ASTRAL LIMITED

Astral Limited was erstwhile incorporated as 'Astral Poly Technik Private Limited', on March 25, 1996. The Company's name was changed to Astral Poly Technik Limited vide fresh Certificate of Incorporation dated September 29, 2006. Pursuant to Special Resolution, dated March 9, 2021, the Company approved change of name of the Company from 'Astral Poly Technik Limited' to 'Astral Limited' on April 12, 2021. The Company is a prestigious manufacturer of Chlorinated Poly Vinyl Chloride (CPVC) and Poly Vinyl Chloride (PVC) plumbing systems for residential and industrial use.With a commanding market share in the domestic CPVC and PVC pipe industry, the Company has achieved widespread recognition as a leader in the piping segment. Over the years, it has diversified its product portfolio and expanded into other areas such as adhesives and sealants, infrastructure products, and water tanks. It has forayed into the paints, faucets, and sanitaryware segments, thereby transforming itself into a comprehensive home building material player. The Company has pipe manufacturing units at Santej and Dholka (Gujarat), Hosur (Tamil Nadu), Ghiloth (Rajasthan), Sangli (Maharashtra), Sitarganj (Uttarakhand), Aurangabad (Maharashtra) and Bhubaneswar (Odisha) for manufacturing of plumbing systems, drainage systems, agricultural pipes, industrial pipes, fire protection pipes, electrical conduit pipes and Infrastructure products. In addition, it manufactures water tanks at plants located in Santej, Ghiloth, Hosur, Aurangabad and Bhubaneswar. Besides, the Company has adhesive and sealant manufacturing facilities at Santej (Gujarat), Rania and Unnao (U.P.), Elland (U.K.) and Stanford (USA). It has over 3,303 distributors and 2,29,000+ dealers ensuring extensive market reach. The company is a manufacturer and provider of CPVC piping and plumbing systems in India since 1999. The Company is the first licensee of Noveon, USA (formerly known as Specialty Chemical Divison of B.F Goodrich, USA) to manufacture and market CPVC piping and plumbing system in India. In order to strengthen the business plans, it entered into a techno-financial joint venture with Specialty Process LLC of USA, which provided the Company the required technical expertise for manufacturing CPVC pipes and fittings for home and industrial application. As a manufacturer of CPVC pipes and fittings for hot and cold water, industrial and pressure systems application, the Company had introduced a new product range in lead free PVC pressure pipes and fittings in the year 2004. With a concept of providing a one-stop source for all the plastic piping systems, it began trading in products such as CPVC and PVC fittings, flanges and valves from Spears (USA), solvent cements (adhesive solutions) for joining pipes and fittings from IPSC (USA), underground specialty fittings from Hunter (U.K) and CPVC and PVC plastic pipes of a larger diameter from Harvell Inc. (USA) The Company has received an ISO 9001:2000 certificate in respect of manufacture and supply of CPVC and PVC pipes and fittings for plumbing systems and industrial piping system. The raw material used by the company for manufacturing CPVC products is certified by National Sanitary Foundation (NSF). The equity shares of Astral Poly Technik got listed on the National Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited (BSE) with effect from 20 March 2007. During the financial year ended 31 March 2008, Astral Poly Technik increased its production capacity under Phase-II of expansion from 9,074 MT to 11,800 MT. During the year under review, the company recorded very high growth in both segments of business i.e. CPVC Pipes and Fittings as well as Lead Free PVC Pipes and Fittings. During the financial year ended 31 March 2014, Astral Poly Technik increased its installed capacity by 26% from 77,212 M.T. to 97,164 M.T. by creating an additional capacity at its Hosur manufacturing unit involving a Capex outflow of Rs. 21.59 crore. The company utilized its capacity to the tune of 60,400 M.T. as against the last year's figure of 49,495 M.T. which shows a growth of 22%. During the year under review, the company commenced commercial production and sales at its new manufacturing facility at Hosur, Tamilnadu. During the year under review, the company launched Agri Pipe Products in domestic market. During the year under review, Astral Technologies Limited, a Joint Venture Company in Kenya has changed its name to 'Astral Pipes Limited' vide Certificate of change of name dated 19 August 2013 issued by the Registrar of Companies, Nairobi, Kenya. Further, during the year under review, Astral Pipes Limited increased its capacity from 3,000 M.T. to 6,000 M.T. During the year under review, Astral Poly Technik incurred a Capital Expenditure to the tune of Rs. 24.28 Crore towards the purchase of Land situated at Hosur and Dholka and balance Rs. 69.42 Crore towards the Plant & Machinery, Factory Building and Other Capital Expenditure. During the year under review, the company subdivided its Equity Shares bearing the face value of Rs. 5/- each into fully paid up Equity Shares bearing the face value of Rs. 2/- each fully paid. During the financial year ended 31 March 2015, Astral Poly Technik increased its installed capacity by 5% from 97,164 M.T. to 102,371 M.T. The company utilized its capacity to the tune of 69,925 M.T, as against the last year's figure of 60,400 M.T. which shows a growth of 16%. During the year under review, the company incurred a Capital Expenditure to the tune of Rs.354.17 Lacs towards the purchase of Land and balance Rs.3861.46 Lacs towards the Plant & Machinery, Factory Building and Other Capital Expenditure. In August, 2014, Astral Poly Technik acquired 80% equity stake in Seal IT Services Limited, UK (Seal IT) at a consideration of Rs.4,505.02 Lacs. Seal IT is in the business of manufacturing of comprehensive range of sealants, adhesives, building chemicals and allied products under the brand name 'Bond-it'. Manufacturing facility of Seal IT is situated at Elland, UK. Operating from a modern 40,000 sq. feet site, Seal IT has R & D facilities at plant and strictly adheres to ISO 9001 protocol. The main customers are Builders, Merchants, DIY, Sealant Applicators, Roofing Contractors, Roofing Distributors, Industrial Bitumen Manufacturers / Flooring Contractors, Flooring Distributors, Carpet Shops, Architects/Council Export/Wholesalers and Cash & Carry. Seal IT has been awarded ISO 14001 for environment policy compliance. Presently, Seal IT is exporting its products throughout Europe, Africa and Middle East. In November, 2014, Astral Poly Technik acquired 76% equity stake in Resinova Chemie Limited (Resinova) at a consideration of Rs.21,464.62 Lacs. Resinova is in the business of manufacturing and marketing of a highly diversified range of adhesives and sealants and allied products under the different brand name viz. 'Bondtite', 'Resibond', 'Bondset', 'Solvobond', 'Vetra', 'Brush bond' and 'Zesta' etc. Manufacturing facility of Resinova is situated near Kanpur, Uttar Pradesh. Resinova's supply chain network consists of 11 branch offices and more than 1,700 channel partners reaching out to around 4,00,000 retail outlets across India. Resinova is amongst the leading players in epoxy adhesives sector in India. Both the above acquisitions will synergize with Astral Poly Technik's existing businesses by deepening and widening its product offering and shall further consolidate its adhesives and sealants business which is already carried out by the company's subsidiary viz. Advanced Adhesives Limited. Astral Poly Technik successfully completed a Qualified Institutional Placement (QIP) of its Equity shares in December 2014. The issue price was fixed at Rs.402.52 (including a premium of Rs.401.52) per Equity share. 59,84,519 equity shares were allotted to the investors and an amount of Rs.24,088.89 Lacs was raised through the QIP. During the year under review, the company sub-divided its equity shares bearing the face value of Rs.2/- each into fully paid up equity shares bearing the face value of Rs.1/- each fully paid. During the financial year ended 31 March 2016, Astral Poly Technik increased its installed capacity by 25% from 1,02,371 MT to 1,27,762 MT. The company utilised its capacity to the tune of 77,909 MT as against last year's figure of 69,925 MT, which shows a utilisation growth of 11%.During the year under review, the company incurred capital expenditure to the tune of Rs 959 Lacs towards the purchase of land and Rs 10,308 Lacs towards plant & machineries, factory building and other capital expenditure. During the year under review, Astral Poly Technik acquired the entire remaining equity stake of 24% in Resinova Chemie Limited (Resinova) at a consideration of Rs 7,300 Lacs from Mr. Vijay Parikh making Resinova a wholly owned subsidiary of the company. Subsequent to the above, the Board of Directors of Resinova and Astral Poly Technik's another subsidiary viz. Advanced Adhesives Limited (Advanced Adhesives) approved amalgamation of Resinova with Advanced Adhesives. The said Scheme of Amalgamation became effective on 11 February 2016. This amalgamation has resulted in consolidation of the business operations of the two subsidiary companies, enhancing the scale of operations, reduction in overhead and administrative expenditures and has provided significant impetus to the growth since both the companies are engaged in the similar areas of business. Post amalgamation, Astral Poly Technik's holding in Resinova Chemie Limited (Formerly known as Advanced Adhesives Limited) increased from 85% to 97.45%. Astral Poly Technik's UK based subsidiary Seal IT Services Limited incorporated a wholly owned subsidiary in the United States of America (USA) viz. Seal IT Services Inc. The said newly incorporated company acquired Silicone Tape business of Rowe Industries Inc., US, at a consideration of US$ 3.25 million, in May 2016. During the financial year ended 31 March 2017, Astral Poly Technik increased its installed capacity by 8% from 1,27,762 MT to 1,37,708 MT. The company utilised its capacity to the tune of 87,694 MT as against last year's figure of 77,909 MT which shows a utilisation growth of 13%. During the year under review, Astral Poly Technik did backward integration and started its own CPVC compounding facility. In August 2016, the company launched its own brand viz. ASTRAL CPVC PRO for plumbing application and subsequently launched ASTRAL FIRE PRO for fire application and ASTRAL CHEM PRO for industrial application. During the year under review, Astral Poly Technik developed low noise drainage system which is a state of the art product and this has been well accepted in the market. During the year under review, the company's piping business registered a healthy revenue growth of 12 % and volume growth of 15% whereas industry level growth was low because of slowdown in the real estate business. The company achieved double digit growth during the last 5 months of the year, despite the impact of demonetization which adversely impacted the purchasing power of the consumers, considering around 86% of the currency in circulation was withdrawn by the government. During the year under review, the company achieved highest ever EBDITA of Rs 215 crore with a margin improvement of close to 2% compared to last year. For the company's Adhesives Business, FY 16-17 was challenging year for UK operations - Seal IT Services because of Brexit vote in June 2016. Seal IT Services Inc., USA is in the business of Silicone tape manufacturing. USA operations have commenced production from the new site in North Carolina from the last quarter of FY 16-17. During the year under review, Astral Poly Technik incurred capital expenditure to the tune of Rs 2,526 Lacs towards the purchase of land and Rs 6,944 Lacs towards plant & machineries, factory building and other capital expenditure. Astral Poly Technik's UK based step down subsidiary Calder Distribution Limited was wound up during the year under review. During the year under review, the company incurred capital expenditure to the tune of Rs 408 Lacs towards the purchase of land and Rs 8,286 Lacs towards plant & machineries, factory building and other capital expenditure. The Company completed construction of factory at Ghiloth (Rajasthan) and started trial production in May 2018. During the year 2018-19, the Company commenced the commercial production at Ghiloth (Rajasthan) in June, 2018. It acquired 51% shares of Rex Polyextrusion Private Limited on 10th July, 2018, which now amalgamated with the Company on the said Appointed Date. As at 31st March, 2019, Company had 4 direct subsidiaries, 1 step down subsidiary and 1 associate company. However, Rex Polyextrusion Pvt. Ltd. was subsequently amalgamated with the Company vide NCLT order dated 2nd May, 2019. During the year 2020-21, Company entered into manufacturing and supply of plastic water storage tanks. It acquired assets of running manufacturing unit of a company at Aurangabad, Maharashtra with well-known brand 'Sarita'. It acquired additional land measuring 157,648 sq. meter, adjacent to their plants located at Sangli, Hosur, Santej and Odisha. During the year 2020-21, Company incorporated a Section 8 Company namely 'Astral Foundation' w.e.f. February 18, 2020 as a subsidiary Company. As at March 31, 2020, Company had 4 direct subsidiaries, 1 step down subsidiary and 1 associate company. The Board of Directors of Company in their meeting held on April 29, 2022 acquired 51% controlling equity stake in Operating Paint Business of Gem Paints Private Limited, which is proposed to be demerged to a wholly owned subsidiary of Gem Paints Private Limited viz. Esha Paints Private Limited with an Appointed Date of April 1, 2022. Consequently, Gem Paints Private Limited and Esha Paint Private Limited became subsidiaries of the Company w.e.f June 21, 2022. During the year 2023, the amalgamation of subsidiaries of the Company, viz. Resinova Chemie Limited and Astral Biochem Private Limited with the Company became effective from September 6, 2022. Gem Paints Private Limited (including its subsidiary companies viz. Esha Paints Private Limited and Enterprise Software and Technology Services Private Limited) become Subsidiary of the Company during the year 2022-23. The Company has increased its installed capacity of plumbing business by 15.12% from 290176 M.T. to 334040 M.T. in 2023-24. Secondly, Company acquired 51% controlling equity stake in Operating Paint Business of Gem Paints Private Limited, making it a subsidiary of the Company in FY24. Therefore, the Scheme of Arrangement between Gem Paints Private Limited and Esha Paints Private Limited and their respective Shareholders and Creditors became effective from August 1, 2023. Upon the Scheme becoming effective, the Operating Paint Business of Gem Paints Private Limited is demerged into Esha Paints Private Limited in 2023-24.