INFORMATION MEMORANDUM Date: 27.08. 2016 DHSL TEXTILES (INDIA) LIMITED (Formerly known as Desire Hitech Solutions Limited) Our company was incorporated on 19 th December, 1984 as “Brite Industrial Resources Limited” under the Companies Act, 1956, with the Registrar of Companies, Delhi & Haryana as a Public Limited Company. The company got its Certificate for Commencement of business on 22 nd December 22, 1984. The company obtained fresh certificate of incorporation in the name of Desire Hitech Solutions Limited, dated 27.01.2012 under the Companies Act, 1956 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The company again obtained a fresh certificate of incorporation in the name of DHSL Textiles (India) Limited, dated 12.01.2016 under the Companies Act, 2013 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The Corporate Identification Number (CIN) of the Company is L51909DL1984PLC019624. For more details of our company, see the section “ General Information”. Registered and Corporate Office : 2127-28, Block- K, Gali No.- 58, Naiwala, Gurdwara Road, Karol Bagh Delhi – 110005 Contact Person : Ms. Kashni Mahajan Contact No. : +91 9599891044 Email ID : [email protected]Website : www.dhsltextiles.in INFORMATION MEMORANDUM FOR LISTING OF 49,98,000 EQUITY SHARES OF RS.10/-EACH FULLY PAID UP GENERAL RISKS Investment in equity and equity-related securities involve a degree of risk and investors should not invest in the equity shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) unless they can afford to take the risk of losing their investment. Investors are advised to read the Risk Factors carefully before taking an investment decision in the shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) for taking an investment decision, investors must rely on their own examination of the Company including the risks involved. ABSOLUTE RESPONSIBILITY OF DHSL TEXTILES (INDIA) LIMITED (Formerly known as Desire Hitech Solutions Limited) DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) having made all reasonable inquiries, accepts responsibilities for, and confirms that this Information Memorandum contains all information with regard to DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited), which are material, and that the information contained in this Information Memorandum are true and correct in all material aspects and are not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Information Memorandum as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect. LISTING The Equity Shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) are listed on the Delhi Stock Exchange Limited and Ahmedabad Stock Exchange Ltd. REGISTRAR AND SHARE TRANSFER AGENT BIGSHARE SERVICES PRIVATE LIMITED Regd. Office Address: E-2 &3 Ansa Industrial Estate, Saki Vihar Road, Sakinaka Mumbai- 400072 Maharashtra Corporate Office Address: 4E/8, First Floor, Jhandewalan Extension, New Delhi-110055 Tel. No.: 011-23522373 Fax No.: 011-23522373 Email: [email protected]Contact Person: Mr. Prem Kumar
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INFORMATION MEMORANDUM Date: 27.08. 2016
DHSL TEXTILES (INDIA) LIMITED
(Formerly known as Desire Hitech Solutions Limited)
Our company was incorporated on 19th December, 1984 as “Brite Industrial Resources Limited” under the Companies Act, 1956, with the Registrar of Companies, Delhi & Haryana as a Public Limited Company. The company got its Certificate for Commencement of business on 22nd December 22, 1984. The company obtained fresh certificate of incorporation in the name of Desire Hitech Solutions Limited, dated 27.01.2012 under the Companies Act, 1956 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The company again obtained a fresh certificate of incorporation in the name of DHSL Textiles (India) Limited, dated 12.01.2016 under the Companies Act, 2013 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The Corporate Identification Number (CIN) of the Company is L51909DL1984PLC019624. For more details of our company, see the section “ General Information”.
Registered and Corporate Office: 2127-28, Block- K, Gali No.- 58, Naiwala, Gurdwara Road, Karol Bagh Delhi – 110005
INFORMATION MEMORANDUM FOR LISTING OF 49,98,000 EQUITY SHARES OF RS.10/-EACH FULLY PAID UP
GENERAL RISKS Investment in equity and equity-related securities involve a degree of risk and investors should not invest in the equity shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) unless they can afford to take the risk of losing their investment. Investors are advised to read the Risk Factors carefully before taking an investment decision in the shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) for taking an investment decision, investors must rely on their own examination of the Company including the risks involved.
ABSOLUTE RESPONSIBILITY OF DHSL TEXTILES (INDIA) LIMITED (Formerly known as Desire Hitech Solutions Limited)
DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) having made all reasonable inquiries, accepts responsibilities for, and confirms that this Information Memorandum contains all information with regard to DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited), which are material, and that the information contained in this Information Memorandum are true and correct in all material aspects and are not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Information Memorandum as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.
LISTING The Equity Shares of DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) are listed on the Delhi Stock Exchange Limited and Ahmedabad Stock Exchange Ltd.
REGISTRAR AND SHARE TRANSFER AGENT BIGSHARE SERVICES PRIVATE LIMITED Regd. Office Address: E-2 &3 Ansa Industrial Estate, Saki Vihar Road, Sakinaka Mumbai- 400072 Maharashtra Corporate Office Address: 4E/8, First Floor, Jhandewalan Extension, New Delhi-110055 Tel. No.: 011-23522373 Fax No.: 011-23522373 Email: [email protected] Contact Person: Mr. Prem Kumar
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INFORMATION MEMORANDUM
I. PROFILE AND BRIEF HISTORY OF THE COMPANY DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) was originally incorporated on 19th December, 1984 as “Brite Industrial Resources Limited” under the Companies Act, 1956, with the Registrar of Companies, Delhi & Haryana as a Public Limited Company. The company got its Certificate for Commencement of business on 22nd December, 1984. The company obtained fresh certificate of incorporation in the name of Desire Hitech Solutions Limited, dated 27th January, 2012 under the Companies Act, 1956 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The company again obtained a fresh certificate of incorporation in the name of DHSL Textiles (India) Limited, dated 12th January, 2016 under the Companies Act, 2013 from the Registrar of Companies, N.C.T. of Delhi & Haryana. The Corporate Identification Number (CIN) of the Company is L51909DL1984PLC019624. The Authorized Capital of the Company is ` ` ` ` 5,00,00,000/- and Paid-up Capital is `̀̀̀ 4,99,80,000/-. Situation of Registered Office The registered Office of the company is situated at 2127-28, Block- K, Gali No.- 58, Naiwala, Gurdwara Road, Karol Bagh, New Delhi – 110005. Main Objects of the Company The main objects of the company to be pursued by the Company on its incorporation are:- 1. To carry on all or any of the businesses as manufacturer, buyer, seller, importer, exporter,
distributor, stockiest, commission agent and dealer of all kinds of fabrics, textiles including decorative hand and machine-made ready-made garments, carpets, durries, rugs, namdas, blankets, shawls, tweeds, linens, flannels, beds, spreads, quilts, scrafs, belts, tapestry and all other articles of silk, cotton, woolen and worsted materials and all sorts of apparels, dressing materials, mixed, blended products, nylon, polyester, fibre, yarn, hosiery and mixed fabrics, natural silk fabrics and garments.
2. To carry all or any of the businesses of ginning, spinning, open end spinning, sizing,
weaving, stitching, manufacturing, pressing, doubling, packing, and bailing of cotton, jute, hemps, silk, artificial silk, synthetic fibre, wool and any fibrous materials used for textile and the cultivation or manufacturing thereof and the business of weaving or otherwise manufacturing, bleaching, printing, whether textile, frebled, netted or looped and of importing, buying, selling and dealing in cotton, yarn, cloth fabrics, wool and other raw material and to transact mercantile business that may be necessary or expedient and to purchase and sell raw material and manufacturing articles.
2
3. To carry on the businesses of embroidery on cotton cloth, silk cloth, man-made fiber and natural leather, man-made leather and any other natural or artificial fiber or fibrous substance in all its forms and perspectives and undertake all such activities as are allied, related, linked or associated therewith and to do all such acts deeds or thing as may be required for effective discharge of these objects.
II. PRESENT BUSINESS ACTIVITIES OF THE COMPANY
The Company generates 100% revenue from the main business activity. The Company is in the business of trading in Textile. The object of the Company is to cater the growing industry and offer its products to all age group. The Company is building up significant competencies and capabilities to strengthen its position in the textile industry. The Company is engaged in the business as trader and dealer of Textile including Cotton, wollen, Art Silk, Natural Silk, Readymade Garments, Hoseiry, Synthetics Fiber and Fabric and Mixed Fabrics, including decorative hand and machine-made ready-made garments, carpets, durries, rugs, namdas, blankets, shawls, tweeds, linens, flannels, bedspreads, quilts, scrafs, belts, tapestry and all other articles of silk, cotton, woolen and worsted materials and all sorts of apparels, dressing materials, mixed, blended products, nylon, polyester, fibre, yarn, hosiery and mixed fabrics, natural silk fabrics and garments.
III. GENERAL INFORMATION
CORPORATE IDENTIFICATION NUMBER (CIN)
L51909DL1984PLC019624
REGISTERED OFFICE OF THE COMPANY
2127-28, Block- K, Gali No.- 58, Naiwala, Gurdwara Road, Karol Bagh, New Delhi – 110005
1984 Incorporation of the Company 1984 The Company got Certificate for Commencement of Business 1985 The Company got listed at Delhi Stock Exchange 2012 The Company Changed its Name from Brite Industrial Resources Limited to Desire
Hitech Solutions Limited 2016 The Company again Changed its Name from Desire Hitech Solutions Limited to DHSL
Textile (India) Limited 2016 The Company got Listed at Ahmedabad Stock Exchange
V. AWARDS AND ACCREDITATIONS
The company has not received any awards and accreditations till date.
VI. CAPITAL EVOLUTION
Our share capital as of the date of this Information Memorandum is set forth below: Sr. No. Particulars Aggregate Nominal
Value (Rs.) A Authorized Share Capital: 50,00,000 equity shares of Rs.10/- each 5,00,00,000 B Issued, Subscribed and Paid up Capital 49,98,000 equity shares of Rs.10/- each fully paid up 4,99,80,000
Brief Description of the Business, Work Profile & Experience
Mehak Arora is the woman director of the company. She is also one of the youngest directors of the company.
Date of Joining 10.01.2015
MR. DEEPU SINGH Date of Birth 10/01/1986 DIN 06786614 PAN EVNPS1878A Address
63/12A, Rama Road, Karampura, Ramesh Nagar H.O., West Delhi-110015
Brief Description of the Business, Work Profile & Experience
He has an expertise in the management of the company and looks after the day to day affairs of the company.
Date of Joining 03.02.2014
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Other Benefits Service Agreements with Directors Our Company has not entered into any services contracts with any of our Directors for providing any benefit upon termination of employment. Remuneration to Non-Executive Directors Except as disclosed in this Information Memorandum, none of the beneficiaries of loans, advances and sundry debtors are related to our Directors. No sitting fee has been paid to the Directors of our Company in the earlier financial years. Shareholding of Directors Our Directors hold the Equity Shares as on the date of this Information Memorandum.
The Company is professionally managed Company and there are no identifiable promoter in the Company as on the date of Filing. Hence, there are no Promoters in the Company.
XIV. DIVIDENDS AND CASH BONUSES
The Company has not paid dividend and Cash Bonus during the last 10 years or such shorter period as the Company has been in existence.
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XV. SHAREHOLDING PATTERN LAST TWO QUARTERS a) Shareholding pattern as per Regulation 31 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 as on 30-06-2016
4768 Desire Hitech EQUITY
Yes* No*1 - No2 - No3 - No4 - No5 - No
Holding of Specified Securities Annexure - I
1. Name of Listed Entity: DHSL TEXTILES (INDIA) LIMITED (FORMERLY KNOWN AS DESIRE HITECH SOLUTIONS LIMITED)2. Scrip Code/Name of Scrip/Class of Security3. Share Holding Pattern Filed under: Reg. 31(1)(a)/Reg. 31(1)(b)/Reg.31(1)(c)a. If under 31(1)(b) then indicate the report for Quarter ending 30-06-2016b. If under 31(1)(c) then indicate date of allotment/extinguishment -4. Declaration: The Listed entity is required to submit the following declaration to the extent of submission of information:-
* If the Listed Entity selects the option ‘No’ for the questions above, the columns for the partly paid up shares, Outstanding ConvertibleSecurities/Warrants, depository receipts, locked-in shares, No of shares pledged or otherwise encumbered by promoters, asapplicable, shall not be displayed at the time of dissemination on the Stock Exchange website. Also wherever there is ‘No’ declaredby Listed Entity in above table the values will be considered as ‘Zero’ by default on submission of the format of holding of specifiedsecurities.
ParticularsWhether the Listed Entity has issued any partly paid up shares?Whether the Listed Entity has issued any Convertible Securities or Warrants?Whether the Listed Entity has any shares against which depository receipts are issued?Whether the Listed Entity has any shares in locked-in?Whether any shares held by promoters are pledge or otherwise encumbered?
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ClassEquity
x
ClassOthers
y
Total
(B) Public 655 4998000 0 0 4998000 100 4998000 0 4998000 100.0000 0 100.0000 0 0.0000 NA NA 3534000(C) Non Promoter-Non Public 0 0 0 0 0 0 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0(C1) Shares underlying DRs 0 0 0 0 0 NA 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0(C2) Shares held by Employee Trusts 0 0 0 0 0 0 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
Details of Shares which remain unclaimed may be giv en hear along with details such as number of shareh olders, outstanding shares held in demat/unclaimed suspense account, voting rights which are frozen et c.Note:(1) PAN would not be displayed on website of Stock Exchange(s).(2) The term “Encumbrance” has the same meaning as assigned under regulation 28(3) of SEBI (Substantia l Acquisition of Shares and Takeovers) Regulations, 2011.
Shareholding,as a % assumingfull conversion of convertible
securities( as a %
of diluted sharecapital)
(XI)=(VII)+(X)As a % of(A+B+C2)
Number ofLocked in
shares(XII)
Number ofShares
pledged orotherwise
encumbered(XIII)
Number of equity
shares heldin
dematerializedform(XIV)No of Voting
RightsTotalas a% of
(A+B+C) No.(a)
As a % oftotal
shares held(b)
No.(a)
As a % oftotal
shares held(b)
Table II - STATEMENT SHOWING SHAREHOLDING PATTERN OF THE PROMOTER AND PROMOTER GROUP
Category & Name of theshareholders
(I)
PAN (II)
No ofShare
holders (III)
No of fully
paid upequityShares
held (IV)
Partlypaid-upequityShareheld (V)
No. ofshares
underlyingDepositoryReceipts
(VI)
Total nos.shares
held(VII)=
(IV)+(V)+(VI)
Shareholding % calculated
as per SCRR,1957As a % of(A+B+C2)
(VIII)
13
ClassEquity
x
ClassOthers
y
Total
(a) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (b) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (c) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (d) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (e) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (f) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (g) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (h) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
SUB TOTAL (B)(1) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 2
SUB TOTAL (B)(2) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 3
VIRENDRA JAIN AAGPJ3319P 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 SURENDRA KUMAR JAIN AAHPJ8940K 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 PRITI JAIN AAKPJ4836F 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 PHOOL DEVI GHOSAL AFOPG6042H 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 BABITA JAIN AGNPJ6077B 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 RAMESH KUMAR AHGPK2741K 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 SANJAY KUMAR GOEL AJCPG5627L 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 ANOOP VERMA AJEPV5811B 1 53000 0 0 53000 1.0604 53000 0 53000 1.0604 0 1.0604 0 0.0000 NA NA 53000 BHARAT BHUSHAN AMVPB5907A 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 VINOD KUMAR AUSPK0941L 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 MEHAK ARORA AVHPA9982B 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 SANWAR MAL NAI AXDPN8198C 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 PARMANAND CHAUBEY AYJPC1587D 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 ANIL PRAKASH BAZPP5424P 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 BRIJESH SINGHAL BCDPS5605M 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 CHHAGAN LAL SHARMA BCDPS5721C 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 DAYA SHANKAR MANDAL BINPM1699F 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 LOVELY KUMARI CKTPK4186N 1 67000 0 0 67000 1.3405 67000 0 67000 1.3405 0 1.3405 0 0.0000 NA NA 67000 DEEPAK KUMAR CQOPK2093M 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 MUKESH SAH EOBPS7870M 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 DEEPU SINGH EVNPS1878A 1 95000 0 0 95000 1.9008 95000 0 95000 1.9008 0 1.9008 0 0.0000 NA NA 95000 RAM SUNDER EZCPS0818H 1 85000 0 0 85000 1.7007 85000 0 85000 1.7007 0 1.7007 0 0.0000 NA NA 85000
(b) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (c) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
(e) 8 2814601 0 0 2814601 56.3145 2814601 0 2814601 56.3145 0 56.3145 0 0.0000 NA NA 1519000 AVAIL FINANCIAL & SERVICES PVT. LTD. AADCA5834G 1 425000 0 0 425000 8.5034 425000 0 425000 8.5034 0 8.5034 0 0.0000 NA NA 0 RELIABLE FINANCE CORPN PVT LTD AAACR0282Q 1 473000 0 0 473000 9.4638 473000 0 473000 9.4638 0 9.4638 0 0.0000 NA NA 473000 VA REALCON PRIVATE LIMITED AADCV0080F 1 1046000 0 0 1046000 20.9284 1046000 0 1046000 20.9284 0 20.9284 0 0.0000 NA NA 1046000 LOVELY SECURITIES PVT. LTD. AABCL9413E 1 430000 0 0 430000 8.6034 430000 0 430000 8.6034 0 8.6034 0 0.0000 NA NA 0 SRI ENDRASH INVESTMENT & FIN PVT. LTD. AABCS6547E 1 428000 0 0 428000 8.5634 428000 0 428000 8.5634 0 8.5634 0 0.0000 NA NA 0
SUB TOTAL (B)(3) 655 4998000 0 0 4998000 100.0000 4998000 0 4998000 100.0000 0 100.0000 0 0.0000 NA NA 3534000
Details of the shareholders acting as persons in Co ncert including their Shareholding (No. and %): 0Details of Shares which remain unclaimed may be giv en hear along with details such as number of shareh olders, outstanding shares held in demat/unclaimed suspense account, voting rights which are frozen et c.Note:(1) PAN would not be displayed on website of Stock Exchange(s).(2) The above format needs to be disclosed along wi th the name of following persons:Institutions/Non Institutions holding more than 1% of total number of shares.
I 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 2 I 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
NA NA 0
Note(1) PAN would not be displayed on website of Stock Exchange(s).(2) The above format needs to disclose Name of all holders holding more than 1% of total number of sh ares.(3) W.r.t. the information pertaining to Depositor y Receipts, the same may be disclosed in the respec tive columns to the extent information available.
0 0.0000 0 0.0000 0 0.0000 0 0 0 0.0000 0 0
No.(Not
applicable)(a)
As a % oftotal
shares held(Not applicable)
(b)
1 Custodian/DR Holder
Employee Benefit Trust (under SEBI (Share based Emp loyee Benefit) Regulations, 2014)
Number of equity
shares heldin
dematerializedform(XIV)Total
as a% of
(A+B+C) No.(a)
As a % oftotal
shares held(b)
Total Non Promoter-Non Public Shareholding (C)=(C)(1)+(C)(2)
0 0
Table IV - STATEMENT SHOWING SHAREHOLDING PATTERN OF THE NON PROMOTER - NON PUBLIC SHAREHOLDER
b) Shareholding pattern as per Regulation 31 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 as on 31-03-2016
Holding of Specified Securities Annexure - I
1. Name of Listed Entity:
DHSL TEXTILES (INDIA) LIMITED (Formerly Known as Desire Hitech Solutions Limited)
2. Scrip Code/Name of Scrip/Class of Security
4768 Desire Hitech Equity
3. Share Holding Pattern Filed under: Reg. 31(1)(a) /Reg. 31(1)(b)/Reg.31(1)(c) a. If under 31(1)(b) then indicate the report for Quarter ending March 31,2016 b. If under 31(1)(c) then indicate date of allotment/extinguishment 4. Declaration: The Listed entity is required to submit the following declaration to the extent of submission of information:- Particulars Yes* No* 1 Whether the Listed Entity has issued any partly paid up shares? No* 2 Whether the Listed Entity has issued any Convertible Securities or Warrants? No* 3 Whether the Listed Entity has any shares against which depository receipts are issued? No* 4 Whether the Listed Entity has any shares in locked-in? No* 5 Whether any shares held by promoters are pledge or otherwise encumbered? No* * If the Listed Entity selects the option ‘No’ for the questions above, the columns for the partly paid up shares, Outstanding Convertible Securities/Warrants, depository receipts, locked-in shares, No of shares pledged or otherwise encumbered by promoters, as applicable, shall not be displayed at the time of dissemination on the Stock Exchange website. Also wherever there is ‘No’ declared by Listed Entity in above table the values will be considered as ‘Zero’ by default on submission of the format of holding of specified securities.
16
ClassEquity
ClassOthers
Total
(B) Public shareholding 669 4998000 0 0 4998000 100 4998000 0 4998000 100.0000 0 100.0000 0 0.0000 NA NA 3534000(C) Non Promoter-Non Public 0 0 0 0 0 0 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0(C1) Sharesunderlying DRs 0 0 0 0 0 NA 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0(C2) Shares held by Employee/Trust 0 0 0 0 0 0 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 (e) 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0
SUB TOTAL
6 1295601 0 0 1295601 0.0000 1295601 0 1295601 0.0000 0 0.0000 0 0.0000 NA NA 0
TOTAL 669 4998000 0 0 4998000 0.0000 4998000 0 4998000 0.0000 0 0.0000 0 0.0000 NA NA 3534000
0
Employee
0 0.0000 0 0.0000 NA NA0 0.0000 0 0 0 0.0000 (e) Any Others (UNCLAIMED
0 0 0 0
0 0.0000 NA(e) NA 0
Any Others
0 0 0 0.0000 0 0.0000 Any Others (SUBSIDIARY
0 0 0 0 0 0.0000
0.0000 0 0 0.0000 0 0 0
0 0.0000 NA NA 0
(e) Any Others (SHROFF
0 0 0
0 0 0 0.0000 0 0.0000
NA 0 0 0.0000 0 0.0000 NA
(e) Any Others (QUALIFIED
0 0 0 0 0 0.0000
0.0000 0 0 0.0000 0 0 0
0 0.0000 NA NA 0
(e) Any Others (PROPRIETORY
0 0 0
0 0 0 0.0000 0 0.0000
NA 0 0 0.0000 0 0.0000 NA
(e) Any Others (PARTNERSHIP
0 0 0 0 0 0.0000
0.0000 0 0 0.0000 0 0 0
0 0.0000 NA NA 0
(e) Any Others (OVERSEAS
0 0 0
0 0 0 0.0000 0 0.0000
NA 0 0 0.0000 0 0.0000 NA
(e) Any Others (OTHER SHROFF
0 0 0 0 0 0.0000
0.0000 0 0 0.0000 0 0 0
0 0.0000 NA NA 0
(e) Any Others (OTHER SHROFF
0 0 0
0 0 0 0.0000 0 0.0000
NA 0 0 0.0000 0 0.0000 NA
(e) Any Others (OTHER SHROFF
0 0 0 0 0 0.0000
24
ClassEquity
ClassOthers
Total
0 0 0 0 0 0.0000 0 0 0 0.0000 0 0.0000 0 0.0000 NA NA 0 0 0
Number of
equityshares
heldin
dematerializedform(XIV)
0 0.0000 0 Total Non Promoter-Non Public
0 0 0 0 0
Totalas a% of
(A+B+C) No.(a)
As a % oftotal
shares held(b)
0.0000
No.(a)
0 0.0000 0 0.0000 NA NA
As a % oftotal
shares held(b)
EMPLOYEE BENEFIT TRUST
Table IV - STATEMENT SHOWING SHAREHOLDING PATTERN OF THE NON PROMOTER - NON PUBLIC SHAREHOLDERCategory & Name of the
shareholders
(I)
PAN (II)
No.s ofShare
holders (III)
No.s of fully
paid upequityShareheld (IV)
No.s of Partly
paid-upequityShareheld (V)
No. ofshares
underlying
Depository
Receipts(VI)
Total nos.
sharesheld(VII)=
(IV)+(V)+(VI)
Shareholding
% calculated as per SCRR,19
57)(VIII)
As a % of(A+B+C2
)
Number of Votting Rightsheld in each class of
securities(IX)
No. ofShares
Underlying
Outstating
convertible
securities
(including
Warrants
Shareholding,
as a % assumin
gfull
conversion of
convertible
securities( as a %
Number ofLocked in
shares(XII)
Number ofShares
pledged orotherwise
encumbered(XIII)No of Voting
Rights
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XVI. SUMMARY OF FINANCIAL INFORMATION
The following table provides a summary of financial information derived from the financial statements as of and for the financial year 2013-2015. These financial statements have been prepared in accordance with the Indian GAAP and the Companies Act, 1956. The summary of financial information presented below should be read in conjunction with the financial statements, the notes and annexure thereto provided with this Information Memorandum.
Profit After Tax 98,422 91,894.00 1,06,018.00 20,521.00
Earnings Per Share
Basic 0.02 0.02 0.02 0.00
Diluted 0.02 0.02 0.02 0.00
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Statement of Cash Flow Statement
(Fig.in Rs.)Particulars 2016 2015 2014 2013
Cash flow from Operating Activities:
Net profit/loss before tax 98,000 89,737.00 1,07,817.00 18,731.00
Adjustment for:
Depreciation 15,000 28,298.00 9,849.00 -
Operating Cash flows before working Capital changes
1,13,000 1,18,035.00 1,17,666.00 18,731.00
Changes in Working Capital:
Other current assets
Decrease/ Increase in Inventory (2,86,000) 4,29,868.00 (4,57,880) (72,0000)
(Decrease)/Increase in Trade and Other Payables
1,55,000 61,700.00 - (9,544)
Change in Provision - - - -
Cash generated from operations (1,31,000) 4,91,568.00 (4,57,880) (81,544) Net income tax (paid) / refunds (17,000) 23,004.00 - 3,050
Net cash generated from /(used in) operating activities [A]
(35,000) 5,86,599.00 (3,40,214) (65,863)
Cash flows from Investing Activities:
Purchase of Fixed Asset (7,000) - (52,250) - Change in Current Investment - - - -
Net cash used in investing activities [B] (7,000) - (52,250) -
Cash flows from Financing Activities: -
Income Tax - - - -
Net cash generated from / (used in) financing activities [C]
- - - -
Net increase / (decrease) in cash and cash equivalents [A+B+C]
(42,000) 5,86,599.00 (3,92,464) (65,863)
Cash and cash equivalents at the beginning of the year / period
7,46,000 1,58,761 5,51,225.00 6,17,088.00
Cash and cash equivalents at the end of the year / period
7,04,000 7,45,360.00 1,58,761 5,51,225.00
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XVII. OUTSTANDING LITIGATION
Except as stated herein, there are no outstanding or pending litigation, suits, civil prosecution, criminal proceedings or tax liabilities against our Company, our Directors, our Promoters and Group Companies and there are no defaults, non-payment of statutory dues, over dues to banks and financial institutions, defaults against bank and financial institutions and there are no outstanding debentures, bonds, fixed deposits or preference shares issued by our Company; no default in creation of full security as per the terms of the issue, no proceedings initiated for economic or other offences (including past cases where penalties may or may not have been awarded and irrespective of whether they are specified under of Part I of Schedule V of the Companies Act, 2013), and no disciplinary action has been taken by SEBI or any stock exchanges against our Promoters, our Directors or Group Companies.
1. CASES PENDING AGAINST THE COMPANY / PROMOTERS / DIRECTORS
(A) Civil Cases There are no civil proceedings against our Company / Group Companies/ Promoters / Directors.
(B) Criminal Cases There are no criminal proceedings against our Company / Group Companies/ Promoters / Directors.
(C) Tax Cases There are no Tax Cases pending against our Company / Group Companies/ Promoters / Directors.
(D) Cases filed by SEBI There are no pending cases filed by SEBI against our Company / Group Companies/ Promoters / Directors.
XVIII. MATERIAL CONTRACTS
There are no material contracts, agreements (including agreements for technical advice and collaboration), concessions and similar other documents (except those entered into in the ordinary course of business carried on or intended to be carried on by the company), executed or entered into by the Company.
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XIX. COMMISSION, BROKERAGE, DISCOUNT OR OTHER SPECIAL TERMS
Statement containing particulars of any Commission, Brokerage, Discount or other special terms including an option for the issue of any kind of securities granted to any person is NIL.
XX. DOCUMENTS FOR INSPECTION
The copies of the following contracts which have been entered or are to be entered into by our Company (not being contracts entered into in the ordinary course of business carried on by our Company or contracts entered into more than two years before the date of this Information Memorandum) which are or may be deemed material have been attached to the copy of the Information Memorandum delivered to the ROC for registration. Copies of the above mentioned contracts and also the documents for inspection referred to hereunder, may be inspected at the Registered Office between 10:00 a.m. and 04:00 p.m. on all Working Days (i.e. Monday to Friday).
1. Certificate of Incorporation of the Company.
2. Memorandum and Articles of Association of the Company as amended from time to time.
3. Copies of Annual Report of the Company for the last three financial years ended on 31st March, 2013 and 2014, 2015 and 2016.
Any of the contracts or documents mentioned in this Information Memorandum may be amended or modified at any time if so required in the interest of our Company or if required by the other parties, without reference to the shareholders subject to compliance of the provisions contained in the Companies Act and other relevant statutes.
30
XXI. DECLARATION
All relevant provisions of the Companies Act, 2013, and the guidelines issued by the Government of India or the regulations issued by Securities and Exchange Board of India, applicable, as the case may be, have been complied with and no statement made in this Information Memorandum is contrary to the provisions of the Companies Act, 2013, the Securities and Exchange Board of India Act, 1992 or the rules made or guidelines or regulations issued there under, as the case may be, and that all approvals and permissions required to carry on the business of the Company have been obtained, are currently valid and have been complied with. We further certify that all the statements in this Information Memorandum are true and correct.
SIGNED ON BEHALF OF THE BOARD OF DIRECTORS For DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) ____________________ Mehak Arora Managing Director DIN: 06798853 Address: HN-137 GN-1 2nd Floor Gopal Park, Ram Nagar Ext, Delhi, 110051
For DHSL Textiles (India) Limited (Formerly known as Desire Hitech Solutions Limited) _________________________ Kashni Mahajan Company Secretary