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History of Rajesh Malleables Ltd.

The Comp. was incorporated on 3rd September, 1981 with the Registrar of Companies Gujarat Ahmedabad, as a Private Limited Company. The change of status to Public Limited Comp. wa effected vide resolution dated 21/11/83.

The Comp. has taken over Malleables Casting Division running under the name & style M/s. R.M. Engineering works w.e.f. 31-12-83 from Rohit Mills Limited which is still in existence. The Comp. took over all current assets & current liabilities including Bank facilities with State Bank of Saurashtra [which was approved by Banks]at a net consideration of Rs.130.29 Lacs, which was setteled by way of issue of 1,75,000 Equity Shares of Rs.10/- each aggregating to Rs.17.50 lacs, Rs.50 lacs by way of issue of Non Convertible debentures & Rs.62.79 Lacs by way by Unsecured Loans which have already been paid.

Originally the Comp. was 100% subsidiary of Rohit Mills Limited but ceased to be so in July 88. Over the years it firmly established itself in malleable castings & 'R' brand malleable cat iron pipe fitting market, catering to high quality conscious customers.

The Comp. went public with a Public Issue of 6,00,000 Equity Shares of Rs.10/- each for cash at par aggregating to Rs.60 Lacs on 21st October 93.

The Comp. has been successful in acquiring a sizeable market share by maintaining high standards of quality. The Comp. has been making profits consistently during the last nine years. With acdumulated reserves of Rs.1315.34 Lacs as on today out of which Rs.138.37 Lacs represents revenue reserves. In order to maintain leadership in the field, the management has taken several steps to up-grade, mechanize & modernise the MALLEABLE CASTING DIVISION at Vatva, Ahmedabad. Technical experts from JAPAN, GERMANY were invited to offer technical advice on modernisation & technological upgradation of plant. These experts had visited the works & given their suggestions. Apart from these steps, several efforts were made to improve the over all efficiency of plant & they have helped to improve upon the quality of products. However, the basic technique has remained the same i.e. labour intensive. Finally, MR. R. DEINHARD, a Senior Technical Executive from M/S.R. WOESTE and CO PRODUCTIONS TECHNIK GMBH, GERMANY visited the Works as Technical Consultant. Their consultancy was obtained under the Technology Development Fund Scheme of Government of India. After detailed discussions & in depth study into the possible ways to reduce cost, improve productivity & modernise the existing works, they have submitted a report giving various suggestions & advising on the most suitable way to modernise the plant. A detailed plan of action is drawn up & changes in manufacturing process, adoption of new processes & mechanizing operations are the main thrust areas identified for progress of Company. From this genesis, stems the proposal for MODERNISATION AND DEBOTTLE-NECKING of Company Malleable Castings Division.

'R' Brand pipe fittings manufactured by RMEW are market leaders as well as price leaders amongst the similar products available. RMEW acquired high level of credibility & market leadership for quality pipe fittings. It was indeed possible because of insistence on high quality. Quality control tests are carried out at all stages of production & products are rejected which are not upto the mark The Comp. adherence to stringent quality standards has paid rich dividends in terms of product image among the ultimate consumers. Today 'R' Brand pipe fittings manufactured by RMEW command instant respect in the field for their high quality standards & perfect malleability.

Recently. i.e in March '94, Comp. has diversified its activities into manufacturing of Rotomoulded Plastic Planters in addition to existing products. The Comp. has imported machineries from U.K. for use in manufacture of Planters.

THE MAIN OBJECTS OF THE COMPANY

1. To carry on the business of manufacture of malleable castings, pipe fittings, agricultural & other implements & other machinery tool makers, brass founders, metal workers, boiler makers, millwrights, machinists, iron & steel converters, smiths, wood workers, builders painters, metallurgists, electrical engineers, water supply engineers, gas makers, framers printers, carriers & merchants, & to buy, sell, manufacture, repair, convert, alter, let on hire & deal in machinery, implements, rolling-stock & hard- ware of all kinds.

2. To carry on the business or businesses of manufacturers, importers, exporters & dealer in ferrous & non-ferrous castings of all kinds & in particular [is] pans, rice bowls, cooking pots, & hollow wares of all kinds [iis] cooking stoves of all description & their accessories [iiis] cast iron pipes & fittings, railings, stair cases, ventilators & all building materials; [ivs] man-hole covers, surface boxes, cistems, weights & castings of all description, big & small; [vs] chilled & malleable castings, special alloy castings anc foundry works of all kinds [vis] forgings of mild, carbon, alloy & stainless steels & die forgings of all types.

3. To carry on the business or businesses of manufacturers, importers, exporters, anc dealers in sheet metal [ferrous & non-ferrouss] & sheet metal articles of all kinds & in particular [is] alluminium & steel doors, windows, levers, & automatic door closers [iis] galvanised buckets, fire buckets, bath tubs, mugs, dmms, tanks, tin containers and other articles for carrying or storing water, oil & other solid or liquid material; [iiis] all kinds of steel & metal furniture; [ivs] chimneys, cipes, ridgings, tilators, roofing, dustbins, hand carts. & municipal carts.

4. To carry on the business of manufacturers of & dealers in all kinds of plant & machinery, components & components part, spares & accessories for such plant & machinery & in particular plant, machinery, implements & articles of all kinds required in all or any of businesses following, namely, the manufacture of processing of cotton, fles, hemp, jute, linen, wool, silk & any other fibrous substances, natural or artificial & all other fabrics of all kinds & to export, import, buy, sell, manufacture, repair, convert, alter, let on hire & otherwise deal in all kinds of machinery & in particular textile machinery & all component parts, accessories & fittings for all kinds of machinery & all equipment & articles & implements used in or capable of being used in connection with any machinery.

5. To carry on the business of mechanical engineers & manufacturers of machinery, tool makers, brass founders, metal workers, boiler makers, millwrights, machinists, iron & steel makers & converters, smiths, wood-workers, builders, painters, carriers & merchants, & to buy, sell, manufacture, repair, convert, alter, let on hire, & deal in machinery, implements, rolling stock & hardware of all kinds.

OBJECT INCIDENTIAL OR ANCILLARY TO THE ATTAINMENT OF MAIN OBJECT

To acquire & hold shares, stock, debentures or other securities, to invest in the capital & other moneys of Comp. in the purchase or upon the security of shares, stock, debentures, debenture stock, bonds, mortgages, obligations & securities of any kind issued or guaranteed by any Comp. of whatever nature & wheresoever constitued or carrying on business & shares, stock, debentures, debenture stock, bonds, mortgages, obligations & securities of any kind issued or guaranteed by any Government, Trust, Municipal, local or other Authority or Body or whatever nature & in general, to function & carry on the activities of an investment Company.

The Comp. has passed on 27th December, 1994. Special resolution pursuant to sectic 149[2As] of Companies Act to take up the business mentioned in clause 82 & 83 of other objects of Memorandum of Association which are reproduced below:

Clause 82 to the other objects of memorandom

To acquire & hold, & otherwise deal with in shares, stocks, debenture stocks, obligatic & securities issued or guaranteed by any Comp. consituted or carying on business India by any Government, sovereign ruler, commissioner, Public Body or authority, supreme municipal, local or otherwise whether in India or elsewhere.

Clause 83 to the other objects of memorandom

To carry on business as financiers, capitalists, commercial agents, mortgage broker financial agents, advisors.