FUTURA POLYESTERS LIMITED - IDBI Capital

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The details of top 10 shareholders and the number of shares held by them are as below: A. As on date of filing the Draft Letter of Offer with the Stock Exchange* Sr. No Name of Shareholder Number of Shares % holding 1. Bhupati Investments and Finance Private Limited 6525471 12.45 2. Bloomingdale Investment and Finance Private Limited 5307311 10.12 3. Matsyagandha Investment and Finance Private Limited 4435106 8.46 4. Life Insurance Corporation of India 2410352 4.60 5. Distributors (Bombay) Private Limited 2144904 4.09 6. Persiphone Investments Limited 1683616 3.21 7. Gokul Construction Company Private Limited 1500080 2.86 8. Mr. Sudhir Keshavji Sampat 778727 1.49 9. United India Insurance Company Limited 573871 1.09 10. Mr. Dipak Kanayalal Shah 528600 1.01 Total 25887092 49.38 *As of the beneficial position as on July 04, 2008 B. 10 days prior to filing the Draft Letter of Offer with the Stock Exchange*. Sr. No Name of Shareholder Number of Shares % holding 1. Bhupati Investments and Finance Private Limited 6525471 12.45 2. Bloomingdale Investment and Finance Private Limited 5307311 10.12 3. Matsyagandha Investment and Finance Private Limted 4435106 8.46 4. Life Insurance Corporation of India 2410352 4.60 5. Distributors (Bombay) Private Limted 2144904 4.09 6. Persiphone Investments Ltd 1683616 3.21 7. Gokul Construction Company Private Limted 1500080 2.86 8. Mr. Sudhir Keshavji Sampat 778727 1.49 9. United India Insurance Company Limited 573871 1.09 10. Mr. Dipak Kanayalal Shah 528100 1.01 Total 25887092 49.38 *As of the beneficial position as on June 27, 2008 C. Two years prior to filing the Draft Letter of Offer with the Stock Exchange* Sr. No. Name of Shareholder Number of Shares % holding 1. Bhupati Investments and Finance Private Limited 6513611 12.43 2. Bloomingdale Investment and Finance Private Limited 5307311 10.12 3. Matsyagandha Investment and Finance Private Limited 4435106 8.46 4. Life Insurance Corporation of India 2410352 4.60 5. Persiphone Investments Ltd 1683616 3.21 6. Industrial Development Bank Of India Limited 1531384 2.92 7. Gokul Construction Company Private Limited 1500080 2.86 8. HSBC Financial Services (Middle East) Limited 1068608 2.04 9. United India Insurance Company Limited 887078 1.69 10. Mr. Sudhir Keshavji Sampat 774052 1.69 Total 26111052 50.03 *As of the beneficial position as on June 30, 2006 8. Details of purchase and sale of securities of our Company by the Promoters, Promoter Group Entities and Directors, in the last 6 months: 17
Other than as stated hereinbelow, there are no cases of purchase or sale of Equity Shares of our Company by our Promoters, their immediate relatives, Directors and Promoter Group Entities in the six months before the date of the Draft Letter of Offer: Name of Promoter/Promoter Group/immediate relative, Directors Mr. Mukund Dharamdas Dalal Purchase/ acquisition Sale Price (Rs.) Name of transferor/transferee 8,500 NA 25 Transferor: Mr. Dharamdas Dalal Date of transfer March 28, 2008 Final shareholding 2,55,744 Transferee: Mr. Mukund Dharamdas Dalal Ms. Deepika S. Chandratreya 2500 NA 25 Transferor: Ms. Kusum D. Dalal Transferee: Ms. Deepika S. Chandratreya March 28, 2008 37,155 9. The present Issue being a rights issue, as per Clause 4.10.1.(c) SEBI Guidelines, the requirement of Promoters contribution and lock-in are not applicable. 10. Revaluation of Assets a) Year 2003-2004: As our Company’s Plant and Machinery were installed over a period of time during the life of our Company since its formation, the management decided to revalue the same so as to reflect the appropriate value in the books of accounts. Accordingly, our Company appointed a Government certified Valuer, namely, M/s Kanti Karamsey & Co. to revalue the Plant and Machinery at both locations, namely Chennai and Khopoli. The revaluation was carried out on November 30, 2003, with the intention to assess the intrinsic value of the plant and machinery. The net increase in the net book value arising out of revaluation has been credited to Revaluation Reserve Account. Details of the Revaluation of Assets are here as under: 1 Gross Book Value was computed to be Rs. 38, 618.10 lacs 2 Accumulated Depreciation was computed to be Rs. 18, 198.34 lacs 3 Net Book Value was computed to be Rs. 20, 419.76 lacs 4 Net Revaluation was computed to be Rs. 4145.12 lacs Total Replacement Cost as on November 30, 2003 was assessed to be Rs. 2199. 73 lacs and the Fair Market Value then was estimated to be Rs. 1336.62 lacs b) Year 2007- 2008: During the year 2007-2008 our Company appointed M/s. Kanti Karamsey & Co. for the purpose of revaluation of part of the land. The same was performed on February 16, 2008. The net increase in the net book value arising out of revaluation has been credited to the Revaluation Reserve Account. Revaluation is based on the Valuation Report of M/s. Kanti Karamsey & Co. dated February 18, 2008. Details of the Revaluation of part of the land 1 Gross Book Value was computed to be Rs. 5.28 lacs 2 Accumulated Depreciation was computed to be Nil 3 Net Book Value was computed to be Rs. 5.28 lacs 4 Net Revaluation was computed to be Rs. 14, 089.94 lacs However, our Company has not utilized the Revaluation Reserve Account for issuing any bonus shares or declaration of dividends as on date of the Draft Letter of Offer. 11. No further issue of capital whether by way of issue of bonus shares, preferential allotment, rights issue or in any other manner intended to be made by our Company during the period commencing from submission of the Draft Letter of Offer with SEBI till the securities referred to in the Draft Letter of Offer have been 18
Page 1 and 2: DRAFT LETTER OF OFFER Dated: July 1
Page 3 and 4: SECTION I - DEFINITIONS AND ABBREVI
Page 5 and 6: Renouncees Rights Entitlement Right
Page 7 and 8: NO OFFER IN OTHER JURISDICTIONS The
Page 9 and 10: SECTION II - RISK FACTORS FORWARD L
Page 11 and 12: **The amount involved in the income
Page 13 and 14: Company may need additional financi
Page 15 and 16: a. Cost of Raw Materials Purified T
Page 17 and 18: expenditures or incur additional op
Page 19 and 20: 2. Any downgrading of India’s deb
Page 21 and 22: 4 Net Asset Value as per the Restat
Page 23 and 24: PET PET is eco-friendly and inert w
Page 25 and 26: THE ISSUE Equity Shares proposed to
Page 27 and 28: Summary statement of Profit & Losse
Page 29 and 30: GENERAL INFORMATION Our Company was
Page 31 and 32: UNION BANK OF INDIA Union Bank Bhav
Page 33 and 34: CAPITAL STRUCTURE PARTICULARS AS ON
Page 35 and 36: September 09, 2005 2005 issue Septe
Page 37: Bloomingdale Investment & Finance 5
Page 42 and 43: OBJECTS OF THE ISSUE Our Company in
Page 44 and 45: 3 Printing, stationery, distributio
Page 46 and 47: Financial year 2007 8.84 2 Financia
Page 48 and 49: ii. If long term capital gain is co
Page 50 and 51: SECTION IV - ABOUT US INDUSTRY OVER
Page 52 and 53: Kilo Tons 3000 2500 2000 1500 1000
Page 54 and 55: 2 Inhouse Research and Development
Page 56 and 57: The major raw materials used in the
Page 58 and 59: 1. Polyester Staple Fibre/Chips M.T
Page 60 and 61: 3 PET Preforms PET Preforms are sol
Page 62 and 63: 6. December 22, 2006 November 21, 2
Page 64 and 65: We have obtained insurance policies
Page 66 and 67: Paragon Textile Mills Private Limit
Page 68 and 69: 2 Implementation of any scheme of e
Page 70 and 71: KEY INDUSTRY REGULATIONS Our Compan
Page 72 and 73: 9. Hazardous Wastes (Management and
Page 74 and 75: after satisfactory adjudications of
Page 76 and 77: (70% through Transmere and 30% dire
Page 78 and 79: twenty years. April 03, 2007 Grant
Page 80 and 81: The shareholding pattern of this co
Page 82 and 83: OUR MANAGEMENT BOARD OF DIRECTORS A
Page 84 and 85: Developers Private Limited. 36. Kun
Page 86 and 87: Nationality: Indian Tenure: Balance
Page 88 and 89:
For further details of the provisio
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CHANGES IN OUR BOARD OF DIRECTORS D
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Names of the Directors Designation
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Mr. Gopalan Venkatesh 46 October 6,
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OUR PROMOTERS Our Company has two P
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OUR PROMOTER GROUP ENTITIES Note: A
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Category No. of Shares held Percent
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The financial performance of this c
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Nature of Activities The company wa
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Financial Performance The financial
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Limited Kuntiputra Properties Priva
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The company was incorporated with t
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Shareholding Pattern The shareholdi
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Brief History Bay Side Exports Priv
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The company was incorporated with t
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Page 124 and 125:
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Net Worth 216.29 4132.02 EPS per sh
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Particulars For the year ending on
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1. Brahmasonic Sound Production Pri
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DIVIDEND POLICY Dividends, other th
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1. Balance Sheet as per Annexure XV
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STATEMENT OF PROFIT & LOSSES Annexu
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Investments are classified into cur
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DIVIDEND DECLARED BY THE COMPANY IV
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ACCOUNTING RATIOS Annexure - VI Det
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SECURED LOANS - TERM LOANS AS ON 31
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SECURED LOANS OTHERS ON 31ST MARCH,
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UNSECURED LOANS AS ON 31ST MARCH, 2
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SUNDRY DEBTORS Annexure - XII (Rupe
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STATEMENT OF CAPITAL COMMITMENT AND
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1. Mr. S. B. Ghia Chairman & Managi
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NOTE ON CONSOLIDATION OF ACCOUNTS O
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Significant accounting policies: -
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MANAGEMENT DISCUSSION AND ANALYSIS
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High Speed blow moulding, Hot Fill
Page 164 and 165:
Our Company’s manufacturing facil
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Company’s contributions paid /pay
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Administration, selling and distrib
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Less: Provision for Fringe Benefit
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Profit / (Loss) after tax As a resu
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Net cash from/used in Financing Act
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SECTION VI - LEGAL AND OTHER INFORM
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7. Indian Organic Chemicals Limited
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Raheja (the “Defendants”) 6. Ms
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C. Sales Tax Cases filed by our Com
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E. Income Tax Cases filed by our Co
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Deputy Commissioner of Income Tax,
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15. Disallowance in respect of purc
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1. Indian Organic Chemicals Limited
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Appellate Tribunal [now Customs, Ex
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Notice issued by Supreintendent of
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15. Show Cause Notice issued by the
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PART II - OUTSTANDING LITIGATIONS I
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2. Hathway Investment Private Limit
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Sr. No. Parties 1. Kapesh R. Shah (
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“Defendants”) 6. T.V. Today Net
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v/s Gautam Kashinath Rokde (the “
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2. The Respondent has failed to con
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8. Asianet Satellite Communications
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Village (the “Complainant”) v/s
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Managing Director, Asianet Satellit
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esidential township on the factory
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Defendant from proceeding further w
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Material Developments after date of
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Shops and Establishment Act 1. Cert
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1. Letter of renewal of license for
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1. License bearing no. 809/05, date
Page 228 and 229:
4. Report of Examination dated June
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enewal of the same can be applied f
Page 232 and 233:
B. ALL THE LEGAL REQUIREMENTS CONNE
Page 234 and 235:
legal requirements applicable in su
Page 236 and 237:
Promise vs. performance The objecti
Page 238 and 239:
2007- 08 2006- 07 2005- 06 2004- 05
Page 240 and 241:
In case our Company issues letters
Page 242 and 243:
TERMS OF THE ISSUE The Equity Share
Page 244 and 245:
) They can renounce their right sha
Page 246 and 247:
duplicate CAF, by furnishing the re
Page 248 and 249:
trust/society is authorised under i
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Renouncee(s) The person(s) in whose
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SUBMISSION OF APPLICATION & MODE OF
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General Applications should be made
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Listing and Trading of the Equity S
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III. Direct Credit Applicants apply
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Renouncees will also have to provid
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(e) PAN Number: Whenever the applic
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3 Multiple applications Disposal of
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SECTION VIII: ARTICLES OF ASSOCIATI
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Shares. 9.3% Cumulative Redeemable
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subject, however, to Section 81 (3)
Page 272 and 273:
The first name of jointholders deem
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Commission may be paid. 25. Subject
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Application of proceeds of sale 41.
Page 278 and 279:
and transferor or the person giving
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debentureholder concerned or deceas
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Extraordinary Meeting General shall
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Poll to be taken if demanded. 90. I
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proxy notwithstanding death of Memb
Page 288 and 289:
Special Remuneration for Director p
Page 290 and 291:
Company shall disclose the nature o
Page 292 and 293:
Notice of candidate for office of D
Page 294 and 295:
and otherwise regulate their meetin
Page 296 and 297:
(c) is detrimental to the interest
Page 298 and 299:
Director, officer or other person e
Page 300 and 301:
custody of the Seal for the time be
Page 302 and 303:
Capitalisation 172. (a) The Company
Page 304 and 305:
or notice shall be deemed to be eff
Page 306 and 307:
SECTION IX - OTHER INFORMATION MATE
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FUTURA POLYESTERS LIMITED - IDBI Capital

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