AGI Greenpac Ltd

HSIL Ltd. is the largest Indian sanitaryware manufacturer. The company is engaged in the business of manufacturing, selling and trading of building products, glass products plastic packaging products, consumer products and retail business. The company operates into four distinct business divisions, namely Building Products Division (BPD), Consumer Products Division (CPD), Retail division (RD) and Packaging Products Division (PPD). They are recognized among the top 300 companies in India, while rated amongst the best 100 small medium sized companies in the world by the Forbes Magazine. The company is headquartered in Gurgaon with four manufacturing units, one located in Bahadurgarh, Haryana, while the other three are located in Andhra Pradesh. The company also possesses six regional offices and 18 depots. Their subsidiaries include AGI Glasspack Ltd, Hindware Home Retail Pvt Ltd, HSIL Associates Ltd and Halis International Ltd.HSIL Ltd. was incorporated in the year 1960 as Hindustan Twyfords Ltd by the Somany family (promoter group) in collaboration with Twyfords Ltd, UK. The company was formed to introduce vitreous china ceramic sanitaryware in India. In the year 1962, the company commissioned sanitaryware plant at Bahadurgarh. In the year 1969, the company changed their name from Hindustan Twyfords Ltd to Hindustan Sanitary ware Industries Ltd.In the year 1981, the company diversified into the manufacture of glass containers through the acquisition of Associated Glass Industries Ltd. In the year 1989, they acquired Krishna Ceramics Ltd, manufacturers of Sanitaryware at Bibinagar in Andhra Pradesh. In the year 1999, they installed first state of the art open flame tunnel kiln from UK.In the year 1999, the company acquired Raasi Ceramics at Hyderabad to further strengthen their market share in the South India. In the year 2003, they signed a strategic partnership with Sanitec of Europe to bring in their largest selling European brand Keramag to India. Also, during the year, the company received OHSAS 18001: 1999 certifications and in the year 2004, the company was awarded Business Superbrand by the Super Brand Council.During the year 200405, the company introduced several new products and launched new colour shades to meet emerging demand. They launched the Hindware faucets in select Indian locations. The company made a lateral extension by entering the kitchen segment by launching stainless steel kitchen sinks. In September 2004, the Container glass division installed a stateoftheart, energyefficient and environmentfriendly furnace that has the capability to run production in all three colors flint, amber and green. During the year 200506, the company introduced several new products in the Art and Italian Collection and entered into an outsourced manufacturing relationship for a European sanitaryware manufacturer. They increased the manufacturing of their Bibinagar plant by 50% to 18,000 tpa. During the year 200607, the company made their investment in two 1.25 MW windmills in Maharashtra. They signed strategic partnership with Teuco the world leaders in Wellness Products to offer complete range of wellness products in India. They received Mera Brand Award during the year.During the year 200708, the company through their subsidiary, Hindware Home Retail Pvt. Ltd., forayed into the retail sector. They launched Home Interior Fashion Mega stores providing speciality home interior solutions under the EVOK Brand. They opened their first EVOK store Faridabad, Haryana. In September 4, 2008, the company formed a wholly owned subsidiary company namely HSIL Associated Ltd in India and in January 14, 2009, they formed another wholly owned subsidiary company namely, Halis International Ltd in Mauritius.In the year 2009, the company set up second green field container glass factory at Bhongir, Andhra Pradesh with a production capacity of 425 tonnes per day. They opened their first brand store Hindware Lacasa at Cochin. They opened their second brand store at Mumbai. Also, they opened EVOK stores at Gurgaon and Ghaziabad. In March 2009, the name of the company was changed to HSIL Ltd as the company is known and recognized by their abbreviated name HSIL among the Companys numerous dealers, sub dealers, distributors, bankers, financial institutions and the ultimate users/consumers.In the year 2010, the company acquired the faucet business and operations of Havells India Ltd., makers of the Crabtree brand of bath fittings.Garden Polymers Private Ltd, (GPPL), a wholly owned subsidiary of the Company stood merged with the Company with effect from 1 April 2012, the appointed date fixed for the purpose in terms of the Scheme of Amalgamation approved by the Honble High Court, Calcutta, vide Order dated 9 January 2014, Certified Copy of which was made over to the Company on 13 March 2014 and subsequently led with Registrar of Companies, West Bengal. Consequent upon this, all the assets and liabilities of GPPL became the assets and liabilities of the Company and accordingly given effect of the same in the financials of the Company.During the year 2015, the Company has issued 6,250,000 equity shares of Rs 2/ each at a premium of Rs 398/ to Qualified Institutions Buyers under Qualified Institutional Placement. During the year 2017, the Board of Directors in their meeting held on 10 August 2016 had approved the Composite Scheme of Arrangement under Sections 391 to 394 read with Sections 100104 of the Companies Act, 1956 and/or applicable Sections of the Companies Act, 2013 between Hindware Home Retail Pvt. Ltd (the transferor) (wholly owned subsidiary) and the Company (the transferee) and their respective shareholders and creditors. The said scheme was approved by National Stock Exchange of India Ltd. and BSE Ltd. on 13 October 2016 and 14 October 2016 respectively and thereafter the Company has received an order dated 7 April 2017 from National Company Law Tribunal, Kolkata Bench, approving the said scheme. In accordance with the Said Order, the retail business of Hindware Home Retail Pvt. Ltd has been demerged into the Company with effect from 1 April 2015 (Appointed Date). The Companys subsidiary, namely, QUEO Bathroom Innovations Ltd. was incorporated on 7 November 2016 in England as a step down subsidiary of HAAS International BV.During the year, the Board of Directors of the Company, in its meeting held on 10 November 2017 had approved a Composite Scheme of Arrangement under Section 230 to 232, read with section 66 and other applicable provisions of the Companies Act, 2013 and the provisions of other applicable laws, amongst the Company, Somany Home Innovation Ltd, a wholly owned subsidiary of the Company (Resulting Company 1) and Brilloca Limited, a wholly owned subsidiary of Resulting Company 1 (Resulting Company 2) and their respective shareholders and creditors. The Scheme provides for the demerger of, (i) the Consumer Products Distribution and Marketing Undertaking (CPDM Undertaking) and Retail Undertaking of the Company into Resulting Company 1, and (ii) the Building Products Distribution and Marketing Undertaking (BPDM Undertaking) of the Company into Resulting Company 2. The Appointed Date for the Scheme is 1 April 2018 or such other date as directed by the Honble Kolkata Bench of the National Company Law Tribunal (NCLT). The Scheme is subject to necessary regulation, approval and sanction by Honble NCLT. The Company has received approval from BSE Limited and the National Stock Exchange of India Limited and is in the process of filing the application with Honble NCLT for approval.During the year, Somany Home Innovation Limited and Luxxis Heating Solutions Pvt. Ltd. were incorporated on 28 September 2017 and 26 December 2017 respectively in India as wholly owned subsidiaries of HSIL Ltd. Further, Brilloca Ltd. was incorporated on 2 November 2017 in India as a wholly owned subsidiary of Somany Home Innovation Ltd (step down subsidiary of HSIL Ltd). During the year, KS 615 Ltd, wholly owned subsidiary of Haas International B.V has dissolved on 30 January 2018 and has ceased to be a step down subsidiary of HSIL Ltd.