History of Garden Silk Mills Ltd.

YEAR EVENTS 1979 - The Comp. was incorporated on 23rd July, as a private limited Comp. under the name & style of Vareli Weaves Pvt., limited The Comp. became public on 17th July 1987. The Comp. was promoted by Shri Praful A. Shah. The main object of company is to Manufacture synthetic textiles.

1983 - The two units of Sudakome make `G' type sizing machines with winders of Japan make were installed.

- 1,990 shares allotted to promoters, directors etc.

1985 - 500 No. of equity `B' shares & 2,999 - 15% `C' Pref. shares issued to promoters.

1986 - 2000 `A' Equity & 500 `B' equity shares issued as bonus in propn. 1:1 to respective class of shareholders on 3rd March. 2,999 -15% `C' Pref. shares converted into equity shares from 1st January. 2,999 -15% `C' Pref. shares converted into equity shares from 1st January. All equity shares then subdivided into shares of Rs. 10 each on 22nd September. 43,90,300 No. of equity shares allotted to shareholders of amalgamated companies. 9,800 No. of equity shares then issued at par.

1987 - During the year, the Comp. launched new studio line range of pure silks & chiffons, the entire process of which was handled in-house.

- The Comp. invested towards implementation of its expansion & modernisation projects in weaving & yarn preparatory sections.

- During the year, the Comp. installed & commissioned 430 hi-tech Japanese Waterjet Looms.

- The Comp. signed a technical collaboration agreement with Tsudakoma Corporation of Japan for manufacture of two-for-one twisters & rewinders as a part of its diversification project to manufacture machines such as filament yarn sizing machine, looms & other textile accessories.

- Simultaneously with the equity issue in September, the company also issued 22,00,000-12.5% secured redeemable convertible debentures of Rs. 185 each for cash at par. Of these, the following debentures were reserved for allotment on a preferential basis:

- [is] 1,10,000 debentures to employees of Comp. [all were taken ups];

- [iis] 3,00,000 debentures to NRIs on repatriation basis [all were taken ups] and

- [iiis] 2,42,000 debentures to UTI [all were taken ups].

- The remaining 15,48,000 debentures were offered to the public [all were taken ups].

- The convertible part of Rs. 85 of each debenture was to be converted into 1 equity share of Rs. 10 each at a premium of Rs. 75 per share.

- The non-convertible portion of Rs. 100 of each debenture was to be redeemed at par in three yearly instalments of Rs. 30, Rs. 35, & Rs. 35 on the 31st March of 1995, 1996 & 1997 respectively.

- By the Order of High Court of Gujarat at Ahmedabad dated 13th April, Scheme of Amalgamation of Garden Silk Mills Pvt. Ltd., The Prabhat Silk and Cotton Mills Co. Ltd., Garden Print Centre Pvt. limited & Special Weaves limited with Vareli Weaves Pvt. Ltd. was sanctioned whereby all the properties, rights & powers of the Amalgamating Companies were taken over by Amalgamated Comp. with effect from 1st January, 1986.

- In consideration of Amalgamated Comp. issuing & allotting 20,82,010 No. of equity shares of Rs. 10 each credited as fully paid-up to the shareholders of Garden Silk Mills Pvt. Ltd., 5,48,250 No. of equity shares of Rs. 10 each credited as fully paid-up to the shareholders of The Prabhat Silk and Cotton Mills Co. Ltd., 4,05,000 No. of equity shares of Rs. 10 each credited as fully paid-up to the shareholders of Special Weaves limited The said shares were issued without payment being received in cash. Jayshree Filaments, limited [JFLs] was amalgamated with the company with effect from 18th April.

- Pursuant to the Scheme of Amalgamation, the shareholders of JFL, were issued 5,350 No. of equity shares of Comp. in the ratio of 1 share of Comp. for every 8.2 shares held of JFL.

- The Comp. raised Rs. 450 lakhs by issuing 4,50,000-14% redeemable non-convertible debentures of Rs. 100 each on private placement basis with UTI.

- The Comp. took over 8,62,500-15% non-convertible debentures originally issued by Vareli Textile Industries, limited consequent upon a Scheme of Amalgamation. These debentures would be redeemed at par in three yearly instalments of Rs. 30, Rs. 35 and Rs. 35 on 31st March, 1994, 1995 & 1996 respectively.

- With this the name of Comp. was changed to Garden Silk Mills Pvt. Ltd., on 4th June.

1988 - Vareli Textile Industries, limited [VTLs] was amalgamated with the Comp. with effect from 1st April. Pursuant to the Scheme of Amalgamation, the equity shareholders of VTL were allotted. 36,62,500 No. of equity shares of Garden Silk Mills, limited [GSLs] in the ratio of 1 fully paid-up equity share of Rs. 10 each of GSL for every 2 fully paid-up equity shares of Rs. 10 each of VTL. GSL also took over 8,62,500-15% non-convertible debentures of Rs. 100 each, originally issued by VTL, on the same terms & conditions including rate of interest & terms of redemption.

1991 - The Comp. also undertook to set up a polyester filament yarn project for production of multi-filament & micro filament yarn, having a capacity of 5,000 TPA in collaboration with NOY-VAL Lesina, Ag, Switzerland.

1992 - Turnover & exports were lower compared to the previous year mainly due to the post Ayodhya riots which resulted in complete paralysis of production, trade & distribution.

- The Comp. introduced sheer micro filament fabrics which made an impressive debut in the market.

- During October-November, the Comp. offered 97,42,710 rights equity shares of Rs. 10 each at a premium of Rs. 60 per share in the proportion 3:5.

- Simultaneously another 20,62,135 No. of equity shares of Rs. 10 each were offered to employees' at a premium of Rs. 60 per share on an equitable basis.

- 112,42,710 Right Equity shares of Rs. 10 each of Rs. 10 each [Prem. 60s] issued.

1993 - The Comp. proposed to manufacture cotton yarn by importing a second hand cotton spinning plant comprising of 22,320 spindles.

- The Comp. issued 17,12,000 global depository receipts each representing five equity shares at an issue price of U.S. $26.28.

- 85,60,000 No. of equity shares issued in conversion of 17,12,000 Global depository receipt.

1994 - The introduction of excise duty on texturised yarn resulted in increased cost of production of fabric which couldn't be passed on to the consumers due to demand recession.

- The Comp. was in the process of developing new microfilament & blended Qualities to increase market share in polyester fabrics.

1996

- Various measures were put under way to expand capacities and ensure technological upgradatiion of facilities aimed at strengthening the position in the extgremely competitive textile business.

1997 -No News

1998

- strengthen Garden Silk 'Mills Ltd networth Garden Finance Ltd [GSLs] & Garden Securities Ltd [GSLs] will be amalgamated with Garden Silk According to the Comp. secretary of Garden Silk Mills [GSMLs] Kamalesh Vyas one share of GSML of face value Rs.10 will be issued to the shareholders of Garden Finance for four shares of face value Rs.10 held in the latter.

1999 - 2002 - No News

2003

-Unit Trust of India sells 7,81,372 shares of company, stake comes down to 6.34% of company

--Gujarat Gas Co Ltd has signed an agreement with GardenSilks Mills Ltd for supply of 0.166million standard cubic meters of gas per day