ASIAN PAINTS LIMITED

Asian Paints Limited is India's largest, Asia's third largest and World's 9th largest paint company. The Company, along with their subsidiaries, has operations in 15 countries globally with 27 paint manufacturing facilities servicing consumers in more than 60 countries through Berger International, SCIB Paints, Apco Coatings, Asian Paints Causeway, Kadisco Asian Paints and Taubmans. It manufactures paints for decorative and industrial use. The products of the Company include ancillaries, automotive, decorative paints, and industrial paints. It operate manufacturing plants in Maharashtra, Gujarat, Andhra Pradesh, Uttar Pradesh, Tamil Nadu and Haryana. Presently, it is engaged into manufacturing, selling and distribution of paints, coatings, products related to home decor, bath fittings and providing related services. Asian Paints Limited was incorporated as a Public Limited Company in 1945. In year 1965, name of the company changed to Asian Paints (India) Pvt Ltd. In the year 1973, the company converted into a Public Limited Company. In the year 1972, they undertook a major modernization programme to streamline the paint production facilities by improving the layout of machines, addition to balancing equipment and replacement of old machinery to meet the demand. In the year 1985, the Company had set up a third paint unit at Patancheru, a notified backward area near Hyderabad, for the manufacture of 15,000 MT of paints and enamels. Also, they entered into a collaboration agreement with Nippon Paints Company Ltd, Japan, to obtain technical know-how to manufacture powder coating and coil coatings. In the year 1987, the company commissioned a plant for the manufacture of synthetic rubbers lattices with a capacity of 1,200 tonnes per annum. Also, the company in association with Tamil Nadu Industrial Development Corporation (TIDCO) promoted a joint sector company under the name of Pentasia Chemicals Ltd (PCL), for the purpose of manufacture 3,000 TPA of pentaerythritol and 1,800 TPA of sodium formate. In the year 1990, the company promoted two joint venture companies, namely Asian Paints (South Pacific) Ltd, in Fiji and Asian Paints (Tonga) Ltd. Apart from this, the company formulated two more joint ventures under the names and styles of Asian Paints (Nepal) Pvt Ltd and Asian Paints (S.I.) Ltd. In May 1991, the company acquired 19,10,000 equity shares of Pentasia Chemicals Ltd from TIDCO and thus PCL became a subsidiary of the company. During the year 1992-93, the company installed and commissioned the manufacturing facilities for the powder coatings with a capacity of 300 MT at Kasna plant. In the year 1993, they set up a joint venture unit along with their overseas subsidiaries, in Queens land, Australia for manufacture of paints, enamels and varnishes. In the year 1994, Pentasia Chemicals Ltd was amalgamated with the company with effect from October 1, 1994. In the year 1995, the company set up a joint venture unit for the manufacture of paints, enamels and varnishes in the Republic of Mauritius. In the year 1996, the company and PPG Industries, Inc. of USA set up a joint venture company namely Asian PPG Industries Pvt Ltd to market and/or manufacture automotive paints and certain Industrial products. In the year 1998, they introduced three new products, NC range of wood finishes, ACE Exterior Emulsion and Asian wall putty. Also, they launched a new marketing thrust with the introduction of a one-stop Colour shop for paints complete with software for consumers to choose and select their different shade combinations. They launched their first exclusive showroom in Mumbai. In the year 1999, the company acquired 76% of equity stake in Sri Lanka-based Delmege Forsyth & Co (Paints) Ltd. In the year 2000, they launched two variants in polyurethane (PU) wood finish under the brand name Opal. They opened a manufacturing plant in Oman in partnership with a local company. Also, they acquired the entire paints business of Pacific Paints Company based in Australia for over of Rs. 1 crore. In the year 2001, the company introduced Utsav Enamel for the festival season. In 2002, the company revamped their international operations and transferred shares in their subsidiaries in Fiji, Tonga, Solomon Island, Vanuata, Australia and the Sultanate of Oman to the Mauritius based subsidiary Asian Paints International. Also, they acquired controlling stake of 50.1% in Berger International, Singapore, for the consideration of Rs. 58 crore. In the year 2003, the company through their Singapore-based subsidiary, Berger International, signed a technology and brand licensing agreement with PT Abadi Coatings Solusi, an Indonesian paint company. Also, they acquired Taubmans Paints (Fiji) Ltd through their subsidiary, Asian Paints (South Pacific) Ltd in Fiji. During the year 2003-04, Pentasia Investments Ltd, a wholly owned subsidiary of the company was amalgamated with the company. In the year 2004, the company launched paint solutions for kids. In January 2005, they set up a new paint plant at Sriperumbudur, in Tamil Nadu and commenced commercial production. In the year 2006, the company commissioned a manufacturing facility for powder coatings at Baddi, Himachal Pradesh. In September 2007, the company tailored their first exclusive industrial coatings manufacturing facility at Taloja in Maharashtra, with an installed capacity of 14,000 KL per annum. During the year 2007-08, the company commissioned the polymer plant in Sriperumbudur. Also, they commenced expansion of the Sriperumbudur plant. Also, Asian Paints (International) Ltd, the company's direct subsidiary divested their entire stake in Asian Paints (Queensland) Pty Ltd, Australia. During the year 2008-09, the company made a tie up with Dupont USA to co-brand the Royale range of Emulsions with Teflon, the product synonymous with toughness and durability. The company commenced introducing a new chain of 'Colour ideas' where retail outlets have been modified to offer slice of the 'Signature Store' thereby providing the same inspiration to consumers in process of designing their homes. The first two stores have been inaugurated at Hyderabad and Chennai. During the year, the company increased the capacity of the Sriperumbudur Plant to 100,000 KL per annum. Also, they commissioned the Distribution Centres at Kasna Plant and Ankleshwar Plant. Asian Paints (International) Ltd, the company's direct subsidiary, purchased the balance 49% stake in Asian Paints (Tonga) Ltd for a consideration of TOP 646,800 (approx. USD 314,000) making it a wholly owned subsidiary.During the year 2009-10, the company increased the capacity of Sriperumbudur Plant in Tamil Nadu to 140,000 KL per annum. They procured land for setting up a manufacturing facility for Decorative Paint in Kesurdi, Maharashtra. As per the scheme of amalgamation, Technical Instruments Manufacturers (India) Ltd (TIM), a 100% subsidiary of the company was amalgamated with the company with effect from April 1, 2009. In April 12, 2010, the company commissioned the first phase of sixth Decorative paint plat at Rohtak, Haryana as a cost of approx. Rs 500 crore with an initial capacity of 150,000 KL per annum. During the year 2010-11, the company augmented the synthetic resins and polymer capacity by 50,000 MT. The company launched a number of new products. Water based wood finishes launched in North India would be launched across the country in a phased manner. New textured finishes for the exteriors - Duracast Pebbletex and Crosstex were launched and met with good response from builders/ contractors for large projects. During the year, the company approved the plans to enhance its 14 year relationship with PPG Industries Inc. (PPG), to accelerate growth of their non-decorative coatings businesses in India. As part of this arrangement, the company and PPG will expand their existing non-decorative coatings presence in India by expanding their current 50-50 joint venture relationship, Asian PPG Industries Ltd (APPG), and also establish a second 50-50 joint venture. The company decides to increase the installed capacity at the Rohtak Plant from 150,000 KL per annum to 200,000 KL per annum. The company commenced the construction at Khandala near Pune (in Maharashtra) for the seventh Decorative Paints plant with an initial capacity of 300,000 KL per annum of paints with an investment of around Rs. 1000 crore. The plant will be commissioned sometime around the last quarter of FY 2012-13. The Khandala plant can be expanded to 400,000 KL per annum later. Asian Paints with its intent to enter the Home Improvement and Decor space in India acquired 51% stake in Sleek International Private Limited (Sleek), a kitchen solutions provider in August 2013. Mumbai-based Sleek Group is a major organised player in the modern kitchen space and is engaged in the business of manufacturing, selling and distributing kitchens, kitchen components including wire baskets, cabinets, appliances, accessories, etc, with pan India presence. In June 2014, Asian Paints acquired the entire front and sales business including Brands, Network and Sales Infrastructure of Ess Ess Bathroom products Pvt Ltd. Ess Ess is a prominent player in the bath fittings business. On 3 April 2017, Berger International Private Limited (BIPL), Singapore, an indirect subsidiary of Asian Paints completed the acquisition of 100% controlling stake in Causeway Paints Lanka (Private) Limited, Sri Lanka (CPLPL), a key player in the Sri Lanka coatings market. On 5 September 2017, PT Asian Paints Indonesia, Indonesia (PT API) a wholly owned subsidiary of Berger International Private Limited, Singapore (an indirect subsidiary of the Asian Paints) commenced manufacturing operations with a capacity of 5,000 tons per annum on a single shift basis in Jawa Barat region in Indonesia. On 11 December 2017, Asian Paints acquired the entire remaining 49% stake in kitchen solution provider company Sleek International Private Limited from the Ahuja family, thereby making it a wholly-owned subsidiary of the company. During the year 2018 under review, in order to consolidate, the Company's investments in overseas subsidiary companies, Asian Paints (International) Limited, Mauritius, wholly owned subsidiary was amalgamated with the Company pursuant to an Order dated 29th November, 2017 passed by the Mumbai Bench of the Hon'ble National Company Law Tribunal pursuant to Sections 230 to 232 and 234, other applicable provisions of the Companies Act, 2013 and any other applicable Regulations. The appointed date for the Scheme of amalgamation was 1st January, 2017. The merger was effective 15th January, 2018 after obtaining necessary approvals including approval from the Registrar of Companies, Mauritius. The company acquired the balance 49% of the paid up share capital of Sleek International Private Limited (Sleek) from the Ahuja family for a consideration of Rs 50 Crore. Sleek became a wholly owned subsidiary of the Company. The Company also acquired 100% stake in Reno Chemicals Pharmaceuticals & Cosmetics Private Limited (Reno) for an amount of Rs 159.52 crore with an objective of using the land and building of Reno to meet the Company's growing infrastructure requirements. The Company also fully exited from its operations in the Caribbean region carried on through Lewis Berger (Overseas Holdings) Limited (LBOH), United Kingdom, indirect subsidiary of the Company, for a consideration of Rs 189.16 crore (approx). The divestment was with an objective to focus on its international presence in growing geographies across the continents of Asia and Africa. During the year 2018, the Company resolved to expand the existing paint manufacturing capacity at its unit situated at Ankleshwar, Gujarat, from 1,30,000 KL to 3,00,000 KL per annum and to augment the manufacturing capacity of synthetic resins and emulsions from existing 32,000 MT to 85,000 MT (approx.) over a span of the next 3 - 4 years. The said expansion and augmentation would involve phasing out the current Phthalic Anhydride and its allied products manufactured at this facility. The Company is awaiting necessary approvals from statutory authorities and will thereafter work on this project in a phased manner. During the Year 2019 under review, the Board of Directors at their meeting held on 9th May, 2019, have, inter alia, approved the following investments approximately in accordance with the applicable provisions of law: (i) Rs 300 crore by way of subscription of equity shares of Asian Paints International Private Limited (APIPL), Singapore, wholly owned subsidiary of the Company, for the purpose of meeting funding requirements of its step down operating subsidiaries; and (ii) Rs 80 crore by way of subscription of equity shares of Sleek International Private Limited (Sleek), wholly owned subsidiary of the Company, to meet its requirements towards capital expenditure and working capital. During 2019, the Company commenced commercial production of water based paints and intermediaries at Mysuru Plant situated in the state of Karnataka, with an initial capacity of 3 (three) lakh KL p.a., having ultimate capacity of 6(six) lakh KL p.a. and at Vishakhapatnam Plant situated in the state of Andhra Pradesh, with an initial capacity of 3 (three) lakh KL p.a., having ultimate capacity of 5(five) lakh KL p.a. During the year 2020 under review, The Board of Directors of the Company at their meeing held on 22nd January, 2020, approved the Scheme of Amalgamation of Reno Chemicals Pharmaceuticals & Cosmetics Private Limited (Reno), wholly owned subsidiary of the Company with the Company, subject to necessary statutory and regulatory approvals, including approval of the National Company Law Tribunal, Mumbai. The proposed Amalgamation is, inter alia, to maintain a simple corporate structure, eliminate duplicate corporate procedures and reduce multiplicity of legal and regulatory compliances between both the companies. There is no consideration involved as the entire share capital of Reno is held by the Company along with its nominees. The appointed date for the Scheme of Amalgamation is 1st April, 2019 or such other date as may be approved by the National Company Law Tribunal (NCLT) and the Scheme shall be effective from the last date of receipt of all approvals, permissions as may be required or filing of necessary certified copies of Orders under the applicable section(s) of the Act with the Registrar of Companies, Maharashtra at Mumbai. The NCLT vide its Orders dated 22nd April, 2020 and 27th April, 2020, inter alia admitted the Scheme of Amalgamation. Asian Paints International Private Limited, Singapore (APIPL), wholly owned subsidiary of the Company divested its entire stake in Berger Paints Singapore Pte Limited, Singapore (BPS), wholly owned subsidiary of APIPL to Omega Property Investments Pty Ltd, Australia, for a consideration of approx Rs 20.81 crore on 17th September, 2019. BPS had a limited presence in the Singapore coatings market and was not material in overall Company's international operations. The company also continued to focus on building capacity across units to support our growth ambitions. The expansion project of the existing plant in Indonesia progressed on schedule. Work also commenced on the companies second plant in Bangladesh. Capacity expansion was completed in Sri Lanka, Nepal and the UAE. The Company has also completed a blueprint for future expansion in Nepal. The Company has 23 subsidiaries and 2 joint-venture companies as on 31 March 2021. The Company Petition filed for amalgamation of Reno Chemicals Pharmaceuticals & Cosmetics Private Limited, Company's wholly owned subsidiary with the Company was admitted on 26 April, 2021 by Hon'ble National Company Law Tribunal, Mumbai (NCLT). With effect from 01 April, 2021, indirect subsidiary of the Company, Asian Paints (Lanka) Limited amalgamated with Causeway Paints Lanka (Private) Limited. Asian Paints (Tonga) Limited has ceased its business operations w.e.f. 10 December, 2020 and liquidated all its assets & liabilities. The name of the Company was struck off from the Business Registries Office, Kingdom of Tonga on 29 January, 2021. During year 2021-22, National Company Law Tribunal, Mumbai vide its Order dated 2nd September, 2021 approved the Scheme of Amalgamation of Reno Chemicals Pharmaceuticals and Cosmetics Private Limited, wholly owned subsidiary of the Company, with the Company, which became effective from 17 September 2021, being the appointed date, 01 April 2019. During the quarter ended 30 September 2021, the Company made additional equity investment of Rs 79.99 crore in Sleek International Private Limited, a wholly owned subsidiary of the Company. The Company has 22 subsidiaries and 2 joint-venture companies as on 31st March, 2022. Asian Paints International Private Limited, Singapore, wholly owned subsidiary of the Company, was formed with Limited Liability namely AP International Doha Trading W.L.L, Qatar, on 29th July, 2021. 29 new products were developed for architectural paints, construction chemicals and adhesives business during FY 2021-22. In FY 2021-22, the Company took up new projects under Dhoomketu', whereby it developed six products under various product categories viz. water proofing, textured coating, exterior coating, premium interior finish and floor coating. In April, 2022, the Company acquired 49% of equity share capital of Obgenix Software Private Limited, by brand name 'White Teak' and accordingly, White Teak became an associate of the Company in year 2022-23. In June, 2022, the Company acquired 51% of the equity share capital of Weatherseal Fenestration Private Limited. Accordingly, Weatherseal was made the subsidiary company of Company. On 2nd May, 2023, a Joint Venture Company by the name, Asian White Cement Holding Limited (AWCHL) was incorporated in Dubai International Financial Centre, UAE, as the Holding Company. During the year 2024, Company has increased the original installed production capacity at the Khandala plant from 3,00,000 KL per annum to 4,00,000 KL per annum; Kasna Plant production capacity increased from 80,000 KL per annum to 1,00,000 KL per anum. The Scheme of Amalgamation of Maxbhumi Developers Limited and Sleek International Private Limited, wholly-owned subsidiaries with the Company became effective from April 1, 2024.