MIRA INFORM REPORT

Report Date :

19.12.2014

IDENTIFICATION DETAILS

Name :	WELSPUN CORP LIMITED (w.e.f. 27.04.2010)

Formerly Known As :	WELSPUN GUJARAT STAHL ROHREN LIMITED

Registered Office :	Welspun City, Village Versamedi, Taluka Anjar, District Kutch – 370110, Gujarat

Country :	India

Financials (as on) :	31.03.2014

Date of Incorporation :	26.04.1995

Com. Reg. No.:	04-025609

Capital Investment / Paid-up Capital :	Rs.1314.740 Millions

CIN No.: [Company Identification No.]	L27100GJ1995PLC025609

IEC No.:	0895004801

TAN No.: [Tax Deduction & Collection Account No.]	BRDW00071B RKTW00064B

PAN No.: [Permanent Account No.]	AAACW0744L

Legal Form :	A Public Limited Liability company. The company’s Shares are Listed on the Stock Exchanges.

Line of Business :	Manufacturing of Steel Pipes, Coils and Plates.

No. of Employees :	Information Decline by the management.

RATING & COMMENTS

MIRA’s Rating :

A (65)

RATING		STATUS	PROPOSED CREDIT LINE
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

Status :	Good

Payment Behaviour :	Regular

Litigation :	Clear

Comments :	Subject is the flagship company of “Welspun Group”. It is one of the largest manufactures of large diameter line pipe in the world. It is a well established company having fine track record. Financial position of the company is sound. However, trade relations are reported as trustworthy. Business is active. Payments are reported to be regular and as per commitment. In view of promoters resourcefulness and long standing experience in the industry, the company can be considered good for business dealings at usual trade terms and conditions.

NOTES :

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

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	Long term bank facilities: AA -
Rating Explanation	High credit quality and low credit risk.
Date	17.10.2014

Rating Agency Name	CARE
Rating	Short term bank facilities: A1+
Rating Explanation	Very strong degree of safety and lowest credit risk.
Date	17.10.2014

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 31-03-2014.

INFORMATION DECLINED

Management Non Co-Operative (Tel. No.: 91-22-24908000)

LOCATIONS

Registered Office / Factory 1 :	Welspun City, Village Versamedi, Taluka Anjar, District Kutch – 370110, Gujarat, India
Tel. No.:	91-2461-266011/ 256281 91-2836-661111 / 279000/ 573428/ 29
Fax No.:	91-2461-256285 91-2836-279060 / 279010/ 247070
E-Mail :	wgsrl@bom5.vsnl.net.in sales@wgsrl.com sales_wgsrl@theylspun.com CompanySecretary_WGSRL@theylspun.com
Website :	http://www.theylspunpipes.com
Area :	4950518 Sq .ft. (Factory)
Location :	Owned

Corporate Office :	Welspun House, 5th Floor, Kamala Mills Compound, Senapati Bapat Marg, Lotheyr Parel, Mumbai-400013, Maharashtra, India
Tel. No.:	91-22-24908000/ 66136000
Fax No.:	91-22-24908020/ 21
E-Mail :	CompanySecretary_WGSRL@theylspun.com http://www.theylspunpipes.com

Factory 2 :	Village Vadadla, Near Dahej, Taluka: Vagra, District Bharuch – 392130, Gujarat, India
Tel. No.:	91-2641-256281 / 256011
Fax No.:	91-2641-256285
E-Mail :	sales_wcl@welspun.com

Factory 3 :	KIADB Industrial Area, Gejjalagere, Taluka Maddur, District Mandya – 571428, Karnataka, India

Branch Office:	T-11, Vasant Sqare Mall (3rd Floor), Sector - B, Pocket – 5, Vasant Kunj, New Delhi – 110070, India
Tel. No.:	91-11-26022051/ 2612 2054
Fax No.:	91-11-26122064

DIRECTORS

AS ON: 31.03.2014

Name :	Mr. Balkrishan Goenka
Designation :	Chairman and Executive Director
Address :	6, Chancellore Court, A/88, Carmicheal Road, Mumbai – 400026, Maharashtra, India
Qualification :	B. Com

Name :	Mr. Braja Mishra
Designation :	Managing Director

Name :	Mr. Rajesh R. Mandawewala
Designation :	Director
Address :	171, B Wing, 17^th Floor, Tanna Redisency, Bay view, 392, V. S. Marg, Prabhadevi, Mumbai – 400026, Maharashtra, India
Qualification :	B. Com , A.C.A

Name :	Mr. Mukul Sarkar
Designation :	Nominee Director of Exim Bank Limited

Name :	Mr. Mintoo Bhadari
Designation :	Nominee Director of Insight Solutions Limited

Name :	Mr. Raj Kumar Jain
Designation :	Director
Address :	A/ 42, Manali, Evershine Nagar, Malad (West), Mumbai – 4000064, Maharashtra, India
Qualification :	A. C. A.

Name :	Mr. K. H. Viswanathan
Designation :	Director
Address :	Plat No. 4, Kalyani Uttam Society, Antony Road, Chembur, Mumbai – 400071, Maharashtra, India
Qualification :	ICWA

Name :	Mr. Ram Gopal Sharma
Designation :	Director
Address :	707, Look Shrtia, Military Road, Off. Marol Maroshi Road, Andheri (East). Mumbai – 400059, Maharashtra, India
Qualification :	B. Com, Master in Economics

Name :	Mr. Nirmal Gangwal
Designation :	Director

Name :	Mr. Utsav Baijal
Designation :	Nominee Director of Insight Solutions Limited

KEY EXECUTIVES

Name :	Mr. Pradeep Joshi
Designation :	Company Secretary

Name :	Mr. Brijgopal Jaju
Designation :	Chief Financial Officer

Name :	Mr. S. Krishnan
Designation :	Chief Financial Officer

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

AS ON: 30.09.2014

Category of Shareholder	Total No. of Shares	Total Shareholding as a % of Total No. of Shares

(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	342	0.00
Bodies Corporate	94753883	39.49
Sub Total	94754225	39.49
(2) Foreign
Bodies Corporate	6300000	2.63
Sub Total	6300000	2.63
Total shareholding of Promoter and Promoter Group (A)	101054225	42.12
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	1265026	0.53
Financial Institutions / Banks	21834746	9.10
Insurance Companies	270000	0.11
Foreign Institutional Investors	17185229	7.16
Sub Total	40555001	16.90
(2) Non-Institutions
Bodies Corporate	23104683	9.63
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	15986145	6.66
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	14991370	6.25
Any Others (Specify)	44230875	18.44
Overseas Corporate Bodies	42542721	17.73
Clearing Members	613711	0.26
Non Resident Indians	945823	0.39
Trusts	7000	0.00
Hindu Undivided Families	68000	0.03
Unclaimed Shares	53620	0.02
Sub Total	98313073	40.98
Total Public shareholding (B)	138868074	57.88

Total (A)+(B)	239922299	100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter Group	0	0.00
(2) Public	23026000	0.00
Sub Total	23026000	0.00
Total (A)+(B)+(C)	262948299	100.00

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

No.	Name of the Shareholder	Details of Shares held		Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
No.	Name of the Shareholder	No. of Shares held	As a % of grand total (A)+(B)+(C)
1	B K Goenka	140	0.00	0.00
2	R R Mandawewala	200	0.00	0.00
3	Dipali Goenka	2	0.00	0.00
4	B K Goenka Trustee B K Goenka Family Trust	5	0.00	0.00
5	Krishiraj Trading Limited	5,29,12,858	20.12	19.24
6	Welspun Mercantile Limited	1,44,77,701	5.51	5.27
7	Welspun Wintex Limited	1,33,36,576	5.07	4.85
8	Welspun Investments & Commercials Limited	52,33,000	1.99	1.90
9	Welspun Infra Developers Private Limited	57,43,743	2.18	2.09
10	Welspun Fintrade Private Limited	30,50,000	1.16	1.11
11	Intech Metals S A	63,00,000	2.40	2.29
	Total	10,10,54,225	38.43	36.75

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
No.	Name of the Shareholder	No. of Shares held	Shares as % of Total No. of Shares
1	Granele Limited	35038889	13.33	12.74
2	JP Morgan Chase Bank. NA ADR Account (Custodian & against which Depository receipts have been issued)	23026000	8.76	8.37
3	Life Insurance Corporation of India & its Schemes	19277980	7.33	7.01
4	Nippon Investment and Finance Company Private Limited	8084181	3.07	2.94
5	Mentor Capital Limited	8604230	3.27	3.13
6	Simba Asia Limited	7503832	2.85	2.73
7	Akash Bhansali	3983506	1.51	1.45
8	Edgbaston Asian Equity Trust	3585930	1.36	1.30
9	Bakulesh Trambaklal Shah	3263580	1.24	1.19
	Total	112368128	42.73	40.87

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

No.	Name(s) of the shareholder(s) and the Persons Acting in Concert (PAC) with them	No. of Shares	Shares as % of Total No. of Shares	Total shares (including underlying shares assuming full conversion of warrants and convertible securities) as a % of diluted share capital
No.		No. of Shares	Shares as % of Total No. of Shares
1	Granele Limited	35038889	13.33	12.74
2	JP Morgan Chase Bank NA ADR Account (Custodian & against which Depository receipts have been issued)	23026000	8.76	8.37
3	Life Insurance Corporation of India & its Schemes	19277980	7.33	7.01
	Total	77342869	29.41	28.13

BUSINESS DETAILS

Line of Business :	Manufacturing of Steel Pipes, Coils and Plates

Brand Names :	Not Divulged

Agencies Held :	Not Divulged

Exports :	Not Divulged

Imports :	Not Divulged

Terms :	Not Divulged

GENERAL INFORMATION

Supplier :	Not Divulged

Customer :	Not Divulged

No. of Employees :

Information Decline by the management.

Bankers :

Allahabad Bank
Andhra Bank
Bank of Baroda
Bank of India
Canara Bank
Central Bank of India
Citibank N.A.
Corporation Bank
ICICI Bank Limited
IDBI Bank Limited
Oriental Bank of Commerce
Punjab National Bank
Standard Chartered Bank
State Bank of Bikaner & Jaipur
State Bank of India
State Bank of Travancore
Union Bank of India
Export - Import Bank of India
DBS Bank Limited

Facilities :

(Rs. In Millions)

Secured Loan	As on 31.03.2014	As on 31.03.2013
Long-term borrowings
Redeemable non-convertible debentures	13428.000	13428.000
External commercial borrowings	4194.050	6542.090
Term loan from bank	1782.470	1614.980
Other loans	18.660	27.730

Short-term borrowings
Working capital loan from banks (Secured by first charge on hypothecation of raw materials, finished goods and work / goods in process, stores and spares and book debts of the Company and second charge on entire immovable and movable fixed assets of the Company both present and future.)	1615.100	1177.930
Total	21038.280	22790.730

The debentures together with interest are secured by first charge ranking pari passu by way of mortgage/hypothecation of entire immovable and movable fixed assets of the Company, both present and future and second/floating charge on current assets, subject to prior charge in favour of banks for working capital facilities.

(Rs. in million)

No. of Shareholders	Face Value (Rs.)	Redemption Date	Rate of Interest (p.a.)	Amount
5000	1,000,000	September 2025	9.55%	5000
5000	1,000,000	August 2025	9.55%	5000
900	1,000,000	November 2020	11.00%	900
328	1,000,000	September 2019	11.15%	328
250	1,000,000	August 2019	11.25%	250
1950	1,000,000	August 2019	11.15%	1950
			Total	13428

External commercial borrowings (ECB) is secured by first charge ranking pari passu by way of mortgage/hypothecation of entire immovable and movable tangible assets of the Company both present and future. The ECB comprises of USD 70 million (USD 163.45 million) and JPY Nil (JPY 677.65 million) and carries interest of LIBOR plus 3.50% to 4.50%

The ECB is repayable as follows

Repayment schedule	USD (Million)	Amount (Rs. in Millions
April 2015	2.700	161.770
October 2015	2.700	161.770
April 2016	4.000	239.660
October 2016	14.000	838.810
April 2017	4.000	239.660
October 2017	14.000	838.810
April 2018	4.000	239.660
October 2018	14.000	838.810
April 2019	5.300	317.550
October 2019	5.300	317.550
Total	70.000	4194.050

Term loan from bank

Term loan of US$ 29.75 million equivalent to Rs. 1782.470 million (previous year Rs. 1,614.98 Millions) from bank is secured by first charge ranking pari passu by way of mortgage/hypothecation of entire movable and immovable tangible assets of the Company and second charge over the entire current assets of the company both, present and future. The loan carries interest of LIBOR plus 5.00%. The loan is repayable in 18 equal quarterly instalments after a moratorium of 30 months from the date of first disbursement i.e. 15 November 2012.

Foreign Currency Convertible Bonds (FCCB)

i) During the financial year 2009 - 2010, the Company had raised US$ 150 million (Equivalent INR 6,942 million) byway of issue of 1500 4.5% FCCB of US$ 100,000 each. The Bond holders have an option to convert outstanding bonds (USD 75 million) into 12,005,000 equity shares of 5 each fully paid up at an initial conversion price of 300 per share with a fixed rate of exchange

on conversion of 48.02 = US$ 1 at any time on or after 26 November 2009 until 10 days prior to Maturity date (i.e. 17 October 2014). Unless previously converted, redeemed or repurchased and cancelled, the Bonds will be redeemed on 17 October 2014 at 102.8028% of the principal amount so as to give a gross yield of 5% per annum (calculated on semi annual basis) to the Bond holders.

The Company has an option to redeem the Bonds at their Early Redemption amount upon occurrence of events specified in the Offering Circular for issue of the Bonds (“Offering Circular”). Further, the Company has an option to mandatorily convert the Bonds after three years as specified in the Offering Circular.

ii) Premium payable on redemption of FCCB aggregating to 28.35 million (Previous year credit of 11.70 million) has been adjusted against securities premium as per Section 78 of the Companies Act, 1956. In the event, Bond holders exercise the conversion option, the amount of premium utilized from securities premium will be suitably adjusted in respective years.

iii) During the year, the company has repurchased 65, 4.5% FCCB of US$ 100,000 each aggregating to US$ 6.50 million at a discount and gain of 12.46 million arising on repurchase of FCCB is shown under "Other income".

iv) Part of the net proceeds received from the issue of FCCB has been utilized as per objects of the issue viz for funding of Plate and Coil Mill, Pipe Mill Capex Projects (Anjar and Mandya) and Investment in overseas subsidiary. Pending utilization, the balance issue proceeds of USD 0.40 million equivalent INR 23.97 million (Previous year USD 0.55 million equivalent INR 30.09 million) have been invested in short-term deposits.


Banking Relations :	--

Auditors :
Name :	MGB and Company Chartered Accountants
Address :	Mumbai, Maharashtra, India

Subsidiaries :	Direct Subsidiaries Welspun Pipes Limited Welspun Pipes Inc Welspun Tradings Limited Welspun Mauritius Holdings Limited Welspun Infratech Limited* Welspun Natural Resources Private Limited# Welspun Maxsteel Limited# Welspun Enterprises Limited# Indirect Subsidiaries Held through Welspun Mauritius Holdings Limited Welspun Middle East Pipes Company LLC Welspun Middle East Pipes Coatings Company LLC Held through Welspun Tradings Limited Welspun Middle East DMCC (w.e.f 5 December 2013) Held through Welspun Pipes Inc Welspun Tubular LLC Welspun Global Trade LLC Held through Welspun Natural Resources Private Limited · Welspun Plastics Private Limited Held through Welspun Infratech Limited · Welspun Projects Limited · Welspun Road Projects Private Limited · Welspun Infra Projects Private Limited · ARSS Bus Terminal Private Limited (w e f 3 August 2011) Held through Welspun Projects Limited Welspun BOT Projects Private Limited Anjar Road Private Limited MSK Projects (Himmatnagar Bypass) Private Limited MSK Projects (Kim Mandavi Corridor) Private Limited Leighton Welspun Contractor Private Limited Held through Welspun Infra Projects Limited Welspun Energy Transportation Private Limited Welspun Water Infrastructure Private Limited # Transferred pursuant to the Scheme of Arrangement

Associates	Red Lebondal Limited@ Welspun Energy Limited*# Welspun Captive Power Generation Limited^ (^ Ceased to be an associate (w.e.f 1 April 2013))

Joint Ventures :	Dahej Infrastructure Private Limited

Indirect Joint Ventures	Held through Welspun Natural Resources Private Limited* Adani Welspun Exploration Limited Held through Welspun Infra Projects Private Limited* · Leighton Welspun Contractors Private Limited (w e f 28 April 2011) Held through Welspun Projects Limited* Dewas Bhopal Corridor Limited Bul MSK Infrastructure Private Limited

*Direct and Indirect subsidiaries of Welspun Energy Limited - (an associate company): Welspun Energy Madhya Pradesh Limited, Welspun Energy Anuppur Private Limited , Welspun Energy UP Private Limited , Welspun Urja India Limited, Welspun Energy Chhattisgarh Limited, Welspun Renewable Energy Limited, Welspun Urja Gujarat Private Limited, Welspun Energy Meghalaya Private Limited, Welspun Energy Jharkhand Private Limited, Welspun Energy Orissa Private Limited, Welspun Energy Resources Private Limited, Welspun Solar Park Private Limited, Welspun Energy Park Private Limited, Welspun Solar Tech Private Limited, Welspun Energy Maharashtra Private Limited, Welspun Energy Rajasthan Private Limited , Solarsys Renewable Energy Private Limited, Welspun Solar Madhya Pradesh Private Limited, Welspun Solar Rajasthan Private Limited, Welspun Solar Punjab Private Limited, Welspun Solar UP Private Limited, Welspun Solar AP Private Limited, Unity Power Private Limited, Northwest Energy Private Limited, Dreisatz Mysolar24 Private Limited, SUIL Hydro Power Private Limited, MIMysolar24 Private Limited, Solarsys Energy Private Limited,Welspun Solar Kannada Private Limited.

@Application filed with registrar of companies (Cyprus) for name strike off.

#Transferred pursuant to the Scheme of Arrangement

^ Ceased to be an associate (w.e.f 1 April 2013)

CAPITAL STRUCTURE

AS ON: 31.03.2014

Authorised Capital :

No. of Shares	Type	Value	Amount

304000000	Equity Shares	Rs.5/- each	Rs. 1520.000
98000000	Preference Shares	Rs.10/-each	Rs.980.000 Millions
	Total		Rs.2500.000 Million

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount

262948299	Equity Shares	Rs.5/- each	Rs.1314.740 Millions

a) Reconciliation of the number of Equity shares outstanding

Particular	2014
	Number of Shares	Rs. in Millions
At the beginning of the year	262,948,299	1314.740
Issued during the year
By way of Conversion of Compulsory Convertible Debentures (CCD)	--	--
Equity shares allotted on exercise of Employees Stock Options	--	--
Outstanding at the end of the year	262,948,299	1314.740

Terms and rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 5 per share. Each holder of equity shares is entitled to one vote per share, however the holders of global depository receipts (GDR's) do not have voting rights in respect of shares represented by the GDR's till the shares are held by the custodian. The dividend when proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of the equity shares will be entitled to receive remaining assets of the company, after distribution of preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

Number of Equity Shares Held By the Shareholders

Particular	2014
	Number of Shares	%
J P Morgan Chase Bank, NA ADR Account (Custodian and against which GDR have been issued to Insight Solutions Limited)	23,026,000	8.76
Granele Limited	35,038,889	13.33
Life Insurance Corporation of India Limited and its Schemes	19,277,980	7.33
Welspun Wintex Limited	13,336,576	5.07
Welspun Mercantile Limited	14,477,701	5.51
Welspun Fin trade Limited	--	--
Krishiraj Trading Limited	52,862,858	20.10

Employee Stock Options Scheme

In respect of options granted under the Welspun Employee Stock Options Scheme, in accordance with the guidelines issued by Securities and Exchange Board of India, the value of options (based on intrinsic value of the share on the date of the grant of the option) is accounted as deferred employee compensation, which is amortized on a straight line basis over the vesting period. Employee benefits expense include credit of 0.73 million (Previous year 6.60 million) on account of reversal of options lapsed during the year.

Stock Options outstanding as at the year end are as follows

Particular	Granted during 2006-07	Granted during 2009-10
Exercise Price	Rs.80.00	Rs.66.75
Date of Grant	8^th January 2007	20^th April 2009
Welspun period commences on	8^th January 2008	20^th April 2010
Options outstanding at the beginning of the year	--	32875
Options exercised during the year	--	--
Options lapsed during the year	--	32875
Options Outstanding as at 31 March 20124	--	--

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS	31.03.2014	31.03.2013	31.03.2012
EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital	1314.740	1314.740	1138.910
(b) Reserves & Surplus	18221.680	42715.030	34490.370
(c) Money received against share warrants	0.000	0.000	0.000

(2) Share Application money pending allotment	0.000	0.000	0.000
Total Shareholders’ Funds (1) + (2)	19536.420	44029.770	35629.280

Compulsorily convertible debentures	0.000	0.000	7883.750
Foreign Currency Monetary Item Translation Difference Account	0.000	0.000	0.000

(3) Non-Current Liabilities
(a) long-term borrowings	19423.180	26053.720	22838.770
(b) Deferred tax liabilities (Net)	3631.490	3893.910	3545.120
(c) Other long term liabilities	997.580	1764.260	2417.440
(d) long-term provisions	36.050	130.460	139.530
Total Non-current Liabilities (3)	24088.300	31842.350	28940.860

(4) Current Liabilities
(a) Short term borrowings	1615.100	1177.930	2928.180
(b) Trade payables	5100.310	19083.280	25361.350
(c) Other current liabilities	8942.190	6751.660	8008.420
(d) Short-term provisions	703.890	1122.550	1571.550
Total Current Liabilities (4)	16361.490	28135.420	37869.500

TOTAL	59986.210	104007.540	110323.390

ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets	29663.880	29621.820	30271.180
(ii) Intangible Assets	172.680	216.230	262.810
(iii) Capital work-in-progress	939.200	1784.840	1979.480
(iv) Intangible assets under development	0.000	0.000	0.000
(b) Non-current Investments	3670.390	19593.840	14659.390
(c) Deferred tax assets (net)	0.000	0.000	0.000
(d) Long-term Loan and Advances	1386.240	3051.270	5540.980
(e) Other Non-current assets	59.500	55.000	76.300
Total Non-Current Assets	35891.890	54323.000	52790.140

(2) Current assets
(a) Current investments	11142.540	16908.260	19379.990
(b) Inventories	5291.470	14741.860	16498.500
(c) Trade receivables	3922.010	9770.790	10927.630
(d) Cash and cash equivalents	497.570	4273.630	6409.430
(e) Short-term loans and advances	1463.810	2179.280	3078.450
(f) Other current assets	1776.920	1810.720	1239.250
Total Current Assets	24094.320	49684.540	57533.250

TOTAL	59986.210	104007.540	110323.390

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2014	31.03.2013	31.03.2012
	SALES
		Income	48676.120	66321.650	57697.110
		Other Income	1748.130	2244.690	2192.040
		TOTAL (A)	50424.250	68566.340	59889.150

Less	EXPENSES
		Cost of materials consumed	25919.610	41559.920	36908.840
		Purchases of traded goods	4953.170	9207.690	6853.500
		Changes in inventories of finished goods and goods in process	4991.420	(1475.940)	(843.560)
		Employee benefits expense	1467.510	2191.530	1756.090
		Other expenses	8872.820	11112.640	10136.730
		Exceptional items	0.000	0.000	0.000
		TOTAL (B)	46204.530	62595.840	54811.600

Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		4219.720	5970.500	5077.550

Less	FINANCIAL EXPENSES (D)		2239.810	2988.980	2470.960

	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		1979.910	2981.520	2606.590

Less/ Add	DEPRECIATION/ AMORTISATION (F)		2255.690	2289.900	1843.520

	PROFIT BEFORE TAX (E-F) (G)		(275.780)	691.620	763.070

Less	TAX (H)		(100.360)	160.760	113.690

	PROFIT AFTER TAX (G-H) (I)		(175.420)	530.860	649.380

Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		14156.030	13510.350	13415.480

Less	APPROPRIATIONS
		General Reserve	0.000	53.090	65.000
		Debenture Redemption Reserve	0.000	(321.920)	357.140
		Proposed Dividend on Equity Shares	153.810	153.810	132.370
		Tax on above Dividend	0.000	0.000	0.000
		Dividend on Equity Shares for earlier period	0.000	0.200	0.000
		Tax on Dividend	0.000	0.000	0.000
	BALANCE CARRIED TO THE B/S		9835.490	14156.030	13510.350

	EARNINGS IN FOREIGN CURRENCY
		FOB value of export	11304.010	20993.220	25243.000
		Job work	58.490	5729.980	1053.840
		Interest received	19.010	1.760	0.000
		Guarantee commission / Assignment fees	67.820	77.150	0.000
	TOTAL EARNINGS		11449.330	26802.110	26296.840

	IMPORTS
		Raw Materials	14598.140	28884.680	32854.050
		Capital Goods	275.510	51.360	2286.950
		Stores & Spares	209.410	295.610	567.700
		Traded Goods	4965.170	9296.010	6826.590
		Coal	57.160	576.930	778.240
	TOTAL IMPORTS		20105.390	39104.590	43313.530

	Earnings Per Share (Rs.)		(0.67)	2.29	2.96

KEY RATIOS

PARTICULARS		31.03.2014	31.03.2013	31.03.2012
Net Profit Margin (PAT / Sales)	(%)	(0.36)	0.80	1.13

Operating Profit Margin (PBIDT/Sales)	(%)	8.67	9.00	8.80

Return on Total Assets (PBT/Total Assets}	(%)	(0.50)	0.84	0.81

Return on Investment (ROI) (PBT/Networth)		(0.01)	0.02	0.02

Debt Equity Ratio (Total Debt/Networth)		1.08	0.62	0.72

Current Ratio (Current Asset/Current Liability)		1.47	1.77	1.52

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

DEBT EQUITY RATIO

Particular	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Share Capital	1138.910	1314.740	1314.740
Reserves & Surplus	34490.370	42715.030	18221.680
Net worth	35629.280	44029.770	19536.420

long-term borrowings	22838.770	26053.720	19423.180
Short term borrowings	2928.180	1177.930	1615.100
Total borrowings	25766.950	27231.650	21038.280
Debt/Equity ratio	0.723	0.618	1.077

YEAR-ON-YEAR GROWTH

Year on Year Growth	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	57697.110	66321.650	48676.120
		14.948	(26.606)

NET PROFIT MARGIN

Net Profit Margin	31.03.2012	31.03.2013	31.03.2014
	(Rs. In Millions)	(Rs. In Millions)	(Rs. In Millions)
Sales	57697.110	66321.650	48676.120
Profit/Loss	649.380	530.860	(175.420)
	1.13%	0.80%	(0.36%)

LOCAL AGENCY FURTHER INFORMATION

CURRENT MATURITIES OF LONG-TERM BORROWINGS

Particulars	31.03.2014	31.03.2013	31.03.2012
	(Rs. In Millions)
Current maturities of long-term borrowings	4,517.750	2,744.410	4,294.070

Total	4,517.750	2,744.410	4,294.070

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	Yes
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	Yes
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	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

UNSECURED LOAN

(Rs. In Millions)

Particulars	As on 31.03.2014	As on 31.03.2013
Long-term borrowings
Foreign currency convertible bonds	0.000	4424.230
Deferred sales tax loan	0.000	16.690

Total	0.000	4440.920

PERFORMANCE

Production and processing activities highlights for the year on standalone basis are as under:

- Pipes: 618,180MT (631,133 MT).

- Plates: 9,773MT (260,247 MT). This shows lesser captive consumption of plates for manufacturing.

- H.R. Coils: 12,743MT (209,546 MT). This shows lesser of coils for manufacturing.

- Coating: 3,762 Ksqm (4,142 K sqm). This shows less demand for coated pipes.

- Power: 18,456MWH (122,585MWH).

(For the above aspects on consolidated basis, refer the Management Discussion and Analysis included in the Annual Report) Finance Costs reduced mainly due to conversion of Compulsorily Convertible Debentures (CCD) into equity shares during previous year, repayment of ECB and part buyback of FCCB.

MANAGEMENT DISCUSSION AND ANALYSIS

COMPANYOVERVIEW

The company, with its wide product range specifications and modern state-of-the-art global manufacturing facilities in India, USA and Saudi Arabia for Longitudinal (LSAW), Spiral (HSAW) and HFERW/ HFI (ERW)pipes, is the leading manufacturer of large diameter pipes globally, with its products manufactured under strict quality standards. Welspun’s list of clients includes some of the biggest names from the Oil and Gas sectors viz Shell, Saudi Aramco, TOTAL, Chevron, Exxon Mobile, British Gas, Kinder Morgan to name a few. The Company is an approved supplier to over 50 major oil and gas companies across the world. This enables the Company to participate and bid in key projects across the world.

GLOBAL ECONOMICOVERVIEW

The global economic environment continued to be challenging during the last year. During the course of 2013-14, the global financial markets had to face an extraordinary spell of financial turbulence arising from the US Fed contemplating tapering its large scale asset purchase programme. The tapering heralded the turning of the global interest rate cycle with volatile movements for cross-border capital flows and asset prices. Global growth in CY2013was reported at3%levels, almost at the same level as that in CY2012.

For the Indian economy, the slowdown in growth that began in FY12, worse ned in FY13 and continued into FY14. India’s real GDP growth rate hit decade low levels. The slowdown was broad-based affecting all major sectors of economic activity. The economic growth rate continued to stay around the 5% mark during 2013-14. The turbulence in the global economy only added to the woes of the Indian economy. Like most other emerging markets, India faced capital outflows and intense exchange rate pressures on fears of the US Fed tapering. This prompted the RBI and the government to take several measures to control current account deficit, exchange rate and inflation.

However, the outlook for the global economy appears cautiously optimistic. Global growth, after decelerating for the last three years is poised to improve in CY2014 and CY2015, (see Figure 1) but risks related to uncertainties in timing of unwinding of unconventional monetary policies and possibility of a renewed deflation in the euro area remain. Global GDP growth in CY2014 is likely to be in vicinity of 3.7 percent, an improvement of more than 0.5 percent from CY2013 levels. The expansion in global output is expected to be led by advanced economies, especially the US. However, downside risks to growth trajectory arise from ongoing tapering of quantitative easing in the US, continuing deflation concerns and weak balance sheets in the euro area and, inflationary pressures in the emerging market and developing economies. Weakening growth and financial fragilities in China that have arisen from rapid credit in recent years pose a large risk to global trade and growth.

As far as India is concerned, there is expectation that the pace of reforms will pick up with the formation of a new stable government at the Centre. Thanks to policy measures, India’s current account deficit has comedown drastically in recent months reducing the risk of any external shocks to the economy. With inflation expected to come down as a result of policy reforms, expectations are that the RBI will probably initiate a cycle of rate cuts in FY 14-15.

GLOBAL ENERGY DEMAND

The world is still recovering from the effects of the 2008-2009 global recessions. As these effects continue to be felt, many unresolved economic issues add to the uncertainty associated with world energy demand estimates. Currently, there is wide variation in the economic performance of different countries and regions around theworld. Among the more mature OECD regions, the pace of growth varies but generally is slow in comparison with the emerging economies of the non-OECD regions.

Global energy demand is expected to increase by over one‐third in the period to 2035. Emerging economies are expected to be at the fore front to drive global energy markets with the share of non‐OECD energy demand rising from55% in 2010 to 65% in 2035. China would account for the largest share of the growth in global energy use, with its demand rising 60% by 2035, followed by India (where demand is expected to more than double) and the Middle East. OECD energy demand in 2035 is predicted to be just 3%higher than in 2010.

The rising supply to meet demand growth will come primarily from non-OPEC unconventional sources. By 2035, non-OPEC supply is expected to have increased by 10.8 Mb/d while OPEC production will have expanded by 7.4 Mb/d. The largest increments of non-OPEC supply will come from the countries like US (3.6 Mb/d), Canada (3.4 Mb/d), and Brazil (2.4 Mb/d), which offset declines in mature provinces such as the North Sea. OPEC supply growth will come primarily from Natural Gas Liquids (3.1 Mb/d) and crude oil in Iraq (2.6 Mb/d).

Fossil fuels are expected to continue supplying much of the energy used worldwide. Although liquid fuels—mostly petroleum based— remain the largest source of energy, the liquids share of world marketed energy consumption is expected to fall from 34 percent in 2010 to 28 percent in 2040, as projected high world oil prices lead many energy users to switch away from liquid fuels when feasible. The fastest growing sources of world energy are expected to be renewables and nuclear power. The renewables share of total energy use rises from11 percent in 2010 to 15 percent in 2040, and the nuclear share grows from5 percent to 7 percent.

WELSPUN’S FY14 HIGHLIGHTS

Highest Sales, Production Volume

The Company has achieved all time high sales and production volume of over 1mn ton in FY14 attributable to the high quality standards and excellent track record, despite the continued challenging market conditions. The Company achieved the 1 million tonne production and sales mark for the second time in a row, a remarkable feat in the pipe industry.

Strong order book position at Rs. 58 billion (900KMT);Over 1mn tonnes of Orders Booked during the year

The order book stands at Rs.58 billion (~US$ 950 million), 900 KMT in pipes as on 1st April 2014. This is the highest year-end closing order book in the history of theCompany.

80% of pipe orders are from export markets like North America, Middle East, Europe, North Africa and South East Asia. In spite of the difficult market situation, the Company has booked new orders of more than 1.2 million MT during the financial year, with strong order intake fromMiddle East and India. Thisdemonstrates theCompany’s leadership position and customerpreference for its products.

USHFIW Commissioned

The US HFIW mill of 175KMThas been commissioned in April 2013. The mill will cater mainly towards the demand in the US, arising out of the shale gas finds in the region.

Mandya Plant received the API certification

The Company has completed the capacity expansion of 50K MTPA in Mandya last year that took the total capacity of the plant to 150K MTPA. The facility has received the API certification during FY14 and has been supplying pipes in India to cater to the water pipeline demand.

Saudi Plant receives major order from one of its large O&G customers

During the year the Company has received one of its largest order from its prestigious client Saudi Aramco of more than 400 KMT. Saudi Aramco is one of the oil and gas giants in the Middle East and had approved the Company’s Dammam Pipe Facility last year. The order, which will be executed over FY15, provides strong visibility to the Company’s Saudi plant.

Amongst the leader in line pipe capacity

The Company’s total global pipe capacity has reached 2.425 million MTPA. The Company’s LSAW line pipe capacity stands 0.70 million MTPA, catering to the growing market of the deep offshore projects across the globe. Its HSAWline pipe capacity today stands at 1.35 million MTPA.

Expanded Global Reach

The Company today serves clients in more than 30 countries globally with its presence in India, US and Saudi Arabia through its manufacturing facilities and marketing offices in Dubai and Houston. This gives an advantage to the Company of being close to the customers and providethem end-to-end pipe solutions.

Buyback of FCCB’s of USD75 million out of total of USD 150 mn

During FY13 and FY14, the Company has successfully bought back its FCCBworthUSD75mnout ofUSD150 mn. The buybackwas done at an average discount of 6.5% on the accreted value of the bonds. The FCCB outstanding isUSD75 million, which is due in October 2014.

Demerger to create renewed business focus and enhance shareholder value creation

During the year, the Company has successfully demerged its non-Pipes and Plates Business into a separate Company “Welspun Enterprises Limited”. Through the de-merger, the DRI/Steel, Infrastructure, Oil & Gas exploration and Energy businesses which were earlier under the Company’s umbrella, were transferred to Welspun Enterprises Ltd. The “Scheme of Arrangement” for the demerger was sanctioned by the Hon’ble High Court of Gujarat vide its order dated 10th January 2014 and came into effect on 24th January 2014 with appointed date of 01st April 2012.

OUTLOOK

The outlook for the pipe business continues to be challenging in the near term but there are signs of a revival in the medium term.

Outlook for the North American market appears challenging in FY15, but the market is already showing signs of bouncing back. North America is planning several LNG terminals to export LNG to South East Asia and Europe and also develop internal infrastructure to leverage the vast production of Natural Gas liquids and Shale liquids, which should translate into pipe line demand in a couple of years.

Europe promises to be a large potential market going forward as it looks to diversify its gas sources with projects like TANAP to source gas from CIS and Africa. Middle East will continue to remain strong with demand from Saudi Arabia, UAE and even Iraq, a country which is steadily coming up on the path of recovery and stability.

In the Asia-Pacific region, potential demand from Thailand, Malaysia, Vietnam, Myanmar and Indonesia could boost the regional demand. As far as India is concerned, FY15 should present opportunities in the water pipeline segment. The domestic oil and gas pipeline market would be under close watch with large cross country gas pipelines planned for FY16.

CONTINGENT LIABILITIES

Contingent liabilities	As on 31.03.2014 (Rs. In Millions)	As on 31.03.2013 (Rs. In Millions)
Performance guarantees/Bid bond given by banks to company’s customers / government authorities etc.	9306.490	15630.870
Corporate guarantees given by the company (includes Rs.11998.220 million (Rs.6427.230 million)) for Loans/Liabilities taken by the subsidiaries. Loans /Liabilities outstanding against these guarantees are Rs.1772.890 million (Rs. 3172.340 million)	17148.950	18203.960
Letters of credit outstanding (net of liability provided) for company’s sourcing	9257.320	4087.020
Claims against the Company not acknowledged as debts	570.620	450.540
Custom duty on pending export obligation against import of Raw Materials	380.810	1387.250
Disputed direct taxes*	2000.260	2009.470
Disputed indirect taxes	84.780	100.730

*Income tax demands mainly include appeals filed by the Company before appellate authorities against disallowances i.e. depreciation/claims/deductions. The management is of the opinion that its tax disputes will be decided in its favour and no material tax liability is likely to be sustained, hence no provision is considered necessary.

INDEX OF CHARGES

S.No.	Charge ID	Date of Charge Creation/Modification	Charge amount secured	Charge Holder	Address	Service Request Number (SRN)
1	10449706	07/09/2013	2,171,400,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BUILDING, GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B85180818
2	10428917	14/05/2013	2,175,600,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B76197706
3	10406011	19/02/2013	1,650,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B68912336
4	10413075	21/01/2013	900,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B67024976
5	10393281	09/11/2012	2,528,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BUILDING, GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B61857488
6	10385714	08/11/2012	816,000,000.00	EXPORT-IMPORT BANK OF INDIA	CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE, COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA	B61818332
7	10385715	08/11/2012	1,360,000,000.00	EXPORT-IMPORT BANK OF INDIA	CENTRE ONE BUILDING, FLOOR 21, WORLD TRADE CENTRE, COMPLEX, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA	B61818449
8	10246969	07/06/2011 *	10,000,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B17438524
9	10128701	10/10/2008	2,500,000,000.00	CANARA BANK	DALAMAL TOWERS, B WING, 1ST FLOOR, 101, FREE PRESS JOURNAL MARG, NARIMAN POINT, MUMBAI, MAHARASHTRA - 400021, INDIA	A49670318
10	10135059	01/10/2008	250,000,000.00	BANAK OF BARODA	CORPORATE SERVICE BRANCH, WALCHAND HIRACHAND MARG, BALLARD PIER, MUMBAI, MAHARASHTRA - 400001, INDIA	A50988716
11	10109394	07/07/2008 *	6,000,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI- 400 001, MAHARASHTRA - 400001, INDIA	A41185323
12	10090903	14/03/2008	6,000,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI- 400 001., MAHARASHTRA - 400001, INDIA	A33847674
13	10006683	16/03/2013 *	69,710,000,000.00	IDBI TRUSTEESHIP SERVICES LIMITED	ASIAN BLDG., GROUND FLOOR, 17, R. KAMANI MARG, BALLARD ESTATE, MUMBAI, MAHARASHTRA - 400001, INDIA	B72587421
14	80019253	23/08/2005 *	18,278,400,000.00	BANKOFBARODA	INDUSTRIAL FINANCE BRANCH, CAWASJI PATEL STREET, MUMBAI, MAHARASHTRA - 400001, INDIA	-
15	90102265	02/06/2003	50,000,000.00	ORIENTAL BANK OF COMMERCE	CORPORATE GROUP FINANCE BRANCH, 181--A ; MAKER TOWER E 18 FLOOR CUFFE PARADE, MUMBAI, MAHARASHTRA -400005, INDIA	-
16	90102229	22/09/2003 *	27,000,000.00	CENTRAL BANK OF INDIA	C.BRANCH, MUMBAI, MAHARASHTRA, INDIA	-
17	80019214	15/03/2005 *	27,000,000.00	CENTRALBANKOFINDIA	CHURCHGATE BRANCH, MUMBAI, MAHARASHTRA - 400001, INDIA	-
18	90102227	26/04/2004 *	153,400,000.00	ORIENTAL BANK OF COMMERCE	CORPORATE GROUP FINANCE BRANCH 181--A, MAKER TOWER E 18 FLOOR CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA	-
19	80019216	15/03/2005 *	153,400,000.00	ORIENTALBANKOFCOMMERCE	CORPORATE GROUP FINANCE BRANCH, 181-A MAKER TOWER CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA	-
20	90102226	18/12/2002	10,183,000.00	BANK OF BARODA	INDUSTRIAL FINANCE BRANCH 42; CAWAJI PATEL STREET, MUMBAI, MAHARASHTRA - 400023, INDIA	-
21	80019211	15/03/2005 *	10,183,000.00	BANKOFBARODA	INDUSTRIAL FINANCE BRANCH, 42, CAWASJI PATEL STREET, MUMBAI, MAHARASHTRA - 400023, INDIA	-
22	80019257	03/06/2005 *	21,934,100,000.00	BANKOFBARODA	INDUSTRIAL FINANCE BRANCH, CAWASJI PATEL STREET, MUMBAI, MAHARASHTRA - 400001, INDIA	-
23	90102096	23/07/2001 *	60,000,000.00	PUNJAB NATIONAL BANK	IIIACO HOUSE ; P.M. ROAD FORT, MUMBAI, MAHARASHTRA - 400023, INDIA	-
24	90102030	03/07/2000	29,500,000.00	PUNJAB NATIONAL BANK	ILLACO HOUSE, P.M. ROAD FORT, MUMBAI, MAHARASHTRA - 400023, INDIA	-
25	80019234	12/08/2002 *	3,050,300,000.00	BANKOFBARODA	INDUSTRIAL FINANCE BRANCH, CAWASJI PATEL STREET, MUMBAI, MAHARASHTRA - 400001, INDIA	-
26	80019184	04/10/1999 *	131,000,000.00	BANKOFBARODA	INDUSTRIAL FINANCE BRANCH, CAWASJI PATEL STREET, MUMBAI, MAHARASHTRA - 400001, INDIA	-

* Date of charge modification

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED 30TH SEPTEMBER, 2014

(RS. IN MILLIONS)

Sr. No.	Particulars	Quarter Ended		Six Months Ended
		30.09.2014	30.06.2014	30.09.2014
		(Unaudited)	(Unaudited)	(Unaudited)
	PART-1
1	Income from Operations
	a. Net Sales/ Income from Operations (Net of Excise Duly)	11819.200	6092.200	17911.400
	b. Other Operating Income	765.000	424.600	1189.600
	Total Income from operation (Net)	12584.200	6516.800	19101.000
2	Expenses
	Cost of Materials Consumed	10143.000	5262.000	15405.0000
	Purchase stock in trade	860.400	383.000	1243.400
	Changes In Inventories of Finished Goods & Work-in-Progress	(555.600)	(174.300)	(829.900)
	Employee Benefits Expense	440.700	403.900	844.600
	Depreciation & Amortization Expense	505.000	635.100	1140.100
	Other Expense	1262.400	761.900	2024.3000
	Total Expenses	12555.900	7271.600	19827.500
3	Profit/ (Loss) from Operations before Other Income, Finance Costs & Exceptional items (1-2)	28.3000	(754.800)	(726.600)
4	Other Income	284.100	264.000	548.1000
5	Profit/(Loss) front Ordinary Activities before Finance Costs & Exceptional items(3-4)	312.400	(490.800)	(178.400)
6	Finance Costs	530.000	518.700	1048.700
7	Profit/(Loss) from Ordinary Activities after Finance Costs but before Exceptional Items(5-6)	(217.600)	(1009.500)	(1227.100)
S	Exceptional Items	--	--	--
9	Profit/(Loss) from Ordinary Activities before Tax (7+8)	(217.600)	(1009.500)	(1227.100)
10	Tax Expense	(101.800)	(321.400)	(423.200)
11	Net Profit/(Loss) from Ordinary Activities after Tax (9-10)	(115.800)	(688.100)	(803.900)
12	Extraordinary Items (Nat of tax Expense)	--	--	--
13	Net Profit/ (Loss) for the period (11-12)	(115.800)	(688.100)	(803.900)
14	Paid-up equity share capital (Rs 10/- per share)	1314.700	1314.700	1314.700
15	Reserves [excluding revaluation reserve)
16i	Earning Per Share (EPS) (Before Extraordinary Items) (of Rs. 10/-each) (not annualized)
	Basic & Diluted EPS	(0.44)	(2.62)	(3.06)
16ii	Earning Per Share (EPS) (After Extraordinary Hems) (of Rs. 10/-each)(not annualized)
	Basic & Diluted EPS	(0.44)	(2.62)	(3.06)
	PART-II
A	PARTICULARS OF SHAREHOLDING
1	Public Shareholding
	-Number of Shares	161,894,074	162,422,294	161,894,074
	- Percentage of Shareholding	61.57	61.77	61.57
2	Promoters and Promoter group Shareholding a) Pledged/Encumbered
	- Number of Shares	0.000	0.000	0.000
	- Percentage of Shares (as a % of the total Shareholding of Promoter and Promoter Group)	0.000	0.000	0.000
	- Percentage of Shares (as a % of the total share capital of Die Company)	0.000	0.000	0.000
	b) Non-encumbered
	- Number of Shares	101,054,225	100,526,005	101,054,225
	- Percentage of Shares (as a % of the total Shareholding or Promoter and Promoter Group)	100.00	100.00	100.00
	- Percentage of Shares (as a % of (he total Share capital of the Company)	38.43	38.23	38.43

Particulars

3 months ended 30.09.2014

INVESTOR COMPLAINTS

Pending at the beginning of the quarter

Received during the quarter

Disposed of during the quarter

Remaining unresolved et the end of the quarter

Nil

STATEMENT OF ASSETS AND LIABILITIES

SOURCES OF FUNDS			30.09.2014
			Unaudited
I. EQUITY AND LIABILITIES
(1)Shareholders' Funds
(a) Share Capital			1314.700
(b) Reserves & Surplus			17149.700
(c) Money received against share warrants			0.000

(2) Share Application money pending allotment			0.000
Total Shareholders’ Funds (1) + (2)			18464.400

(3) Non-Current Liabilities
(a) long-term borrowings			19231.200
(b) Deferred tax liabilities (Net)			3127.000
(c) Other long term liabilities			617.500
(d) long-term provisions			41.400
Total Non-current Liabilities (3)			23017.100

(4) Current Liabilities
(a) Current Maturities of long term debt			5010.100
(b) Short term borrowings			3012.700
(c) Trade payables			14666.700
(d) Other current liabilities			3300.100
(e) Short-term provisions			1021.700
Total Current Liabilities (4)			27011.300

TOTAL			68492.800

II. ASSETS
(1) Non-current assets
(a) Fixed Assets
(i) Tangible assets			29566.900
(ii) Intangible Assets			0.000
(iii) Capital work-in-progress			0.000
(iv) Intangible assets under development			0.000
(b) Non-current Investments			3680.100
(c) Deferred tax assets (net)			0.000
(d) Long-term Loan and Advances			1354.900
(e) Other Non-current assets			59.500
Total Non-Current Assets			34661.400

(2) Current assets
(a) Current investments			10812.800
(b) Inventories			10321.300
(c) Trade receivables			9275.200
(d) Cash and cash equivalents			909.000
(e) Short-term loans and advances			1600.600
(f) Other current assets			912.500
Total Current Assets			33831.400

TOTAL			68492.800

NOTE :

1. The above results were reviewed and recommended by the Audit Committee and approved by the Board of Directors in its meeting held on October 21, 2014 in terms of Clause 41 of the Listing Agreement.

2. The Statutory Auditors have carried out a Limited Review of the results for the quarter ended September 30, 2014.

3. Consequent to the enactment of the Companies Act, 2013 (the Act) and its applicability for accounting periods commencing from April 01, 2014, the Company has realigned the remaining useful lives of its fixed assets, evaluated based on an internal assessment supported with external technical advice (where ever applicable) in accordance with the provisions prescribed under Schedule II to the Act. Consequently, in case of assets which have completed their useful lives (prescribed under Schedule II to the Act), the carrying value (net of residual value) as at April 01, 2014 amounting to Rs. 157.90 Millions (net of tax of Rs. 81.300 Millions) has been charged to the retained earnings and in case of other assets the carrying value (net of residual value) is being depreciated over the revised remaining useful lives. Accordingly, the depreciation and amortization expenses charge for the quarter ended September 30, 2014 is lower by Rs. 39.400 Millions and for the half year ended September 30, 2014 is higher by Rs. 40.200 Millions.

4. In accordance with Accounting Standard 24, the financial results of the undertakings of the Company that were demerged to Welspun Enterprises Limited with effect from April 01, 2012 (pursuant to scheme of arrangement vide High Court Order dated January 10, 2014, scheme became effective from January 24, 2014) have been disclosed under discontinued operations for the quarter and half year ended September 30, 2013.

5. Segment Reporting as required under Accounting Standard 17 is not applicable to the Company as it operates only in one segment i.e. Steel Products.

6. Previous year/ period figures have been regrouped and reclassified wherever considered necessary.

FIXED ASSETS:

Land and Buildings
Plant and Machinery
Office and other Equipments
Furniture and Fixtures
Leasehold Improvements

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.63.31
UK Pound	1	Rs.98.67
Euro	1	Rs.78.10

INFORMATION DETAILS

Information Gathered by :	HTL

Analysis Done by :	SUB

Report Prepared by :	SNT

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	7
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	6
--LIQUIDITY	1~10	7
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	7
--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		65

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.