MIRA INFORM REPORT

 

 

Report Date :

22.11.2012

 

IDENTIFICATION DETAILS

 

Name :

WINSOME YARNS LIMITED

 

 

Registered Office :

SCO 191-192, Sector – 34 A, Chandigarh – 160022

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

19.07.1990

 

 

Com. Reg. No.:

53-010566

 

 

Capital Investment / Paid-up Capital :

Rs. 708.233 millions

 

 

CIN No.:

[Company Identification No.]

L17115CH1990PLC010566

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

PTLW10031A

PTLW10081B

 

 

PAN No.:

[Permanent Account No.]

AAACW1911H

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Manufactures and Trader of Textile and Yarn Fabrics.

 

 

No. of Employees :

1463 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (27)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Maximum Credit Limit :

USD 4640000

 

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having moderate track record. In the current year their appears accumulated losses recorded by the company. And the external borrowing of the company is more than its net worth. So there is changes of default.

 

However, trade relation are reported to be fair. Business is active. Payments are reported to be slow.

 

The company can be considered for business dealing with some caution.

 

NOTES :

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

 

 

ECGC Country Risk Classification List – June 30, 2012

 

Country Name

Previous Rating

(31.03.2012)

Current Rating

(30.06.2012)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

INDIAN ECONOMIC OVERVIEW

 

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

ICRA

Rating

D (Term Loan)

Rating Explanation

This rating are in default as are expected to be indefault soon.

Date

October, 2012

 

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

 

 

LOCATIONS

 

Registered/ Corporate Office :

SCO 191-192, Sector – 34 A, Chandigarh – 160022, India

Tel. No.:

91-172-4612000 / 4613000 / 4646749 / 5012986 / 5012886 / 5012186 / 5012286 / 5007986 / 2603966 / 2662232 / 2600594 / 2606709

91-172-2612 447 (Direct - Export Deptt.)

Fax No.:

91-172-4614000 / 2603804 / 5088844

E-Mail :

mktgchd@winsomegroup.com

cshare@winsomegroup.com

exports@winsomegroup.com

kvsinghal@winsomegroup.com

cshare@winsomegroup.com

Website :

www.winsomegroup.com

 

 

Factory 1:

Vill Kurawala, Barwala Road Derabassi, Dist. Patiala, Punjab, India

Tel. No.:

91-1762-280236 / 280638

Fax No.:

91-1762-270237

E-Mail :

nkm@winsomegroup.com

jpsen@winsomegroup.com

 

 

Factory 2:

1, Industrial Area, Dist. Solan (H.P.), Baddi, India

Tel. No.:

91-1795-244045 / 244046

Fax No.:

91-1795-244287

E-Mail :

psnl.bd@winsomegroup.com

 

 

Factory 3:

B-58, Phase VII, Industrial Area, Mohali-160059, India

Tel. No.:

91-172-5053138 / 5053139 / 5095870 / 5095870 / 5092400 / 5092397

Fax No.:

91-172-5090572

E-Mail :

pradeep@winsomegroup.com

drsethak@winsomegroup.com

 

 

Marketing Office

12/22, East Patel Nagar, Ground Floor, Main Market, New Delhi, India

Tel. No.:

91-11-5725462

Fax No.:

91-11-5254627

E-Mail :

mktgdel@winsomegroup.com

 

 

National Marketing :

LUDHIANA       

Mktg. Office and Godown
Tel. No.: 91-161-709675 / 709479
Fax No.: 91-161-709675
E-mail : mktgldh@winsomegroup.com

 

AHMEDABAD  

Representative agent
Tel. No.: 91-79-2164217 / 2164536
Fax No.: 91-79-2165219
E-mail : acmeintl@ad1.vsnl.net.in

 

MUMBAI

Mktg. Office and Godown
Tel. No.: 91-22-3411570
Fax No.: 91-22-3401879
E-mail : surekasyntex@hotmail.com

 

CALCUTTA       

Consignment Agent (Godown facility )
Tel. No.: 91-33-2380169 / 7480
Fax No.: 91-33-2391023
E-mail : kalpana@giascl01.vsnl.net.in

 

SALEM            

Consignment Agent ( Godown facility )
(Contact Tirupur Office)

 

TIRUPUR 

Mktg. Office and Godown
Tel. No.: 91-421-476394 / 474364
Fax No.: 91-421-470028
E-mail : deokiran@md4.vsnl.net.in

 

 

DIRECTORS

 

As on 31.03.2012 

 

Name :

Shri Satish Bagrodia

Designation :

Chairman

 

 

Name :

Shri Brij Mohan Khanna

Designation :

Director

 

 

Name :

Shri Chandra Mohan

Designation :

Director

 

 

Name :

Shri Ashish Bagrodia

Designation :

Director

 

 

Name :

Shri Vinay Kumar

Designation :

Director (PNB Nominee)

 

 

Name :

Shri S K Singla

Designation :

Director (PSIDC Nominee)

 

 

Name :

Shri Manish Bagrodia

Designation :

Managing Director

 

 

KEY EXECUTIVES

 

Name :

Shri K.V. Singhal

Designation :

GM (Legal) and Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.09.2012

 

Names of Category

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifIndividuals / Hindu Undivided Family

162122

0.32

http://www.bseindia.com/include/images/clear.gifBodies Corporate

25817487

50.86

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

1360000

2.68

http://www.bseindia.com/include/images/clear.gifSub Total

27339609

53.85

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

Total shareholding of Promoter and Promoter Group (A)

27339609

53.85

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

11800

0.02

http://www.bseindia.com/include/images/clear.gifSub Total

11800

0.02

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

19592664

38.59

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

2604123

5.13

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

1128330

2.22

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

89453

0.18

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

89453

0.18

http://www.bseindia.com/include/images/clear.gifSub Total

23414570

46.12

Total Public shareholding (B)

23426370

46.15

Total (A)+(B)

50765979

100.00

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

0

0.00

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

19941250

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

19941250

0.00

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

70707229

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufactures and Trader of Textile and Yarn Fabrics.

 

 

Products :

Products Description

Item Code No.

 

Cotton Yarn Containing 85% or More of cotton

520500

Cotton Yarn Containing Less Than 85% Cotton

520600

Apparel, Knitted or Crocheted

6101

 

 

PRODUCTION STATUS (AS ON 31.03.2011)

 

Particulars

Licensed Capacity

Installed Capacity

Actual Production

Yarn

 

 

 

 - Spindles

133440

109824

16306.35

 - Rotors

1536

--

--

Knitwears (Nos.)

1944000

1160000

625534

 

 

GENERAL INFORMATION

 

No. of Employees :

1463 (Approximately)

 

 

Bankers :

·         Canara Bank

·         State Bank of Patiala

·         Punjab National Bank

 

 

Facilities :

Secured Loan

31.03.2012

(Rs. in Millions)

31.03.2011

(Rs. in Millions)

Term Loans

 

 

-From Banks

2477.355

2879.135

-Working Capital Term Loan

103.115

152.130

-Vehicle Loan

0.402

1.180

Working capital demand loan from Banks

2089.966

1523.533

Total

4670.838

4555.978

Unsecured Loan

31.03.2012

(Rs. in Millions)

31.03.2011

(Rs. in Millions)

From Banks

0.000

36.100

Total

0.000

36.100

 

Note:

 

Term Loan of Rs. 2833.135 Millions (PY. Rs 2994.370 Millions) from banks are secured by mortgage of Immovable properties situated at Village Kurawala, Distt Mohali and at Plot No.B-58, Industrial Area Phase - VII, Mohali and by hypothecation of all the company's movable properties (save and except book debts) including moveable plant and machinery, spares, tools and accessories both present and future, subject to the prior charges created/to be created in favour of Company's bankers on specified movable assets for the working capital facilities . The mortgage and charges created / to be created shall rank pari-passu ' inter-se' between the Banks and (ii) Term loan of Rs. 35.414 Millions (PY Rs. 61.672 Millions) from a bank which is secured by sub-servient charges on fixed assets. The loans are repayable in quarterly installments and maturity profile is as follows:

 

Repayment

1-2 years

2-3 years

after 3 years

(Rs. in Millions)

387.054

406.457

1683.844

 

Term Loans from Banks of Rs.62.005 Millions ( P.Y. Rs.103.227 Millions ) and Working Capital Term Loans of Rs.258.849 Millions (P.Y. Rs.310.043 Millions ) (As per CDR terms) are secured by way of first pari- passu charge on Fixed Assets and second pari- passu charge on current assets. The loans are repayable in quarterly installments and maturity profile is as follows:-

 

Repayment

1-2 years

2-3 years

after 3 years

(Rs. in Millions)

49.463

41.343

12.309

 

All the aforesaid credit facilities mentioned here in above are also guaranteed by two directors of the Company and by Pledge of Shares of the Company held by the Promoter Group

 

Vehicle Finance of Rs 1.180 Millions is secured by hypothetical of specific assets purchased under such arrangements. The loans and repayable in monthly installments and maturity Profile is as under:-

 

Repayment

1-2 years

2-3 years

after 3 years

(Rs. in Millions)

0.402

0.000

0.000

 

Rs.36.664 Millions (Previous Year Rs.61.664 Millions) secured by hypothecation of immovable property owned by a group company and Rs.10.561 Millions (Previous Year Rs. 17.787 Millions) is secured by pledge of 50,00,000 nos.(Previous Year Rs. 5,00,00,000 nos.) equity shares of the Company held by a promoter company.

 

Working capital demand loan includes Packing Credit and Cash Credit which are secured by hypothecation of current assets and also secured by second charge on fixed assets of the company.

 

8.2 The aforesaid credit facilities mentioned here in above are also guaranteed by two directors of the Company and by Pledge of Shares of the Company held by the Promoter Group.

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Lodha and Company

Chartered Accountants

Address :

12, Bhagat Singh Marg, New Delhi, India

 

 

Associates:

Winsome Textile Industries Limited

 

 

Subsidiary Company

·         Winsome Yarns (Cyprus) Limited

·         S.C. Winsome Romania s.r.l

·         I.M.M. Winsome Italia s.r.l

·         S.C. Textil s.r.l.

·         Winsome Yarns FZE

 

 

Organisations where Key Management Personnel & their relative have significant influence:

·         Star Point Financial Services (Private) Limited

·         Shell Business Private  Limited

·         Satyam Combines Private Limited

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

85000000

Equity Shares

Rs.10/- each

Rs. 850.000 Millions

 

 

 

 

 

Issued Capital * :

No. of Shares

Type

Value

Amount

 

 

 

 

71086829

Equity Shares

Rs.10/- each

Rs. 710.868 Millions

 

 

 

 

 

Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

70707229

Equity Shares

Rs.10/- each

Rs. 707.072 Millions

 

Add: Amount Paid-up on shares forfeited

 

Rs. 1.161 Million

 

 

 

Rs. 708.233 Millions

 

* The face value of equity share capital has been consolidated on 06.08.2011 from Re. 1/- each to Rs. 10/ each

 

Rights of Shareholders

 

The Company has only one class of Equity Shares having face value of Rs. 10/- each (Previous Year Rs. 1/- each) in its issued, subscribed and paid up equity share capital. Each shareholder is entitled to one vote per share (except GDR shareholding mentioned at point no. 2.2 below). Each shareholder have the right in profit/surplus in proportion to amount paid up with respect to share holding.

 

The GDR shareholding which is standing in the name of Bank of New York Mellon, as Depositary, has right to

dividend but do not have any right to vote.

 

2In the event of winding up, the equity shareholders will be entitled to receive the remaining balance of assets, if

any, in proportionate to their individual shareholding in the paid up equity capital of the company.

 

Details of Shareholders holding more than 5%

 

Name of Shareholder

31.03.2012

No. of Shares held

The Bank Of New York Mellon (Shares held by custodian and against which Depository Receipts have been issued)

19941250

Shell Business (P) Limited

20721244

Satyam Combines (P) Limited

5096243

Arpit Agencies (P) Limited

4200000

Landscape Traders (P) Limited

4200000

 

Reconciliation of Share capital

 

 

Nos

Shares outstanding as at the beginning of the year

58639729

Issued during the year (a)

12067500

Buyback during the year

--

Shares outstanding as at the end of the year

70707229

 

(a) During the year, company allotted 1,20,67,500 equity shares of Rs 10/- each at a premium of Rs.6/- per share.

(P.Y 13,03,25,000 equity share of Re. 1 each at a premium of Re.0.60 each) upon conversion of equal number of

warrants allotted on preferential basis.

 

(b) During the year, the company has issued and allotted Nil Global Depository Receipts(GDRs) (P.Y.19,94,125 GDR's representing 19,94,12,500 equity shares of Re.1/- each at a premium of Rs.1.97 per share)


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2012

31.03.2011

31.03.2010

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

708.233

587.558

257.821

2] Money received against Share Warrants

0.000

76.480

108.800

3] Reserves & Surplus

452.021

674.853

168.896

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

1160.254

1338.891

535.517

LOAN FUNDS

 

 

 

1] Secured Loans

4670.838

4555.978

4451.654

2] Unsecured Loans

0.000

36.100

99.583

TOTAL BORROWING

4670.838

4592.078

4551.237

DEFERRED TAX LIABILITIES

0.000

13.442

0.000

 

 

 

 

TOTAL

5831.092

5944.411

5086.754

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

3288.074

3274.668

3255.116

Capital work-in-progress

106.638

303.765

476.654

 

 

 

 

INVESTMENT

151.671

151.671

151.671

DEFERRED TAX ASSETS

123.324

0.000

33.314

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

1736.626

1645.558

831.545

 

Sundry Debtors

1286.285

569.925

366.927

 

Cash & Bank Balances

385.230

676.815

49.425

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

572.908

504.855

540.541

Total Current Assets

3981.049

3397.153

1788.438

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

981.584

522.774

320.899

 

Other Current Liabilities

825.899

649.327

275.933

 

Provisions

12.181

10.745

21.607

Total Current Liabilities

1819.664

1182.846

618.439

Net Current Assets

2161.385

2214.307

1169.999

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

5831.092

5944.411

5086.754

 

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

4347.530

3305.005

2222.553

 

 

Other Income

48.075

28.726

12.268

 

 

TOTAL                                     (A)

4395.605

3333.731

2234.821

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of Material consumed

2268.802

2354.570

1895.348

 

 

Purchase of stock-in-trade

852.144

72.207

 

 

 

Change in inventories of finished goods, work in progress

and stock in Trade

139.676

(749.460)

 

 

 

Employee benefit expense

181.651

163.170

 

 

 

Other Expenses

685.491

770.598

 

 

 

TOTAL                                     (B)

4127.764

2611.085

1895.348

 

 

 

 

 

Less

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

267.841

722.646

339.473

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

492.709

392.229

317.393

 

 

 

 

 

 

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

(224.868)

330.417

22.080

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

229.612

217.958

201.409

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

(454.480)

112.459

(179.329)

 

 

 

 

 

Less

TAX                                                                  (H)

(136.766)

51.369

(58.587)

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

(317.714)

61.090

(120.742)

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

191.773

130.683

251.425

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

(125.941)

191.773

130.683

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Exports of goods on FOB basis (excluding export through export houses)

1495.431

1549.401

1212.352

 

 

Commission Income

92.952

0.000

0.000

 

 

Handling Charges

29.812

0.000

0.000

 

TOTAL EARNINGS

1618.195

1549.401

1212.352

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Plant and Machinery

15.365

9.550

60.011

 

 

Stores & Spares

5.734

1.745

14.305

 

 

Raw Material

1.490

1.744

24.584

 

TOTAL IMPORTS

22.589

13.039

98.900

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

Basic

(4.81)

0.19

(0.47)

 

Diluted

(4.81)

0.12

(0.47)

 

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

30.06.2012

30.09.2012

Type

1st Quarter

2nd Quarter

Net Sales

1345.000

1259.000

Total Expenditure

1162.400

1062.200

PBIDT (Excl OI)

182.600

196.800

Other Income

2.300

10.600

Operating Profit

184.900

207.400

Interest

126.500

128.300

Exceptional Items

0.000

0.000

PBDT

58.400

79.100

Depreciation

53.900

54.000

Profit Before Tax

4.500

25.100

Tax

0.000

0.000

Provisions and contingencies

0.000

0.000

Profit After Tax

4.500

25.100

Extraordinary Items

0.000

0.000

Prior Period Expenses

0.000

0.000

Other Adjustments

0.000

0.000

Net Profit

4.500

25.100

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

(7.23)

1.83

(5.40)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(10.45)

3.40

(8.07)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(6.25)

1.69

(3.56)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Net worth)

 

(0.39)

0.08

0.33

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Net worth)

 

7.46

5.97

9.65

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.18

2.93

2.89

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

No

8]

No. of employees

Yes

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

------

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

------

22]

Litigations that the firm / promoter involved in

------

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

------

26]

Buyer visit details

------

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

Date of Birth of Proprietor/Partner/Director, if available

No

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

Operations and Performance

 

High cotton prices, coupled with fluctuating inventory, saw Textile and Clothing (TandC) companies post a dip in bottom line by over 100 per cent in many cases over 2011-12, says the Confederation of Indian Textile Industry (Citi).

There is no issue with cotton prices rising, if they do so gradually. However, from October 2010 to March 2011, prices rose from Rs 34,000 per candy (356 kg) to Rs 63,000 per candy. In the next one month, it almost came down to where it (originally) was. Such high fluctuations led to textile mills incurring heavy losses, during the current year.

According to data compiled by the Centre for Monitoring Indian Economy, out of 234 Textile and Clothing (TandC) companies, 74 per cent or 174 companies saw poorer financial results for the first three quarters of 2011-12. And, of these 174, as many as 130 were net loss-making. The Company also suffered losses on account of sale of inventory piled up during the year due to stoppage of export by Government of India.

The Company has achieved a turnover of Rs. 4395.605 Millions against the previous year's turnover of Rs. 3333.731 Millions i.e registering an increase of 31.85% (approx.). The Company has incurred a net loss (after tax) of Rs. 317.714 Millions against previous year's net profit after tax of Rs. 61.090 Millions.

 

Expansion Projects

 

Out of five Micro Hydel Power Projects having a total capacity to produce of 3.9 MW of electricity, four Micro Hydel Projects have been commissioned upto 31st March, 2012. The implementation of one Micro Hydel Power Project is at an advanced stage and are expected to be commissioned with in current financial year 2012-2013.

 

Subsidiary Companies and Overseas Operations

 

During the year wholly owned subsidiary of the Company, Winsome Yarns (Cyprus) Limited has incorporated a wholly owned subsidiary in UAE namely Winsome Yarns FZE on 11.07.2011. According to the provisions of Section 212 of Companies Act, 1956, the holding company is required to attach the balance sheet etc. of its subsidiary companies along with its balance sheet. However, pursuant to provisions of general circular no. 2/2011 issued by Ministry of Corporate Affairs on 8th February 2011, a general exemption is granted to attach the balance sheet of the subsidiary companies. Accordingly, the annual accounts of Winsome Yarns (Cyprus) Limited and Winsome Yarns FZE have not been attached in this Annual Report, but the same are available for inspection at the registered office of the company. Further due to Global recession of which European Countries are the worst affected, the second, third and fourth step down subsidiaries of the Company namely; S.C. Winsome Romania, S.r.l., IMM Winsome Italia S.r.l. and S.C. Textil, S.r.l. are under liquidation and their balance sheet etc. is not available. The exemption from attaching the balance sheet etc. of these three subsidiary companies was sought, pursuant to Section 212(8) of Companies Act, 1956, and in response to which, Ministry of Corporate Affairs informed that pursuant to General Circular No. 2/2011 issued by Ministry of Corporate Affairs the approval of Ministry of Corporate Affairs is no more required.

 

MANAGEMENT DISCUSSION and ANALYSIS REPORT

 

INDUSTRY SCENARIO

 

Textile industry of India is the Mother industry, employing over 55 mn people directly or indirectly in this sector. Adding to that the fast growing retail apparel industry has further increased its importance.

 

In the recently concluded World Textile Conference held in Mumbai, almost every decision maker in this Industry agreed to the fact that there will be upsurge in the activities as opportunities which are perceived are a lot in India's favour.

 

As well known, the manufacturing base has largely shifted to south East Asian Countries and India as well as China are going to play a very important role in this odyssey.

 

The present Indian Textile and Apparel industry may grow from current level of US$ 78Bn to US$ 220 by 2020.lndia has her own strengths in terms of technical manpower availability, wide fiber base and supporting government policies for modernization and also raw material cost controls. The growing population of Indian young purchasing class is making domestic market quite lucrative.

 

Coupled with that, Chinese internal demand is expected to grow and there is predication that there will be some gap between their capacity to supply to the International market vis- a- vis internal demand. A 10 % of spill over in such case from Chinese share is expected to give India another US $50Bn market.

 

Understandably these opportunities have to be strategically aimed at and required preparation to meet such demands has to be made.

 

Indian Textile and Apparel Industry will continue to grow rapidly and so also the consciousness of the International and domestic consumers. In this borderless trade, there is no restrictions for purchasing the quality Garments and hence quality and cost conscious consumer who is dictating the terms, is asking more and more in terms of performance of the materials. UV protective clothing, highly light fast and wash fast colors, fabrics with specialty finishes such as antibacterial, water repellant, flame retardant properties are being asked depending upon their applications in home textiles, night wears, protective clothing, defense etc.

 

Beyond day to day use of textiles in home furnishing, apparels etc, a new segments of Technical Textiles is opening up and the growth of such textiles in sports, industry, buildings, defense, protection, agriculture, non woven's, and composite is increasing at highest rate in the emerging economies such as that of India and China.

 

There is tremendous scope of growth of Technical Textiles and thus it opens all totally new arenas for diversification and most of these products which are hitherto, being imported will soon increasingly get substituted by Indian products. Thus the new era is indeed promising and required technologies have to be imported on one hand and simultaneous impetus for the research is to be given and supported by the government and the Industry so that finally, they can become self sufficient in manufacturing high performance textile based products in varied field locally.

 

Hence, the world of Textiles, Apparel and Technical Textiles will continue to fascinate human being and Indian Textile Industry has to make use of positive atmosphere available for growth of this industry.

 

COTTON SEASON 2011-12

 

India's textiles industry faces a slowdown in the year 2011-12. Cotton yarn production is down by 15 percent and Fabric production is down by 19 percent in the April December 2011 period over the previous year. Textiles mills faced with high priced cotton inventories could not pass through the prices into yarn and fabrics as the price decline came suddenly in the month of April 2011. This led to a slowdown in production and reduced utilization capacity.

 

Cotton prices at the commencement of the cotton season 2011-12 stood at Rs.39000/ candy and as the season progressed moderated to Rs.35000/ candy in January 2012 and further moderated to Rs. 33000/ candy in March 2012.

 

The Cotton Balance Sheet for 2011-12 shows crop size of 345 lac bales, consumption of 240 lac bales, exports of 84 lac bales and a closing stock of 55 lac bales. Ministry of Agriculture in the 2nd estimates has estimated cotton production as 340 lac bales. Consumption estimates were lesser than 2010-11 cotton season of as 244 lac bales while exports were projected higher than 78 lac bales achieved in 2010-11.

 

RECENT DEVELOPMENTS

 

Along with the increasing export figures in the Indian Apparel sector in the country, Bangladesh is planning to set up two Special Economic Zones (SEZ) for attracting Indian companies, in view of the duty free trade between the two countries. The two SEZs are intended to come up on 100-acre plots of land in Kishoreganj and Chattak, in Bangladesh.

 

Italian luxury major Canali has entered into a 51:49 joint venture with Genesis Luxury Fashion, which currently has distribution rights of Canali-branded products in India. The company will now sell Canali branded products in India exclusively.

 

CONTINGENT LIABILITY

 

Contingent Liability not provided for, in respect of: -

                                                                                                                (Rs. in millions)

PARTICULARS

31.03.2012

(i) Bills discounted with banks

298.642

(ii) Outstanding Letter of Credit

20.200

(iii) Sales Tax liability in respect of matters in appeal

2.585

(iv) Excise duty show cause notices / matters in appeal

54.835

(v) Service Tax Matters

0.062

(vi) Income Tax Demand

30.823

(vii) Outstanding bank guarantees

21.359

 

(viii) Customs duty saved of Rs. 367.950 Millions (Previous Year Rs. 527.117 Millions) on import of capital good made against EPCG license against which export obligations amounting to Rs. 2796.579 Millions. (Previous Year 2241.723 Millions) are pending.

 

B) In respect of certain disallowances and additions made by the Income Tax Authorities, appeals are pending before the Appellate Authorities and adjustments, if any, will be made after the same are finally determined. Considering the past experience, management is of the view that there will not be any material impact on

accounts on settlement / finalization of above.

 

C) Estimated amount of contracts remaining to be executed on Capital Account and not provided for Rs.118.83 Millions ( Previous year 77.746 Millions ) net of advances, Rs 7.118 Millions (Previous year Rs. 37.121 Millions), as certified by management.

 

FIXED ASSSETS:

 

v      Tangible

·         Land

·         Building

·         Plant and Machinery

·         Furniture and Fixture

·         Office Equipments

·         Vehicles

v      Intangible

·         Specialised Software


 

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 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 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.55.20

UK Pound

1

Rs.87.79

Euro

1

Rs.70.43

 

 

INFORMATION DETAILS

 

Report Prepared by :

MRI

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

3

PAID-UP CAPITAL

1~10

3

OPERATING SCALE

1~10

3

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

3

--PROFITABILIRY

1~10

3

--LIQUIDITY

1~10

3

--LEVERAGE

1~10

3

--RESERVES

1~10

3

--CREDIT LINES

1~10

3

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

27

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 


 

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.