J K Synthetics Ltd.

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History of J K Synthetics Ltd.

YEAR EVENTS 1943 - The Comp. was incorporated under the name J.K. Investment Trust Limited, & functioned primarily as an investment company. It ceased to be recognised as investment trust Comp. in 1959.

1960 - The Comp. changed its name to J. K. Synthetics Ltd.

- 10,000 `A' Equity shares issued as rights. Only 48 shares taken up.

1967 - The Comp. established a research centre at its factory at Kota for manufacture of nylon yarn & also for developing various types of other synthetic yarns & fibres. Subsequently, a research centre was put up under the name & style of 'Sir Padampat Research Centre'.

1973 - The plant for manufacturing synthetic fibre making machinery in collaboration with Harsh Fisher of West Berlin was inaugurated in November.

- A cement factory manufacturing 750 tonnes of portland/pozzolana cement per day was set up at Mimbahera in Chittorgarh district of Rajasthan & was commissioned on 4th May, 1975.

- Two more cement plants, with annual capacities of 4.2 lakh tonnes each, were set up at Nimbahera.

1977 - The Comp. received an industrial licence for manufacture of D.M.T. from polyester waste & moon-ethylene glycol [by-products] with an annual capacity of 4,000 tonnes & 1,000 tonnes respectively. A commercial plant for manufacture of D.M.T. from polyester waste was installed.

- With effect from 1st July, J.K. Steel and Industries limited was amalgamated with the Company. The terms of scheme were are follows:

- [is] For every 10 equity shares of Rs 10 each of J.K. Steel, 1 equity share of Rs 10 each of J.K. Synthetics was to be allotted without payment in cash;

- [iis] For every 9.1% preference share of Rs 100 each of J.K. Steel, one 9.1% preference share of Rs 100 each of J.K. Synthetic was to be allotted without payment in cash;

- [iiis] All fractional entitlements were to be sold & the net proceeds were to be distributed amongst the members in due proportion;

- [ivs] J.K. Synthetics was to pay all the arrears of preference dividend on 9.1% preference shares held in J.K. Steel upto 30th June, 1977; and

- [vs] The equity & preference shares so allotted by J.K. Synthetics shall rank pari passu with the existing shares except that they are entitled for dividend from the financial year ended 31st December, 1977 proportionately from 1st July, 1977.

- 25,000 Pref. shares redeemed on 31.3.1977. 60,00,000 Bonus equity shares issued in prop. 2:3 on 10.5.1977.

1979 - An acrylic fibre project set up in collaboration with Technimont, Italy. The Comp. also set up a white cement plant at Gotan in Rajasthan with a capacity of 50,000 tonnes per annum. This plant was commissioned in August 1984.

1981 - 6,000 No. of Equity shares allotted to ICICI at par on conversion of loan. 3,39,286 No. of equity shares allotted to UTI, IFCI and GIC & its subsidiaries [prem. Rs 18 per shares] on conversion of loans/debentures.

1982 - During January-February, the Comp. issued 15,62,500-13 1/2% [3rd seriess] secured convertible debentures of Rs 160 each for a total amount of Rs 25 crores. Additional interest of 1% is payable if, for immediately preceding financial year, the Comp. declares equity dividend at a rate exceeding 18% per annum such rate to be adjusted proportionately in the event of any future issue of bonus equity shares.

- 25% of face value of each debenture is convertible into two equity shares of Rs 10 each of Comp. at a premium of Rs 10 per share on 1st January, 1983.

- In the event of any bonus issue of equity shares before conversion, the entitlement for equity shares on conversion stands augmented in the same proportion as bonus issue & the premium on new equity shares also stand reduced pro tanto. The balance of Rs 120 per debenture shall be redeemed between 2nd April, 1989 & 2nd April, 1992.

- 31,25,000 No. of equity shares allotted in conversion of 13.5% debs. [I seriess] 63,13,666 bonus equity shares then issued in prop. 1:3. In July 1983, 1,00,000-13.5% Pref. shares issued as rights to equity shareholders in prop. 1:161 [fractions ignored & subject to a minimum of 1 shares].

1983 - To augment the long-term working capital resources the Company issued 12,00,000-15% secured [6th seriess] non-convertible debentures of Rs 100 each on a rights basis to the equity and preference shareholders.

- The Comp. also issued 15% secured [7th Seriess] non-convertible debentures of Rs 100 each aggregating Rs 48.07 lakhs to those 9.1% & 9.5% preference shareholders who opted for debentures in lieu of redemption amount of their shares.

- The balance debentures aggregating Rs 36.93 lakhs were subscribed by UTI in 1985-86. These are redeemable in one instalment at a premium of 5% on 1st April, 1992. The date was extended by another 7 years.

1984 - J.K Satoh Agricultural Machine Limited is a subsidiary of the Comp. .

- Four investment companies [J.K. Investment Limited, Kanpur Investment Limited, Jaykaylon Investment Limited & Juggilal Kamlapat Holding Limiteds] became subsidiaries of company.

1985 - The Comp. received a licence to manufacture 2,000 Fascimile systems & allied equipment. The licence was also received for Rs 30 crore computer software project.

- The Comp. signed an agreement with the Bihar State Industrial Development Corporation on 15th May, to set up a plant in the joint sector for manufacture of nylon `6' yarn with an annual installed capacity of 6,000 tonnes. It was deferred due to rigid approach with regard to selection of appropriate site and unfavourable response from Government.

- J.K. Leasing Comp. Limited & Risha Steel Limited also became subsidiary of company.

- The Comp. revalued the fixed assets at the Nimbahera & Kota complexes as on 31st March.

- The Comp. issued 12,00,000-15% secured [8th seriess] redeemable debentures aggregating Rs 12 crores by private placement to UTI to meet part of capital cost of installing waste recovery, energy conservation & balancing equipment at its synthetic fibre & yarn plants at Kota.

- 15% debentures of Rs 100 each aggregating Rs 10 crores were also privately placed with UTI to part finance the cost of thermal power project being put up at Bamania village in Chittorgarh district. These debentures are redeemable on 9th April, 1993 and 18th June 1993 at a premium of Rs 5 per debentures.

- 75,000-9.5% & 10,000-9.1% preference shares were to be redeemed on 31st March, 1985 & 30th June, 1985 respectively. The Comp. gave these shareholders the option to subscribe to 15% secured [7th seriess] non-convertible debentures of Rs 100 each in lieu of these shares in the ratio 1:1 & debentures aggregating Rs 48.07 lakhs were allotted. The balance preference shares were redeemed on due dates.

1986 - J.K. Industrial & Mineral Products Limited became a subsidiary of company.

- The Working results were adversely affected due to flood situation in Kota during July, go slow tactics followed by illegal strike by workmen of cement complex at Nimbahera from April to July, power constraints & steep increase in costs.

- With a view to earn valuable foreign exchange, the Comp. set up international trading division in November.

- The centre developed technology for production of mass coloured nylon yarn & polyester fibre on commercial scale. It also developed technology for production of carries free dyeable polyester on pilot scale.

- The Comp. issued 15% secured redeemable debentures aggregating Rs 65 crores for financing part of capital cost of new acrylic staple fibre & nylon tyre cord project at Jhalawar in Rajasthan. These are redeemable at a premium of Rs 5 per debentures in one instalment on 10th November, 1993 or in five equal instalments of Rs 20 per debenture at the expiry of 5th, 6th, 7th, 8th & 9th year respectively.

- The Comp. privately placed with UTI & LIC, secured non-convertible debentures worth Rs 22 crores.

1987 - The fibretech division & syntex tube works suffered a set back on Acc. of go-slow resorted to by workmen & recession in demand respectively.

- The Comp. proposed to incorporate specialised & precision lines of production in the fibretech division & resort to diversification in the syntex tube division.

- The Comp. installed the indonet terminal for personnel training.

- It was proposed to implement the project in a separate public limited Comp. by subscribing to Rs 25 crores in the equity capital of company.

- A team of professionals responsible for implementation of the Company projects were grouped under Jaykay Tech Division.

- A Memorandum of Understanding was signed with M/s. SNC/FW limited of Canada.

- The Comp. proposed to participate in the new Comp. Jaykay Tech. Ltd.

- During June-July, 132,58,700 No. of equity shares [prem. of Rs 20 per shares] were offered as rights in prop. 1:2. The remaining 6,31,367 shares offered to employees/workers of Comp. [only 5,51,750 shares taken ups]. The remaining 79,617 shares were allowed to lapse. 3,00,000-14% Pref. CR shares issued.

1988 - The J.K. Technosoft division undertook a project each in US and UK & carried out in-house development of software packages.

- Endorsement letter dated 29th August, was received for substantial expansion of nylon industrial yarn/tyre cord capacity to 2000 TPA with a change of location from Kota to Jhalawar in Rajasthan.

- Licensed capacity of acrylic fibre plant at Kota was re-endorsed from 4000 TPA to 12,000 TPA vide letter dated 27th September. In addition, licensed capacity of polyester filament yarn plant at Kota was re-endorsed to 10,700 TPA from 6,960 TPA.

- A letter of intent was received for setting up of petro chemical complex at Salempur in U.P. for manufacture of automatic & purified terephthalic acid [PTAs].

- The Comp. signed a co-promoter agreement with PICUP for setting up a joint sector unit for manufacture of photo sensitised goods with a capacity of 13 million sq. mtrs in U.P.

- Government approvals were awaited for following:

- [is] Propylene & Acryionitrile project; [iis] Monoethylene glycol, ethylene oxide, diethylene glycol & tiethylene glycol projects.

- M/s. Risha Steel Limited ceased to be the subsidiary of the company.

1989 - A letter dated 16th February, was received endorsing change of description of nylon filament yarn to synthetic filament yarn including industrial yarn/tyre cord in respect of industrial licence & a letter of intent for a capacity of 15,000 TPA.

- The Comp. made an application to Govt. for Letter of Intent for expansion of installed capacity of nylon tyre yarn from 1,700 tonnes to 10,200 tonnes per annum.

- Applications were also made for expansion of PSF capacity from 12,000 tonnes to 30,000 tonnes per annum & of PFY capacity to 11,730 tonnes per annum through a newly incorporated Company under the name of India Synthetics, Ltd.

- In May, Letter of Intent was received for manufacture of 30,000 tonnes per annum of O-xylene 1,03,000 tonnes per annum of P-xylene & 1,50,000 tonnes per annum of purified terephthatic acid. The installed capacity for purified terephthatic acid was subsequently enhanced to 20,000 tonnes per annum.

- Letter of Intent were also obtained approving enhancement in capacity of acrylic fibre from 12,000 to 20,000 tonnes per annum & of nylon tyre yarn fabric from 1,700 tonnes to 10,200 tonnes per annum.

- The activities of Jaykay Tech Division were transferred to Jaykay Tech, Ltd., a subsidiary of Company.

- It was proposed to form a new Comp. under the name of Bharat Photo Products limited to implement this project.

- A new Comp. under the name of J.K. Petrochemical Limited was incorporated to implement the aromatic & PTA project. Memorandum of understanding for technical know-how & licence were signed with UOP for aromatics & PTA projects respectively.

- During January-February, the Comp. offered 20,00,000-14% secured redeemable non-convertible debentures of Rs 100 each for cash at par on rights basis in the proportion one debenture: 20 equity shares. Additional 3,00,000 debentures were allotted to retain oversubscription.

- These debentures offered under both cumulative interest scheme & non-cumulative interest scheme, were to be redeemed in three instalments at the end of 6th, 7th & 8th year from the date of allotment at a premium of Rs 5 per debenture.

- During October-November, the Comp. offered 19,21,688-12.5% secured redeemable partly convertible debentures of Rs 300 each for cash at par on rights basis in the proportion 1 debenture: 12 equity shares.

- Simultaneously another 96,082 debentures were offered to employees [including Indian working directorss]/workers of the Comp. on an equitable basis. Unsubscribed portion, if any, of the employees quota was to be allowed to lapse.

- The convertible portion of Rs 120 of each debenture was automatically & compulsorily converted on 31st March, 1990 into 3 equity shares of Rs 10 each at a premium of Rs 30 per share. Accordingly 66,30,219 shares were allotted.

- The non-convertible portion of Rs 180 of each debenture was to be redeemed at par in 3 equal instalments of Rs 60 each after the expiry of 6th, 7th & 8th years from the date of allotment of debentures.

1990 - The fibretech division was under lockout since 9th April.

- The Overall performance of Comp. in terms of production of nylon & polyester filament yarns, polyester staple fibre, acrylic staple fibre & nylon tyrecord yarn was poor due to substantial hike in prices of basic raw materials, customs and excise duty etc. Further, political instability in the Northern & Western India, the Gulf war the foreign exchange crunch etc. added to the problems.

- Necessary Government approvals had not been received, the Comp. decided to abandon the Fascimile system & allied equipment project.

- In view of prevalent sluggish market conditions, the Company proposed to defer implementation of polyester filament yarn project. In addition, in view of escalation in the project cost of cement project at Sidhi, the Comp. proposed to review the project.

- A memorandum of understanding was signed with the Indian Oil Corporation, for supply of naphtha for aromatics & PTA project. However, requisite Govt. permission was awaited.

- The Comp. allotted 7,00,000-14% secured [C-seriess] redeemable debentures of Rs 100 each on private placement basis with, UTI, LIC, GIC & its four subsidiaries.

- CCI approval was received to issue 20,00,000-14% secured redeemable non-convertible debentures of Rs 100 each on private placement basis.

- Necessary approvals were received by Comp. to offer right equity shares & partly convertible debentures as follows:

- [is] 2,25,31,924 Right equity shares of Rs 10 each at a premium of Rs 80 per share in prop. 1:2. Another 16,26,596 No. of equity shares of Rs 10 each were also to be offered to employees' at a premium of Rs 80 per share, on an equitable basis.

- [iis] Right 15% partly convertible debentures of Rs 360 each in the propn. 5 debentures: 18 equity shares held.

- Part A of Rs 90 of each debenture was to be converted into one equity share of Rs 10 each at premium of Rs 80 per share at the end of 6 months from the date of allotment of debentures.

- Remaining Part B of Rs 270 of each debenture was to be redeemed in three equal instalments of Rs 90 each on the expiry of 7th, 8th & 9th year from the date of allotment.

1991 - The Lock-out at the Dadri work was lifted consequent to signing of an agreement with the workers' union on 29th May. The Company undertook to produce value added & special varieties of yarn.

- Approvals, for technical collaboration agreement with UOP Inter American of USA for aromatic process units & with Amoco Corporation of USA for PTA plant were received. Also, MOUs, were signed with Krupp Koppers of Germany & Uhde India, Ltd., for engineering services.

1993 - 223,78,950 No. of equity shares [prem. Rs 10 allotted on right basis in the ratio of 1:2. 1,66,774 shares kept in abeyance.

1994 - The Comp. decided to close down J.K. Technosoft division due to continued poor performance.

- 69,64,000 No. of equity shares allotted at par to the Financial Institution on conversion of loan. 17,582 Right equity shares kept in abeyance were allotted.

1995 - The Comp. was exploring the possibility to set up Sidhi Project in a joint venture. The implementation of Shambhupura Project shall be reviewed only after the proposal of Comp. was approved by financial institution/banks.

2002-S C Bhandari appointed as Nominee Director on the Board of J K Synthetics.

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