MIRA INFORM REPORT

Report Date :

18.04.2013

IDENTIFICATION DETAILS

Name :	W.S. INDUSTRIES (INDIA) LIMITED
Registered Office :	108, Mount Poonamallee Road, Porur, Chennai – 600 116, Tamilnadu
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	23.08.1961
Com. Reg. No.:	18-004568
Capital Investment / Paid-up Capital :	Rs.338.898 Millions
CIN No.: [Company Identification No.]	L29142TN1961PLC004568
PAN No.: [Permanent Account No.]	AAACW0572E
Legal Form :	A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.
Line of Business :	The Company engaged in Insulators and Turnkey Projects
No. of Employees :	Not Available

RATING & COMMENTS

MIRA’s Rating :

B (26)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 6500000
Status :	Moderate
Payment Behaviour :	Slow
Litigation :	Clear
Comments :	Subject is an established company having a moderate track record. There appears continuous losses recorded by the company. The liquidity positions seems to be deteorating. However, trade relations are reported to be fair. Business is active. Payments are reported to be slow. The company can be considered for business dealings 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	Fund Based Rating = C
Rating Explanation	Having very high risk of default regarding timely servicing of financial obligation.
Date	September 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 Office / Factory :	108, Mount Poonamallee Road, Porur, Chennai – 600 116, Tamilnadu, India
Tel. No.:	91-44-66500811/ 66500723/ 66500893 / 66500726 / 66500893
Fax No.:	91-44-66500882/ 66500894
E-Mail :	exports@wsinsulators.com sales@wsinsulators.com sectl@wsinsulators.com
Website :	http://www.wsinsulators.com

DIRECTORS

As on 30.09.2012

Name :

Mr. V. Srinivasan

Designation :

Director

Address :

Srinidh 2 Satyanarayana Avenue, Chennai – 600028, Tamilnadu, India

Date of Birth/Age :

05.09.1938

Date of Appointment :

05.11.1968

DIN No.:

00002352

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Director	05/11/1968	05/11/1968	-	Active	NO
2	L25209TN1983PLC010438	HYDRO S AND S INDUSTRIES LIMITED	Director	25/11/1983	25/11/1983	-	Active	NO
3	U74210TN1984PLC011124	W.S.ELECTRIC LIMITED	Managing director	29/07/2008	01/09/1984	-	Active	NO
4	U85110KA1984PTC006129	W.S.TEST SYSTEMS PRIVATE LIMITED	Director	30/08/1991	30/08/1991	-	Active	NO
5	U65993TN1981PTC008667	VENSUNAR HOLDINGS PRIVATE LIMITED	Director	01/06/1992	01/06/1992	-	Active	NO
6	U51909TN1995PTC031120	W.S.INTERNATIONAL PRIVATE LIMITED	Director	06/10/1995	06/10/1995	-	Active	NO

Name :

Mr. Murali Venkatraman

Designation :

Vice Chairman and Managing Director

Address :

Srikrishna 126, Dr. Radhakrishna Salai, Mylapore, Chennai – 600004, Tamilnadu, India

Date of Birth/Age :

12.07.1962

Date of Appointment :

11.09.1985

DIN No.:

01176314

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Whole-time director	8/02/2012	11/09/1985	-	Active	NO
2	U85110KA1984PTC006129	W.S.TEST SYSTEMS PRIVATE LIMITED	Director	15/05/1986	15/05/1986	-	Active	NO
3	L25209TN1983PLC010438	HYDRO S AND S INDUSTRIES LIMITED	Director	25/06/1987	25/06/1987	-	Active	NO
4	U01132TN1986PLC013469	SOUTHERN TREE FARMS LIMITED	Director	16/06/1999	16/06/1999	-	Active	NO
5	U65993TN1983PTC010540	W.S.I.HOLDINGS PRIVATE LIMITED	Director	3/01/2000	3/01/2000	29/01/2007	Active	NO
6	U27209TN1976PLC007164	ALPUMP LIMITED	Director	30/06/2005	30/06/2005	28/09/2010	Active	NO
7	U99999MH1970GAP014629	INDIAN ELECTRICAL AND ELECTRONICS MANUFACFTURERS ASSOCIATION	Director	4/09/2006	4/09/2006	-	Active	NO

Name :

Mr. Narayan Sethuramon

Designation :

Managing Director

Address :

Srinidh 2 Satyanarayana Avenue, Chennai – 600028, Tamilnadu, India

Date of Birth/Age :

04.07.1971

Date of Appointment :

13.05.1992

DIN No.:

00007571

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Managing director	24/07/2009	13/05/1992	-	Active	NO
2	L25209TN1983PLC010438	HYDRO S AND S INDUSTRIES LIMITED	Director	29/07/2009	18/05/1992	-	Active	NO
3	U99999MH1970GAP014629	INDIAN ELECTRICAL AND ELECTRONICS MANUFACFTURERS ASSOCIATION	Additional director	9/12/2011	9/12/2011	-	Active	NO

Name :

Mr. K. Raman

Designation :

Director

Address :

New No. 40, Pes Garden Cat Hedral Road, Chennai – 600086, Tamilnadu, India

Date of Birth/Age :

13.04.1927

Date of Appointment :

28.12.1984

DIN No.:

00002210

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Director	28/12/1984	28/12/1984	-	Active	NO
2	U74210TN1984PLC011124	W.S.ELECTRIC LIMITED	Additional director	30/01/2010	30/01/2010	-	Active	NO

Name :

Mr. G. Balasubramanyan

Designation :

Director

Address :

35 TNHB 80 Feet Road, Sali Gramam, Chennai – 600093, Tamilnadu, India

Date of Birth/Age :

26.07.1939

Date of Appointment :

24.10.2002

DIN No.:

0006454

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U65993TN1981PTC008667	VENSUNAR HOLDINGS PRIVATE LIMITED	Director	18/03/1981	18/03/1981	-	Active	NO
2	U65993TN1996PTC034125	SALIGRAM STOCKS AND SERVICES PRIVATE LIMITED	Director	9/01/1996	9/01/1996	22/08/2011	Active	NO
3	U65993TN1983PTC010540	W.S.I.HOLDINGS PRIVATE LIMITED	Director	3/01/2000	3/01/2000	3/09/2008	Active	NO
4	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Director	24/10/2002	24/10/2002	-	Active	NO
5	L25209TN1983PLC010438	HYDRO S AND S INDUSTRIES LIMITED	Director	16/09/2008	6/09/2007	-	Active	NO
6	U74140TN2007PTC065065	GBA CONSULTING PRIVATE LIMITED	Director	16/10/2007	16/10/2007	-	Active	NO
7	U74999TN2008PLC067646	W.S.INSULATORS LIMITED	Director	7/05/2008	7/05/2008	-	Active	NO

Name :

Mr. G.V. Viswanath

Designation :

Director

Address :

7 Dewan Madhava Rau Road, Basavanagudi, Bangalore – 560004, Karnataka, India

Date of Birth/Age :

20.07.1934

Date of Appointment :

26.07.2005

DIN No.:

01087122

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Director	26/07/2005	26/07/2005	-	Active	NO
2	U74210TN1984PLC011124	W.S.ELECTRIC LIMITED	Director appointed in casual vacancy	29/07/2008	29/07/2008	-	Active	NO

Name :

Mr. Julian C. Schroeder

Designation :

Director

Address :

215, West 92nd Street, Newyork Ny, USA

Date of Birth/Age :

11.12.1947

Date of Appointment :

29.01.2007

DIN No.:

00931778

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Nominee director	29/01/2007	29/01/2007	-	Active	NO
2	U74210TN1984PLC011124	W.S.ELECTRIC LIMITED	Nominee director	29/01/2007	29/01/2007	-	Active	NO

Name :

Mr. N. Srinivasan

Designation :

Director

Address :

D -1, Clivia Royale Habitat Apartments, HSR Layout, Sector – 2, Bangalore – 560102, Karnataka, India

Date of Birth/Age :

18.11.1943

Date of Appointment :

28.01.2008

DIN No.:

02036517

Other Directorship:

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	L29142TN1961PLC004568	W.S. INDUSTRIES (INDIA) LIMITED	Director	29/09/2008	28/01/2008	-	Active	NO
2	L33130GJ1987PLC009305	INTEGRA INDIA GROUP COMPANY LIMITED	Director	30/07/2009	30/01/2009	-	Active	NO
3	U74300KA2009PTC050726	BANGALORE INTERNATIONAL EXHIBITION SERVICES PRIVATE LIMITED	Director	24/08/2009	24/08/2009	-	Active	NO
4	U80103KA2009PTC049701	CIVILIA INDIA EDUCATIONAL PROGRAMMES PRIVATE LIMITED	Director	30/09/2011	11/12/2010	-	Active	NO
5	L32209KA1988PLC009313	ADC INDIA COMMUNICATIONS LIMITED	Additional director	10/02/2012	10/02/2012	-	Active	NO

KEY EXECUTIVES

Name :	Mr. Raja Ganapathi
Designation :	Company Secretary
Address :	8/6, Kulothungan Street Voc Nagar, Pammal, Chennai – 600075, Tamilnadu, India
Date of Birth/Age :	06.06.1977
Date of Appointment :	18.06.2012
Pan No.:	AHLPG7479F
Name :	T. Chandrasekharan
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 31.12.2012

Category of Shareholder	No. of Shares	% of No. of Shares
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	1931435	9.14
Bodies Corporate	7717709	36.51
Sub Total	9649144	45.64
(2) Foreign
Individuals (Non-Residents Individuals / Foreign Individuals)	249341	1.18
Sub Total	249341	1.18
Total shareholding of Promoter and Promoter Group (A)	9898485	46.82
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	400	0.00
Financial Institutions / Banks	73205	0.35
Insurance Companies	377784	1.79
Foreign Institutional Investors	1985677	9.39
Sub Total	2437066	11.53
(2) Non-Institutions
Bodies Corporate	4119632	19.49
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	3284711	15.54
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	1379373	6.53
Any Others (Specify)	20522	0.10
Clearing Members	1498	0.01
Trusts	5050	0.02
Any Other	13974	0.07
Sub Total	8804238	41.65
Total Public shareholding (B)	11241304	53.18
Total (A)+(B)	21139789	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	0	0.00
(1) Promoter and Promoter Group	0	0.00
(2) Public	0	0.00
Sub Total	0	0.00
Total (A)+(B)+(C)	21139789	0.00

BUSINESS DETAILS

Line of Business :

The Company engaged in Insulators and Turnkey Projects

Products :

Description of product or service category	ITC Code
Electrical Insulators	85462029

PRODUCTION STATUS (As on 31.03.2011)

Particulars	Unit	Actual Production
Insulators (fully assembled)	M.T.	27,175

GENERAL INFORMATION

No. of Employees :

Not Available

Bankers :

· Punjab National Bank, Large Corporation Branch Towers, 781-785 Annasalai, Chennai - 600 002, Tamilnadu , India

· State Bank of Indiazx

· Indian Overseas Bank

· Standard Chartered Bank

· IDBI Trusteeship Services Limited, Asian Building, Ground Floor, 17, R. Kamani Marg, Ballard Estate, Mumbai - 400001, Maharashtra, India

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2012	As on 31.03.2011
Long-term borrowings
Rupee term loans from banks	912.850	926.520
Short-term borrowings
Working capital loans from banks	607.230	559.540
Other loans and advance	250.000	0.000
Total	1770.080	1486.060

Banking Relations :	--
Auditors :
Name :	S. Viswanathan Chartered Accountants
Address :	17 (Old No.8-A), Bishop Wallers Avenue (West), Mylapore, Chennai – 600004, Tamilnadu, India
PAN.:	AAAFV0367K
Subsidiary Companies :	· W.S. Electric Limited · W. S. Insulators Limited
Other Related Parties :	· W.S. International Private Limited · W.S.I. Holdings Private Limited · Hydro S and S Industries Limited · W.S. Testsystems Private Limited · S and S Minerals Limited · Vensunar Private Limited

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
35000000	Equity Shares	Rs.10/- each	Rs.350.000 Millions
1500000	Cumulative Redeemable Preference Shares	Rs.100/- each	Rs.150.000 Millions
	Total		Rs.500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
21139789	Equity Shares	Rs.10/- each	Rs.211.398 Millions
1275000	Cumulative Redeemable Preference Shares	Rs.100/- each	Rs.127.500 Millions
	Total		Rs.338.898 Millions

Disclosure of shareholding more than five per cent in company

Name of shareholder	Number of shares held in company	Percentage of shareholding in company
Equity Share
Vensunar Private Limited	19,80,440	9.00%
Blue Chip Investments Private Limited	14,27,659	7.00%
Murali Consultancy Services Private Limited	14,15,531	7.00%
Schroder Credit Renaissance Fund Limited	25,20,000	12.00%
East Sail	19,85,557	9.00%
Preference Share
Schroder Credit Renaissance Fund Limited	7,60,000	60.00%
Schroder Credit Renaissance Fund L.P.	1,65,000	13.00%
Vensunar Private Limited	3,50,000	27.00%

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		338.898	338.898	338.898
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		1290.382	489.272	530.430
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		1629.280	828.170	869.328
LOAN FUNDS
1] Secured Loans		1770.080	1486.060	1326.350
2] Unsecured Loans		163.780	76.400	21.129
3] Deferred Liability		0.000	0.000	1.651
TOTAL BORROWING		1933.860	1562.460	1349.130
DEFERRED TAX LIABILITIES		0.000	49.300	46.900
TOTAL		3563.140	2439.930	2265.358
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		2821.310	1473.160	1515.655
Capital work-in-progress		137.220	79.410	106.653
INVESTMENT		16.830	16.990	42.697
DEFERREX TAX ASSETS		52.500	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	571.020	524.780	489.083
	Sundry Debtors	675.990	819.950	755.280
	Cash & Bank Balances	20.820	42.920	43.055
	Other Current Assets	10.700	8.480	0.089
	Loans & Advances	513.960	517.840	127.119
Total Current Assets		1792.490	1913.970	1414.626
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	724.060	663.760	403.712
	Other Current Liabilities	509.420	346.580	398.927
	Provisions	23.730	33.260	18.733
Total Current Liabilities		1257.210	1043.600	821.372
Net Current Assets		535.280	870.370	593.254
MISCELLANEOUS EXPENSES		0.000	0.000	7.099
TOTAL		3563.140	2439.930	2265.358

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	2251.040	2531.360	2175.624
		Other Income	167.870	393.960	10.469
		TOTAL (A)	2418.910	2925.320	2186.093
Less	EXPENSES
		Office Expenses	1399.610	1492.190
		Administrative Expenses	(68.060)	(6.880)	2132.228
		Advertising Expenses	339.300	312.560
			1021.670	924.040
		TOTAL (B)	2692.520	2721.910	2132.228
Less	PROFIT / (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		(273.610)	203.410	53.865
Less	FINANCIAL EXPENSES (D)		276.710	135.290	113.568
	PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		(550.320)	68.120	(59.703)
Less/ Add	DEPRECIATION/ AMORTISATION (F)		100.200	96.070	79.852
	PROFIT / (LOSS) BEFORE TAX (E-F) (G)		(650.520)	(27.950)	(139.555)
Less	TAX (H)		(101.800)	2.400	(9.200)
	PROFIT / (LOSS) AFTER TAX (G-H) (I)		(548.720)	(30.350)	(130.355)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		2.825	1.485	157.690
Less	APPROPRIATIONS
		Transfer to General Reserve	(94.04)	(60.000)	0.000
		Transfer to Capital Redemption Reserve	0.000	17.500	17.500
		Provision for Preference Dividend	0.000	9.270	7.140
		Distribution tax / Education cess on above dividend	0.000	1.540	1.210
	BALANCE CARRIED TO THE B/S		(451.855)	2.825	1.485
	EARNINGS IN FOREIGN CURRENCY
		Export Earnings	246.020	278.629	444.152
		Other Earnings	4.710	3.781	3.953
	TOTAL EARNINGS		250.730	282.410	448.105
	IMPORTS
		Raw Materials	702.770	650.830	308.185
		Components and Spare Parts		17.650	4.476
	TOTAL IMPORTS		702.770	668.480	312.661
	Earnings / (Loss) Per Share (Rs.)		(26.53)	(1.95)	(6.56)

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012	31.12.2012
Type	1^st Quarter	2^nd Quarter	3^rd Quarter
Net Sales	450.100	245.500	311.400
Total Expenditure	553.300	384.400	434.700
PBIDT (Excl OI)	(103.200)	(138.900)	(123.300)
Other Income	0.000	0.000	0.000
Operating Profit	(103.200)	(138.900)	(123.200)
Interest	96.000	91.700	100.200
Exceptional Items	0.000	0.000	0.000
PBDT	(199.200)	(230.600)	(223.500)
Depreciation	27.900	26.900	29.100
Profit Before Tax	(227.100)	(257.400)	(252.500)
Tax	(41.700)	(54.500)	(50.000)
Provisions and contingencies	0.000	0.000	0.000
Profit After Tax	(185.400)	(202.900)	(202.500)
Extraordinary Items	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000
Net Profit	(185.400)	(202.900)	(202.500)

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	(22.68)	(10.37)	(5.96)
Net Profit Margin (PBT/Sales)	(%)	(28.90)	(1.10)	(6.41)
Return on Total Assets (PBT/Total Assets}	(%)	(14.10)	(0.83)	(9.87)
Return on Investment (ROI) (PBT/Networth)		(0.40)	(0.03)	(0.16)
Debt Equity Ratio (Total Debt /Networth)		1.19	1.89	1.55
Current Ratio (Current Asset/Current Liability)		1.43	1.83	1.72

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	Yes
8]	No. of employees	No
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	No
31]	Date of Birth of Proprietor/Partner/Director, if available	Yes
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

BUSINESS OPERATIONS

The Company operates in two business segments namely (a) Insulators and (b) Turnkey Projects. The overall sales from operations was Rs.2251.040 millions as against Rs. 2531.36 in the previous year. Pressure on pricing due to predatory competition from China, customer deferment due to delay in T and D projects execution and weak overall environment contributed to the reduction in sales. Their second unit, located in the Special Economic Zone at Visakhapatnam, is now fully operational but operated at a low capacity utilization through out the financial year.

The year was marked by several adverse factors both on the production and commercial fronts. The market, both in India and overseas, saw reduction in prices due to intense competition. The overall reduction in export demand for Indian Insulator industry due to Chinese competition was further aggravated by the diversion of that capacity in to the domestic market. Added to this, direct competition from China resulted in substantial reduction in selling prices in the Indian market. The operations faced continuing inflationary trend in cost of raw materials and components. Runaway increase in crude prices also impacted the energy cost significantly. Consequent to the power cut imposed by the State utility, the Company had to rely heavily on expensive third party and self generated power in order to meet its energy requirements.

All these factors have resulted in the Company incurring net loss of Rs. 548.720 millions for the year.

Other Income includes Rs. 159.900 millions being the profit arising on transfer of 10,000 Equity Shares of Rs. 10/- each held by the Company in its real estate subsidiary to another subsidiary of the Company.

FUTURE PROSPECTS

The Company's order book presently stands at Rs. 1818.000 millions. The Company is taking parallel steps to improve the financial health of the company by pursuing avenues for long term capital accrual in tandem with steps to improve the profitability of its businesses.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

THE INDIAN MACRO-ECONOMIC POWER SCENARIO

Performance of Generation Sector:

The year 2011-12 saw the commissioning of a record power generation capacity of 19459 MW which is the highest capacity added in a single year since independence. There has also been a record capacity addition of 53922 MW during the 11th Plan. This is more than two and a half times of the achievement of 21,180 MW capacity additions in the 10th Plan. In fact, the capacity addition in the 11th plan is close to the total cumulative achievement of 56,617 MW in last 15 years from the 3 plans that is - 8th to 10th plan. The total installed capacity is 192792 MW. Now 75,785 MW is planned for the 12th Plan. (All data based on press releases of Government of India).

During the year, load shedding and power cuts continued in many of the industrialized States. Lack of availability of sufficient power and its cost continues to be a major drag on the competitiveness of industry since it leads to a greater recourse to self-generation and consequently higher energy costs. The per capita consumption of power grew 4.46% during 2010-11. The energy and peak shortages in the country during 2011-12 was 10.2% and 11.1% as compared to 8.5% and 10.3% during 2010-11 and still continue to be very high.

The share of Private Sector in the power generation capacity addition continues to increase. For the 11th Plan as a whole, it is expected that Private Sector's share will be around 32% as against 8.71 % in 8th Plan, 26.61 % in 9th Plan and 12.67% in 10th Plan. A cause for major concern is the current fuel supply position. The availability of domestic fuel has not kept pace with the growing demand. As the bulk of current and targeted capacity addition is coal based, a serious coal crunch threatens to trip the power sector. Over 40,000 MW of new generation capacity could get stranded over years for want of power.

The poor finances of many Utilities resulting from policy restrictions, inability to cut costs, high technical and commercial losses and uneconomic electricity tariffs is also a matter of continuing concern. The average T and D losses continue at around 15% and the AT and C losses are at around 27% which is clearly an unviable situation.

Performance of Transmission and Distribution Sector:

The production statistics compiled by Indian Electrical and Electronics Manufacturers Association (IEEMA) indicate that the Indian Electrical Equipment Industry's growth decelerated to 6.6% in 2011-12 as compared to 13.7% in 2010-11. This is an extremely worrying trend.

The trend of fall in prices of most electrical equipment seen during 2010-11 continued during the current year due to the increase in manufacturing capacity across sector, further increase in imports in several verticals particularly from China and Korea and decline in exports and consequent re-focusing of that capacity also to the domestic market further widening the supply demand gap. In the last five years, imports have grown at a CAGR of 28.28%. The 11th Plan saw an addition of 70,239 circuit kilometres (ckms), which is 1.5 times the achievement of the 10th Plan. PGCIL led the way with a cumulative addition of 32,100 ckms in the 11th Plan.

Insulator Industry:

The insulator industry suffered significantly throughout the financial year due to pressure on pricing, uncontrolled surge in all input costs, especially power and fuel and a weak market. All the major players saw their profitability significantly declined during the year. The overall exports of the industry also remained weak due to the fierce competition and non-commercial pricing offered by Chinese competitors. In the Indian market, the 400 kV segment continued to see a decline in demand similar to last year. In addition, there was a decline in demand in 765 kV also due to delay in the projects. Even whatever small demand was there, was mainly met by imports.

Imports of insulators into India from China has surged rapidly in the past 3 years touching USD 65 million in 2010 as per figures reported by China. In fact, India is the largest export market for Chinese Insulator Companies in 2010 accounting for nearly 20% of their worldwide exports of approximately USD 350 million.

OUTLOOK:

The short term market outlook for their company's products continues to be strong and the company continues to be one of the few to offer complete profile of insulator products in the T and D Sector. Transmission

infrastructure expansion is the key growth driver of the I and D equipment market. During the 12th Plan, a total of almost 120,000 ckm of transmission lines is expected to be added.

UNSECURED LOAN

Rs. In Millions

Particular	As on 31.03.2012	As on 31.03.2011
Long-term borrowings
Other loans and advances, others	163.780	76.400
Total	163.780	76.400

CONTINGENT LIABILITIES ON ACCOUNT OF:

Particulars	31.03.2011 (Rs. in millions)
i) Letters of Credit established in favour of suppliers of Raw materials, Capital Goods, etc. excluding the value of materials received and bills accepted there against.	60.508
ii) Guarantees furnished to Electricity Boards, Government Departments and Undertakings	922.651
iii) Corporate Guarantees issued	62.930
iv) Customs Duty payable on Bonded Materials	5.863
v) Tax disputed
a) Sales Tax	0.000
b) Excise and Service Tax	0.212
c) Income Tax	2.647

BANKERS CHARGES REPORT AS PER REGISTRY

Corporate identity number of the company	L29142TN1961PLC004568
Name of the company	W.S. INDUSTRIES (INDIA) LIMITED
Address of the registered office or of the principal place of business in India of the company	108, Mount Poonamallee Road, Porur, Chennai – 600 116, Tamilnadu, India Email: sectl@wsinsulators.com
This form is for	Creation of charge
Type of charge	· Book debts · Movable property (not being pledge)
Particular of charge holder	Punjab National Bank, Large Corporation Branch Towers, 781-785 Annasalai, Chennai - 600 002, Tamilnadu , India Email: bo0305@pnb.co.in
Nature of instrument creating charge	Deed of Hypothecation of Current Assets dated 4.5.2012
Date of instrument Creating the charge	04.05.2012
Amount secured by the charge	Rs.35.000 Millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of Interest 5.75% above the Base Rate of the bank, which at present works out to 16.50 % p.a plus applicable interest tax Terms of Repayment Entire outstanding with interest and other charges if any will be repaid on or before end of 3 months from the date of this agreement. Margin Stock of indigenous raw materials / Book Debts - 25% Components manufactured at the Company's factory /Stocks in process and finished goods/Fabricated stocks - 30% Consumable stores and spares - 50% Other book debts - 40% Extent and Operation of the charge Hypothecation of stocks of RM, SIP and FG, fabricated stocks, consumable stores and spares, book debts etc ranking pari passu among consortium banks.
Short particulars of the property or asset(s) charged (including complete address and location of the property)	Hypothecation of stocks of RM, SIP and FG, fabricated stocks, consumable stores and spares, book debts etc ranking pari passu among consortium banks. Location of property : Company's factory premises at 108, Mount Poonamallee Road, Porur, Chennai - 600116

FIXED ASSETS:

• Land and Betterment

a. Freehold Land

b. Leasehold Rights in land

• Buildings
• Plant and Machinery
• Electrical Installation
• Vehicles
• Furniture and Fixture and other equipments
• Capital Work in Progress

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. 53.94
UK Pound	1	Rs. 82.77
Euro	1	Rs. 71.05

INFORMATION DETAILS

Report Prepared by :

UDS

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	4
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	3
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	2
--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
DEFAULTER
--RBI	YES/NO	NO
--EPF	YES/NO	NO
TOTAL		26

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.