MIRA INFORM REPORT

 

 

Report Date :

22.06.2011

 

IDENTIFICATION DETAILS

 

Name :

WINDSOR MACHINES LIMITED (w.e.f. 2005)

 

 

Formerly Known As :

DGP WINDSOR INDIA LIMITED

 

 

Registered Office :

102/103, Devmilan Co Operative Housing Society, Next to Tip Top Plaza, L.B.S. Road, Thane West, Thane-400604, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2010

 

 

Date of Incorporation :

04.05.1963

 

 

Com. Reg. No.:

11-12642

 

 

Capital Investment/ Paid-up Capital:

Rs. 130.359 Millions

 

 

CIN No.:

[Company Identification No.]

L99999MH1963PLC012642

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

PNED03988F

 

 

PAN No.:

[Permanent Account No.]

AAACD4302P

 

 

Legal Form :

A Public Limited Liability Company. The company’s shares are listed on stock exchange.

 

 

Line of Business :

Manufacturer and Exporter of Plastic Processing Machinery.

 

 

No. of Employees :

More than 300 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

C

 

RATING

STATUS

PROPOSED CREDIT LINE

<10

C

Absolute credit risk exists. Caution needed to be exercised

Credit not recommended

 

Status :

Sick Unit

 

 

Payment Behaviour :

Slow and Delayed

 

 

Litigation :

--

 

 

Comments :

 Subject has been declared a sick unit by the Board of Industrial and Financial Reconstruction (BIFR). Payments are reported to be slow and delayed.

 

The company can be considered for dealings on a safe and secured trade terms and conditions.

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

INFORMATION PARTED BY

 

Name :

Mr. Sudhakar

Designation :

Exim Executive

Date :

21.06.2011

 

 

LOCATIONS

 

Registered Office:

102/103, Devmilan Co Operative Housing Society, Next to Tip Top Plaza, L.B.S. Road, Thane West, Thane-400604, Maharashtra, India

E-Mail :

priti.patel@windsormachines.com

ino@wml.co.in

Website:

http://www.windsormachines.com

Area:

Owned

 

 

Factory 1:

Plot No. E 6,  U2, Road, Wagle Industrial Estate, Thane-400604, Maharashtra, India

E-Mail :

shashitrehan@wml.co.in

sales.emd@windsormachines.com

 

 

Factory 2 :

Vatva Factory

 

Plot 5402-5403, Phase IV, GIDC, Vatva, Ahmedabad-382445, Gujarat, India

Tel. No.:

91-79-25841111/ 25841121/ 25840730/ 25841591/ 2/ 3

Fax No.:

91-79-25842059/ 25842145

E-Mail :

Sales.emd@windsormachines.com

 

 

Factory 3 :

Chhatral Factory

 

Plot No. 6 and 7, GIDC Industrial Estate, cChhatral Taluka, Kalol Districtr, Mehsana-382729, Gujarat, India

 

 

Regional Offices :

Located at:

 

·         Ahmedabad

·         Bangalore

·         Chennai

·         Delhi

·         Hyderabad

·         Cochin

·         Kolkata

·         Mumbai

·         Pune

·         Vapi

 

 

DIRECTORS

 

AS ON 31.03.2010

 

Name :

Mr. R R Nagrajan

Designation :

Executive Director

 

 

Name :

Mr. P C Kundalia

Designation :

Director

 

 

Name :

Mr. K C Gupte

Designation :

Director

 

 

Name :

Mr. M K Arora

Designation :

Director

 

 

KEY EXECUTIVES

 

Name :

Mr. Jatin Shah

Designation :

Accounts Manager

 

 

Name :

Mr. Sudhakar

Designation :

Exim Executive

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2011

 

Names of Shareholders

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Bodies Corporate

2,580,980

19.80

Sub Total

2,580,980

19.80

(2) Foreign

 

 

Bodies Corporate

2,949,874

22.63

Sub Total

2,949,874

22.63

Total shareholding of Promoter and Promoter Group (A)

5,530,854

42.43

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

8,733

0.07

Financial Institutions / Banks

39,901

0.31

Foreign Institutional Investors

4,900

0.04

Sub Total

53,534

0.41

(2) Non-Institutions

 

 

Bodies Corporate

1,442,706

11.07

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs. 0.100 Million

3,914,352

30.03

Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million

1,881,216

14.43

Any Others (Specify)

213,238

1.64

Clearing Members

78,936

0.61

Market Maker

12,756

0.10

Non Resident Indians

75,003

0.58

Overseas Corporate Bodies

205

-

Hindu Undivided Families

46,338

0.36

Sub Total

7,451,512

57.16

Total Public shareholding (B)

7,505,046

57.57

Total (A)+(B)

13,035,900

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

-

-

(1) Promoter and Promoter Group

-

-

(2) Public

-

-

Sub Total

-

-

Total (A)+(B)+(C)

13,035,900

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer and Exporter of Plastic Processing Machinery.

 

 

Products :

Product Description

ITC Code

Injection Moulding Machines

847710.00

Extrusion Line Machines

847720.00

Blow Moulding Machines

847730.00

 

Blown Film Lines

-          CROWN Series – Monolayer

-          DUKE Series - Three Layer Non IBC

-          REX Series - Three Layer IBC

-          BARON - Five Layer


Pipe Extrusion Lines

 

  - KTS Series - Twin Screw Extruder for PVC

- Downstream for Twin Screw Extruder for PVC

  - LX Series

-          Single Screw Extruder for PE/PPR/ABS

-          Downstream for Single Screw Extruder for PE/PPR/ABS


Blow Moulding Machines

- KBM Series

 

 

Terms :

 

Purchasing :

Depend

 

PRODUCTION STATUS AS ON 31.03.2010

 

Particulars

Unit

 

 

Actual Production

Plastic Processing Machinery

Nos.

 

 

520

 

 

GENERAL INFORMATION

 

Customers :

Manufacturer

 

 

No. of Employees :

More than 300 (Approximately)

 

 

Bankers :

  • Canara Bank
  • Axis Bank, Maninagar Branch

 

 

Facilities :

Secured Loans

31.03.2010

Rs. in Millions

31.03.20009

Rs. In Millions

From Financial Institutions

 

 

Rupee Term Loan

0.000

493.734

From Banks

 

 

Cash Credit and Demand Loan

0.000

151.954

Other Loans

 

 

Rupee term Loan – From Renaissance

802.957

286.011

Total

802.957

931.699

Note:

1. OTHER LOANS :

 

i) Secured by first mortgage on all immovable properties and hypothecation of all the movables in favour of the company (save and except book debts) both present and future, subject to prior charges created on stock-intrade in favour of the Company’s bankers for securing the working capital requirements and specific items of movable asset purchased/ to be purchased under hire purchase scheme / installment payment facility.

ii) Interest accrued and due Rs. 12.659 Millions (previous period Rs. 12.961 Millions)

iii) Interest accrued but not due of Rs. 65.438 Millions is merged with other loan.

 

2. Debentures were fully repaid during the year 2001-02 which were secured by the Company’s certain movable/ immovable properties situated at Chhatral and Thane factories on pari passu basis with other lenders. The charge

so created is yet to be released.

 

Unsecured Loans

31.03.2010

Rs. in Millions

31.03.2009

Rs. In Millions

Inter Corporate Loan

133.193

120.266

Total

133.193

120.266

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

BDS Haribhakti and Company

Chartered Accountant

 

 

Associates:

  • Renaissance Equipments Private Limited
  • Maitry Exports Private Limited

 


 

CAPITAL STRUCTURE

 

As on 31.03.2010

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

20000000

Equity Shares

Rs. 10/- each

Rs. 200.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

13035900

Equity Shares

Rs. 10/- each

Rs. 130.359 Millions

 

 

Notes:

 

  1. Of the above 7730368 9/10 Equity Shares are allotted as fully paid up by way of bonus shares by capitalization of general reserve and share premium account.
  2. 119000 Equity Shares are allotted as fully paid up pursuant to a contract without payment being received in cash.

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2010

(12 Months)

31.03.2009

(9 Months)

30.06.2008

(12 Months)

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

130.359

130.359

130.359

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

204.405

204.553

204.664

4] (Accumulated Losses)

[1428.910]

[1558.096]

[1546.806]

NETWORTH

[1094.146]

[1223.184]

[1211.783]

LOAN FUNDS

 

 

 

1] Secured Loans

802.957

931.699

943.544

2] Unsecured Loans

133.193

120.266

97.270

TOTAL BORROWING

936.150

 1051.965

1040.814

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

[157.996]

[171.219]

[170.969]

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

131.021

129.327

132.973

Capital work-in-progress

0.000

0.000

0.000

 

 

 

 

INVESTMENT

2.279

2.279

2.279

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

283.432
316.851

286.687

 

Sundry Debtors

118.399
74.700

69.168

 

Cash & Bank Balances

97.637
46.715

45.329

 

Other Current Assets

11.195
0.525

1.005

 

Loans & Advances

53.691
70.786

86.894

Total Current Assets

564.354
509.577

489.083

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

350.936
251.137

236.064

 

Other Current Liabilities

504.171
 539.843

539.038

 

Provisions

0.543
21.423

20.203

Total Current Liabilities

855.650
812.403

795.305

Net Current Assets

[291.296]
[302.826]

[306.222]

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.001

0.001

 

 

 

 

TOTAL

[157.996]

[171.219]

[170.969]

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2010

(12 Months)

31.03.2009

(9 Months)

30.06.2008

(12 Months)

 

SALES

 

 

 

 

 

Income from operations

2065.697

931.116

1086.686

 

 

Other Income

33.201

31.605

55.803

 

 

TOTAL                                     (A)

2098.898

962.721

1142.489

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Raw Material and Components consumed

1463.841

689.544

798.059

 

 

Employees remuneration and benefits

189.086

125.342

140.535

 

 

Administrative and other Expenses

213.807

160.696

160.878

 

 

Increase/ Decrease in Stock

3.245

[39.694]

[26.910]

 

 

Extraordinary Items

0.000

[30.487]

3.581

 

 

TOTAL                                     (B)

1869.979

905.401

1076.143

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

228.919

57.320

66.346

 

 

 

 

 

Less

FINANCIAL EXPENSES/ INTEREST                   (D)

76.895

53.081

65.868

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

152.024

4.239

0.478

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

20.327

16.395

21.445

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

131.697

[12.156]

[20.967]

 

 

 

 

 

Less

TAX                                                                  (H)

0.075

1.429

1.588

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

131.622

[13.585]

[22.555]

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

[1558.096]

[1546.806]

[1515.989]

Add

Excess Provision written off

0.645

2.300

0.544

Less

Income Tax/ wealth tax Adjustment

3.081

0.005

8.806

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

[1428.910]

[1558.096]

[1546.806]

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

461.384

234.942

265.031

 

TOTAL EARNINGS

461.384

234.942

265.031

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Raw Materials

107.088

58.361

60.503

 

TOTAL IMPORTS

107.088

58.361

60.503

 

 

 

 

 

 

Basic/ Diluted Earnings Per Share (Rs.)

[10.10]

[1.04]

[1.73]

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2010

30.09.2010

31.12.2010

31.03.2011

Type

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

Net Sales

593.360

646.900

585.400

680.040

Total Expenditure

521.430

518.670

470.810

564.450

PBIDT (Excl OI)

71.930

128.230

114.590

115.590

Other Income

6.340

9.350

9.790

7.640

Operating Profit

78.260

137.580

124.380

123.230

Interest

30.320

29.110

28.540

[56.400]

Exceptional Items

0.000

0.000

0.000

0.000

PBDT

47.950

108.470

95.840

179.630

Depreciation

5.610

5.140

4.940

6.300

Profit Before Tax

42.340

103.330

90.900

173.330

Tax

0.000

0.000

0.000

[181.440]

Provisions and contingencies

0.000

0.000

0.000

0.000

Profit After Tax

42.340

103.330.

90.9000

354.770

Extraordinary Items

0.000

0.000

0.000

813.600

Prior Period Expenses

0.000

0.000

0.000

0.000

Other Adjustments

0.000

0.000

0.000

0.000

Net Profit

42.340

103.330

90.900

1168.370

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2010

(12 Months)

31.03.2009

(9 Months)

30.06.2008

(12 Months)

PAT / Total Income

(%)

6.27
[1.41]

[1.97]

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

6.38
[1.31]

[1.93]

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

18.94
[1.90]

[3.37]

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

[0.12]
[0.01]

[0.02]

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

[1.64]
[1.52]

[1.52]

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

0.66
0.63

0.61

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

DETAILS OF SUNDRY CREDITORS

 

(Rs. In Millions)

Particulars

31.03.2010

31.03.2009

30.06.2008

Sundry Creditors

 

 

 

- Dues to Micro, Small and Medium Enterprises

26.538

8.051

--

- Others

304.398

243.086

236.064

Total

 330.936

251.137

236.064

 

HISTORY:

 

DGP Windsor Limited, is engaged in manufacture of plastic processing machinery from three manufacturing facility located at Thane(Maharashtra), Vatva (Gujarat) and Chhatral(Gujarat). The company was incorporated as Windsor Engineering in May 1963 and the name was changed to R H Windsor in 1964. The name was again changed to Klockner Windsor in 1986 and then to the present name i.e. DGP Windsor India in 1994. The company entered into technical and commercial collaborations with R H Windsor, UK. In 1982, Klockner Werke, Germany, took over the collaborator company. In 1994, the Piramal group took control of the concern. The company manufactures quality products and is a leading manufacturer of plastic processing machinery injection moulding machines, extrusion lines and blow moulding machines. Its injection moulding division of the company tied up with a Japanese company to manufacture state-of-the-art injection moulding machines and its blow moulding division is tieing up with a German company for its blow moulding machines. Its extrusion machinery division also has technology tie-ups with Kuhne, Germany for film plants and with Wavin Rollepaal, Netherlands, for pipe and tube extrusion plants. The machinery manufactured by the company is used to manufacture plastic bottles, kerosene containers, plastic sheets, films, tapes, PVC pipes, woven sacks, shoes and also in the automobile industry. During 1997-98, Digimicro 200 machines with better hydraulic and electronic features and Polypropylene Thermoforming machine were introduced during the year. The company has launched new products in Injection and Extrusion machinery which is expected to contribute significantly to the business.

 

Operations :

 

The Company has in the current year sold 520 machines to achieve the turnover of Rs. 2065.700 Millions as compared to 225 machines in the previous period (9 months) turnover of Rs.931.100 Millions, an annualized growth of 66% despite all constraints faced by a Sick Industrial Company. The Company has been able to continue its control on administrative costs, while the employee cost has increased due to market condition. The profit before interest and depreciation has improved to Rs. 228.919 Milions in the current year as against Rs. 26.833 Millions in the previous period.

 

Detailed analysis of the operations of the Company are available in the ‘Management Discussion and Analysis’ forming part of the Annual Report. The operations of the Thane unit of the Company continue to remain closed.

 

Domestic Sales and Export Business :

 

Exports during the year is Rs. 467.600 Millions, as against previous period (9 months) exports of Rs. 235.000 Millions thus an annualised increased of 49.24% and is 22.64% of total sales turnover. The increase in the turnover in the current year has been supported by the focused vendor management programme, which has helped in slightly easing the pressure on the tight working capital, and also through enhanced customer satisfaction. The market has well accepted the new range of machines from the extrusion and injection moulding machinery business of the Company on account of its efficiency and product quality.

 

Business Outlook :

 

The market being supportive in terms of order book position, the outlook for the year seems to be better. The demand for Extrusion Machinery is expected to grow particularly in view of the expected growth in agriculture, telecom and construction sectors. As regards Injection Moulding Machinery business, the demand is expected to grow particularly in view of the expected growth in the consumption of plastic products in the house hold and furniture segments. Further, Automobiles sector also is fuelling the increase in newer capacities.

 

Registration with BIFR :

 

As the accumulated losses at the end of the financial year ended 31st March, 2010 continue to exceed the entire net worth, the Company is a sick industrial Company as per provisions of section 3(1)(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA). A reference had been made and the Company in 2006 is declared sick industrial Company under the provisions of the Sick Industrial Companies (Special Provisions) act by the Board of Industrial and Financial Reconstruction (BIFR) under the said Act vide number 65/2006. BIFR appointed ICICI as the Operating Agency (OA). Since then a scheme for the rehabilitation of the Company has been submitted to BIFR through the OA seeking certain concessions and financial rearrangements. A Draft Rehabilitation Scheme (DRS) has been circulated by BIFR U/S 19 (2) read with Sec.19 (1) of the SICA and 1st April, 2009 is the “Appointed Date” for implementation of Scheme. The Scheme has been sanctioned by the said BIFR vide its Order dated 25-10-2010. However, the Company has decided to approach the BIFR bench with Miscellaneous Application for review of certain portions of the Rehabilitation Scheme and some of its terms and conditions. Pending outcome of the Company’s application, the accounts and financial statements have been drawn without giving effect of the provisions of the scheme.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

Industry Structure and Development.

 

The Industry for Plastic Processing Machinery in India has shown a growth of 12%.The Company is engaged in manufacturing of Plastic Extrusion Machinery, Injection Moulding and Blow Moulding Machinery.

 

In the field of Extrusion Machines 2009-2010 has continued to be a good year. During this year newly launched models have given an edge in the competitive market and the Company has ended with an excellent market share. The strength in film plant is the technology from Germany which has been absorbed with license from Kuhne.

 

In Injection Moulding Machinery the increased demand for bigger machines continued from the moulded luggage, furniture and white goods industry. The Company will be launching energy efficient machines in the coming year which is expected to give tremendous turn over growth.

 

The developments in the industry are marked by manufacturing of more sophisticated machines this year also and emphasis on aesthetics and energy conservation.

 

Opportunities and threats:

 

The application of plastics is increasing manifold to include various packaging, pipe fittings, white goods, automobile etc. In Injection moulding, the market generally for the consumption of plastic products in the house hold and furniture segments are fuelling the increase in newer capacities. Further, anti dumping duty on Chinese machines will augment the business for Indian manufacturers. In Extrusion Machinery also the demand is growing particularly due to Government’s thrust on agriculture, telecom, construction etc.

 

Indian Plastic manufacturers have shown their competency to manufacture goods of Global acceptance thereby increasing the need to expand capacities. This has resulted in high demand for the Plastic Processing Machinery. The Company’s focused action on manufacturing will enable it to further increase its market share.

 

The products of the Company have also been well accepted by the customers due to its performance and energy conservation capabilities. The Company has taken appropriate steps to incorporate new technology in the machines giving edge over competition in terms of lower operating costs.

 

Due to continued focus in Exports, we expect significant market share in overseas markets in coming years.

 

This year, the Company participated in RIYADH Exhibition and made an outstanding impression and has received tremendous enquiries from prospective customers.

 

Outlook :

 

As regards to Thane labour issues the High Court of Mumbai passed an order on 06th September, 2010 endorsing the Industrial Tribunal order dated 22nd September, 2005 and as per High Court order the Company had paid all the legal dues. The future prospects will be to a large extent dependent on the overall economic scenario. On its part the Company is taking necessary steps to ensure that its products are well accepted by the customers in terms of performance and price competitiveness.

 

Contingent Liabilities not provided for:

 

Particulars

31.03.2010

Rs. In Millions

Claims against the company not acknowledged as debts

29.141

Disputed income tax liability

74.620

Disputed sales tax, excise and service tax liability

1.651

Guarantee given by the company on behalf of a body corporate to a financial institutions

12.000

In Respect of letters of credit opened by banks on behalf of the company

5.096

 

 

Fixed Assets:

 

·         Leasehold Land

·         Building and Roads on Leasehold Land

·         Office Premises

·         Plant and Machinery

·         Patterns and Jigs

·         Computers

·         Electrical Installation and Air- Conditioning Plant

·         Drawing office Equipments

·         Furniture, Fixture and Office Equipments

·         Drawing and Technical Know How

·         Vehicles

 

AS PER WEBSITE

 

Profile:

 

The company set up operations at Thane (near Mumbai) in 1964 under collaboration with R. H. Windsor of U.K. In 1984, Klockner-Werke of Germany made the company a part of its world-wide operations and renamed it Klockner Windsor India Limited. Subsequent to the disinvestment of equity by Klockner to Mr. Dilip G. Piramal in 1994, the company acquired the status of being member of one of India's largest business houses, the DGP Group, and was initially named as DGP Windsor India limited, since year 2005 been renamed as WINDSOR MACHINES LIMITED.


Windsor by virtue of its long history and extremely high technical competence has established itself as a sound global player in the field of extrusion machinery. Thanks to the erstwhile technical collaborations and its continuous R and D that helped Windsor create a satisfied customer base around the globe.


Windsor's unique philosophy of working on customers' profits has earned the company accolades for being a machinery supplier with lowest running cost (per kilo of polymer produced).

 

 

Pipe Extrusion

 

The veterans in the industry would definitely recollect st the 1 generation models like RC100, TSC65 and TSC80. They are proud to say that these lines are running successfully even today after they are being fully depreciated. In 90s came KTS series of PVC pipe plants with higher L/D ratios and relatively higher outputs. These were 2nd generation models with 18-22 L/D ratios. Then came, after the millennium year, the third generation extruder with L/D ratios going up to 28:1 and introducing European gear boxes in higher models. These extruders are presently competing the international brands in terms of reliability, aesthetics, power optimization and sturdiness.


In polyethylene segment also they have achieved strides by developing the first 1200 kg/hr extruder in India. Currently they have a complete range to cater to various needs of industry.


Windsor has also been known for its traditional expertise in Dies – both PVC and PE. Today they have mastered the Multiple Die concept to ensure highest possible outputs in smallest sizes.


Windsor has recently entered into a technical collaboration with KUAG, Austria to manufacture post extrusion equipment.

 

Blown Film Extrusion

 

Windsor’s leadership in blown film line is endorsed since 1992 when they got the collaboration license from KUHNE GmbH. This technological edge was with no other supplier giving as an opportunity to establish the selves as a leader and rest to follow.


Likely any other industry maintaining the pinnacle position called for the continued innovations in the Indian context and they successfully executed giving the best value for capital invested. They also developed capability to execute total solution for oversees clients by product sourcing and subsequent training. Today, they are known as solution provider rather than a supplier be it process related, turnkey supply, automation related or mechanics.


The present product program enables them to offer lines up to 3 meters wide and output of 800 kg/hr with full automation.


They have rechristened the blown film nomenclature and the newly developed lines are either CROWN (Monolayer) or DUKE and REX (3 layer) or BARON (5 layer) series. With the new series the focus is on running cost and they are continuously working on multiple fronts to ensure that the clients get more yield for every penny they spend.

 

Injection Moulding

 

The Company entered into a Technical Collaboration Agreement for injection molding machines with SUMITOMO , JAPAN in 1997 and through the same upgraded its entire range of models which are now covering the 50 – 1300 T application across all industry segments such as houseware, automobile, packaging, electrical/electronics, pvc fittings etc. Toggle type machines are available in 50-350T range and Hydro - mechanical type machines are available in 100 -1300 T range.


They have exported to various countries especially in Africa, Middle – East and South Asia as well as Russia. As a company we have as installed base of more than 10,000 machines.

 

Milestones:

 

1964

  Commenced operations at Thane (near Mumbai) in collaboration with RH Windsor of UK

1984

  Klockner Werke of Germany takes over and renames as Klockner Windsor India Limited

1985

  Extrusion Business started at Vatva (Ahmedabad)

1988

  Second plant for Injection Molding machinery started at Chhatral (Ahmedabad)

1994

  Klockner disinvests equity to Mr.Dilip Piramal and company renamed as DGP Windsor India Limited

2005

  Renamed as Windsor Machines Limited

2008

  Mr.Prakash Kundalia comes on board & sets the course for the future with a new vision and dynamic leadership

2009

  Participation in Plast India 2009, Delhi

2010

Turnaround of the company with more than 100% growth, crossing 2000.000 Millions mark and becoming   profitable

2010-11

  Poised for exponential growth


  - Technology Transfer Agreement signed with Italtech (Italy) for higher tonnage machines
  - Relationship with Kuhne strengthened, with manufacturing of First Hybrid machine
  - Participation in K-Show 2010, Dusseldorf, Germany

 

 

 

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED

31.12.2010

 

(Rs.in Millions)

Particulars

3 Months Ended on

31.12.2010

(Unaudited)

Corresponding 3 Months in the previous year

(Unaudited)

9 Months Ended on

31.12.2010

(Unaudited)

Corresponding 9 Months in the previous year

(Unaudited)

1. Net Sales/ Income from Operations

585.395

495.844

1825.650

1387.122

2. Expenditure

 

 

 

 

a) Increase/ decrease in stock in trade

[41.784]

[37.352]

[92.416]

[25.941]

b) Consumption of raw material

389.217

384.098

1240.199

1005.752

c) Employee Cost

55.009

45.126

174.599

132.684

d) Depreciation0

4.945

5.407

15.701

16.435

e) Other

68.358

54.341

188.511

156.020

f) Total

475.745

451.620

1526.594

1284.950

3. Profit/ Loss from Operations before Interest and Exceptional Items(1-2)

109.650

44.224

299.056

102.172

4. Other Income

9.792

6.558

25.488

24.905

5. Profit before Interest and Exceptional Items (3+4)

119.442

50.782

324.544

127.077

6. Interest (Net)

28.537

19.211

87.966

54.908

7. Profit/ Loss after Interest but before Exceptional Items (5-6)

90.905

31.571

236.578

72.169

8. Exceptional Items

--

--

--

--

9. Profit/ Loss before tax (7+8)

90.905

31.571

236.578

72.169

10. Tax Expenses

--

--

--

--

11. Net Profit / Loss (11-12)

90.905

31.571

236.578

72.169

12. Extra Ordinary Items

--

--

--

--

13. Net Profit/ loss (11-12)

90.905

31.571

236.578

72.169

14. Paid-up Equity Share Capital (Share of Rs. 10/.- each)

130.359

130.359

130.359

130.359

15. Reserves and Surplus (Excluding Revaluation Reserve)

--

--

--

--

16. Earning per share (EPS)

 

 

 

 

a) Basic and Diluted EPS before extraordinary items fro the period, for the year to date and for the previous year (not annualized)

6.97

2.42

18.15

5.54

b) Basic and diluted EPS after extraordinary items for the period for the year to date for the previous  year (not annualized)

6.97

2.42

18.15

5.54

17. Public Shareholding

 

 

 

 

- Number of Shares

7505046

7505046

7505046

7505046

- Percentage of Shareholding

57.57%

57.57%

57.57%

57.57%

18. Promoters and promoter group Shareholding

 

 

 

 

a) Pledged/ Encumbered

 

 

 

 

- Number of Shares

Nil

Nil

Nil

Nil

- Percentage of Share (as a % of the total shareholding of promoter and promoter group)

--

--

--

--

- Percentage of Share (as a % of the total share capital of the company)

--

--

--

--

b) Non- Encumbered

 

 

 

 

- Number of Shares

5530854

5530854

5530854

5530854

- Percentage of Share (as a % of the total shareholding of promoter and promoter group)

100%

100%

100%

100%

- Percentage of Share (as a % of the total share capital of the company)

42.43%

42.43%

42.43%

42.43%

 

NOTE:

 

1. The above results have been reviewed by the Audit Committee and were taken on record by the Board of Directors at their meeting held on 14th February, 2011

 

2. Pursuant to the requirement of Clause 41 of the Listing Agreement the Statutory Auditors of the Company have carried out a Limited Review of the un-audited quarterly results of the Company for the quarter ended on 31st December, 2010

 

3. The Auditors’ Report in respect of year ending 3 1u March, 2009, are subject to the following qualifications:

 

(i) The appropriateness of going concern assumption used for preparing the accounts because the net worth of the company is fully eroded and is a sick industrial company.

 

(ii) Non- verification of Fixed Assets having net block of Rs.11.279 Millions due to inaccessibility of of Thane Works. The balances of creditors are subject to confirmations and reconciliation and consequent adjustments, if any.

(iii) The following Accounting Standards have not been fully complied with namely “Accounting Standard — 28” due to full information not being available to the Auditors with respect to Thane Works.

 

In the opinion of the management:

 

(i) With the various restructuring measures already initiated and proposed to be initiated, the company would be able to continue its operations in the foreseeable future and as such these financial statements have been prepared on “going concern” basis.

(ii) Although the management could not physically verify the fixed assets, adequate measures have been taken for the protection and maintenance of the assets and property.

(iii) In regard to the full information with respect to the Thane works for the purpose of Accounting Standard — 28, the details were not available mainly on account of inaccessibility of records due to adverse labour situation.

4. Segment Information for the quarter ended 31st December, 2010 under Clause 41 of the Listing Agreement.

 

A) Primary Segment information (Business Segment)

(Rs. In Millions)

Particulars

3 Months Ended on

31.12.2010

(Unaudited)

Corresponding 3 Months in the previous year

(Unaudited)

9 Months Ended on

31.12.2010

(Unaudited)

Corresponding 9 Months in the previous year

(Unaudited)

i) Segment Revenue

 

 

 

 

Extrusion Machinery Division

271.691

267.798

854.338

775.279

Injection Moulding Machinery

313.704

228.046

971.312

611.843

Total Segment Revenues

585.395

495.844

1825.650

1387.122

ii) Segment Results

 

 

 

 

Extrusion Machinery Division

66.837

46.510

182.001

101.699

Injection Moulding Machinery

52.605

4.201

142.528

25.342

Total Segment Results

119.442

50.711

324.529

127.041

Unallocated Corporate Expenses net of unallocated income

--

0.071

0.015

0.036

Profit / Loss before interest etc. Extra- ordinary items and taxation

119.442

50.782

324.544

127.077

Interest etc. paid-net

28.537

19.211

87.966

54.908

Profit/Loss before taxation and extra ordinary items

90.905

31.571

236.578

72.169

Provision for taxation and fringe benefit tax

--

--

--

--

Net Profit / Loss from Ordinary Activities after tax

90.905

31.571

236.578

72.169

Extraordinary items

--

--

--

--

Net Profit/ Loss after taxation and extraordinary items

90.905

31.571

236.578

72.169

(iii) Capital Employed

(segment assets less segment liabilities)

 

 

 

 

Extrusion Machinery Division

112.438

58.618

112.438

58.618

Injection Moulding Machinery

[164.828]

[249.240]

[164.828]

[249.240]

Total Capital Employed in segment

[52.390]

[190.622]

[52.390]

[190.622]

Unallocated corporate assets less corporate liabilities

[805.247]

[960.959]

[805.247]

[960.959]

Total Capital Employed

[857.637]

[1151.581]

[857.637]

[1151.581]

B) Secondary Segment Information (Geographical Segment)

 

 

 

 

Segment Revenue

 

 

 

 

Within India

427.957

373.946

1437.754

1036.954

Outside India

157.438

121.898

387.896

350.168

Total Revenue

585.395

495.844

1825.650

1387.122

Segment Assets

 

 

 

 

Within India

775.608

705.148

775.608

705.148

Outside India

52.700

25.829

52.700

25.829

Total Assets

828.308

730.977

828.308

730.977

Capital Expenditure

 

 

 

 

Within India

2.531

8.800

29.665

16.805

Outside India

--

--

--

--

Total Capital Expenditure

2.531

8.800

29.665

16.805

 

The segment revenue and total assets include the revenue and assets respectively, which are identifiable with each segment and amounts allocated to the segments on a reasonable basis.

 

5. The management has decided not to recognize the total deferred tax assets (net) in consideration of the Accounting Standard and as a prudent policy in view of the uncertainty as to the recoverability of the deferred tax assets.

 

6. There were no investor complaints pending at the beginning of the quarter. During the quarter 2 complaints were received, which have been resolved. As at 31st December 2010 there were no complaints pending.

 

7. The Company is registered with BIFR as a sick industrial company as per provisions of section 3(1)(o) of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA). A Draft Rehabilitation Scheme (DRS) has been circulated by BIFR U/S 19 (2) read with Sec. 19 (1) of the SICA, which on BIFR approval will be effective from 1 April, 2009, the “Appointed Date” for implementation of scheme. BIFR order dated 21.09.2010 has been received. The company has filed an appeal for modification of certain terms and conditions of the said order which is pending.

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.44.91

UK Pound

1

Rs.72.90

Euro

1

Rs.64.48

 


 

RATING EXPLANATIONS

 

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

-

NB

                                       New Business

-

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.