DELHI TECHNOLOGICAL UNIVERSITY (FORMELY DELHI COLLEGE OF ENGINEERING) MTE PROJECT Pranjal Saroj 2K21/B11/13 ARPIT KUMAR GUPTA 2K21/B3/14 About the Sector in which the GODREJ INDUSTRIES lies Godrej Industries is one of the Godrej Group’s holding companies. Its own businesses comprises of chemicals, estate management and Finance & Investments. Its chemical division manufactures and markets a wide range of oleochemical products derived from organic materials. The product portfolio under the chemicals division includes Fatty Alcohols, Fatty Acids, Surfactants, Glycerine and Specialty Products. These products are used as raw materials in the home and personal care, pharmaceutical and food industries. The chemical division's manufacturing facilities are located at Valia in Gujarat and Ambernath in Plaharashtra. Godrej Industries (GIL) has significant interest in consumer goods, real estate, agriculture and gourmet retail through subsidiary and associate companies, across 18 countries. The company owns 23.8% stake (as on 31 March 2018) in Godrej Consumer Products which an FMCG company. GIL owns 56.7% stake (as on 31 March 2018) in real estate development firm Godrej Properties. GIL owns 58% stake (as on 31 March 2018) in Godrej Agrovet which a diversified agribusiness company. It holds 100% stake in Nature’s Basket which operates fresh good and gourmet store under the Nature's Basket brand Godrej Industries Ltd was incorporated in the year 1988 as Gujarat-Godrej Innovative Chemical Ltd. Godrej Soaps Ltd was amalgamated with the company with effect from April 1, 1994 and the name was changed to Godrej Soaps Ltd. During the year 1994-95, the company acquired majority stake holding in Transelektra Domestic Products Ltd, the largest manufacturer of mosquito mats in the world. In April 1995, they entered into a joint venture and technical assistance agreements with Siat SA, a Belgian company and formed Godrej Oil Palm Konkan Ltd for Oil Palm Plantations business. During the year 1995-96, the company entered into an agreement with Sara Lee DE/NV for securing an equity participation of Sara Lee in Transelektra. They set up new ultra modern Toilet Soap finishing lines of 48 TPD capacity each at Vikhroli and t'4aIanpur factories. Also, they set up sophisticated Fatty Acid Distillation Plant of 75 TPD capacity at Vikhroli factory. During the year 1996-97, Ensemble Holdings & Finance Ltd became a subsidiary of the company. The distribution of consumer products was handed over to Godrej Hlcare Ltd, a subsidiary company with effect from September 16, 1996. In November 1996, they commissioned the new fatty acid complex at Plalanpur factory. In March 1997, they sold their Oil Palm Plantations business to Godrej Agrovet Ltd, a subsidiary company During the year 1997-98, the company set up a factory at Silvassa for manufacturing of Hair Dye, which commenced production in November 1997. Godrej Hlcare Ltd ceased to be a subsidiary of the company with effect from July 7, 1997. The company commissioned the c Cogeneration plant for generation of electricity in December 1997 at Valia and in Play 1998 at Vikhroli. The consumer products division of the company has been demerged and a new company was formed, namely Godrej Consumer Products Ltd with effect from April 1, 2001. As a part of the scheme of de-merger, the name of the company was changed from Godrej Soaps Ltd to Godrej Industries Ltd. During the year 2001-02, the Foods Division ventured into products catering to the needs of bakeries through their Himgiri, Zesta Puff brands of bakery shortening and I1argarine. During the year 2002-03, Godrej Tea Ltd, a new company co-promoted by the Godrej group in the branded Tea/ coffee business commenced their operations They launched 'Godrej Noble House' & ’Godrej Chai House' brands of tea during the year. They incorporated a new company, Godrej Global Solutions Limited, in the Business Process Outsourcing (BPO) and back office support areas. During the year 2003-04, Godrej Agrovet Ltd, the subsidiary company GAVL formed a wholly owned subsidiary, namely Golden Feed Products Ltd to carry on the business of animal feeds. Godrej Consumer Products Ltd terminated the Processing Agreement with the company for manufacturing of soaps with effect from April 1, 2004 since they had expanded their own manufacturing facilities. During the year 2004-05, Godrej Agrovet Ltd, a subsidiary company formed a 50:50 joint venture with ACI Ltd, Bangladesh for carrying on businesses of Poultry Feeds, rearing of poultry birds, etc. Also Godrej Agrovet Ltd acquired 26% stake each in Hyderabad based Creamline Dairy Products Ltd. and Creamline Nutrients Ltd, which are into milk and milk products. During the year, Godrej Hicare Ltd, which is a service company in the Pest Management Business, became a subsidiary of the company. Also, the company entered into Share Purchase Agreement with Cbay Systems Ltd., USA (Cbay) for sale of 100% stake in Godrej Remote Services Ltd to Cbay. During the year 2005-06, Export Oriented Unit (EOU) at Valia started commercial production. The factory also commissioned a 'Pastillation plant’ to cater to the domestic and international demand for long chain fatty alcohol in pastille form. In Narch 2006, the company sold the food division to Godrej Tea Ltd. with effect from March 31, 2006. During the year 2006-07, additional fractionation column was installed in existing Fatty Acid Fractionation plant at Valia for the production of Lauric Acid. Godrej Beverages & Foods Ltd ceased to be the subsidiary of the company with effect from May 08, 2006. During the year 2007-08, the company entered into a MoU with Godrej Properties Ltd to develop and commercially exploit the lands leased to it by Godrej and Boyce Plfg Co Ltd. The company sold their Diagnostic division on slump sale basis to RFCL Limited, a leading life sciences and laboratory solutions company with effect from December 31, 2007. In February 2008, the company launched a wide range of mattresses under the brand name of Godrej mattress in Orissa market in a bid to achieve the leadership position in this industry. Also, they entered into a joint venture with Nlalaysian firm UM Plantations for developing palm estates and palm oil mills in India. In June 2008, Godrej Agrovet Ltd, a subsidiary of Godrej Industries Ltd transferred their poultry business to Godrej Foods Ltd. During the year 2009-10, Godrej Agrovet Ltd (GAVL) transferred their entire shareholding in Natures Basket Ltd (NBL) to the company. The company sold their entire stake in Compass BPO Ltd. Godrej Hygiene Care Ltd (GHCL) (formerly known as Godrej Hygiene Care Pvt Ltd), 100% subsidiary of the company, was merged with Godrej Consumer Products Ltd (GCPL) with effect from 3une 1, 2009. The company’s subsidiary, Godrej Properties Ltd successfully completed its IPO and listed on BSE and NSE. During the year 2010-11, the company produced new products, C20-90%, C22-98’/o Fatty Alcohols and Emulsifying Wax on commercial scale. Also, they commissioned new spray dryer plant for the production of SLS powder and needles. The company incorporated a separate R&D Centre, catering exclusively to the Chemicals business. The GIL Research Centre will soon be a recognized In-House R&D Unit, post their approval from the DSIR. The Board of Directors of Godrej Industries at its meeting held on 27 July 2010 approved capital expenditure of about Rs 230 crore for setting up an oleo chemicals facility at Additional Ambernath, Thane District, Maharashtra. The project would be financed through a mix of internal accruals and debt. The company acquired 17 acres of Industrial land at Additional Ambernath MIDC. The project involves expansion (and relocation of some of the existing facilities from Vikhroli) at Additional Ambernath Industrial Area, Thane district with a modern plant with state of the art technology. The Board of Directors of Godrej Industries at its meeting held on 27 July 2010 approved formation of Limited Liability Partnerships (LLPs) with Godrej Properties Ltd. (GPL) for joint development of property at Vikhroli. The Board of Directors of Godrej Industries at its meeting held on 24 January 2011 approved capital expenditure of about Rs 52 crore for expansion of fatty acids manufacturing capacity at Valia, District Bharuch, Gujarat. The project would be financed through a mix of internal accruals and debt. The Board of Directors of Godrej Industries at its meeting held on 3 February 2012 approved a revised capital expenditure of Rs 296 crore plus interest during construction and other charges. The capital expenditure is being incurred over a two year period. The increased capital expenditure is mainly on account of increased scope of plants, additional activities/expenses on account of creating facilities in low lying land area and inflation in material costs related to construction. On 30 March 2012, Godrej Industries announced that the Board of Directors of the company has approved capital expenditure of about Rs 265 crore plus applicable costs including stamp duty, registration charges and other charges towards acquiring a Corporate Office at 'Godrej One’, Vikhroli. Godrej One is the first phase of the Joint development project 'The Trees' between the company and Godrej Properties Limited, a subsidiary of the company. The Securities Issuance Committee of the Board of Directors of Godrej Industries by a resolution dated 27 July 2012 allotted 1.72 crore equity shares to successful applicants at an issue price of Rs 215 per equity share, aggregating to Rs 370.51 crore, under the institutional placement programme. The Board of Directors of Godrej Industries at its meeting held on 11 August 2012 accorded its consent for further investment of a sum of up to Rs 150 crore in Godrej Consumer Products Limited and up to Rs 100 crore in Godrej Properties Limited. The Board also approved exploring various possibilities of restructuring Godrej Hershey Limited. On 7 September 2012, Godrej Industries announced that it has entered into a share purchase agreement to divest its 43% stake in Godrej Hershey Limited to Hershey Company for an undisclosed consideration. The transaction is expected to close by the end of Quarter 2, fiscal year 2012-13. Post the transaction the company will become a wholly-owned subsidiary of the Hershey Company. The Board of Directors of Godrej Industries through a Circular Resolution on 17 December 2012 approved consideration of a strategic partner(s) in the company's subsidiary, Godrej Agrovet Limited (GAVL) and also part sale of the company's investment in GAVL. Godrej Agrovet Limited (GAVL), a subsidiary of Godrej Industries Limited (GIL), announced on 17 December 2012 that Temasek, an investment company based in Singapore, has entered into a definitive agreement to acquire a 19.99% stake in GAVL for a consideration of Rs 572 crore. The investment will be a combination of primary and secondary investment with the primary investment intended to support GAVL's future expansion plans. The Board of Directors of Godrej Industries at its meeting held on 22 March 2013 considered and approved the Scheme of Amalgamation of Swadeshi Detergents Limited with Godrej Industries Limited (Scheme) and their respective shareholders under sections 391 to 394 of the Companies Act, 1956. No shares are proposed to be issued pursuant to the Scheme since Swadeshi Detergents Limited is a wholly owned subsidiary of Godrej Industries Limited. The Board of Directors of Godrej Industries at its meeting held on 7 February 2014 considered and approved the Scheme of Amalgamation of Wadala Commodities Limited with Godrej Industries Limited (the Scheme) and their respective shareholders under sections 391 to 394 of the Companies Act, 1956. In consideration for the amalgamation of Wadala Commodities Limited with Godrej Industries, Godrej Industries will issue one equity of the company for every 108 shares of Wadala Commodities held by Ehe equity shareholders of Wadala Commodities and 10 shares of the company to the preference shareholder(s) against 50 lakh, 0.01% Redeemable Cumulative Preference Shares of Rs 10 each (Rs 9 called and paid up) held by preference shareholder(s) of Wadala Commodities. Further, in order to ensure that the interest of the public shareholders of Godrej Industries is not prejudiced and to ensure that there is no dilution of shareholding of the public shareholders of Godrej Industries pursuant to the amalgamation of Wadala Commodities with Godrej Industries, Godrej Industries would issue bonus equity shares of the company credited as fully paid-up equity shares to its shareholders (except to the Promoters and Promoters group entities of Godrej Industries) in the proportion of one new fully paid up equity share for every 1,250 held by them in Godrej Industries by way of capitalization of sum to the extent of Rs 67,680 standing to the credit of the General Reserve Account of Godrej Industries. The Board of Directors of Godrej Industries at its meeting held on 30 April 2015 approved incorporation of Godrej Vikhroli Real Estate Limited or any other name as may be approved by the regulatory authorities (GVREL), as a 100% subsidiary of the company and capitalization of GVREL, subject to approval by shareholders of the company. The Board also approved admission of GVREL as 40% partner in Godrej Vikhroli Properties LLP (GVP-LLP) and simultaneously retirement of the company from the said GVP-LLP and the consolidation of company’s/GVREL's interest in GVP-LLP (joint venture entity) by amalgamating it into Godrej Properties Limited, a company listed on BSE and NSE. This would be achieved through amalgamation of GVREL with Godrej Properties Limited through court approved Scheme of Amalgamation under section 391 to 394 of the Companies Act 1956. In October 2017, Godrej Industries sold a part of its stake in the initial public offer of its subsidiary company Godrej Agrovet. The Board of Directors of Godrej Industries (GIL) at its meeting held on 14 December 2017 considered and approved the amalgamation of Vora Soaps Limited (VSL) with GIL in consideration for equity shares of GIL.VSL is a promoter holding company of GIL.VSL holds 19.39 crore shares, representing about 57.66% of the total paid up capital of GIL. In consideration for the merger of VSL with GIL, GIL will issue an aggregated 19.39 crore shares to the shareholders of VSL and compulsory convertible preference shareholders of VSL in the proportion of their holding in VSL as on the record date.
