Rishabhdev Technocable Ltd.

Our Company was incorporated as Rishabhdev Technocable Limited on 
 November 24, 1994 under the Companies Act, 1956 with its registered
 office 
 at 9, R.N.P House, Azad Road, Gundavli, Andheri (East), Mumbai-
 400069, 
 under the guidance and supervision of Shri Bhanwar Lal Golchha, Shri
 Sunil 
 Golchha and Shri Kamal Chand Golchha being the Promoters of our
 Company. 
 The main business of our Company, at the time of incorporation, was
 trading in 
 various types of cables namely electrical cables, instrumentation
 cables,
 process control cables and specialty custom made wires and cables.
 
 In June 1997, our Company made an initial public offering of its
 shares and was 
 listed on the Pune Stock Exchange Limited (PSE) and the Jaipur Stock
 
 Exchange Limited (JSE).
 
 Our Company received Rs. 262.57 lacs after the completion of the IPO
 in the 
 FY 1997-98. However, by the time the IPO was completed, the Indian
 economy 
 had slowed down and also due to lack of business opportunities, our
 Company 
 was unable to set-up the manufacturing facility as contemplated.
 Therefore, during
 Financial Year 2001-02, our Company sold some of its Fixed Assets
 (Capital Work 
 in Progress) for a consideration of Rs. 80.32 lacs and utilized Rs
 37.53 lacs towards 
 of acquisition of shares in Komet Wire Industries Private Limited
 (KWIPL), which 
 was engaged in manufacturing of cables, thus giving us a foothold in
 manufacturing.
 
 On July 25, 2002 our Company acquired 27,500 equity shares of Komet
 Wire 
 Industries Private Limited, (aggregating to 55% of paid up equity
 share capital thereof) 
 having its manufacturing facilities at 731/1, 730/1 and 730/4 Vapi
 Daman Road, 
 Village Dabhel, Daman 396215 (Unit I) Daman.. Our Company acquired
 further 4970 
 shares of KWIPL as a fresh allotment on March 31, 2003, by which the
 shareholding 
 our Company in KWIPL increased to 64.94%.
 
 The above mentioned shares were acquired at following consideration
 by our Company -
 
 Particulars                                         No. of Shares    
         Amount         Total Consideration
                                                           (Face Value
 of     Per Share (Rs.)       (Rs. In Lacs)
                                                          Rs. 100
 each)                                        
 
 Investment for acquiring shares 
 from  shareholders of Komet Wire 
 Industries Private Ltd.                            27,500            
        118.40                32.56
 
 Investment for Fresh Issue 
 (allotment) from KWIPL                            4,970              
      100                       4.97
 
 Total                                                      32,470    
                                          37.53
 
 RTCL had acquired 27500 shares from the shareholders of KWIPL at a
 price of Rs. 118.40 
 amounting to a total consideration of Rs. 32.56 lacs aggregating to
 55% stake in KWIPL. A 
 premium of Rs. 18.40 per share determined by mutual consent of the
 acquiring company 
 (RTCL) and the transferring shareholders of KWIPL was paid for
 acquiring a controlling stake 
 in KWIPL. Thus, there was no independent valuer appointed to conduct
 the valuation.
 
 Subsequently on March 31, 2003 a fresh allotment of 4970 shares were
 done by KWIPL 
 to RTCL at a consideration of Rs. 100 per share (being face value of
 share).
 
 Out of remaining 17,530 shares of KWIPL, 11,030 were jointly held by
 our Company along 
 with our Promoter Mr.Sunil Golchha and balance 6500 equity shares of
 KWIPL were held 
 jointly by our Company along with Mr.Kamal Golchha. On August 31,
 2005 these 17530 
 shares which were jointly held by our Company and the Promoters were
 transferred by the 
 Promoters by way of gift to our Company. Thus, KWIPL became a wholly
 owned subsidiary 
 of our Company. By an order dated October 7, 2005 passed by the
 Hon’ble Bombay High
 Court the scheme of amalgamation between our Company and KWIPL was
 approved w.e.f. 
 April 1, 2004.
 
 Our Company commenced its independent manufacturing activities
 towards the end of 
 March 2004 with a small set-up in a portion of the factory premises
 owned by KWIPL. 
 However, simultaneously with the commencement of the said
 manufacturing facilities a plan 
 for amalagamation of KWIPL with our Company was under consideration.
 Therefore, the 
 manufacturing activities of our Company were continued to be carried
 on with the small 
 set-up aforesaid. 
 
 With a view to ensuring smooth functioning of the two companies,
 KWIPL was 
 amalgamated with our Company with effect from April 1, 2004 pursuant
 to an order dated 
 October 7, 2005 passed by the Hon’ble High Court of Bombay. The
 amalgamation was 
 carried out under the Poolling of Interest method as specified in the
 Scheme of 
 Amalgamation. Assets & Liabilities of Komet Wire Industries Private
 Limited were transferred 
 in the books of Rishabhdev Technocable Limited at their book value.
 Komet Wire Industries 
 Private Limited was wholly owned subsidiary of Rishabhdev Technocable
 Limited, therefore, 
 on amalgamation no shares of Rishabhdev Technocable Limited were
 issued and also there 
 was no need for carrying out valuations, determining swap ratios and
 further issuing / allotting 
 shares. The share capital of Komet Wire Industries Private Limited
 was cancelled i.e. set off 
 against the investments in the shares of KWIPL in the books of our
 Company.
 
 With an intention to expand our manufacturing base, we purchased
 property bearing Survey 
 No. 728/1 admeasuring approximately 600 square meters situate at
 Village Dabhel, Nani 
 Daman, Daman in the year 2006, to set-up a state of art unit (Unit
 II) for manufacturing of 
 control cables. We have commenced the construction work of the Unit
 II and the same shall 
 be completed in the month of December, 2008.
 
 RTCL acquired 27500 shares from the shareholders of KWIPL at a price
 of Rs. 118.40 
 amounting to a total consideration of Rs. 32.56 lacs aggregating to
 55% stake in KWIPL. A 
 premium of Rs. 18.40 per share determined by mutual consent of the
 acquiring company (RTCL) 
 and the transferring shareholders of KWIPL was paid for acquiring a
 controlling stake in KWIPL. 
 Thus, there was no independent valuer appointed to conduct the
 valuation.
 
 Our Company proposes to set-up another unit at Silvassa (Unit III)
 for manufacturing of Power 
 cables. Our Company has entered into a Memorandum of Understanding
 dated June 27, 2008 
 with M/s Haveli Enterprises for the purpose of acquiring approx.
 48,000 square meters of land 
 at Silvassa.
 
 Over the years, we have expanded our product range and have added
 variety of cables like 
 Industrial Control cables, Hi-Tech data cables, Process control
 instrument signal cables, 
 Thermocouple extension and Compensating cables, Computer application,
 Hi- Bit rate 
 networking  cables, Digital data communication cables, Specialty
 cables and Customized cables. 
 With the objective of moving up the value chain we identified new
 opportunities and are now 
 diversifying into Electrical Low Voltage Power cables on a major
 level. Pursuant to this objective 
 we initiated a modernization cum expansion program in April, 2007.
 
 On February 15, 2008, the registered office of our Company was
 shifted to Unit No. 53, 1st Floor, 
 Jagat Satguru Industrial Estate, Vishveshwar Nagar Road, Goregaon
 (East), Mumbai - 400063.
 
 Major events in the History of Our Company
 
 Sr.
 No.  Major Events                                                    
                                               Year
 
 1.    Incorporated as a Public Limited Company and commenced the 
         business of trading in cables                                
                                           1994 
 
 2.    Initial public offering of shares.                             
                                            1997
 
 3.    Acquisition of Komet Wire Industries Private Limited.          
                             2002
 
 4.    Commencement of manufacturing activities                       
                              2004
 
 5.    Amalgamation of Komet Wire Industries Private Limited with our
 Company.     2005
 
 6.    Receipt of ISO 9001:2000                                       
                                        2006
 
 7.    Acquired Land for setting up Unit II                           
                                       2006
 
 8.   Change in registered office of our Company Office No.9, R.N.P
 House, 
         Azad Road, Gondavali, Andheri (East), Mumbai- 400069 to Unit
 No. 53, 
         1st Floor, Jagat Satguru Industrial Estate, Vishveshwar Nagar
 Road, 
         Goregaon (East), Mumbai - 400 063                            
                                    2008
 
 9.   Memorandum of Understanding for acquisition of land to set up
 Unit III.           2008
 
 
 
 2011
 -The company changed its Registered office 405, Skylark
 Building,Nehru Place,New Delhi - 110019.