Date :10^th March 2006

NAME

DWEKAM ELECTRODES LIMITED

REGISTERED OFFICE

Village Talawali Chanda, P.O. Manglia, A B Road, Indore – 453 771

Tel. No.: 91-731-5024356, 5021492, 5021490

Fax No.: 91-731-50211491

HEAD OFFICE

402,Dalamal Chambers, 29, New Marine Lines, Mumbai 400020, India

Tel. No.: 91-22-2081822/25/2000287/ 2062219

Fax No.: 91-22-2038629

E-Mail : del@hathway.com

Corporate Office

301/302 Industry House 3rd floor, 15,Old Palasia, A.B.Road, Indore 452018, Mdhya Pradesh, India

Tel. No.: 91-731-2545664,2545785

Fax No.: 91-731-2432776

E-Mail : ahmsi@sancharnet.in

FACTORY

Village Talawali Chanda, P.O. Manglia- 453771, A.B.Road

Dist. Indore Mdhya Pradesh, India

Tel. No.: 91-731-5024356/57/5021490

Fax No.: 91-731-50211491

E-Mail : dwekam@sancharnet.in

BRANCH

At Mumbai, Chennai, Kolkata, Ahmedabad, Lucknow, Secunderabad, Pune and New Delhi.

HISTORY

The company was incorporated on 20/12/1980 at Indore having in Madhya pradesh company registration no. 10-1704.

LEGAL FORM

Subject is a closely held public limited liability company.

DIRECTORS

Mr. Ashutosh A Maheshwari	Director
Date of Joining	23-04-1973

Mr. Kishor Kale	Director
Date of Joining	03-09-1953

Mr. Vinod Kr. Kandalwalk	Director
Date of Joining	08-07-1957

Mr. Pritam Gupta	Director
Date of Joining	19-03-1946

Mr. Btoj Kishor Jalan	Director
Date of Joining	13-06-1959

MAJOR SHAREHOLDERS

Names of Shareholders		No. of Shares
Celestial Commercial Private Limited		104,350
Sam Spintex Limited		207,150
Sam Hoteliers & Resorts Private Limited		161,450
Mrudu Merchandise Private Limited		116,850
Sam Streamline Systems Private Limited		5,500
Sam Exim Limited		37,800
Dwekam Weld Tech Limited		44,500
Sam Hoteliers & Holdings Private Limited		171,250
Ashutosh A. Maheshwari		180,000
Seema A. Maheshwari		2,800
Emerald Communications Private Limited		3,100
J. G. Industries Limited		180,000
Steward Trading & Investment Private Limited		101,400
Guarat Overseas Drugs Limited		26,600
Indotrade India Limited		4,000
Mandhari Trading Private Limited		10,000
Samson Leasing & Finance Co Limited		38,030
Dwekam Industries Limited		21,000
Sam Capital Markets Limited		5,000
Sam Fab Limited		4,000
Sam Infosys Private Limited		500
Sheetal Krafts Private Limited		1,500
Masha Construction Limited		39,000
Jewel Media Private Limited		4,000
Manhattam Leasing Limited		325,400

TOTAL:		1,795,180

BUSINESS

Subject is engaged in as manufacturers, dealers, importers, exporters, agents, and suppliers of all kinds of welding electrodes, welding wires, welding cartridges and welding apparatus for manual semi automatic and automatic welding including welding transformers, welding rectifiers, stud-welding guns and all parts and accessories, relating thereto and generally of all articles, materials, instruments and things required for a capable of being used for or in connection with the application of welding systems for any purposes whatsoever and to carry on also the business of welding and general engineers and general merchants and contractors and other trade or business whatsoever whether manufacturing of To carry on business of manufacturers, dealers, importers, exporters, agents, and suppliers of all kinds of welding electrodes, welding wires, welding cartridges and welding apparatus for manual semi automatic and automatic welding including welding transformers, welding rectifiers, stud-welding guns and all parts and accessories, relating thereto and generally of all articles, materials, instruments and things required for a capable of being used for or in connection with the application of welding systems for any purposes whatsoever and to carry on also the business of welding and general engineers and general merchants and contractors and other trade or business whatsoever whether manufacturing of otherwise.

To manufacture, compress, store, distribute, buy, sell, import, export, and deal in all types of chemicals, chemical compound, substances minerals and gases.

Generic Names of Principal Products/Services of the company are as under :

MMAW-Manual metal arc welding electrodes

· Electrodes - Conventional

· Electrodes - Loheat Input

SAW-Submerged arc welding wires and fluxes.

· Mergearc Fluxes

· Mergearc Wires

FCW-Flux cored welding wires.

· Mild/Alloy Steel Wires

GTAW-Gas Tungsten inert is welding wires.

· Filler Wires

Subject employs about 250 persons in its set up

Dwekam Electrodes Limited (DEL) is an ISO 9001 : 2000 Certified Company, manufacturing a wide range of Welding consumables.

The factory is well equipped with state-of-the-art plant and machinery.

In addition to the Electrodes, DEL also introduced a range of continuous and semi-continuous welding consumables, such as Submerged arc welding wires and fluxes, flux cored wires and filler metals for MIG/TIG welding.

The company has established a network spanning the length and breadth of India supported by technical and commercial people.

DEL employs a suitably qualified & experienced team of technical people in the factory and field to support its manufacturing and marketing activities.

It constantly endeavors towards technological improvement both in its products and manufacturing process in addition to providing customer service.

Through the infrastructure at DEL, consisting of suitable men and machine, they have established stringent quality assurance system, which confirms to the :
ISO - 9001 : 2000

Over the years their products have been recognized and have received approvals from various third party Inspection Agencies, Project Consultants and large Public Sector Companies.

OVER TWO DECADE OF PRESENCE :

DWEKAM ELECTRODES LIMITED. was incorporated as a Private Limited company in 1980. Over the years this Organization has earned an outstanding reputation for product quality and reliability, which has been established through continuous product development and innovation. Their Welding consumables have achieved preferdarkred supplier status for critical applications in many industrial sectors like Fertilizer, Offshore Oil & Gas Production Platforms, Petrochemical, Power Generation Industries etc. In order to up-date its quality management systems the Organization opted for ISO-9002 Certification. The documented systems demonstrate the Organizations ability to satisfy specific and implied needs of the customers.

INNOVATING PRODUCT EXCELLENCE :

Their vast range fully supports contemporary industrial needs. The range includes mild steel, low hydrogen types for carbon steel, medium and high tensile steel, stainless steel, Ni and Ni alloys, cast iron and repair, and maintenance welding. Innovating newer electrodes, modifying existing ones to meet customer specific requirements, import substitutes, are hall-marks of their quest for excellence driven by a desire to keep the customer upper most. They have also introduced a range of continuous and semi-continuous welding consumables recently, such as Submerged arc welding wires and fluxes, flux codarkred wires and filler metals for MIG / TIG welding.

IN SEARCH OF EXCELLANCE :

The company's R&D has always played a vital role in generating data and developing the new consumables. The R&D activities here are closely linked to the customers' requirements. Their R&D activities have been recognized by Department of Scientific and Industrial Research, Ministry of Science & Technology, Govt. of India. The continuous efforts of their well qualified experienced personnel have yielded immense benefits in the form of customer confidence and the company has earned a reputation of being a manufacturer who stands by the customer always.

TRAINING & EDUCATION :

The correct selection and use of the welding process and consumable has always been a critical area of knowledge to users since welding requires knowledge of several related fields to analyze and select suitable consumable and use them. Sensing this need, we have established a full-fledged training center at their works in Indore to conduct regular courses for welding connected personnel. Professional in-house trainers rich in knowledge and with hands on exposure to customer challenges, conduct programs for all level of Welding personnel i.e., Welders, Supervisors and Engineers. This helped the organization in taking the operational needs of their esteemed customers.

TAILORING SERVICE TO MEET CHANGED EXPECTATIONS :

With changing times, customers are also becoming more demanding. At many places they show interest in handing over the entire welding/maintenance job on a turnkey basis, instead of their buying the electrodes and doing the jobs themselves. In order to cope up with these customers, the company has introduced the system of "Authorized Work Shop" which are capable of taking up the entire job using their electrodes. These workshops have been established, at various locations to cater to the needs of the customers. Similarly, at various locations authorized welders have also been provided for under taking small and routine jobs inside the customer's plant itself. Both these steps have yielded good results; in fact the customers have appreciated the efforts of this organization in taking up these responsibilities.

AS PER WEBSITE

DWEKAM ELECTRODES LIMITED, and ISO 9001:2000 Company, was incorporated as a private limited company in 1980. Over the years, it has grown to become one of the few successful multi-product welding consumable manufacturers in India. Today it offers its customers an exhaustive range of manual, semi and continuous welding consumables. Its product range includes Manual Metal Arc Welding (MMAW), Submerged Arc Welding (SAW), Flux Cored Wire (FCW), MIG / TIG Welding Wires and Wear Resistant Plates.

The company has made uncompromising selections and investments in its Plant and Machinery. Conveyorized Ovens, Automatic Packing Lines, Precision Layer Winding Machines, Drum Packing Machines and many more, from reputed suppliers across the globe are visible on their different shop floors.

The company’s Manufacturing is well supported with a strong Quality Assurance System and Quality Control Department.

As already mentioned DEL has an accomplished research and development facility, approved by the Department of Scientific and Industrial Research, Ministry of Science & Technology, Government of India.

Over the years, they have not only introduced consumables for different welding processes but also innovated several new products. They have brought in the finest production and testing machines to support their development programs.

They are proud to say that their’s is the first Indian company to have developed Submerged Arc Welding Fluxes for high speed welding of long seem pipes, narrow gap welding of heavy thickness plates and many others. Their products have received approval not only from Indian companies but also from abroad.

WIDE NETWORK: - The Company has engaged a wide network of dealers and firmly established sales/service offices through out the length and breadth of the country. It has also posted at all the potential areas teams of technical experts to help dealers and train customers.

Sales Network

· Branch Network

· Dealer's Network

· Field Staff Network

SISTER CONCERNS

Ø Sam Industries Limited –703, Alankar Chamber, A-2, Ratlam Kothi, A B Road, Indore 452 001.

Tel.: 91-731-544439

Fax : 91-731-434284

The company was established in 1994 to set up a project for Soyabin Oil Extraction.

BANKERS

Ø Bank of India, Indore

Ø HDFC Bank Limited, Indore

Ø IDBI Bank Limited, Indore

Ø ICICI Bank Limited, Indore

AUDITORS

K K Sharda & Company

Chartered Accountants

Trivadi Sadan, 125 Ada Bazxar, Indore

Tel No.: 234082, 2565937

FINANCIAL INFORMATION

The company's latest financial information for the period ended 31^st March, 2005 is enclosed herewith.

CAPITAL STRUCTURE

Authorised Capital :
1800000	Equity Shares of Rs. 10/-each	Rs. 18.000 millions

320000	Preference Capital of Rs. 100/- each	Rs. 32.000 millions

	TOTAL	Rs. 50.000 millions

Issued, Subscribed & Paid-up Capital :
1695180	Equity Shares of Rs. 10/-each	Rs. 16.951 millions

269945	Preference Capital of Rs. 100/- each	Rs. 26.995 millions

	TOTAL	Rs. 43.946 millions

COMMENTS

Subject is a well-established company having satisfactory track. Directors are reported as experienced, respectable and resourceful businessmen. Their trade relations are fair. Payments are correct and as per commitments.

The company can be considered good for normal business dealings at usual

trade terms and conditions.

ABRIDGED BALANCE SHEET

[figures are in Rupees Millions]

*SOURCES OF FUNDS*	31.03.2005	31.03.2004
SHAREHOLDERS FUNDS
1] Share Capital	43.946	42.950
2] Reserves & Surplus	8.967	0.000
3] (Accumulated Losses)	(8.939)	(28.343)

LOAN FUNDS
1] Secured Loans	5.785	4.777
2] Unsecured Loans	25.514	26.408

GRAND TOTAL	75.273	45.792

APPLICATION OF FUNDS

FIXED ASSETS [Net Block]	25.745	18.279
Capital work-in-progress	0.000	0.000

INVESTMENTS	1.209	1.232

CURRENT ASSETS, LOANS & ADVANCES
Inventories	42.970	27.580
Sundry Debtors	28.100	15.529
Cash & Bank Balances	3.375	3.875
Other Current Assets	0.000	0.000
Loans & Advances	19.337	9.665
*Total Current Assets*	93.782	56.649
Less :
Current Liabilities	45.567	30.571
Provisions
*Net Current Assets*	48.215	26.078

MISCELLANEOUS EXPENSES	0.104	0.203

GRAND TOTAL	75.273	45.792

IMPORTANT FINANCIAL INFORMATION FOR LAST two PERIODS