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UPL Ltd. Company History and Annual Growth Details

The Company was incorporated on 2nd January, 1985 as Vishwanath Commercials Limited. In February, 1985, the Company went public with an issue of 1,50,000 Equity Shares of Rs. 10/- each for cash at par aggregating Rs.15,00,000. The object of the issue was to meet the working capital requirements, preliminary expenses and issue expenses. Subsequently in February 1994 Shri R.D. Shroff alongwith his family and investment companies acquired 78.61% of the equity capital of the company and changed the name to Search Chem Industries Ltd. In March 1995 the group reorganised the shareholding, as a result United Phosphorus Limited acquired 75% of the Equity Capital of Search Chem Industries Limited from the family and investment companies of Shri R. D. Shroff. Subsequently in August, 1995 UPL acquired further 11560 shares thereby resulting in total holding of 79.72%. UPL purchased 8,500
Equity Shares from Shri R.D.Shroff and 1,86,810 Equity Shares from Shri R.D.Shroff's family members and investment Companies. With this reorganisation UPL has become the promoter of Search Chem Industries Limited. Shri R.D. Shroff is the promoter of United Phosphorus Limited and alongwith his family and investment companies holds 35.39% of the Equity Capital of United Phosphorus Limited. The Company was engaged in the business of trading in shares/debentures since incorporation, until it was taken over by Shri R.D.Shroff. Subsequent to the takeover, the Company has entered in to the chemical business.

The High Court of Gujarat at Ahmedabad had served a notice on 23/03/95 to 169 units including the Company for operating without the consent of the Gujarat Pollution Control Board (GPCB). The Company's advocates Messrs Nanavati and Nanavati, who were representing 158 units out of the above mentioned 169 units could list out their representation of only the names of 110 units to the High Court within the limited time allotted to them.

Unfortunately, since the Company's name did not figure in the 110 units listed out by the Company's advocate, the High Court treated the Company's case as unrepresented and hence contempt of court for which the High Court ordered the closure of the Company's unit with effect from 18.04.95. Subsequent to the Company's filing affidavits, the Court ordered the reopening of the Company's unit vide their order dated 01/05/1995, subject to the following remedial measures which have been adopted by the Company:

1. Filing of undertaking before the Court as per their requirement.

2. Setting up Secondary Treatment Plant.

3. Installation of electricity meters to determine the quantum of
electricity consumed by the Controlling Devices and plants.

4. Follow up with GPCB, Gandhinagar for issue of consents under the water, air and Hazardous Waste Rules.

Thus the Company's unit was closed from 18.4.95 to 01.05.95. for a period of 14 days.

MAIN OBJECTS OF THE COMPANY

The main objects of the Company to be pursue by the Company as contained in the Memorandum of Association is as under:

1. To carry on the business of dealers, importers, exporters, commission agents or otherwise of cotton, jute, cotton goods, jute goods, textiles, yarn, synthetic goods, fibrous materials, mill stores, coal, chemicals, paper, engineering goods and cast iron items and agricultural implements and other machinery.

In the Extraordinary General Meeting of the shareholders of the Company held on April 10, 1993, pursuant to Section 149(2A) of the Company's Act 1956, consent has been given for commencement to the Company for commencement of all or any of the business specified in items nos. (b) and (c) of sub-clause 25 of Clause 3 of the Memorandum of Association of the Company namely:

To carry on the business of manufacturers, fabricators, processors, producers, growers, makers, importers, exporters, buyers, sellers, suppliers, stockists, agents, merchants, distributors and concessionaires of, and dealers in, commodities of all or any of the following kinds:

b. Ammonium sulphate, nitrate (double-salt), Ammonium nitrate, Calcium ammonium nitrate (nitroline stone), Ammonium chloride super phosphate urea and other types of fertilisers of synthetic or natural origin containing nitrogen phosphorus or other compounds soda ash, pesticides, DDT seeds, Processed seeds, concentrate for cattle or poultry feed.

c. Drugs, medicines, chemicals, mixtures, powder, tablets, capsules, injections, oils, compounds, cements, paints, creams, scents, soaps, lotions, toiletries, goods, pigments and all kinds of pharmaceutical cosmetics and medicinal preparations required or used for beauty aid or personal hygiene or in allopathic, ayurvedic, unani, or nature cure methods or systems of treatments, bandages, cotton, gauzes, crutches, stretches and all kinds of anatomical orthopedic and surgical appliances and stores.

The above clauses/sub-clauses enables the Company to undertake the activities for which the funds are being raised for the present issue and also the activities which the Company has been carrying on till date.

PRESENT BUSINESS OF THE COMPANY

The Company has facilities to manufacture the following:

1. Iso Propyl Bromide, Thi Diphenol and Other
Specialty Chemicals 600 TPA
2. Phosphorus Pentoxide 500 TPA
3. Phosphorus Penta Chloride 350 TPA

NOTE

There have been no material changes in accounting policy affecting the reserves and profit/loss of the Company in the last three years.

The Company has no subsidiary at present.

2001 - Demuric Holdings Pvt Ltd. intends to acquire 60,35,640 shares of the company from
the promoters inter se on or after 13th March at market price.

2003

-Search Chem Industries Ltd. has informed the Exchange that at its meeting held on June 25, 2003 the BOD has resolved to forfeit 4393150 equity shares held by 4642 shareholders for non payment of arrears of allotment money.

-Shri Kanti Thacker has resigned as the Secretary of the company and Shri M B Trivedi has been appointed as Company Secretary of the company.

-Manufacturing division of United Phosphorus Ltd. was transferred to Search Chem Industries Ltd. and the name of Search Chem Industries Ltd. was changed to United Phosphorus Ltd. after the transfer of manufacturing division. The name of United Phosphorus Ltd. was changed to Uniphos Enterprises Ltd. after the transfer of manufacturing division

-1) The following Directors submitted their resignations from the Company : a) Dr. P V Krishna, b) Mr. Kalyan Banerjee, c) Dr. Anil Bhatt, d) Dr. Reena Ramachandran; 2) Shri M B Trivedi resigned as Company Secretary of the company; 3) Shri K M Thacker was appointed as Company Secretary of the Company.

2004

-Acquires 20% stake in Cropserve, a company based in South Africa

-Signs an agreement to acquire registration for production of Lenacil and Chloridazon from Agricola for UK, France and Italy

-United Phosphorus' US subsidiary buys AG Value for $36 m

2005

- Delists equity shares of the Company voluntarily from the Madras Stock Exchange Ltd (MSE) with effect from January 19, 2005.

- Delists equity shares of the Company voluntarily from the Stock Exchange - Ahmedabad (ASE) with effect from March 31, 2005.

-United Phosphorus acquires CEQUISA

-Delists equity shares from the Vadodara Stock Exchange Ltd (VSE) with immediate effect.

-Nath Biogene (I) Ltd and United Phosphorous Ltd have signed an agreement with Biocentury of China for transfer of technology related to Bt cotton

-United Phosphorus acquires REPOSO S.A.I.C., Argentina

-United Phosphorus acquires 100% stake in SWAL

2006

-United Phosphorus Ltd has informed that the Company has acquired through its subsidiary in Mauritius, Advanta Netherlands Holdings BV, based in Netherlands.

-United Phosphorus signs agreement with Ishihara Sangyo Kaisha Ltd

-United Phosphorus enters into an agreement with DUPONT

-United Phosphorus enters into agreement with M/s Bayer CropScience AG Germany


2007

- United Phosphorus acquires Argentinian firm

- United Phosphorous Limited has informed that Mr. S. Krishnan has been appointed as Chief Financial Officer (CFO) of the Company.

-UPL wins Trishul Award for excellence in agrochemical

2008

-The Company has issued Bonus Shares in the Ratio of 1:1.

-United Phosphorus Ltd (UPL) has announced that the Company has purchased 100% stake through its subsidiary of Evofarms group of Companies (Evofarms), a major Marketing Company of generic products in the crop protection industry headquartered in Bogota, Colombia.


 
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