RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits
RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits
BRIEF HISTORY AND OTHER CORPORATE MATTERS OF THE COMPANY: Incorporation and Initial Progress: The Company was incorporated on February 16, 1993 under the name Globus Agronics Limited with the Registrar of Companies, Delhi & Haryana, as a limited liability company. The Company obtained its Certificate for Commencement of Business on March 19, 1993. Subsequently, the name of the Company was changed to Globus Spirits Limited on January 23, 2007 by way of a fresh Certificate of Incorporation from the Registrar of Companies, Delhi & Haryana. The Registered Office of the Company is at C-631, New Friends Colony, New Delhi – 110065. Major events in the history of the Company is as follows: YEAR MAJOR EVENTS & MILESTONES 1994-95 • First Distillery set up; commenced production of Ethyl Alcohol in April 1994 at Samalkha Unit, Haryana. Unit was set up with an installed capacity of 144 lakh BL per annum. • Purchase of land at Village Shyampur, Tehsil Behror, District Alwar, Rajasthan for setting up a Distillery unit for manufacturing 40,000 Bulk Litres of Rectified Spirit and 20,000 Bulk Litres of Extra Neutral Alcohol per day. • The company acquired 18 acres of land in village Shyampur in Behror, Rajasthan. 1995-96 • Sets up second Distillery unit at Behror, Rajasthan; Unit commissioned. • Authorised Share Capital increased from Rs. 5 crores to Rs. 10 crores. • Bonus issue to existing shareholders in the ratio of 12 equity shares for every 10 equity shares held. • Enters into agreement with International Distilleries (India) Ltd. – a subsidiary of International Distillers and Ventures, UK, to bottle IMFL products under the brand name of ‘IDI’. 1996-97 • During the year Behror Unit also started production. The sale was Rs. 5092.12 lakhs with a profit after tax of Rs. 278.42 lakhs. The Company has also exported alcohol to the tune of Rs. 4221.54 lakhs during the year. 1998-99 • Takes up work at Samalkha unit for conversion of molasses supplied by Panipat Co-operative Sugar Mills. • The company has started production of IMFL at its Behror unit under the brand name of Rajputana. 1999-2000 • Commenced bottling of IMFL at Behror Unit in August, 1999; and Country Liquor at Samalkha Unit in December, 1999. 2000-01 • Haryana State Pollution Control Board on 29.8.2000 orders closure of distillery unit at Samalkha for alleged non-compliance of pollution requirements. 2001-02 • Haryana Pollution Control Board orders start of Bottling of Country Liquor at Samlakha unit on 17.8.2001. • Bottling at Samlakha Unit starts w.e.f 23.3.2002 after clearance by Hon’ble High Court of Punjab & Haryana on issues raised by State Excise Department. 2003-04 • Enters into agreement on 26.7.2002 with Hi-Life Impex Pvt Ltd (Hi-Life) for use of Trademarks in respect of Ready to Drink Beverages (RTDB) and manufactures the same under technical know-how from Hi-Life. • Commercial production of RTDB starts from 27.9.2003. 2004-05 • Sets up Effluent Treatment and Environment friendly Bio-Composite Plant and entire plant and machinery repaired in order to start the Distillation plant at Samalkha Unit. 2005-06 • Distillation Plant commences operation at Samalkha Unit in April, 2005. 2006-07 • Authorised Share Capital increased from Rs. 10 crores to Rs. 15 crores. • Name of the Company changed from Globus Agronics Limited to Globus Spirits Limited with effect from 23.1.2007. 2007 - 08 • Authorised Share Capital increased from Rs. 15 crores to Rs. 25 crores. 121
Main Objects of the Company The main objects of the company as set forth in the Memorandum of Association of the Company are as follows. 1. To carry on business as manufacturers, fermentators, distillers, refiners, makers, Importers, exporters, buyers, sellers, suppliers, stockists, agents, merchants, and distributors of, and dealers in, acids and alkalies, Inorganic and organic compounds, solvents, gases, chemicals, petro chemicals, fertilizers, fuel and Industrial gases and all in organic and organic chemicals and compounds of any kind, character and property and which may be produced, manufactured or formulated by any of the chemical processes, reactions, or unit operations such as alkylation, amination by reduction, ammonolysis, aromatization, calcinations, carboxylation, causticization, combustion, condensation, concentration, dehydration, diazolization, double decomposition, distillation, hydroformylation, and synthesis of hydro carbons, hydrogenation, hydration and hydrolosis, isomerization, neutralization, nitration, oxidation, polymerization, pyrolysis or cracking education, silicate formation, sulfonation, saponification, alkali fusion or by any other chemical conversion, physical operation or manipulation of either any raw material from mines, forest, sea, air, farm, oil brine, gas wells and by-products and residual substances from any chemical process and conversion into any marketable products, consumer goods entered directly into the economic life or as intermediates or chemicals for the manufacture of consumer items or as raw materials for further fabrication in other industries. 2. To carry on the business of brewers and malsters, hop merchants, malt factors corn merchants, wine and spirit merchants and importers, and distillers, manufacture of and dealers in sugarcane molasses of all kinds and fermentable materials of all kinds, yeast, linings, islanglass and other drawers, manufacturers, of and dealers in all kinds of aerated, mineral and medicated water and alcoholic and non-alcoholic drinks, beverages, cordials and bottlers, bottle makers, canners, packers and providers of all kind of goods and products. The Object Clauses of the Memorandum of Association enables the Company to undertake activities for which the funds are being raised in this issue and also the activities, which the Company has been carrying on till date. Changes in the Memorandum of Association: Since incorporation, the following changes have taken place in the Company’s Memorandum of Association: Date of Amendment Amendment 31.03.1993 Adoption of following Clause B(1) of ‘Objects incidental or Ancillary to attainment of Main Objects’ as Clause A(2) of Main Objects: To acquire and undertake the whole or any part of the business, goodwill and assets of any person, firm or Company carrying on or proposing to carry on which this company is authorised to carry on and as part of the consideration for such acquisition, to undertake all or any of the liabilities of such person, firm or company or to acquire an interest in, amalgamate with or enter into any arrangements for sharing profits or for co-operation or for mutual assistance with any such person, firm or company and to give or accept by way of consideration for any of the acts or things aforesaid or property acquired by any shares, debentures, debenture stock or securities, that may be agreed upon and to hold, and to retain or sell or mortgage any shares, debenture-stock or securities so received. 122
- Page 97 and 98: • Scotch rose by 7.0%. Scotch bra
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- Page 107 and 108: Engineering, Plot No. 65, Bhagwati
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- Page 118 and 119: Domestic - 10 KL Per Day TOTAL - 14
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- Page 128 and 129: Certificate dated 23 rd January 200
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- Page 132 and 133: its distinct identity in the Countr
- Page 134 and 135: PROPERTY A. Properties owned by the
- Page 136 and 137: Date of Agreement: 25.3.1995 vide D
- Page 138 and 139: Date of Agreement: 12.1.1995 vide D
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- Page 150 and 151: 22.08.1995 • Change in Authorised
- Page 152 and 153: DIN: 00769308 01.08.2009) Term: 3 y
- Page 154 and 155: Limited in 1983 and later promoted
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- Page 158 and 159: If at any time the director ceases
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- Page 162 and 163: 1. To scrutinize the Share transfer
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- Page 166 and 167: Chart 1: BEHROR UNIT, RAJASTHAN 139
- Page 168 and 169: 141
- Page 170 and 171: joined Radico Khaitan Limited in 19
- Page 172 and 173: PROMOTERS Mr. Ajay Kumar Swarup and
- Page 174 and 175: Sl. No. Name of Shareholder No. of
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- Page 180 and 181: ANNEXURE-II STATEMENT OF PROFIT & L
- Page 182 and 183: At each balance sheet an assessment
- Page 184 and 185: Particulars Key Management Personal
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- Page 188 and 189: ENA BL 44.93 1477.37 14.06 1080.81
- Page 190 and 191: AS ON PARTICULARS 31-Mar-05 31-Mar-
- Page 192 and 193: guaranteed by Sh. Madhav K. Swarup
- Page 194 and 195: ANNEXURE-XI STATEMENT OF CURRENT LI
- Page 196 and 197: Note: ** Information pertaining to
BRIEF HISTORY AND OTHER CORPORATE MATTERS OF THE COMPANY:<br />
Incorporation and Initial Progress:<br />
The Company was incorporated on February 16, 1993 under the name <strong>Globus</strong> Agronics Limited<br />
with the Registrar of Companies, Delhi & Haryana, as a limited liability company. The Company<br />
obtained its Certificate for Commencement of Business on March 19, 1993. Subsequently, the<br />
name of the Company was changed to <strong>Globus</strong> <strong>Spirits</strong> Limited on January 23, 2007 by way of a<br />
fresh Certificate of Incorporation from the Registrar of Companies, Delhi & Haryana. The<br />
Registered Office of the Company is at C-631, New Friends Colony, New Delhi – 110065.<br />
Major events in the history of the Company is as follows:<br />
YEAR MAJOR EVENTS & MILESTONES<br />
1994-95 • First Distillery set up; commenced production of Ethyl Alcohol in April 1994<br />
at Samalkha Unit, Haryana. Unit was set up with an installed capacity of 144<br />
lakh BL per annum.<br />
• Purchase of land at Village Shyampur, Tehsil Behror, District Alwar,<br />
Rajasthan for setting up a Distillery unit for manufacturing 40,000 Bulk Litres<br />
of Rectified Spirit and 20,000 Bulk Litres of Extra Neutral Alcohol per day.<br />
• The company acquired 18 acres of land in village Shyampur in Behror,<br />
Rajasthan.<br />
1995-96 • Sets up second Distillery unit at Behror, Rajasthan; Unit commissioned.<br />
• Authorised Share Capital increased from Rs. 5 crores to Rs. 10 crores.<br />
• Bonus issue to existing shareholders in the ratio of 12 equity shares for<br />
every 10 equity shares held.<br />
• Enters into agreement with International Distilleries (India) Ltd. – a<br />
subsidiary of International Distillers and Ventures, UK, to bottle IMFL<br />
products under the brand name of ‘IDI’.<br />
1996-97 • During the year Behror Unit also started production. The sale was Rs.<br />
5092.12 lakhs with a profit after tax of Rs. 278.42 lakhs. The Company has<br />
also exported alcohol to the tune of Rs. 4221.54 lakhs during the year.<br />
1998-99 • Takes up work at Samalkha unit for conversion of molasses supplied by<br />
Panipat Co-operative Sugar Mills.<br />
• The company has started production of IMFL at its Behror unit under the<br />
brand name of Rajputana.<br />
1999-2000 • Commenced bottling of IMFL at Behror Unit in <strong>August</strong>, 1999; and Country<br />
Liquor at Samalkha Unit in December, 1999.<br />
2000-01 • Haryana State Pollution Control Board on 29.8.2000 orders closure of<br />
distillery unit at Samalkha for alleged non-compliance of pollution<br />
requirements.<br />
2001-02 • Haryana Pollution Control Board orders start of Bottling of Country Liquor at<br />
Samlakha unit on 17.8.2001.<br />
• Bottling at Samlakha Unit starts w.e.f 23.3.2002 after clearance by Hon’ble<br />
High Court of Punjab & Haryana on issues raised by State Excise<br />
Department.<br />
2003-04 • Enters into agreement on 26.7.2002 with Hi-Life Impex Pvt Ltd (Hi-Life) for<br />
use of Trademarks in respect of Ready to Drink Beverages (RTDB) and<br />
manufactures the same under technical know-how from Hi-Life.<br />
• Commercial production of RTDB starts from 27.9.2003.<br />
2004-05 • Sets up Effluent Treatment and Environment friendly Bio-Composite Plant<br />
and entire plant and machinery repaired in order to start the Distillation<br />
plant at Samalkha Unit.<br />
2005-06 • Distillation Plant commences operation at Samalkha Unit in April, 2005.<br />
2006-07 • Authorised Share Capital increased from Rs. 10 crores to Rs. 15 crores.<br />
• Name of the Company changed from <strong>Globus</strong> Agronics Limited to <strong>Globus</strong><br />
<strong>Spirits</strong> Limited with effect from 23.1.2007.<br />
2007 - 08 • Authorised Share Capital increased from Rs. 15 crores to Rs. 25 crores.<br />
121