1NFORMATlON MEMORANDUM CREATIVE MERCHANTS LlMITED FOR DIRECT LISTING OF . 50,00,000 EQUITY SHARES OF FACE VALUE OF RS. 101- EACH CIN NO. L51101PB1984PLC005966 PAN NO. AAFCC4243H
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1NFORMATlON MEMORANDUM
CREATIVE MERCHANTS LlMITED
FOR
DIRECT LISTING OF . 50,00,000 EQUITY SHARES OF FACE VALUE OF RS. 101- EACH
CIN NO. L51101PB1984PLC005966
PAN NO. AAFCC4243H
GENERAL INFORMATION Particular
ppppp-
P g i s t e r e d Office Address
-- Office Address
Telephone & Fax No. k~
T p ~ ~ ~ ~ ~ ~ p
Details I 1
- T ~ v ~ v l e r c h a n t s Limited pppp-pp- --
N O . ~ , Secoild Floor, 4
lndraMarket,Opp. Panna Sing11
Pakore\Vala,GillRoait,Ludhiana ----
Shop N O . ~ , Second Floor, Indrahlarket,Opp. Panna Singh PakoreWala,GillRoad,Ludhiana !
corporation of company -I-/1.- If---- ---
/F;ip code of BSE . 1 lSlN of the Colnpany t *~FOIOI~
the Shares of Company are Listed
1 -
/ Name & Address of Auditors of the 1 Hemant C. Parikh & Co
Where t l ~ e Shares of Company are
I Listed
Company
Ludhiana Stock Exchange
Chartered Accountant
I 3,Ravjibhai Apartment, Opp.
Memnagar Fire Station,Nr.Pallao
Tower, Navrangpura, Ahmedabad-9
CAPITAL STRUCTURE OF THE COMPANY
P G i s e c i Capital 0Ft11e c o ~ n p a n >
I share aggregating to Rs. 50,000,000
share aggregating to Rs. 50,000,000
50,00,000 equity shares of Rs. l o / - per
share aggregating to Rs. 50,000,000
P V r l u e of Equity Share 7 +-- Details of outstailcling collvertible
instruments including warrants pending con\~ersion
CAPITAL EVOLUTION -
4,500,000 25-11-13 Cash 10 10 1 Nil 500001 5000000 Prefrential 5,000,000 Nil
1 Allotment
LIST OF TOP TEN SHAREHOLDERS
NAME OF SHAREHOLDERS
HITESH R. PATEL
MAYANK CHINUBHAI SHAH
AVANIBEN VASANTKUMAR SHAH
VASNTKUMAR KIRITILAL SHAH HUF
BHARAT UGARCHAND GADHECHA 200000
NO. OF SHARES
300000
200000
200000
200000
RIDDHI JIGAR SHAH
ATUL KIRTILAL SHAH
YAGNESH SURESHKUMAR GANDHI
NITIN SURESHKUMAR GANDHI
MEHUL SURESH KUMAR GANDHI
RAKESH BALCHANDBHAI SHAH
200000
200000
200000
200000
200000
KALPESH UGARCHAND GADHECHA
TOTAL 2500000
COMPANY, MANAGEMENT AND PROTECT
HISTORY:
Thc company was incorporated as publlc limited conlpany on 1981 and obtained the colnmencement of business certificate on October 1984. The main object in thc con~pany's memorandum of association dre inter alia to carry on thc business as
general traders, to finance in indusbial and other enterprise a ~ l ~ i real estatc business
MAIN OBTECTS:
Main objects to be pursued by the companv on its incorporation are:
1. To carry on the business of buyers, sellers, importers, exporters , agents dealers,& suppliers of agricultural products , fertilizers, iron & steel metals & n~iners, products,engineering goods, components, dyes chemicals ,pharmaceuticals, producers, pigments, paper, cement, plastic, leather goods,handicrafts,processed foods, tobacco& tobacco products,cigarettes, jute& its products like gunny bags,hessian,textiles including conon,woolen, art silk,natural silk, readymade garments,hosiery& mined job & all hpes of commodity merchandise & goods & to act as sellers,purchasers of licenses, release orders, permit "as.
2. To purchase or other otherwise acquires land,houses, building, sheds & other fixtures on land & building & to let them out on lease, rent contract or any other agreement as may be deemed fit or buy or sell lands ,houses apartments to any person on term & conditions as may deemed fit or to n~aintain,sell,allot, houses, aparhnents,sheds or shareholding or any other person or to carry on business of builders surveyors .
3. To carrv on all of any of the business of financers (not amounting to banking business ) of industries ,commercials & other enterprises & general financers, leasing of all kinds of plants ,machinery &equipments,tools& vehicles of every description,land,buildings & any other movable or immovable properties, filmfinanciers,products&distributors xl~ibitors,moneylenders,sahukars,trustees, executors, attorneys,receivers, admu~istrator,monies,real cstate owners guarantors,hire purchase dealers but this company shall not carry on any
business which is banned or prohibited under the provision of prize chits & monev'circulatio~i scheme (Banning Act 1978)
4. To carry on the business on the business of con~mission agents, brokers, factors, consult,int, representatives, middleman real estate, iron & steel, food grains, jute, tea, cotton textiles, exports & a guarantee house.
PRESENT BUSINESS :
Presently the Company is engaged in the trading of different type of cloths, Ready
made garments and other textile and their related Products.
FUTURE PROSPECTUS :
The coinpany was established in 1984 with the main object of carry on :-
1. The business of buyers, sellers, importers, exporters, agents, dealers and
suppliers of agricultural products, fertilizers, iron and steel, plastic, paper,
leather goods, handicrafts, processed foods, readymade garments, hosicry and
all types of comn~odities.
2. To purchase or othenviw acquire lands, houses, buildings and other fixlures or
land and building and to let them out on lease, rent, contract or any other
'~gree~nent as may be deemed fit or to buy and sell lands, houses, appa~tments to any person on terms and conditions or to carry on the business of builders,
surveyors, L~ricks and tile makers.
3. To carry on all or anv of the business of financiers (not amounting to banking
business) of industrials, commercial and other enterprises and general
financiers.
Initially the company had started their business pertaining to their objects mentioned
in Memorandum, but due to the financial crisis the company did not performed well as
compared to their dreams.
P~esently~the company has raised further Equity funds and the management of the
company has already planned to utilize the funds of the company in the retail,
w~l~olesale and manufacturing business of different types of clothes and readymade garments.
Textile industry has always been a leadii~g industry in the initial phase of industrialization in different periods of time in the world and will always continue to
be since they are the essential goods for human beings.
The coi~lpany has already started ~vl~olesale trading of different type of clothes and
hopes to increase a t maximum level during the current year.
The company has also invested Iis.75 lacs ,is strategic partner with other readymade
garinents, mc~ilufacturing firin namely VlNI CREATION.
Looking to the present export scenario, the company has also planned to export the
clotl~es & readymade g a r ~ n e ~ ~ t s in foreign nationals in near future.
.As per the various surveys conducted, it has been concluded that there is high average profitability in the export oriented garment business. It may be mentioned that as
co~npared to textile, export of clothing is more desirable for the point of view of value addition and empIoyment generation. Since the export in clothing reflects the value
adclition and integration of value c l~a i i~ in textile and clotl~ing, increasing share of
clothing ill the total T&C export is quite beneficial to us and also in generating
productive employment for the workers.
Looking to the all above, directors of the company ,ire very helpful for bright future of the company. The directors have always been active in the participation of the business
and will continue to do so in the future also tor achievement of the goals of the
company, interest of all the stakeholders and public at large.
SUBSIDIARY (IES) OF THE COMPANY, IF ANY
The companv does not have any subsidiary.
PROMOTERS AND THEIR BACKGROUND
ALPA PATEL 3i
Presently engaged in the business of
Ivlanufacturing Reallymade
garments. He is having a more than
20 years of experience in the Textile
and its Related Products.
Presently she is lookillg after the General Administmtion of their
family busiiiess of Readymade garnieiit manufacturing and have a
wider esperience of all related
aspects. ' HITESH R. PATEL associated wit11 textile trading
busiiiess and having a more than 15 years experience in such business.
Address : B-9, Bela Apartment, AnanclVatika Soc., Polp technic, Ahmedabad-380015 Gujarat
NAME, ADDRESS AND OCCUPATION OF MANGER, MANAGING DIRECTOR AND OTHER DIRECTORS INCLUDING NOMINEE-DIRECTORS, WHOLE TIME DIRECTORS (GIVING THEIR DIRECTORSHIPS IN OTHER COMPANIES)
Occupation: Business DIN :03478451
Sr.
No.
1
2
KHARADI
Address: G-12, Saundarya Apartn~ents, Ghatlodia, Ahmeclabad - 380061 Gujarat, lndia
Full Naiiie, PAN & DIN No.
BIPIN MANGALDAS PATEL
Address : 2, Harisicldl~i Soc., Naranpura,, Ahn~cclabad, 380063, Gujarat, lnclia Occupation : Director DIN : 03190744
JIGNESHKUMAR PURSHOTTAMDAS
I PATEL
Occupation: Business DIN :06777687
Director
Designation
Managing
Director
Director
Nil
Date of Appointment
06/01/2003
06/01/2003
Other Directorships
Held
One
One
COMPANY SECRETARY AND COMPLIANCE OFFICER :
Dipesh A. Panchal, Co~iipany Secretary of the Conlpany as the Co~ i~p l i a~ i ce Office
Address :
1074, Behind Kikabhatt's pole Near Chagra's pole Dariyapur, Lunbavad, Ahmedabad - 380001
Membership No A34443
LOCATION OF PROTECT
Shop No.4, Second Floor, lndrd hlarket, Opp. Panna Sing11 PakoreWala, Gill Road,Ludhiana
PLANT AND MACHINERY, TECHNOLOGY, PROCESS, ETC.
NIL
COLLABORATION, ANY PERFORMANCE GUARANTEE OR ASSISTANCE IN MARKETING BY THE COLLABORATORS
NIL
INFRASTRUCTURE FACILITIES FOR RAW MATERIALS AND UTILITIES LIKE WATER, ELECTRICITY, ETC.
The Colllpan~ has purchased the office having area of 4000 Sq. feet which has enough space for all iidrashuctural facilities required by the Cumpa~ly.
THE PRODUCTS:
(i) Nature of the product(s) - consun~er/industrial and end-users.
The Company is engaged in the Business of trading of different type of cloths, Ready hlaile Garnients and other textile Products
(ii) Approach to nlarketing and proposed ~narketing set up.
Direct marketing
(iii) Export possibilities and export obligations, if any (in case of a company providing any "service" particulars, as applicable, be furnished).
At Present coiiip'lny is not making any export but looking to the present ~narket scenario and demand of the tmtile products in foreign, After exp'~nsion the conlpany has already planncil to make export of Ready made garments
PARTICULARS IN REGARD TO THE COMPANY AND OTHER LISTED COMPANIES UNDER THE SAME MANAGEMENT WITHIN THE MEANING OF SECTION 370(1B), WHICH MADE ANY CAPITAL ISSUE DURING THE LAST THREE YEARS:
NOT APPLICABLE
DETAILS OF COMPANY UNDER THE SAME MANAGEMENT OF THE PROMOTER/ PROMOTER GROUP
Our Promoter / Promoter Group Mr. Bipin M. Pate1 and Mrs. Alpa M. Pate1 is also promoter in M/s NAISARGIK AGRITECH (INDIA) LIMITED which is presently listed in h lu~nbai Stock Exchange Limited. The details of the said Company are as under:-
Mr. Bipin M. Pate1 a n d Mrs. Alpa B. Pate1 is acting as a Promoter in this Company and possess 10.57 'YO of equity shareholding (6,44,770 equity shares) of the said Company i.e hl/s Naisargik Agritech (India) Limited
2
3
4 5 6
IJresent Pro~uoter of the Company
Present Directors of the Company
Listed at . Paid Up Share Capital Promoter / Promoter Group Shareholding as on 31.03.2014
Limited 1. Mr. Bipin M. Pate1 2. Mr-a M. Pate1 1. Pares11 K. Shah 2. 3. Jigneshkumar Mayur hl. Shah P. Pate1 7 Murnbai Stock Exchan e Limited 61,02,070 equity shares 6,44,770 equity shares
OUTSTANDING LITIGATION PERTAINING TO
h'latters likely to affect operation and finances of the company including disputed tax liabilities of any naturs and
C r i n ~ l a l prosecution launched against the company and the directors for alleged offences under the enachnents specifie~l in paragraph 1 of Part I of Schedule XI11 to the Companies Act, 1956.
Nil
Nil
I'articulars of default, if any, in meeting statutory dues, institutional dues, and towards instrument holders like debentures, fixed deposits and arrears on cumulative prefcrencc shares, etc. (also give the same particulars about thc companies promoted by the same private promoters and listed on stock exchanges).
Nil
Any material deveIopment after the date of the latest balance sheet and its impact on performance and prospects of the companJ1.
Nil I I
MANAGEMENT PERCEPTION OF RISK FACTORS (E.G., SENSITIVITY TO FOREIGN EXCHANGE RATE FLUCTUATIONS, DIFFICULTY IN AVAILABILITY OF RAW MATERIALS OR IN MARKETING OF PRODUCTS, COSTDIME OVERRUN, ETC.).
NIL
CHANGE, IF ANY, IN DIRECTORS AND AUDITORS DURING THE LAST THREE YEARS, AND REASONS THEREOF
CHANGE IN DIItECTORS :
1 NAME OF DIRECTOR 1 DATE OF 1 DATE OF 7
CHANGE IN AUDITORS :
GAURISH SHANTILAL SHAH JAYENDRA S KHARADI
There is no ally cIlailges in the Xuclitors during Iast three pears
;\PPOINThIENT -
~ ~ 6 . ~ ~ 1 . 2 ~ ~ ~ ~ 3 21.02.2014
RESIGNATION 22.02.2014 -
-.............
1
FINANCIAL INFORMATION REPORTS TO BE SET OUT STATEMENT OF PROFIT AND LOSS :
(Amount in Rs.)
ods, work-in-progress and stock-
exceeding 10% of the total expenses relating to continuing operations to be shown separately)
before other income, finance costs
1 4 1 other income
5
6 I
Profit/ (Loss) from ordinary activities before finance costs and exceptional (3(+ 1-)4)
7
329089 246137 120140
Finance costs
- 8
9
1301 0 0
Profit I (Loss) from ordinary activities after fiance costs but before exceptional items (5(+1-)6)
I I I I
327788 246137 120140
I
Exceptional items
Profit I (Loss) f rom ordinary activities before tax (7(+/-)8)
10
Profit I (Loss) from ordinary activities after tax (9(+/-)lo)
12
0
327788
213066
for the period (ll(+l-)12)
Taxexpense
Extraordinary items (net of expense Rs. - Lakhs)
0
246137
1 14722 73747
172390
213066
0
120140
36042
84098
0
172390
0
84098
0
STATEMENT OF ASSETS AND LIABILITIES LAmount in Rs.)
(a) Long-term borrowings
(C ) Other current liabilities
(d) Short-term provisions
0
1.14,722
0
128064
0
54317
0
18275 O I 0
' 7668 1079
I Sub-total- Current 1 2.40.322 1 128064 1 54317 1 18275 1 7668 1 1079 1
B
consol~dat~on'
Sub-total-Current assets 2,42,77,703 1,797,809 351,672 231,532 1,96,175 1,74.211
TOTAL - ASSETS 5,07,56,626 5,431,302 5,185,165 5,065,025 5,029,668 5,007-
Further, Please also find herewith Audited Balance sheet as at 31.03.2014
1 Non-current assets
liabilities
TOTAL - EQUITY AND LIABILITIES
ASSETS
5,07,56,626 5,431.302 5,185,165 5,065,025 5,029,668 5,007,704
STATUTORY AND OTHER INFORMATION
PREVIOUS ISSUE FOR CASH
Coillpany has allotted 15,00,000 Equity shares of Rs. lo/- each to promoters and/or other t h a ~ promoters on a preferential basis in accordance with provisions specified under Chapter V11 of SEBI (ICDR) Regulations, 2009 on 25th November, 2013.
PREVIOUS PUBLIC O R RIGHTS ISSUE, IF ANY: (DURING LAST FIVE YEARS)
The company has not 111ade any previous public or right issue.
IIIVIDEND PAYMENT. IF ANY IN THE LAST TEN YEARS OR SUCH SHORTER I'ERIOD :
?he Comp,iny has not paid any Dividend dur~ng last 10 years or such shorter period
COMMISSION OR BROKERAGE, DISCOUNT O R OTHER SPECIAL ITEMS INCLUDING AN OPTION FOR THE ISSUE OF ANY KIND O F SECURITIES GRANTED T O ANY PERSON O N PREVIOUS ISSUE
- NIL . ISSUE O F SHARES OTHERWISE THAN FOR CASH
NIL
DEBENTURES A N D REDEEMABLE PREFERENCE SHARES A N D OTHER INSTRUMENTS ISSUED BY THE COMPANY OUTSTANDING AS O N THE DATE O F PROSPECTUS A N D TERMS O F ISSUE.
NIL
DETAILS O F DIRECTORS, PROPOSED DIRECTORS, WHOLE-TIME DIRECTORS, THEIR REMUNERATION, APPOINTMENT A N D REMUNERATION O F MANAGING DIRECTORS, INTEREST O F DIRECTORS, THEIR BORROWING POWERS A N D QUALIFICATION SHARES.
NIL
ANY AMOUNT OR BENEFIT PAID OR GIVEN WITHIN THE TWO PRECEDING YEARS OR INTENDED TO BE PAID OR GIVEN TO ANY PROMOTER OR OFFICER AND CONSIDERATION FOR PAYMENT OF GIVING OF THE BENEFIT.
NIL
THE DATES, PARTIES TO, AND GENERAL NATUR-
(a) every contract appointing or fixing the remuneration of a managing director manager whenever entered into, that is to say, whether within or nlore than, two years before the date of the prospectus;
NIL
(b) every other material contract, not being a contract entered into in the ordinary course of the business carried on or intended to be carried on by the company or a contract entered into more than two years before the date of the prospectus.
- NIL . RIGHTS DIVIDEND, LIEN ON SHARES AND THE PROCESS FOR MODIFICATION OF SUCH RIGHTS AND FORFEITURE OF SHARES
AT PAR
RESTRICTIONS, IF ANY, ON TRANSFER AND TRANSMISSION OF SHAKES/ DEBENTURES AND ON THEIR CONSOLIDATION/ SPLITTING.
NONE
REVALUATION OF ASSETS, IF ANY (DURING LAST FIVE YEARS)
NIL
hlATERIAL CONTRACTS AND INSPECTION OF DOCUMENTS
A. hlATERIAL CONTRACTS.
NIL
6. DOCUhIENTS
NIL
C. TIME AND PLACE AT WHICH THE CONTRACTS TOGETHER WITH DOCUMENTS WILL BE AVAILABLE FOR INSPECTION FROM THE DATE OF PROSPECTUS UNTIL THE DATE OF CLOSING OF THE SUBSCRIPTION LIST.
NIL
PLACE: LUDHIANA
DATE : 21.06.2014
FOR CREATIVE MERCHANTS LIMITED
MANAGING DIRECTOR BIPIN PATEL
DIN No.: 03190744
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