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Kothari Industrial Corporation Ltd. Company History and Annual Growth Details

1954 - A Textile Division was put up at Adoni.

1959 - Another mill was put up at Coimbatore with 24,196 spindles. The
Kothari Textile Mill No. 1 and Mill No. 2 units at Coimbatore
produced fine counts of yarn, including viscose staple fibre and
polyester/cotton blends on hanks and cones and also manufactured
higher medium mills, long-cloth, poplin, lawns, gaberdines and
polyester-cotton shirtings and suitings.

- The Adoni unit manufactures yarn counts ranging from 2s to 40s
single and double, yarn on hanks and cones, besides yarn of
coarse, medium and fine counts for export market.

1970 - The Company was incorporated on 1st July with the main object of
taking over as going concern the entire undertaking of (1) Blue
Mountain Estate and Industries Ltd. (2) Waterfall Estates Ltd.
(3) Balmadies Plantation Ltd. (4) Kothari Textiles Ltd. and (5)
Adoni Spg.& Wvg. Co. Ltd.

- All shares subscribed for by signatories to the Memorandum of
Association.

1971 - 1,80,000 pref. and 22,25,850 No. of equity shares allotted
without payment in cash to members of 6 companies under a Scheme
of Amalgamation.

1976 - 14,80,000 right equity shares issued at par in prop. 2:3 in June.

1977 - In 1977-78, 13,00,000 No. of equity shares issued privately at
par.

1980 - 1,29,760 No. of equity shares issued at par to IFCI on part
conversion on loan.

1981 - ICICI, LIC, UTI, GIC and its subsidiaries, Rs. 200 lakhs by way
of subscription to privately placed 13.5% debentures, with an
option to convert 20% of the subscription amount into equity
shares of the Company of Rs. 10 each at a premium of Rs. 2 per
share during 1st January, 1983 to 31st December, 1984.

- Issued 4,00,000 No. of equity shares to IDBI and 3,00,000 No. of
equity shares to LIC in conversion of loans. Pref. shares
redeemed.

1983 - On 30th June, the Company revalued its tea and coffee plantation
lands to represent the intrisic value.

- 20,00,000 No. of equity shares issued on part conversion of
10,00,000-13.5% debs. of Rs. 100 each (Rs. 36 of each debs.
converted to 2 equity shares at prem. Rs. 8 per share on 1st
October.

1984 - Machine utilisation in the loom-shed decreased due to frequent
load sheedding. This coupled with increased fibre and filament
yarn prices adversely affected the working of textile division.

- Again as on 30th June, the Company revalued the building and
plant and machinery in the plantations, land, building and plant
and machinery of the textiles division and land, buildings and
plant and machinery of the coffee curing division.

- The name of the Company was changed from Kothari (Madras) Ltd.,
to present one with effect from 10th April.

1985 - Production of superphosphate was curtailed due to poor off-take
consequent of drought conditions in the Sothern region and
stoppage of production for facilitating expansion of
superphosphate and sulphuric acid plants.

- The poor capacity utilisation coupled with increase in power
tariff, interest charges and depreciation affected the
profitability of Chemical Division.

- The capacity utilisation at Fertiliser Division, Chemicals
Division, Textile Division was adversely affected due to strikes
for nearly a month in 2 mills in Coimbatore and for about 45 days
in the Adoni unit.

- Authorised capital increased and re-classified.

1986 - The Company switched over to Double Contact Absorption System in
sulphuric acid plant by installing new broad field den and
venturi scrubber.

1987 - Production of coffee crop at 761 tonnes was lower due to drought
coupled with erratic blossom showers. 9,004 tonnes of coffee was
cured and the curing work had been tuned to handle 14,000 tonnes
per annum.

- The production in the Chemicals Division was affected due to
continued power cut and recession in the user industries like
paper, textiles, etc. Approvals from shareholders were received
on 2nd September, for the sale of thr chemicals division to
Southern India Petrochemical Industries Corporation (SPIC).

1988 - The non-depreciable lands at the plantation estates were revalued
as on 30th June, and the resultant value was credited to the
fixed assets revaluation reserve.

- Kothari (Chennai) International Ltd., is a subsidiary of the
Company with a holding of the entire 5,003 No. of equity shares
issued.

- Securities Operations & Investment Co. Ltd., is also a wholly
owned subsidiary of the Company.

1989 - In October, there was a fire accident in the tea factory in
Waterfall Estate (East) resulting in damages to the entire
building and machinery. Subsequently, new factory building was
constructed and latest machinery was installed.

- The fertiliser factory of the Company is at Ennore, near Chennai
City. The Fertiliser Division also makes fertiliser mixture for
various crops.

- The Company undertake a modernisation of programme along with
installation of additional balancing equipments that would enable
the division to produce 80,000 tonnes of super phosphate and
40,000 tonnes of sulphuric acid.

- Steps were taken to install additional generators at the mills.

1990 - Production at the two textile mills at Coimbatore was marginally
affected due to the industrywide strike for about 19 days in
September/October.

- However, productivity per spindle at all the 3 mills increased
significantly due to the modernisation programme undertaken and
due to the issue of good quality cotton.

- The Company undertook a project for the manufacture of granite
monuments and markers with a capacity of 10,000 sq. mtrs. per
annum.

- A new company under the name Tata Kothari Steels Ltd., was
jointly promoted by the company and by the House of Tatas for
setting up a plant in South India for production of pig iron with
a capacity of 1,20,000 TPA.

- During February, Kothari Information Systems, Ltd., became a
subsidiary of the Company. All the 14,150 No. of equity shares
of Rs. 10 each were held by the holding company as at 31st March,
1993.

- 15% secured non-convertible redeemable debentures aggregating Rs.
270 lakhs were also privately placed with UTI and debentures
aggregating Rs. 180 lakhs were allotted to LIC. The 15%
debentures are redeemable at a premium of 5% in five equal annual
instalments commencing from 11th August, and ending on 11th
August, 1994, the premium to be paid along with the instalment
falling due on 11th August, 1992.

1991 - There was a strike for 42 days in Coimbatore belt in
October-November and consequently production in the Company's 2
mills at Coimbatore was affected.

- Performance of the Textile Division was affected due to increase
in raw material and other input costs and labour problems in
Coimbatore belt.

1992 - During October, the Company issued, 4,50,000-16% secured
redeemable partly convertible debentures of Rs. 400 each on
rights basis in the proportion of 1 debenture: 17 No. of equity
shares held. Only 4,49,428 debentures taken up.

- Another 22,500-16% partly convertible debentures of Rs. 400 each
were offered to the employees. Only 7,392 debentures taken up.

- Part `A' of Rs. 250 of each debenture was converted into 10
equity shares of Rs. 10 each at a premium of Rs. 15 per share of
the expiry of six months from the date of allotment.
Accordingly, 45,68,200 No. of equity shares were allotted on 25th
August, 1993.

- Part `B' of Rs. 150 of each debenture was to be redeemed at par
in three equal annual instalments of Rs. 50 each at the end of
the sixth, seventh and eight year from the date of allotment of
debentures.

1993 - It was proposed to modernise the mills in two phases spreading
over a period of 2 to 3 years.

- As a part of continuation of modernisation programme, the Company
replaced certain ring frames with latest long ring frames and
three autoconers and three auto leveller were imported.

- During August, the Company allotted 3,60,000 No. of equity shares
of Rs. 10 each at a premium of Rs. 15 per share to non-resident
Indians on repatriation basis.

- In consideration of the transfer of the undertakings and the
assets and liabilities of the amalgamating companies to the new
company, the new company allotted to the shareholders of the
amalgamating companies preference shares of Rs. 10 each and
equity shares of Rs. 10 each in the capital of the new company
credited as fully paid-up. The details are given a table.

- All redeemable preference shares of Waterfall Estates Ltd., were
redeemable by payment in cash of the amount paid-up on the shares
together with an arrears of preference dividend upto the date of
the scheme together with a premium of 50 paise per share of Rs.
10. All the preference shares of Balmadies Plantations Ltd., and
Adoni Spg. & Wvg. Co. Ltd., (both A and B Pref.) were redeemed by
payment in cash of the amount paid-up on the shares together with
all arrears of preference dividend upto the date of the scheme.

- The 8% First Mortgage debentures issued by Adoni Spg. & Wvg. Co.
Ltd., to LIC were treated as if they were issued by the new
company.

- 45,68,200 No. of equity shares allotted (prem. Rs. 15 per share)
on part conversion of 16% Debs. Another 3,60,000 No. of equity
shares of Rs. 10 each at a prem. of Rs. 15 per share allotted to
NRIs.
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