OMKAR OVERSEAS LIMITED (OOL) was incorporated on 25th November, 1994 as Public Limited Company under the Companies Act, 1956 and obtained Certificate of Commencement of Business on 9th December, 1994 from the Registrar of Companies, Gujarat. Omkar Overseas Limited was formed for the purpose of the business of Export, Import of various commodities specially for fabrics and made ups. Omkar Overseas Limited has taken over all the assets & liabilities of M/s Omkar Exports (A Government Recognised Export House), a partnership firm which was engaged in the business of exports of fabrics and made ups, as a running concern with effect from 1.1.1995. M/s Omkar Exports, a partnership firm promoted by "OMKAR GROUP" was having annual turnover of over Rs.l20/- crores for carrying out group exports of fabrics in 1989. The firm was accorded the status of "Government of India recognised EXPORTS MOUSE" on 1.11.94 for three years from 1.4.94 to 31.3.97. M/s Omkar Exports has been one of the leading exporter of Fabrics. The firms turnover grew from Rs. 25.65 lacs (for the year 1991-92) to Rs. 1303.44 Lacs (for the year 1993-94) i.e.. over 50 times in just three years. Omkar Overseas Limited took over all the assets and liabilities of the firm at book value without any revaluation of its assets. The details of assets and liabilities taken over from the erstwhile partnership firm by the Company are as under: (Rs. in lacs) ------------------------------------------------------------ a) Net Fixed Assets 8.52 b) Current Assets, Loans & Advance 1404.63 Less: Current Liabilities 273.58 Net Current Assets 1131.05 ------- 1139.57 ------- Less: Liabilities a) Secured Loans Bank Of Baroda 666.24 ------ Net Assets value 473.33 ------ The entire business of M/s Omkar Exports was acquired by OOL with effect from 1.1.1995 and the consideration for acquiring the business of M/s Omkar Exports was arrived at by converting a part of the capital of the partners, which stood at Rs. 4,73,33,290 as on 31.12.1994, into 28,00,000 Equity shares of Rs. 10/- each, aggregating to Rs. 2,80,00,000 and Rs.1,93,33,290 as unsecured loan to the company. The erstwhile partnership firm M/s Omkar Exports has made voluntary disclosures on custom Departments' investigations on past exports, in the month of August 1995, Consequent to such disclosures, the erstwhile firm has paid custom duty of Rs. 225 lacs. No further claim has been imposed by custom Department on the firm till date. However, this does not have any bearing the profitability of the company, this being liability of erstwhile firm taken over by the Company w.e.f. 01-01-95. As per the agreement dated 31.12.1994 entered into between the partners of the erstwhile partnership firm M/s Omkar Exports and the Company, all the past liabilities would be borne by the partners of the erstwhile partnership firm in their individual capacity. The partners of the erstwhile firm are capable in their individual capacity to meet the liabilities that have arised or may arise in future. 2008 -The Company designated email i.d. exclusively for grievance redressal division / compliance officer: accounts@gopiindia.com