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History of IFB Industries Ltd.

YEAR EVENTS 1974 - The Comp. was incorporated on 12th September, in West Bengal.

- The Company object is to manufacture fine blanking tools, press tools & fine blanked components used in a wide range of precision engineering industries.

- The Comp. was promoted by Bijon Nag, an engineer by profession.

- The Comp. entered into a technical-cum-financial collaboration agreement with Heinrich Schmid, Rapperswill Switzerland. Under this agreement, the collaborators were to furnish technical know how, lay-out, design engineering services, drawings, etc. for the company plant. The collaboration also agreed to participate in the equity share capital of Comp. to the extent of Rs.2.80 lakhs [10% of subscribed & paid-up capitals].

- Allotted 64,000 shares to promoters, directors etc. 28,000 shares to Heinrich Schmid, Switzerland & 25,300 shares to WBIDC. 1,12,700 No. of equity shares & 5,000 pref. shares offered at par to the public in August, 1976.

1982 - 1,25,668 No. of equity shares issued at par.

1984 - 71,332 No. of equity shares issued at par to foreign collaborators, 3,03,000 No. of equity shares then issued at par as rights to resident Indian sharehodlers in prop. 32:25. 500 No. of equity shares forfeited.

1985 - About 4.84 acres of land were taken on lease at Gangarampur in South Parganas District in West Bengal for manufacture of high technology machines as well as for future expansion-cum-diversification programmes. A letter of intent was obtained during the year to set up a cold rolling mill.

1986 - The Comp. proposed to modernise its existing plant.

1987 - The Comp. undertook to set up a second blanking unit at Bangalore.

- Forfeiture on 50 equity shares annulled.

1988 - The Comp. set up a new division, viz., `Project & Construction' division to take up projects abroad as well as in India.

- From the 1st July, the Comp. took on lease two tea estates in Dooars, West Bengal. Expansion plans of tea gardens were being implemented.

- The Comp. set up a joint venture Comp. in India called RHW India Pvt. Ltd., with P.A. Rentrop, Hubert & Wagner GmbH and Co. KG, West Germany, for manufacutre of automatic seat adjustment mechanism. The Comp. participated to the extent of 60% & RHW 40% in the equity capital of this new company.

- The Comp. proposed to set-up another joint venture in USA with a paid-up capital of US $ 100,000 to intensify sales of the company products mainly machine tools in USA & Canada.

- The Comp. was one of promoters of IFB Agro Industries Ltd., IFB Securities limited & IFB Leasing & Finance, Ltd.

- 7,30,000 rights equity shares issued [prem. Rs.39 per share; prop. 1:1s]. [All were taken ups]. Another 36,500 No. of equity shares [prem. Rs.39 per shares] issued to employees under Employees Stock Option Scheme [all were taken ups]. 1989 - The Comp. entered into a collaboration agreement with Bosch-Siemens Hausgerate GmbH, W. Germany, for production of fully automatic washing machines & for manufacture of the state-of-the-art domestic appliances.

- The Comp. proposed to acquire a new shed admeasuring 64,000 sq. ft. at Verna, Goa. When ready, it was proposed to shift the facilities available in Bangalore for washing machines sub-assembly & the assembly of other set up in Corlim, Goa to the above said shed in Verna, Goa.

- RHW India Pvt. limited became subsidiary of Comp. & the name was consequently changed to RHW India limited

- RHW India Ltd., has entered in a joint venture agreement with Electrolux Autoliv AB [Swedens] for setting up a joint venture company, for manufacture, sale & export of automotive safety belts & accessories. The new Comp. would be a subsidiary of RHW India, Ltd.

- The Comp. has set up a Comp. called European Fine Blanking Ltd., at Wrexham in North Wales, U.K. with its European partners for manufacture of fine blanking tools & components for the UK & other European markets. The Comp. participated to the extent of 71% & its European partners 29% in the equity capital of this subsidiary company.

- During October, the Comp. offered 11,22,375 - 12.5% secured fully convertible debentures of Rs.80 each on rights basis in prop. 1 debentures : 2 equity shares held [all were taken ups]. Additional 1,68,356 debentures were allotted to retain over subscription.

- Another 56,120 - 12.5% debentures were issued to employees [including Indian working directorss]/workers of Comp. on an equitable basis [all were taken ups]. Additional 8,418 debentures were allotted to retain oversubscription.

- These debentures were converted into one equity share of Rs.10 each at a prem. of Rs.70 per share at the end of six months from date of allotment of debentures. Accordingly 13,55,269 shares were allotted.

- Simultaneous to the rights issue, the Comp. issued through the prospectus 3,50,000 - 12.5% secured fully convertible debentures of Rs.180 each of which the following were reserved for allotment on a preferential basis:

- [is] 17,500 debentures to employees [including Indian working directorss]/workers of Comp. [all were taken ups] and

- [iis] 52,500 debentures to mutual funds/financial institutions/subsidiaries of commercial banks [all were taken ups].

- The remaining 2,80,000 debentures were offered for public subscription during October. Additional 52,500 debentures were allotted to retain oversubscription [7,875 debentures to mutual funds, 2,625 debentures to employees & 42,400 debentures to publics].

- Rs.80 [Part-As], of face value of each debenture was converted into one equity share of Rs.10 each at a prem. of Rs.70 per share at the end of months from the date of allotment of debentures. Accordingly 4,02,500 No. of equity shares were allotted.

- A part of Rs.75 of remaining `B' portion of Rs.100 of each debenture issued through prospectus was converted into one equity share of Rs.10 each at a prem. of Rs.65 per share. Accordingly 4,02,500 No. of equity shares were allotted on 9th December, 1991

- The Comp. privately placed with financial institutions non-convertible debentures of Rs.150 lakhs. These debentures are redeemable in 5 equal annual instalments commencing from 20th June 1994 with a prem. 5% being paid with the third instalment.

- The Comp. proposed to issue 14% non-convertible debentures of Rs.425 lakhs to financial institution by private placement.

- With effect from 19th July, the name of Comp. was changed from Indian Fine Blank, limited to IFB Industries, Ltd.

- 7,48,250 bonus equity shares issued in prop. 1:2. 17,57,769 No. of equity shares allotted in conversion of 12.5% debentures.

1992 - During September-October, the Comp. offered 39,64,518 zero interest debentures of Rs.110 each on rights basis in the proportion 3 debentures : 5 equity shares held [all were taken ups].

- Simultaneously another 1,98,226 - zero interest debentures were issued to the employees on an equitable basis [only 1,76,400 debentures taken ups]. Unsubscribed portion of 21,826 debentures was allowed to lapse. These are to be converted into 1 equity share of Rs.10 each at a prem. of Rs.100 per share on the expiry of 12 months the date of allotment of debentures.

- 5,000 - 11% pref. shares redeemed on 9th November, 1991. 4,02,500 No. of equity shares allotted in conversion of remaining portion of Part-B of 12.5% debentures issued through prospectus.

1993 - The end in view necessary changes in the Memorandum & Articles of Association of company, the Comp. proposed for takeover & acquisition of suitable units. Proposals are also being considered to optimise the operating units of Comp. by forming joint ventures with international players.

- 22,02,510 bonus shares issued in prop. 1:2. 41,40,918 shares of Rs.10 each at a prem. of Rs.100 per share allotted in conversion of zero interest debs. 18,96,000 No. of equity shares of Rs.10 each at a prem. of Rs.265 per share to Foreign Industrial Investors. Also 64,000 No. of equity shares at a prem. of Rs.265 shares to be allotted to Jardine Fleming India Schemes Pvt. Ltd.

1996 - Balance Rs.25 of `B' portion of debenture was to be redeemed at par on 9th December.

2000 - IFB has launched its new fully automatic washing machine, Senator, in the Kerala market.

2002-IFB Industries Ltd has informed that the Board of Directors of Comp. at their meeting held on June 20, 2002 have approved the Scheme of reduction in the Share Capital of Comp. subject to the approval of Shareholders at the ensuing Annual General Meeting & confirmation by Hon'ble High Court at Kolkata & permissions & sanctions of any other authority if necessary.

-IFB Industries Ltd has informed that in its AGM special resolutions were passed by members: 1s] Rights Issue of equity shares of Rs.10/- each at par in ratio of one equity share for every four equity shares held by such members on the record date as maybe determined by Board. 2s] Preferential Issue of 25,00,000 equity shares of Rs.10/- each at par to the promoters group.3s] Preferential issue of 49,90,000 equity shares of Rs.10/- each to IDBI & 12,50,000 equity shares of Rs.10/- each to ICICI Bank Ltd in lieu of & against conversion of part of rupee loans taken by company. 4s] Capital Reduction & writing off accumulated loss.

2008

- Ifb Industries ltd has informed that the Baord of Directors of Comp. at its meeting held on October 31, 2008 has inducted Mr. Bikranjit Nag in the Board & appointed him as Joint Executive Chairman & Managing Director of Company.