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History of MS Shoes East Ltd.

M S Shoes East limited having its registered office at 5, NWA, Punjabi Bagh Extension, New Delhi, was incorporated as a public limited Comp. on 17th March, 1986 & obtained a Certificate of Commencement of Business on 16th April, 1986 from the Registrar of Companies, Delhi & Haryana at New Delhi. The Company on its incorporation, took over the running business of export of leather footwear carried on under the name & style of M/S Shoes East, a proprietory concern of Mrs Urmil Suri.

MS Shoes East LTd., a 100% export Company, is at present engaged in the business of manufacturing & exporting Footwear, Beach Sandals-Synthetic footwear, Footwear Components & export of other products. The Comp. has is manufacturing facilities at DSIDC Industrial Complex, Nangloi, Delhi. The Comp. undertakes exports to Holland, Germany, Spain, Italy, U.K. & other European countries & Australia.

The Comp. has bagged export awards for year 1986-87, 1987-88, 1990-91, 1991-92 & 1992-93 from the Council of Leather Exports. It has also won state Export awards from Delhi Administration for year 1986-87, 1987-88 & 1988-89 and also Productivity Award from National Productivity Council for the year 1989-90.

Details of manufacturing facilities, capacity & actual utilisation for existing products for past five years:

--------------------------------------------------------------- Year Products Installed Actual Actual Capacity Production Utilisation Achieved ---------------------------------------------------------------

1990 Footwear 12,25,000 1158768 95% 1991 Footwear 12,25,000 1041374 85% 1992 Footwear 12,25,000 1363683 111% 1993 Footwear 12,25,000 964272 79% 1994 Footwear 12,25,000 1499494 122% ---------------------------------------------------------------

PROMISES vs PERFORMANCE

The Comp. came out with its maiden Public Issue in September, 1992, followed by a rights-cum-public issue of fully convertible debentures in November/December 1993. Following are the figures of projections as given in the prospectus for previous issues vis-a-vis actual performance for years under consideration.

[Rs. in Lacss] --------------------------------------------------------------- Projected Actual Projected [92-93s] [92-93s] [93-94s] ---------------------------------------------------------------

Export Sales 2110.00 2575.47 5000.00 Other Income - 254.96 - Net Profit 240.00 729.52 1276.08 ---------------------------------------------------------------

[Rs. in Lacss] --------------------------------------------------------------- Projected Actual Projected [93-94s] [94-95s] [94-95s] [6 monthss] ---------------------------------------------------------------

Export Sales 11561.37 8647.68 10669.38 Other Income 89.62 - 4.47 Net Profit 2419.21 1805.26 2367.93 ---------------------------------------------------------------

MAIN OBJECTS OF THE COMPANY

The main objects of Comp. as set out in its Memorandum of Association are:

1. To take over the running business of export of leather goods carried on under the name & style of M/S SHOES EAST, propriety concern of Mrs. Urmil Suri at 5, NWA, Flat no. 14, Pal Mohan Apartment, Opp. Punjabi Bagh Club, New Delhi with all its assets and liabilities on such terms & conditions as may be agreed upon. The said concern shall cease to exist after take over by the Comp. after incorporation.

2. To carry on the business of manufacturers, processors, buyers, sellers, importers, exporters, repairers, hires, stockists & distributors of, & dealers in leather, leather cloth, rubber, polyuratherine, thermo-plastic, rexine, p.v.c plastic & all allied products made of leather, leather cloth, rubber, poly-uratherine, thermoplastic, rexine, p.v.c. plastic and any other natural orman-made items [including but without prejudice to the said generally & particular footwear, purses, belts, garments etc.s]

3. To trade buy, sell, import, export, alter or otherwise deal in cotton, woolen & silk goods of any description & to carry on the business of ready-made garments, drapers, costumes, robe, dress & princely wears, mentle makers, tailors, silk mercers, clothing, lingerie, trimmings of every kind, corset makers, furries, general, drapers haberdashars, milliners, hosiers, glovers, lac makers & dealers, father dressers & merchants hatters, dealers in fabrics & materials, all kinds of synthetic fibres, hand spun, hand woven khadi, cotton, silk and woollen fabrics, & to deal in all other kinds of materials as may conveniently be carried on with the above business.

OTHER OBJECTS

The objects of present issue are covered by `Other Objects' in the Memorandum & Articles of Association of the Company. The shareholders of Comp. have passed special resolution under Section 149[2As] of Companies Act, 1956 for taking the business of Hotel. the relevant Other Object clause for the Hotel Project i the Memorandum of Association of the Company s reproduced as under:

- To carry on the business of hotel, restaurant, cafe, tavern, beer house, pub, canteen shop, refreshment room, lodging, housekeepers, licensed victuallers, wine, bear & spirit, merchants, importing & manufacturing of areated minerals and artificial water & other drinks, purveyors & caterers, dairies & suppliers of articles of foods & public utility of all kinds & descriptions.

The Comp. has further obtained the approval of the Shareholders of Comp. under section 17 of Companies Act, 1956, inter alia, to incorporate the undermentioned Objects in the Main Objects of Comp. [subject to the confirmation of the Comp. Law Boards] in the 8th Annual General Meeting of the Comp. held on 23rd August, 1994.

4. To carry on the business of manufacturing, processing, bleaching, dyeing, printing, combining, preparing, spinning, weaving, cutting of any or all kinds of yarn & cloth made from any kind of fibre, natural or manmade, POY, PFY, texturised yarn including cotton, wool,, rayon, silk, synthetics, polyster, jute, hemp, & of jute cutting & jute rejection & other preparations & raw materials arising from or required in manufacture of any or all kinds of yarn or cloth & their buying, selling, importing, exporting, dealing in or treating in as manufacturer, bailer, merchant buyer, seller, dealer, agent, stokist, distributor or representative.

5. To carry on in India and/or outside India the business of hotel, motel, restaurant, cafe, shopping arcade, cultural centres, clubs, tavern, beer house, restaurant rooms & lodging housekeepers, licensed victuallers, wine, beer & spirit merchants brewers, malters, distillers & manufacturers of aerated mineral & artificial waters & other drinks, purveyors, caterers for public amusement or proprietors, livery, stable & garage keepers, job master, farmers, dairymen wine merchants, importers & brokers f food, live & dead stock, colonial & foreign produce of all descriptions, hair dressers, perfumers, chemist, proprietor of clubs, dressing rooms, laundries, reading, writing & newspaper rooms, libraries and places of amusement, recreation, sports, tennis courts, swimming pools an entertainment & instructions of all kinds, tobacco and cigar merchants, agents for railways, airlines & shipping companies & carriers, theatrical & opera box office proprietor & general agents & other business which can be conveniently carried on in connection therewith.

In order to bring these above mentioned object into the Main Object, the Comp. has already filed a petition with the Company Law Board, Department of Comp. Affairs for confirmation of above alteration, as approved by the shareholders of Comp. in the Eighth Annual General Meeting of the Comp. held on 23rd August, 1994, in the Memorandum of Association of Comp. under the Comp. Law [Benchs] Rules, 1975. the Comp. has further obtained the approval of theh shareholders under section 149 [2As] of Companies Act, 1956 for the commencement of above projects at the aforesaid Annualp General Meeting held on 23rd August 1994.