made necessary disclosures to this effect as required under Companies Act 2013 asamended from time to time.

Audit Committee

The composition of the Audit Committee and its terms of reference areincluded in the Report on Corporate Governance annexed. All the recommendations made bythe Audit Committee were accepted by the Board of Directors.

Nomination and Remuneration Committee

The details of the Nomination and Remuneration Committee are set out inthe Report on Corporate Governance forming part of this Report.

Your Company has a Nomination and Remuneration Policy as required undersection 178 of the Companies Act 2013 as amended from time to time for selection andappointment of Directors Key Managerial Personnel Senior Management and theirremuneration.

Remuneration Policy

Pursuant to Section 178(3) of the Companies Act 2013 and onrecommendations of Nomination and Remuneration Committee the Board adopted a remunerationpolicy for Directors Key Management Personnel (KMPs) and Senior Management. YourCompany's Policy on directors' appointment and remuneration includes criteriafor determining qualifications positive attributes independence of a director and othermatters provided under section 178(3) of the Act and the Policy is available on thewebsite of the Company www.neulandlabs.com.

Code of Conduct for Board of Directors and Senior Management Personnel

The Directors and members of Senior Management have affirmed compliancewith the Code of Conduct for Board of Directors and Senior Management Personnel of theCompany. A declaration to this effect has been signed by the Chairman & ManagingDirector and forms part of the Annual Report.

Vigil Mechanism/ Whistle Blower Policy

Your Company has a Vigil Mechanism / Whistle Blower Policy which servesas a mechanism for its Directors and employees to report genuine concerns about unethicalbehaviour actual or suspected fraud or violation of the Code of Conduct without fear ofreprisal. The policy also provides access to the Chairperson of the Audit Committee undercertain circumstances. The Whistle Blower Policy is available on the website of theCompany at www.neulandlabs.com. A brief note on the Whistle Blower Policy is alsoprovided in the Report on Corporate Governance which forms part of this Annual Report.

Prevention of Insider Trading

Pursuant to SEBI (Prohibition of Insider Trading) (Amendment)Regulations 2018 the Board of Directors have approved Code of Internal Procedures andConduct for Regulating Monitoring and Reporting of Trading by Designated Persons andtheir Immediate Relatives along with Code of Fair Disclosures effective April 1 2019.

Disclosure as per Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013

The Company is committed to ensure that there is no scope for sexualharassment at workplace and has adopted a policy on prevention prohibition and redressalof sexual harassment at workplace in line with the provisions of Sexual Harassment ofWomen at Workplace (Prevention Prohibition and Redressal) Act 2013 and the rules framedthereunder. The Company has not received any complaints on sexual harassment during thecalendar year 2018.

Employee Stock Option Scheme

As on March 31 2019 no employee stock options are available in theCompany and hence no disclosures are required to be made under Regulation 14 of theSecurities and Exchange Board of India (Share Based Employee Benefits) Regulations 2014(‘the Regulations').

Statutory Auditors

In terms of Section 139 of the Companies Act 2013 ("theAct") and the Companies (Audit and Auditors) Rules 2014 made thereunder the termof the present Statutory Auditors of the Company M/s. Walker Chandiok & Co LLPChartered Accountants (Registration No. 001076N/N500013) will be expiring at theconclusion of the 35th Annual General Meeting of the Company.

The Board of Directors had at its meeting held on May 16 2019 uponthe recommendation of Audit Committee have appointed of M/s MSKA & Associates (FirmRegistration No: 105047W) Chartered Accountants as the Statutory Auditors of the Companyto hold office from the conclusion of the thirty fifth Annual General Meeting until theconclusion of the fortieth Annual General Meeting

M/s MSKA & Associates Chartered Accountants Hyderabad haveconfirmed that the appointment if made would be within the prescribed limits underSection 141 of the Companies Act 2013. Accordingly the appointment of M/s MSKA &Associates Chartered Accountants Hyderabad as the Statutory Auditors is being proposedas an Ordinary Resolution.

The financial statements have been audited by M/s. Walker Chandiok& Co LLP Chartered Accountants Statutory Auditors of the Company. The Board wouldlike to place on record its appreciation to M/s Walker Chandiok & Co LLP CharteredAccountants for giving their valuable insights and suggestions for the past five yearsand also wishes them all success in their endeavours.

Auditors' Report

There are no qualifications reservations or adverse remarks made byWalker Chandiok & Co LLP Statutory Auditors in their report for the financial yearended March 31 2019.

Pursuant to provisions of Section 143(12) of the Companies Act 2013as amended from time to time the Statutory Auditors have not reported any incident offraud to the Audit Committee during the year under review.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013and the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 asamended from time to time the Company has appointed M/s.P.S.Rao & Associates CompanySecretaries to conduct the Secretarial Audit of the Company. The report on theSecretarial Audit for the financial year ended March 31 2019 is annexed to the CorporateGovernance Report and forms part of this report. There are no qualifications reservationsor adverse remarks made by the Secretarial Auditor in their report.

Cost Auditors

Pursuant to Section 148 of the Companies Act2013 read with theCompanies (Cost Records and Audit) Amendment Rules 2014 as amended from time to timesubject to the approval of the Central Government if any required the Audit Committeehas recommended and the Board of Directors had appointed M/s. Nageswara Rao & Co.(Registration No. 000332) Cost Accountants Hyderabad being eligible and having soughtreappointment as Cost Auditors of the Company to carry out the cost audit of theproducts manufactured by the Company during the financial year 2019-20.

Insurance

Your Company has taken necessary steps to mitigate risks and obtainedappropriate insurances and the Board is kept appraised of the risk assessment andminimization procedures. The assets of the Company have been adequately covered underinsurance. The policy values have been determined taking into consideration the value ofthe assets of the Company.

Material Changes

There have been no material changes and commitments affecting thefinancial position of the Company between the end of the financial year of the Company towhich the financial statements relate and the date of the report. Further it is herebyconfirmed that there has been no change in the nature of business of the Company.

Energy Conservation Technology Absorption and Foreign ExchangeEarnings and Outgo

The information on conservation of energy technology absorption andforeign exchange earnings and outgo stipulated under Section 134(3)(m) of the CompaniesAct 2013 read with Rule 8 of The Companies (Accounts) Rules 2014 as amended from timeto time is annexed herewith as Annexure 1.

Extract of Annual Return

Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act2013 as amended from time to time extract of the Annual Return as on March 31 2019 inform MGT-9 is enclosed as Annexure 2 to this report.

Particulars of Employees and related disclosures

The information relating to remuneration and other details as requiredpursuant to Section 197 of the Act read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 as amended is provided as an Annexure3 to this report. In terms of the provisions of Section 197 of the Act read with Rules5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 as amended a statement showing the names and other particulars of theemployees drawing remuneration in excess of the limits set out in the said rules areprovided in the Annual Report which forms part of this Report.

Pursuant to the provisions of the first proviso to Section 136(1) ofthe Act the Annual Report is being sent to the members and other persons entitledthereto excluding the information in respect of employees of the Company containing theparticulars as specified in Rule 5 (2) of the said Rules. The said information isavailable for inspection on all working days during business hours at the RegisteredOffice of the Company up to the date of the ensuing Annual General Meeting. Any memberinterested in obtaining such information may write to the Company Secretary and the samewill be furnished on request.

Related Party Transactions

All contracts / arrangements / transactions entered into by the Companyduring the financial year with related parties were in the ordinary course of business andat an arm's length basis.

During the year the Company has not entered into any material contractor arrangements with related parties which could be considered material in accordance withthe policy of the Company on materiality of related party transactions. There were nomaterially significant related party transactions which could have potential conflict withinterest of the Company at large.

The Policy on materiality of Related Party Transactions and on dealingwith Related Party Transactions as approved by the Board may be accessed on theCompany's website www.neulandlabs.com.

The particulars of transactions with related parties in the prescribedformat is annexed to this report as Annexure 5. Members may refer to Note No.38 to thestandalone financial statement which sets out related party disclosures pursuant to IndAS.

Particulars of Loans Guarantees and Investments

The particulars of loans guarantees and investments have beendisclosed in the financial statements.

Deposits from Public

The Company has not accepted any deposits from the public and as suchno amount of principal or interest on deposits from the public was outstanding as on thedate of the Balance Sheet.

Significant and Material Orders passed by the Regulators or Courts

There are no significant material orders passed by the Regulators /Courts which would impact the going concern status of the Company and its futureoperations.

Risk Management

The Board oversees Company's processes for determining risktolerance and review management's action and comparison of overall risk tolerance toestablished levels. The framework is designed to enable risks to be identified assessedand mitigated appropriately. Major risks identified by the businesses and functions aresystematically addressed through appropriate actions on a continuous basis. For detailsplease refer to the Management Discussion and Analysis report which forms part of thisReport.

Internal Financial Controls

Internal Financial Controls are an integral part of the risk managementprocess addressing financial and financial reporting risks. The internal financialcontrols include have been embedded and documented in the business processes. The controlsin place include essential components of internal financial controls required under theCompanies Act 2013 as amended from time to time and also the internal financialcontrols over financial reporting as per the Guidance Note on Audit of Internal Controlsover Financial Reporting as issued by Institute of Chartered Accountants of India.

Assurance on the effectiveness of internal financial controls isobtained through management reviews continuous monitoring by functional owners as well astesting of the internal financial control systems by the internal auditors during thecourse of their audits. We believe that these systems provide reasonable assurance thatour internal financial controls are designed effectively and are operating as intended.

The Company has in place adequate internal financial controls withreference to financial statements. During the year under review such controls were testedand no reportable material weakness in the design or operation were observed.

Corporate Social Responsibility

The Company has formulated a Corporate Social Responsibility Policy(CSR Policy) which is available on the website of the Company at www.neulandlabs.com. TheCompany has initiated CSR activities as per the CSR Policy and such activities are as perSchedule VII to the Companies Act 2013 as amended from time to time. Annual report onCSR activities as required under the Companies (Corporate Social Responsibility Policy)Rules 2014 has been appended as Annexure 4 and forms an integral part of thisBoard's Report.

Human Resources & Industrial Relations

Your Company's relations with its employees continue to becordial. Dedicated work by the workmen supervisors and executives of your Company made itpossible to achieve success under trying and difficult circumstances.

Acknowledgement

The Board of Directors would like to place on record its sincereappreciation for the continued support and guidance received from the banks financialinstitutions statutory and regulatory authorities stock exchanges and depositories fortheir continued support and guidance. The Board places on record its appreciation to theshareholders of the Company for their continued support and to its valued customers andvendors for their continued patronage. The Board of Directors also wish to place on recordits deep sense of appreciation for the committed services by the Company's employeesat all levels.

For on and behalf of the board
Hyderabad Dr Davuluri Rama Mohan Rao
May 16 2019 Chairman and Managing Director
(DIN: 00107737)

Annexure 1

FORM - A

Disclosure of particulars with respect to conservation of energy (tothe extent applicable)

A. Power & Fuel Consumption

2018-19 2017-18
1. Electricity
a. Purchased
Unit in lacs (kWh) 258 239
Total Amount (D in lacs) 1842 1741
Rate/Unit (D /kWh) 7.14 7.28
b. Own generation (Unit in lacs) kWh 6.6 5.2
(Through Diesel Generator)
Units per litre of Diesel Oil 3.00 3.00
Cost/Unit (D/kWh) 24.19 20.95
2. Coal
Quality "C" Grade used in Steam Boiler
Quantity (Tonnes) 12229 11975
Total cost (D in lacs) 679 930
Average rate (D /Tonne) 5832 7764

B. Consumption per Unit of Production Electricity (Units) &Coal (in Tonnes)

Since the Company manufactures different types of bulk drugs and itsintermediates it is not practicable to give consumption per unit of production.

FORM - B Research and Development

a. Specific areas in which R&D was carried out by your Company

i. Development of non-infringing patentable processes for activepharmaceutical ingredients in the therapeutic categories of anti-asthmatic Vasodilatoranti-fungal Haemostatic anti-glaucoma anti-hyperlipoproteinemic anti-hypertensiveantipsychotic antiemetic anti-Parkinson anti-depressant benign prostatic hyperplasiaantibacterial anti- Alzheimer and anti-coagulant.

ii. Development of efficient and cost-effective processes (Life cyclemanagement) to reduce total variable cost and cycle time for existing products within thescope of DMF.

iii. Development of analytical methods and their validations.

iv. Generation of intellectual property and international regulatoryfilings.

v. Study of impurity profiles synthesis including metabolites ofactive pharmaceutical ingredients.

vi. Evaluation of genotoxic impurities and their control in activepharmaceutical ingredients. vii. Development of analytical methods for genotoxicimpurities quantification.

b. Benefits derived as a result of the above:

i. The above research has resulted in commercializing/ scaling up of anumber of products.

ii. Life cycle management of the existing manufacturing processes forAPIs (anti-hypertensive anti-bacterial anti-ulcer etc.) resulted in lower productioncosts reduced cycle times and customer retention.

iii. Levitracetam: Developed the manufacturing process for theintermediate of Levtracetam as a part of back integration and freedom from dependency ofexternal vendors. This back integration has enabled us to put our product across the globeat a very affordable and competitive price.

iv. Completed the validation of Sugammadex

v. During the financial year 2018-19 CMS division has worked on 31projects. Most of the project deliverables are route feasibility / scouting / development/ plant scale-ups for molecules which belong to different therapeutic categories(Anti-tuberculosis antihypertensives anticonvulsant analgesic anticholelithogenicschizophrenia chronic obstructive pulmonary disease treatment of amyotrophic lateralsclerosis (ALS) etc). This demonstrates the expertise that Neuland has that can handlevariety of molecules of different therapeutic segments. Besides the above a complexpeptide projects like Plecanatide has been successfully completed and scaled up in theplant.

vi. Received two patent awards (IP excellence of India-2018 & IPgems of India-2018) from De-Science for implementing best practices of IP in India.

vii. During the financial year 2018-19 Neuland has secured 7 grantedpatents (5 API process patents and 2 peptide technology related patents) in variousgeographies (Canada India Japan & Australia)

viii. Neuland has filed 20 patent applications of which 19 were inIndia and 1 in US for the FY 2018-19.

c. Future plan of action:

i. To develop processes for new bulk drugs of various therapeuticcategories identified after an extensive analysis of the market and development ofcost-effective processes for the existing products.

ii. Undertake more of custom manufacturing projects

iii. Implementation of QBD during in process development

iv. To file 8-10 DMFs/CEPs every year v. Identified 6 new products fordevelopment in 2019-20

vi. Cost improvement in 8 products is planned to be taken up

d. Expenditure on R&D:

(D in lacs)
2018-19 2017-18
Capital 485.97 366.43
Recurring 1663.22 1405.07
Total 2149.19 1771.50

Technology Absorption Adaptation and Innovation

a. The technologies developed by R&D division of the Companytowards the quality and yield improvement of existing products and also development oftechnology for new bulk drugs have been commercialized and adopted by the manufacturingfacility of the Company.

b. In case of improved technology (imported during the last 5 yearsreckoned from the beginning of the financial year) the following information may befurnished.

a. Technology imported : Nil
b. Year of import : Nil
c. Has technology fully been absorbed : Nil
d. If not fully absorbed areas where this has not taken place reasons therefore and future plans of actions : Nil

Technology Transfer

The Process Engineering Lab (PE Lab) has the following capabilities:

For Process safety and Process optimization studies:

• Thermal screening unit

• Reaction calorimeter

• Parallel synthesizer

For Particle Engineering studies:

• Multimill

• Spray dryer

• Fluidized bed dryer

• Compaction (Available at U-2)

• Sono-crystallization (Tie-up with NIIT Warangal)

• Air Jet mill/ Micronizer (Fluid-Air & Nitrogen)

• With Oxygen content analyser & Alarm during Oxygendeficiency

• Stability data generation for micronized API Technologyupgradation / Innovation / Patent filing

• Using same process improved and ensured the consistency in thebulk density in every batch of Labetelol.

Foreign Exchange Earnings and Outgo

Foreign exchange earned in terms of actual inflows and foreign exchangeoutgo in terms of actual outflows during the year ended March 31 2019:

a. Foreign exchange earned in terms of actual Inflows र48349.19lacs.

b. Foreign exchange outgo in terms of actual Outflows र16807.91lacs.

For on and behalf of the board
Hyderabad Dr Davuluri Rama Mohan Rao
May 16 2019 Chairman and Managing Director
(DIN: 00107737)

Annexure 5

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Actand Rule 8(2) of the Companies (Accounts) Rules 2014.

Form for Disclosure of particulars of contracts/arrangements enteredinto by the company with related parties referred to in sub section (1) of section 188 ofthe Companies Act 2013 including certain arms' length transaction under thirdproviso thereto.

1. Details of contracts or arrangements or transactions not atArm's length basis.

There were no contracts or arrangements or transactions entered intoduring the year ended March 31 2019 which were not at arm's length basis.

2. Details of contracts or arrangements or transactions at Arm'slength basis.

Name of the Related party Nature of relationship Duration of contract Salient terms Amount
(D Lacs)
Mrs. Vijaya Rao Relative of KMP 5 years from July 1 2014 – Ongoing Refer Note 1 68.28
Dr. Christopher M Cimarusti Non-Executive Non-Independent Director (Office of place of profit) 5 years from May 20 2016 - Ongoing Refer Note 2 29.02

Note 1: The Company had entered into three separate Leaseagreements with Mrs. Vijaya Rao on July 1 2014. Under each agreement the Company isrequired to pay lease rentals of र1.50 lacs per month and र10000/- towardsamenities and maintenance charges from the date of the agreements subject to an annualincrease by 5%.

Note 2: Dr. Christopher M Cimarusti has been paid Consultancy feeof USD 2000 per day for each day spent at the Company's facilities. These paymentswere made in accordance with the approval of the shareholders in the Annual GeneralMeeting held on August 12 2016.

For on and behalf of the board
Dr Davuluri Rama Mohan Rao
Chairman and Managing Director
(DIN: 00107737)