MIRA INFORM REPORT

 

 

Report Date :

17.10.2013

 

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) :

31.03.2013

 

 

Date of Incorporation :

04.05.1963

 

 

Com. Reg. No.:

11-012642

 

 

Capital Investment / Paid-up Capital :

Rs. 129.864 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 the Stock Exchanges.

 

 

Line of Business :

Manufacturer and Exporter of Plastic Processing Machinery.

 

 

No. of Employees :

500 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (49)

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Status :

Satisfactory

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is an established company having satisfactory track record.

 

There appears slight dip in sales and profit of the company in 2013.

 

However, liquidity position of the company seems strong. Fundamentals appears to be good.

 

Trade relation are fair. Business is active. Payment terms are regular.

 

The company can be considered for business dealing at usual trade terms and condition.

 

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 – March 31st, 2013

 

Country Name

Previous Rating

(31.12.2012)

Current Rating

(31.03.2013)

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

 

We are living in a world where volatility and uncertainty have become the New Normal. We saw a change of government in countries like Tunisia, Egypt, Libya and Vietnam. Once powerful countries in Europe are now fighting for bankruptcy. We have taken growth in the developing part of the world for granted but economic growth in China and India has begun to slow. Companies that were synonymous with their product categories just a few years ago are now no longer in existence. Kodak, the inventor of the digital camera had to wind up its operations, HMV, the British entertainment retailing company and Borders, once the second largest bookstore have shut down due to their inability to evolve their business models with the changing time. Readers’ Digest, Thomson Register are no more !

 

There is another megatrend happening. The World order is changing as economic power shifts from West to East. According to McKinsey study, it took Britain more than 100 years to double its economic output per person during its industrial revolution and the US later took more than 50 years to do the same. More than a century later, China and India have doubled their GDP per capital in 12 and 18 years respectively. By 2020, emerging Asia will become the world’s largest consuming block, overtaking North America.

 

The years after the outbreak of the global financial crisis, the world economy continues to remain fragile. The Indian economy demonstrated remarkable resilience in the initial years of the contagion but finally lost ground last year. GDP growth slowed down. Currency has been weakening. There is a marked deceleration in agriculture, industry and services. Dampening sentiment led to a cut-back in investment as well as private consumption expenditure.  Inflation remained at high levels fuelled by the pressure from the food and fuel sectors. The large fiscal and current account deficit s continued to cause grave concern. It is imperative that India regains its growth trajectory of 8-9 % sooner than later. This is crucially important given the need to create gainful livelihood opportunities for the millions living in poverty as also the large contingent of young people joining the job market every year.

 

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.

 

 

INFORMATION PARTED BY

 

Name :

Mr. Jaypal Sadhwani

Designation :

Accounts Department

Contact No.:

91-79-30262131

Date :

11.10.2013

 

 

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

Tel. No.:

91-79-30262131

Fax No.:

Not Available

E-Mail :

priti.patel@windsormachines.com

ino@wml.co.in

Website :

http://www.windsormachines.com

Location :

Owned

 

 

Factory 1:

Thane

 

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

 

 

DIRECTORS

 

As on: 31.03.2013

Name :

Mr. K C Gupte

Designation :

Executive Director

 

 

Name :

Mr. P C Kundalia

Designation :

Director

 

 

Name :

Mr. M K Arora

Designation :

Director

 

 

Name :

Mr. Jayant Thakur

Designation :

Director

 

 

Name :

Mr. Nirmal Gangwal

Designation :

Director (up to 12.08.2013)

 

 

Name :

Mr. Pushp Raj Singhavi

Designation :

Director

Date of Birth/Age :

01.01.1944

Qualification :

B.Com, L.L.B

Date of Appointment :

30.03.2011

 

 

Name :

Mr. Shishir Dalal

Designation :

Director (up to 29.07.2013)

Date of Birth/Age :

29.05.1956

Qualification :

B. Com, FCA

Date of Appointment :

29.07.2013

 

 

KEY EXECUTIVES

 

Name :

Mr. Jaypal Sadhwani

Designation :

Accounts Department

 

 

Name :

Ms. Priti Patel

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on: 30.06.2013

 

Names of Shareholders

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.gifBodies Corporate

37500000

57.75

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

37500000

57.75

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

 

 

Total shareholding of Promoter and Promoter Group (A)

37500000

57.75

(B) Public Shareholding

 

 

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

 

 

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

16066

0.02

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

80002

0.12

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

9600

0.01

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

105668

0.16

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

 

 

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

8963492

13.80

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

9699166

14.94

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

2001330

3.08

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

6662144

10.26

http://www.bseindia.com/include/images/clear.gifClearing Members

124955

0.19

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

6192430

9.54

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

410

0.00

http://www.bseindia.com/include/images/clear.gifHindu Undivided Families

343349

0.53

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

1000

0.00

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

27326132

42.08

Total Public shareholding (B)

27431800

42.25

Total (A)+(B)

64931800

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

0

0.00

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

0

0.00

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

64931800

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer and Exporter of Plastic Processing Machinery.

 

 

Products :

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

 

 

Exports :

 

Products :

·         Finished goods

Countries :

·         Gulf Countries

·         African Countries

·         Far East

 

 

Terms :

 

Selling :

L/C and Credit

 

 

Purchasing :

L/C and Credit

 

 

GENERAL INFORMATION

 

Customers :

End Users

 

 

No. of Employees :

500 (Approximately)

 

 

Bankers :

Yes Bank Limited

 

 

Facilities :

(Rs. In Millions)

Secured Loan

As on

31.03.2013

As on

31.03.2012

Long term borrowings

 

 

Loan from Bank

54.545

127.273

 

 

 

Short term borrowings

 

 

Loan from Bank

6.772

0.000

 

 

 

Total

61.317

127.273

 

Note:

The above loan from bank is secured by Mortgage on all immovable properties situated at Vatva and Chhatral Unit and hypothecation of all the movable lying at Vatva and Chhatral Unit (save and except book debts) both present and future. The loan is repayable in total 11 equal Quarterly installments, commenced from April 2012. Floating interest Rate of 13.25% p.a (Base Rate 10.50% + 2.75% as on March 31, 2013) is applicable on the said loan. Renaissance Equipments Private Limited is the corporate guarantor for the same. Current Maturities is Rs.72.727 millions reflected under Other Current Liabilities

 

Interest accured and due Rs. Nil millions

 

6.1 The above short term secured loan is @ 1.49% P.A fixed interest p.a. (Libor+115 bps) and is repayable by bullet repayment in June 2013. The period of maturity w.r.t. the balance sheet date is 3 months

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Haribhakti and Company

Chartered Accountants

 

 

Holding Company:

Castle Equipments Private Limited*

 

* Represent parties with whom there were no transaction during the year.

 

 

Associates:

  • Renaissance Equipments Private Limited
  • Vibhuti /investments Company Limited

 

 

CAPITAL STRUCTURE

 

As on: 30.06.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

200000000

Equity Shares

Rs.2/- each

Rs. 400.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

64931800

Equity Shares

Rs.2/- each

Rs. 129.864 Millions

 

 

 

 

 

Reconciliation of Equity Shares Outstanding at the beginning and at the end of the year

 

Particulars

As on 31.03.2013

No In Millions

Rs. In Millions

At the beginning of the year

64.932

129.864

Add: Issued at Rs. 4

--

--

Add: Equity Shares Subdivided

--

--

Add: Issued at Rs.2

--

--

Shares outstanding at the end of the year

64.932

129.864

 

Previous year the Company has revised its capital structure as directed by the BIFR vide its order dated September 21, 2010 and subsequent orders thereafter.

 

During the previous year company has allotted 18750000 (One Crores Eighty Seven Lacs Fifty Thousand) equity shares of Rs.4/ - (Rupees Four only) each, at par. As per Special Resolution passed at the Extra-Ordinary General Meeting of the members of the Company held on May 12, 2011, the Company has increased its authorized share capital up to Rs.400.000 millions and subdivided entire equity share capital of face value of Rs. 4/- (Rupees Four Only) each into two equity shares of Rs.2/- (Rupees Two Only) each during the previous year. As per BIFR Order dated July 18, 2011, Company has further issued 1360000 (Thirteen Lacs Sixty thousand) equity shares of Rs. 2/- (Rupees Two Only) each, at par in previous year.

 

Details of Shareholders holding more than 5% shares in the Company

 

Name of Shareholders

As on 31.03.2013

No of Shares

% of Holding

Castle Equipments Private Limited

35000000

53.90%

D G P Windsor Limited

--

--

Vandana Ramesh Sitlani

5899748

9.09%

V.I.P. Industries Limited

4560760

7.02%

 

3.4 3,50,00,000 Equity Shares (3,50,00,000 Equity shares Previous year) are held by Castle Equipments Private Limited, the holding Company.

 

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2013

31.03.2012

31.03.2011

        I.            EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

129.864

129.864

52.144

(b) Reserves & Surplus

198.225

90.396

(23.945)

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

75.000

Total Shareholders’ Funds (1) + (2)

328.089

220.260

103.199

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

54.545

127.273

82.086

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

0.000

0.000

0.000

(d) long-term provisions

0.000

0.000

0.000

Total Non-current Liabilities (3)

54.545

127.273

82.086

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

6.772

0.000

0.000

(b) Trade payables

448.559

344.313

469.577

(c) Other current liabilities

367.040

330.493

395.591

(d) Short-term provisions

0.000

1.101

0.050

Total Current Liabilities (4)

822.371

675.907

865.218

 

 

 

 

TOTAL

1205.005

1023.440

1050.503

 

 

 

 

      II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

169.198

136.270

123.953

(ii) Intangible Assets

12.561

17.858

21.282

(iii) Capital work-in-progress

0.000

0.000

0.000

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

2.280

2.279

2.279

(c) Deferred tax assets (net)

141.415

141.415

181.493

(d)  Long-term Loan and Advances

9.297

6.342

6.154

(e) Other Non-current assets

6.625

6.625

0.000

Total Non-Current Assets

341.376

310.789

335.161

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

412.513

402.260

526.218

(c) Trade receivables

109.310

94.697

87.158

(d) Cash and cash equivalents

220.244

104.354

20.418

(e) Short-term loans and advances

110.370

106.568

73.175

(f) Other current assets

11.192

4.772

8.373

Total Current Assets

863.629

712.651

715.342

 

 

 

 

TOTAL

1205.005

1023.440

1050.503

 

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Revenue from operations

2164.182

2292.044

2537.370

 

 

Other Income

42.541

44.534

3.442

 

 

TOTAL                                     (A)

2206.723

2336.578

2540.812

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Cost of materials consumed

1478.655

1551.623

1652.280

 

 

Changes in inventories of finished goods work-in-progress and Stock-in-Trade

21.750

33.111

(66.280)

 

 

Employee benefits expense

245.748

252.156

238.748

 

 

Other Expenses

309.490

295.355

257.702

 

 

Extraordinary Items

0.000

0.000

-813.596

 

 

TOTAL                                     (B)

2055.643

2132.245

1268.854

 

 

 

 

 

Less

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

151.080

204.333

1271.958

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

21.528

28.222

26.432

 

 

 

 

 

 

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

129.552

176.111

1245.526

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

21.723

21.692

22.004

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

107.829

154.419

1223.522

 

 

 

 

 

Less

TAX                                                                  (H)

0.000

40.078

(181.443)

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

107.829

114.341

1404.965

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

90.396

(23.945)

(1428.910)

 

 

 

 

 

 

BALANCE CARRIED TO THE B/S

198.225

90.396

(23.945)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Export Earnings

504.423

480.590

458.745

 

TOTAL EARNINGS

504.423

480.590

458.745

 

 

 

 

 

 

IMPORTS

236.405

106.173

142.631

 

 

 

 

 

 

Earnings Per Share (Rs.)

1.66

2.04

22.68

 

 

 

QUARTERLY / SUMMARISED RESULTS

 

PARTICULARS

 

30.06.2013

1st Quarter

Audited / Unaudited

Unaudited

Net Sales

493.600

Total Expenditure

449.300

PBIDT (Excl OI)

44.300

Other Income

4.500

Operating Profit

48.800

Interest

3.700

Exceptional Items

0.000

PBDT

45.000

Depreciation

6.500

Profit Before Tax

38.500

Tax

0.000

Provisions and contingencies

0.000

Profit After Tax

38.500

Extraordinary Items

0.000

Prior Period Expenses

0.000

Other Adjustments

0.000

Net Profit

38.500

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

4.87

4.89

55.30

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

4.98

6.73

48.22

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

10.16

17.55

141.17

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.32

0.70

11.86

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.19

0.58

0.80

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.06

1.06

0.82

 

 

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

Yes

9]

Name of person contacted

Yes

10]

Designation of contact person

Yes

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

Yes

20]

Export / Import details (if applicable)

Yes

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

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

No

 

OPERATIONS

 

During the year, the Company has sold 436 machines to achieve turnover of Rs.2144.800 millions as compared to 489 machines in the previous year with a turnover of Rs.2193.500 millions. During the year, sales and profit of the Company have been affected by adverse market condition. During the year the Company has extended its customer base by launching machines for special applications and concentrated in launching new product range.

 

The Directors are confident of continuing the profitable working in the current year also, although there are challenges for the industry in view of its cyclical nature. The operations of the Thane unit of the Company continue to remain closed. Further details are given in management discussions and analysis report, which forms part of this report.

 

BUSINESS OUTLOOK

 

The current market scenario is challenging. Scarcity of power in some parts of the country, forced customers to defer their expansion plans and new project investments which ultimately resulted in lower orders and delays in lifting of finished machines.

 

However the Company's endeavour is to increase its product range, expand customer base, reduce product costs and improve quality of the offerings. Various initiatives to address these concerns have been taken by the management and are in the process of implementation. Management of the Company is optimistic and prepares itself to face the challenges of the future.

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

INDUSTRY STRUCTURE AND DEVELOPMENT

 

The Company is engaged in manufacturing of Extrusion Machines, Injection Moulding Machines and Blow Moulding Machines. The industry for plastic processing machinery has shown a de-growth of around 20% in the last fiscal year. The current scenario in the industry is one of caution and the overall growth rates achieved over last few years is unlikely to be maintained even in the current financial year. Various factors have had impact on the overall business scenario in the country.

 

However, in-spite of all the above challenges, the Company has extended its customer base by making major forays into the Middle East market and successfully launched large pipe extruders to extrude pipes upto 630 mm diameter with a wall thickness of 6 mm. Within just two years of launch, the Company executed more than Forty Speed Series Extrusion Lines for PE Pipes. The market share of the Company in PVC Segment in India is noticeably increased in the previous year.

 

In Blow Film Business, the Company once again maintained the leadership position by virtue of the European

Collaboration and rich experience and executed eight wide width projects in film lines, most of them were with full automation.

 

Continuing on the initiatives taken in the previous year, the company managed to successfully sell three lines for Round Dripper insertion in the domestic market.

Launching of new product range and committed efforts to provide total solutions for Drip Irrigation customers will give the company an edge over competition in the near future.

 

Continuing the journey towards becoming a global player, the company is in final stages of acquiring an Italian manufacturer - Italtech who is a global player in manufacturing large size Injection molding machinery. This acquisition would give then the leverage to expand their product portfolio, enhance their existing product technology and also help in making inroads into the fast growing Automobile industry wherein Italtech has an established global clientele who are / have set up plants in India.

 

OPPORTUNITIES AND THREATS

 

The Company identifies various opportunities and is exploring to tap potential business by collaborating with reliable partners worldwide. Automobile and Agriculture sectors would continue to provide opportunities. They are working closely with their collaborators to tap these opportunities. They are also working in close co-operation with their partners to explore opportunities for buy-back of equipments manufactured by the company for European markets.

 

The agreements with THE Machines, Switzerland to launch the complete line for Drip Irrigation (Flat Dripper insertion) will open a new opportunity for the Company, to offer "Total Solutions" to the Drip Irrigation customers by offering the Injection molding machines for dripper production and Extrusion lines with dripper insertion. This will be unique to the Company in the domestic market. Similar opportunities are envisaged with the acquisition of Italtech for Injection Molding Machinery Business.

 

Threats from import of low cost machinery are increasing. To combat this, the company is working on reengineering, cost reduction, product and process improvements. This is a continuous activity and needs to be sustained with full vigor.

 

The Company is participating in various domestic and overseas exhibitions to explore new markets and increase the market share.

 

OUTLOOK

 

Considering the opportunities, threats and strengths of the Company, management expects to increase the market share through new product launches, expanding its geographical coverage in more and more region(s). The management is of the view that future prospects and growth of the Company will depend on the overall economic scenario. However, all necessary activities have been initiated which would give then the lead in future.

 

CONTINGENT LIABILITIES NOT PROVIDED FOR:

 

Particulars

31.03.2013

Rs. In Millions

Claims against the company not acknowledged as debts

29.141

Disputed income tax liability

74.620

Disputed excise liability

1.651

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

12.000

In respect of bank guarantees

7.270

In respect of claims of 8 workmen (previous year 31 workmen) at Vatva works whose services were terminated by the Company. The Company’s appeal is pending before Industrial Court / High Court. However company has agreed for 70 days retrenchment compensation in the court and same is also provided in the books.

Unascertained

 

 

UN-AUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER ENDED ON JUNE 30, 2013

(Rs. In Millions)

Sr. No

Particulars

3 months ended on 30.06.2013 (Un-audited)

1

Income from operations

a)         Net Sales/Income from operations (Net of excise duty)

4,86.062

 

b)         Other Operating Income

7.531

 

Total Income from operations (net)

4,93.593

2

Expenses

 

 

a)         Cost of raw materials consumed

3,35.039

 

b)         Changes in inventories of finished goods, work-in-progress

(4.523)

 

c)         Employee benefits expense

58.784

 

d)         Depreciation and amortisation expense

6.522

 

e)         Other expenses

59.989

 

Total expenses

4,55.811

3

Profit (+)/Loss (-) from Operations before other income, finance costs and Exceptional items (1 - 2 )

37.782

4

Other Income

4.453

5

Profit (+)/ Loss (-) from ordinary activities before finance costs and Exceptional Items ( 3+4 )

42.235

6

Finance Cost

3.739

7

Profit(+)/Loss(-) from ordinary activities after finance costs but before Exceptional items ( 5-6 )

38.496

8

Exceptional Items

-

9

Profit(+)/Loss(-) from Ordinary Activities before tax ( 7+8 )

38.496

10

Tax expense (Refer Note No. 4)

-

11

Net Profit(+)/Loss(-) from Ordinary Activities after tax (9­10)

38.496

12

Extraordinary item

-

13

Net Profit(+)/Loss(-) (11-12)

38.496

14

Paid-up Equity Share Capital (Face value of Rs.2/- each) .

1,29.864

15

Reserves and Surplus (excluding Revaluation Reserves)

-

16

Earning Per Share (EPS) (In ') - Basic and diluted EPS before and after extraordinary items for the period, for the year to date and for the previous year (not annualized)

0.59

 

 

 

A

Particulars of Shareholding

 

1

Public shareholding:

 

 

- Number of Shares

27,431,800

 

- Percentage of shareholding

42.25%

2

Promoters and promoter group shareholding:

 

 

a) Pledged/Encumbered

 

 

- Number of Shares

19,479,539

 

- Percentage of shares (as a % of the total

51.95%

 

shareholding of promoter and promoter group)

 

 

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

30.00%

 

b) Non-encumbered

 

 

- Number of Shares

18,020,461

 

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

48.05%

 

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

27.75%

 

 

 

B

INVESTOR COMPLAINTS

 

 

Pending at the beginning of the quarter

NIL

 

Received during the quarter

1

 

Disposed of during the quarter

1

 

1. The above results have been reviewed by the Audit Committee and were taken on record by the Board of Directors on August 12, 2013.

 

2. Pursuant to the requirements of Clause 41 of the listing agreement the statutory Auditors of the company have Review of the Audited quarterly results of the company for the quarter ended on June 30, 2013.

 

3. Segment Information for the quarter ended June 30, 2013 under Clause 41 of the Listing Agreement.

 

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.

 

PRIMARY SEGMENT INFORMATION (BUSINESS SEGMENTS)

(Rs. In Millions)

Sr.

No

Particulars

3 months ended on 30.06.2013

(i)

Segment Revenue

-Extrusion Machinery Division

-Injection Moulding Machinery

2,35.528 2,58.065

 

Total Segment Revenue

4,93.593

(ii)

Segment Results

-Extrusion Machinery Division

-Injection Moulding Machinery

25.816 12.573

 

Total Segment Results

Unallocated Corporate Income net of unallocated

Expenses

38.389

 

3.846

 

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

Finance cost

42.235

3.739

 

Profit / (Loss) before taxation and Extra - Ordinary items Tax Expenses.

38.496

 

Net Profit/ (Loss) from Ordinary Activities after tax. Extraordinary items.

38.496

 

Net Profit / (Loss) after taxation & extra - ordinary items.

38.496

(iii)   

Capital Employed

 

 

(Segment Assets Less Segment Liabilities)

 

 

-Extrusion Machinery Division

37.273

 

-Injection Moulding Machinery

149.039

 

Total capital employed in segments

186.312

 

Unallocated Corporate assets less corporate liabilities

289.365

 

Total Capital employed

475.677

 

4. The company has filed a Miscellanous Application before BIFR/revision application to Directorate of Income-Tax (DIT-Recovery), New Delhi for granting tax reliefs/concessions as per Sanctioned Scheme of BIFR. Hence, tax provision (including Deferred Tax and Minimum Alternate Tax), if any, shall be made at the time of disposal of such application by the BIFR.

 

5. The Company has In corporated wholly owned subsidary (WOS) in Netherland.

 

6. Previous period figures have been regrouped / reclassified, wherever necessary, to make them comparable with current period figures.

 

NEWS

 

WINDSOR MACHINES' ARM ENTERS INTO PRELIMINARY TRANSFER OF BUSINESS AGREEMENT WITH ITALIAN AUTHORITIES

 

With reference to the earlier announcement regarding an acquisition in Italy, Windsor Machines Limited has now informed BSE that Wintech B.V., a Wholly Owned Subsidiary (WOS) of M/s. Windsor Machines Limited has incorporated a wholly owned subsidiary, namely "Wintal Machines S. r. l." on September 16, 2013, in Italy to acquire the business of an Italian Company, Ital tech S. p.a. Further the Company has informed that, Wintal Machines S. r. l has entered into Preliminary Transfer of Business Agreement with Italian authorities under Italian Bankruptcy Law for leasing the business of Ital tech S. p.a., with the aim of buying the same in a predetermined time period. During this period Wintal Machines S. r. l. will manage and grow the business of Ital tech S. p.a. around the world. This acquisition is a great opportunity for M/s. Windsor Machines Limited to get superior technology for Injection Moulding Division as well as to get Ital tech S. p. a' s erstwhile global customers. This shall help M/s. Windsor Machines Limited to serve its customers, in India and abroad, with better products and services.

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

 

 

 


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 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. 61.69

UK Pound

1

Rs. 98.59

Euro

1

Rs. 83.67

 

 

INFORMATION DETAILS

 

Information Gathered by :

PLK

 

 

Report Prepared by :

DPH

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

6

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

6

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

6

--LEVERAGE

1~10

6

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--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

YES

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

49

 

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.