History of Peninsula Land Ltd.

YEAR EVENTS 1871 - Morarjee Goculdas Spinning and Weaving Comp. Limited was incorporated on 10th August at Mumbai.

- The main objective of Comp. is to manufacture cotton textile goods. The products manufactured are drills, mulls, satins, coatings, sarees, sheeting, crepe poplins, shirtings, dhoties, table cloth, towels, voils, prints, etc. Counts ranging from 6s to 120s are spun & the cloth width ranges from 26' to 75'. The Mills are equipped to carry out bleaching, dyeing, mercerising, printing, schreinering, calendering & yarn.

1963 - 23,000 right equity shares offered at par in prop. 4:9.

1970 - The Comp. floated a subsidiary under the name & style of Gopikisan Piramal Ltd., with a view to develop its exports & to deal in power loom cloth so that the same may be processed by it.

- Piramal Exports Ltd., & Elphin Investments Ltd., are also subsidiaries of Company.

- The Comp. proposed to issue 12.50% - 17,250 secured non-convertible debentures of Rs. 100 each in lieu of 6.43% Preference shares in the proportion 1 Debenture: 1 Preference share.

- The debentures will be repaid at par at the end of 10 years from the date of allotment with an option to the Comp. to repay the amount in instalments by drawing lots at any time.

1971 - 74,750 Bonus equity shares issued in prop. 1:1.

1972 - 37,375 bonus equity shares issued in prop. 1:4.

1977 - 193,437 Bonus equity shares issued in prop. 1:2.

1979 - With effect from 12th March, the Comp. purchased the assets of pharmaceutical division of Kemp and Co. limited The results of pharmaceutical division till the end of June were not upto expectations. Plant & machinery of pharmaceutical & chemical division have not been used for production purposes since 1980 & were being dismantled.

1980 - On 26th April, the Comp. signed an agreement for purchase of textile unit of Sayaji Mills Ltd., known as Sayaji Mills No. 2 located at Lower Parel, Mumbai.

- In November, the Comp. purchased the assets of chemical division of Urvi Investments Ltd., known as Piramal Organic Chemicals. Priamal Organic Chemical division worked only for a few days as there was a prolonged strike upto the end of June 1981.

1981 - 1,40,156 bonus equity shares allotted on 28.2.1981 in prop. 1:2.

1989 - A modernisation scheme to ensure adequate availability of high quality products for export market was drawn.

1990 - A project for manufacture of twist drills at Ankleshwar was commissioned.

1991 - Efforts in reviving Davangere were beginning to bear fruit in terms of improved productivity & higher realisation.

- Auto Ancillary division continued to be affected by recession in the domestic automotive industry. The loss in domestic sales was largely made up by a sharp rise in exports. During the year, an alternator was developed for export to Germany.

- The Morarjee Goculdas Spinning and Weaving Co., limited were allotted without payment in cash to shareholders of Davangere Cotton Mills, limited in the proportion of 10 Morarjee: 15 Davangere.

1992 - During demand for textile products was weak in the first nine months & showed signs of improvement in the last quarter. There was a sharp increase in cotton prices as well as power tariff.

- Satisfactory sales performance was registered in tool bits, hacksaws & band saws. However, in drill & end mills the offtake was affected due to stagnant market conditions in domestic as well as exports markets.

- Recession continued to affect domestic automotive industry. Exports showed a phenomenal rise of 265%.

- During September, the Comp. offered 39,09,306 Rights equity shares of Rs. 10 each at a premium of Rs. 115 per share & in proportion 1:3.

- PMP Auto Industries, Ltd., a wholly owned subsidiary of S.S. Miranda, Ltd., was amalgamated with the holding Company. S.S. Miranda was then to be amalgamated with The Morarjee Goculdas Spinning and Weaving Co., limited PMP is in the business of manufacturing & dealing in various automobile parts & has two manufacturing plants on at Goregaon in Mumbai & the other at Satara in the State of Maharashtra. S.S. Miranda Ltd., is in the business of manufacturing & dealing in cutting tools & tool bit blanks for engineering industries & has two manufacturing plants, one at Mumbai & the other at Ankleshwar.

- The Scheme of Amalgamation provides for an exchange ratio of one equity share of Rs. 10 each of Morarjee Goculdas Spg. and Wvg. Co., limited for every one equity share of Rs 10 each of S.S. Miranda, limited Accordingly, 16,00,000 No. of Equity shares of Rs 10 each of Comp. were allotted to the erstwhile shareholders of SSM during 1991-92.

- The rehabilitation scheme for Davangere Cotton Mills, Ltd., based on its merger with Morarjee Mills with effect from 1st July, 1991 was approved by BIFR. Consequent upon this merger, 50,667 No. of equity shares of Rs 10 each of The Morarjee Goculdas Spinning and Weaving Co., limited were allotted without payment in cash to shareholders of Davangere Cotton Mills, Ltd. in the propn. of 10 Morarjee: 15 Davangere.

1993 - Cotton prices increased by 30% due to lower crop production and Government policies pertaining to export of cotton. Despite these, the Comp. managed to hold its gains through strategic procurement policies, upgradation of facilities, increase in productivity etc. During the year, `Hazel' range of salwar kameez introduced & it was proposed to set up franchise operations throughout the country for same.

- The Tool division enjoyed the benefits of lower raw material costs due to steep reduction in import duty on steel.

- As per the agreement entered into with TESA, Switzerland the Comp. was to receive precision measurement instruments.

- With the recovering of automotive industry, turnover of OEM customers improved by 41% over the previous year.

- The Comp. started Systems division for provision of software consultancy in the field of information technology besides other areas of software development.

- The `Tsudakoma' air jet looms, `Ruti-C' looms Laxmi Reiter Ring Frames & other balancing machineries were received as a part of its modernisation programme. The Comp. proposed to modernise its Mumbai & Davangere unit.

- Pref. shares redeemed on 1.7.1992. 39,09,306 right equity shares [prem. Rs. 115, Prop. 1:3s] allotted.

1994 - The Tool division entered into arrangements with Kyoera of Japan, world leaders of cerment/ceramic cutting tools; L.S. Starrett Co., of USA, through their UK subsidiary & Samta of South Africa for Bi-metal bandsaws.

- `Robocop', an anti-theft device for cars was introduced.

- 40,00,000 No. of equity shares of Rs. 10 each for cash at a prem. of Rs. 50 per share was allotted on February 21st, 1995.

1995 - The performance of Textile Division was severely affected due to sluggish market condition both in domestic & international markets coupled with severe competition from power loom sector. In order to improve realisation of fabric the Comp. implemented a 2 tier system of marketing. Production at Davangere & Gadag Units were affected by critical power situation.

- The textile industry continued to be under recession & added to this was the high costs of inputs. The operations of company got further affected due to a fire in the winding and doubling department of unit No. 1. Hence due to loss of some critical equipments, the supply of value added exports products suffered badly. With the upgradation of technology & modernisation of plant.

- The Comp. has entered into an alliance with the Wakefield Shirt Comp. limited of U.K., for manufacturing of 'Double Two' brand of apparel in India.

- The Comp. proposed to expand the capacity of Endmill to 25,000 units per month.

- Sales & exports of Auto Ancillary division was affected due to the labour unrest which lasted for 3 1/3 months. Auto ancillary business was spun off from the parent Comp. into a separate Comp. in order to allow expansion or restructuring of the division in collaboration with a strategic investor.

1996 - The Endmill expansion of division was completed during the year taking the total capacity to 20000 units per month.

- The performance of Textile Division continues to be under pressure due to sharply escalating costs, Sluggish market conditions & unfair competition from the powerloom sector.

- The Comp. proposed to expand the Guarantor-Dealer network. Davangere & Gadag units continue to be affected by the critical power situation.

- During September the Comp. signed a joint venture agreement with Cromwell Croup [Holdingss] Ltd., U.K. to set up a separate Comp. to sell, market & distribute company products.

- The Comp. formed a 50:50 joint venture with Manifattura di Valle Brembana [MVBs] of Italy, to manufacture & market high quality shirting fabrics. It was commissioned at Butibori near Nagpur.

- The saw business of Tools Division has been spun off into a Separate Joint Venture Comp. `Miranda Amsaw Pvt. Ltd.' The joint venture was promoted by Comp. & American Saw & Mfg. Co. Ltd., with 50:50 equity participation. Joint venture commenced operations from 1st July, 1997.

1997 - The Complete modernisation was taken up & the modernised process house was commissioned on 7th July 1998. This was carried out with the technological support of joint venture partner M/s. Manifattura, Italy.

- The Comp. took a step towards working closely with reputed fashion designers to create its own design to cater the emerging fashion trends. A major restructuring was undertaken at Davangere works to reduce costs & rationalise manufacturing.

- The grey fabrics of unit were being processed at Mumbai with a view to reducing costs & also to enable upgradation of quality.

- Exports rose by 22% as the division took advantage of the weakening Rupee.

- The Comp. undertook to expand the capacity of Taper Shank drills. The Systems Division also undertook to expand the capacity of endmill production.

1998 - Modernisation and Expansion division also undertook to expand the capacity of endmill production.

2002- Morarjee Goculdas Spinning and Weaving Comp. Ltd has informed that, it has reappointed Mr P K Gothi the Managing Director of Comp. from January 22, 2002 for a period of five years. Mr Jaydev Mody has been appointed as a Director of Comp. liable to retire by rotation.

2004

-The Morarjee Gokuldas Spinning and Weaving Co. Ltd has informed that the Honourable High Court of Judicature at Bombay has directed that a meeting of Equity Shareholders of Comp. be convened on January 15, 2004 for purpose of considering the Scheme of Arrangement proposed to be made between The Morarjee Gokuldas Spinning and Weaving Co. Ltd & Canere Actives and Fine Chemicals Pvt. Ltd., & their respective members, for demerger/transfer of Tools Division of The Morarjee Gokuldas Spinning and Weaving Co. Ltd to Canere Actives and Fine Chemicals Pvt. Ltd., The Comp. also informed that, an Extraordinary General Meeting of Comp. has also been convened on January 15, 2004, to be held soon after the conclusion of aforesaid Court Convened Meeting for seeking shareholders approval for: [1s] Debiting Share Premium Acccount pursuant to Section 100 r/w Section 78 of Companies Act, 1956. [2s] Change of Name of Comp. to Morarjee Realities Ltd; [3s] Approval to the appointment of Mr. Jaydev Mody as Managing Director w.e.f November 26, 2003.

-Morarjee Gokuldas Spinning and Weaving Co. Ltd Change of name of Company

2007 - Peninsula Land Limited has shifted the Registered office of Comp. w.e.f from 15th February, 2007 : From: 106 Peninsula Centre, Dr S S Rao Road, Parel, Mumbai 400 012. To Peninsula Spenta, Mathuradas Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai - 400 013. Telephone No. 6615 4651 - 53. Fax No 6615 4593.

- The Comp. has splits its face value from Rs10/- to Rs2/-.