History of Federal-Mogul Goetze [Indias] Ltd.

YEAR EVENTS 1954 - The Comp. was incorporated on 26th November under the name and style Goetze [Indias] Pvt. limited The Comp. promoted jointly by Goetzewerke Friedrich Goetze A.G., West Germany & Escorts Ltd. It became a public limited Comp. on 28th March 1961 as a subsidiary of Escorts limited The Comp. ceased to be a subsidiary of Escorts Ltd., on 12th May, 1978.

- A manufacturing plant was set up at Bahadurgarh, near Patiala in Punjab state for manufacture of piston rings & cylinder liners.

- The main objective of Comp. is to manufacture piston rings, cylinder liners, piston castings, groove inserts & light alloy cylinders & to carry on the business of leasing. 1972 - 8,443 shares issued partly without payment in cash [the amount of cash paid being Rs. 2,230s] 14,234 shares issued as bonus shares in prop. 1:2 during 1966-67. Total number of bonus shares issued till date are 14,235.

1978 - The Comp. undertook to set up a new plant at Yelahanka with a capacity to manufacture additional 10 million piston rings per annum. Bangalore project also envisaged the manufacture of special types of piston rings both in material & design covering steel rings, high alloyed cast iron high strength rings, precision ground key stone rings & large diameter piston rings for diesel locomotives & marine applications.

- During 1977, authorised capital reclassified & increased and shares subdivided. 12,09,292 No. of equity shares issued [prem. Rs. 2 per share s] & allotted on 13th May [6,39,292 shares to Goetzewerke Friedrich Goetze, A.G., West Germany, 4,50,000 shares to Escorts, limited & 1,20,000 shares to directors & employees of Escorts group & business association of companys]. 12,53,328 shares offered for public subscription [prem. of Rs. 2 per shares].

1979 - Machinery for production of special types of rings was received during the year at the Bangalore plant. 1980 - The machinery was installed & commissioned at the Bangalore plant.

- 4,72,399 No. of equity shares issued [prem. Rs. 2 per shares] to financial institutions upon part conversion of loans.

1982 - 1,50,000 No. of equity shares issued [prem. Rs. 11.50 per shares] to Goetze Ag., West Germany to maintain their shareholding at about 25.77%.

1985 - The Patiala plant was to manufacture small size pistons for application in fuel efficient bi-wheelers with imported equipment. During the last quarter leasing business became operational.

- The Comp. started leasing business with a product-mix of energy saving devices, gas cylinders, bottles, etc. heavy construction & earth moving equipment, industrial cranes & general machinery.

- 23,11,200 rights equity shares issued [prem. Rs. 3 per shares] in prop. 1:2.

1986 - The Comp. commenced production of light alloy cylinders for shell moulding process & also small size piston rings.

1987 - Sales & profits registered an increase of 22% & 5% respectively. Higher production & sales were also recorded in the higher metal alloy cylinders & groove insert sleeves.

- During the year, the Comp. commenced exports of processed fruit products. The Comp. also explored the possibility of setting up a joint venture Comp. for manufacture of food products with buy back arrangements specially for exports market.

1988 - Better product-mix & introduction of new products enabled the Comp. to improve the margins.

- Negotiations were in Progress to set up joint ventures in India for food processing & packaging with buy back arrangements and sourcing of exports by collaborators for their world wide international markets.

- The Comp. developed large diameter piston rings upto 300 mm being hitherto imported, matching pistons manufactured by Escorts Ltd., for high horse power diesel engines & for railway locomotives & for power generation.

- The Comp. proposed to set up a joint venture in Singapore at a cost of Rs. 16 lakhs for manufacture of automotive components for Japanese vehicles. Necessary approvals were recieved for the company equity participation in Goetze [Asias] Pte. Ltd., Singapore the joint venture with Goetze A.G of West Germany.

1989 - The Comp. started supplying large diameter piston rings upto 300 mm developed for Indian Railways for application in locomotives. 1991 - The Comp. finalised its diversification plans in the following four areas: - [is] A solvent extraction plant with a capacity of 300 TPD was being set up using the latest expander technology for processing mustard, sunflower & other oil bearing seeds. Besides Edible Oil unit a fully integrated genetic engineering facility for producing high yielding hybrid seeds was also proposed to set up.

- [iis] The Comp. proposed to form a separate Comp. in collaboration with Nanz India KG, to enter the area of super markets adhering to international quality & service standards.

- [iiis] An 100% export oriented leather garment unit with an installed capacity of 1.75 lakh pieces was being set up in a phased manner.

- [ivs] It was proposed to form a new Comp. for acqua culture project. A collaboration agreement was reached with a leading Comp. in the field of acqua culture, for technical support and buy-back.

1992 - During January, the Comp. issued 52,00,200 - 12.5% Secured fully convertible debentures of Rs. 60 each at par on rights basis in the proportion of 3 debentures: 4 equity shares held. All were taken up.

- Another 2,59,800 - 12.5% fully convertible debentures of Rs. 60 each were offered to the employees. Only 1,45,800 debentures were taken up. The remaining 1,14,000 debentures were allowed to lapse.

- Each debenture of Rs. 60 was to be converted into one equity share of Rs. 10 each at a premium of Rs. 50 per share on the expiry of 6 months from the date of allotment during September.

1993 - Performance was attributed to the commissioning & production of company solvent extracted vegetable oil plant, leather garment factory & production from expanded capacity of rings projects. Exports improved considerably due to response received for leather garments from overseas customers.

1994 - 45,78,767 No. of equity shares of Rs. 10 each allotted. 21,67,000 shares [on private placement basis & 24,11,767 shares on preferential basiss].

1995 - Brico Goetze [Indias] limited was formed in collaboration with T&N Ple for manufacture of Sintered Metal Components.

- 84,23,365 bonus shares allotted in prop. 1:2 on 8.2.1996.

1996 - The turnover & performance of company solvent extracted oil division, leather garments division & auto ancillaries division was higher compared to the previous year. - With effect from 1st October, the entire business undertaking of piston activity was transferred to M/s. Escorts Mahle limited a new joint venture between Escorts Limited & Mahle GmbH, Germany.

- On 2nd July, 5,818 bonus equity shares were allotted, consequent upon the consolidation of fractional coupons arised out of the bonus issue made in the previous year.

1997 - Performance of solvent oil extraction division & leather garment division were affected during the year.

- T&N plc of UK, Teikoku Piston Ting of Japan, & Goetze [Indias] Ltd are together forming a new joint venture Comp. in India to manufacture steel piston rings.

- Goetze TP is setting up a state-of-the-art plant at Bangalore for manufacturing nitrided steel piston rings, three-piece oil rings & other sophisticated steel rings.

- Goetze [Indias] limited has signed a joint venture agreement with Teikoku Piston Ring Co. Ltd, Japan & T&N Investments Ltd, UK, to manufacture nitrided steel piston rings, three piece oil rings & other sophisticated steel rings.

1998 - The Comp. has proposed to arm the board with powers to buy back shares up to 20 per cent of company paid-up equity capital in one or more tranches, by investing funds up to Rs 35 crore.

- Goetze India has proposed to hive off its leather garments and edible oils businesses to separate joint venture companies.

- Crisil has downgraded the fixed deposit [FDs] programme of Goetze India Ltd [GILs] to FA + from FAA. The rating reflects the deterioration in the overall risk profile of Comp. on Acc. of increasingly difficult business environment characterised by sluggish growth in end-user industries and increased competitive pressures, sharp decline in turnover and profits & increased funding requirements in the current year.

- A major manufacturer of engine parts mainly piston rings [Goetz [Indias] limited is a joint venture between Escorts & Goetz mbh/Federal Mogul.

1999 - The Comp. had asked its collaborators, Federal Moghul, to re-design its work-flow through business process re-engineering for better productivity.

2000

-Decides to extend its voluntary retirement scheme [VRSs] for another two years & proposes to reduce its headcount further by 400 employees during this period.

-A joint venture between the Escorts Group & Federal Moghul Corporation of United States has decided to sell-off the solvent oil extraction facility for Rs 5 crore & concentrate on its core auto-ancillaries business.

- CARE has assigned a PR1 rating to the Commercial Paper programme of Rs 40 mn of Goetze India.

2001 - Amalgamation of Wholly-owned subsidiary Federal Mogul Sintered Products with the company.

2002

-Mr. Arun Anand has been appointed as Whole-time Director

2003

-Allottes on January 01, 2003, 10,00,000 - 11% Cumulative Redeemable Preference Shares of Rs 100 each aggregating to Rs 100 million on private placement basis.

- Joint Investments Pvt Ltd has acquired 68,80,260 Equity Shares of Comp. on February 10, 2003 being 27.21% of total paid up Capital of Comp. from Escorts Ltd

-Hon'ble High Court of Delhi has sanctioned the amalgamation of Escorts Pistons Ltd & Coupled Investments Pvt. limited [both 100% subsidiariess] with the Comp. w.e.f. November 01, 2002.

-Mr.B R Kapoor has retired as Executive Director of company. he continues to be the Director of company.

-CRISIL has reaffirmed the 'P1' rating on the Rs 40 crore [Rs 400 millions] commercial paper programme of Goetze, GIL

-Board approves rights issue of equity shares for an aggregate amount of upto Rs 500 million

- is] Mr. B. R. Kapoor has resigned w.e.f. September 01, 2003; iis] Mr. Rajan Nanda has resigned w.e.f. September 27, 2003; iiis] Mr. Rainer Jueckstock has been appointed as Director w.e.f. September 01, 2003; ivs] Mr. Jochen Stechow has been appointed as Alternate Director w.e.f. September 01, 2003.

-Approves the delisting of company equity shares from the Delhi & Mumbai Stock Exchanges.

- Dr. Surinder Kapur has been inducted on the Board of Comp. w.e.f December 19, 2003.

2004

-Delisted from the Delhi Stock Exchange Association limited [DSEs] w.e.f. December 29, 2003 subsequent to the Company application for delisting.

-Signs a Technology Agreement with Federal Mogul, GmbH, , Germany

2005

-Goetze India Ltd has informed that Mr. L M Thapar has resigned from his Directorship on the Board of Comp. with effect from July 26, 2005

2006

-Goetze India appoints Arun Anand as CEO

2007

-Federal-Mogul Goetze [Indias] Ltd has appointed Mr. Rustin Murdock has been appointed as Managing Director and CFO.

2008

- Federal-Mogul Goetze [Indias] Ltd has informed that the Board of Directors of Comp. at its meeting held on March 03, 2008, has appointed Mr. Jean Humbert Louis de VILLARDI de Montlaur as an Additional Director of Comp. who further appointed as Whole Time Director and President in the same meeting.

-The Comp. has issued rights in the ratio of 71:100 at a premium of Rs 46/- per share.