AuSom Enterprise Ltd. ( Once Known as Core Emballage Ltd. ) is an Ahmedabad ( Gujarat, India ) based company engaged in fabrication corrugated boxes and cartons. It was incorporated in 1984.
The company manufactures these boxes in different forms and sizes and besides with motley printing. It uses recycled paper to do environment friendly merchandises. The fabrication unit is located in the Kheda territory of Gujarat with an installed capacity of 140 million corrugated boxes per annum. The merchandises are used in packaging electronics, cars, nutrient, drug company, and other merchandises. It has put up Chrysalis, a 10,000 sq. ft. design studio which produces high quality artworks and advanced, scientific design with state-of-the-art design package, hardware, and prototyping installations.
Due to immense loss the company demerged its fabrication unit in the December 2008
and started trading activities in the twelvemonth 2008 in cherished metal, paper and scraping and wastepaper. From Jan 2009 onward company engaged in trading activity merely. In August 2009 the Company has coup d’etat by the Promoters of Zaveri Group with all the liabilities booked or non. The Flagship Company of Zaveri Group is Zaveri & A ; Co. Pvt. Ltd has Jewellery Showrooms, Import and Export of Gold, Jewellery and Diamond, SEZ, and power coevals. Due to its fine-looking accomplishments in export of Diamonds and Gold Jewellery in footings of quality and extremely attractive artistic characteristics it has non merely earned the good will in the domestic market but besides has acquired a significant abroad market amongst the Indian jewelry exporters.
The registered office is located at AuSom Enterprise Limited
11-B, New Ahmedabad Industrial Estate, Village- Moraiya, Sarkhej-Bavla Road, Moraiya- 382 213. Dist: -Ahmedabad, Gujarat, India.
Boardss of Directors are experient people in the Precious Metal, jewelry trade and besides from other relevant countries will pull off AuSom Enterprise Limited. The Board of Directors will be responsible for all major determinations. They are most experient people in the field of jewelry, cherished metals and rocks, trade goods trading.
Mr. Hitesh Adeshara
Chairman -Non Executive & A ; Independent Director
Mr. Kishor Pranjivandas Mandalia
Pull offing Director
Mr. Zaverilal Virjibhai Mandalia
Mr. Vipul Zaverilal Mandalia
Mr. Ghanshyambhai Akbari
Non Executive & A ; Independent Director
Mr. Mukesh Adeshara
Non Executive & A ; Independent Director
Beginning: ( AuSom Enterprise Ltd. , 2009 )
Leadership and Change Management Theories
As the name suggests transformational leading is the 1 in which the leader is behind the transmutation of the company. They put passion and vision in everything.
Phases of working of the transformational leaders are:
Vision development: these leaders begin with a vision development which in bend develops a position of future which excites and change over the followings.
Selling the vision: following measure is to invariably sell the vision which includes energy and committedness as few people get convinced early and few non that ‘s why leaders have to work truly difficult in order to convince.
Detecting the manner in front: some transformational leaders know their manner and want others to follow whereas some similar do n’t hold and they are happy happening their ain ways.
Taking the lead: the concluding phase is to take the bid while the alteration is traveling on, a transformational leader ever leads and be at the centre, through their attitude and behaviour they show how other people should act ( B.M, 2002 )
There are two types of work in organisation:
The normal bringing procedure where the chief concern is done.
The alteration activities where necessary alterations are made to the concern and the manner it is done.
Change can externally be about altering occupations, topographic points, merchandises, etc but it really occurs first inside people ‘s caput and that ‘s the job when organisation attempt to alter without understanding the unseeable component and that can ensue into drastic consequence and failure.
Pull offing Change:
It is one thing to pull off a normal activity in the organisation and another thing to pull off alter externally or outside, here are some methods used:
accepting the brief: facilitating or pull offing the alteration
naming alteration: understanding the demand for alteration by look intoing
stakeholders in alteration: managing stakeholder
planning for alteration: edifice a full cogent evidence alteration
pull offing alteration: doing it in pattern
organisation design: making the new organisation
techniques of alteration: ways of making alteration
4 dimensional model: for pull offing alteration ( B.M, 2002 )
Lewin ‘s Change Model
support outstanding public presentation
maintain position quo
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3. Issues before Changes
The Target Company was making production of high quality Corrugated Boxes with to the full automated works located in India. At the clip of installing of works there were merely three such workss in India. Concept of Corrugated boxes was new before 10 year for the purchasers, and as it was to the full automated works its cost was besides really high. It besides requires the high quality natural stuff and qualified staff to run the machinery. Use of low quality natural stuff causes the machinery failure. Due to high cost the company was non able to acquire sufficient orders as per capacity of works. So, it cause high gross cost comparison to others, ensuing to the Capital loss. Shares monetary values were besides worsening due to heavy loss.
Board of Directors of the Company has considered the Scheme of Compromise with its Stockholders and Creditors in regard of Demerger of Manufacturing unit of the Company.
4. Pre-Condition of Acquisition
4.1 Legal Framework.
Following legal model will be applied for Takeover of a listed company:
SEBI ( Significant Acquisition of Shares and Takeover ) Regulations, 1997 issued by the Securities and Exchange Board of India ( SEBI ) ;
Companies Act, 1956 ; and
“ Significant acquisition of portions or voting Rights ” – geting significant measure of portions or voting rights ( sebi.gov.in, n.d. )
4.2 Some Important Definitions:
“ Acquirer ” is a individual who straight or indirectly acquires or agrees to get portions or the vote rights in the Target Company or control over the mark company either by himself or with any individual moving in concert with the acquirer
“ Target Company ” means a listed company whose portions or voting rights or control is straight or indirectly acquired.
Persons moving in concert ( “ PAC ” ) are the individual established to hold the common aim of purchasing a important sum of portions or voting rights in a company.
The construct of PAC assumes significance in the context of coup d’etats:
acquisition made by the acquirer remains below the threshold bound
Taken together with the voting rights of individuals moving in concert, the threshold may transcend.
5. Changes during Acquisition
5.1 Execution of Change Management
The company has decided to accomplish highest degree of Corporate Governance as challenge. Corporate Administration is nil but transparence, high degree of revelation and equity and indifferent to the members of the company. For the accomplishment, the Company has developed a squad of educated, experienced, qualified direction squad. The Board of managers of the Company efficaciously monitors the Management advancement and corporate determination.
The Acquirers with the PCAs makes an Open Offer ( “ Offer ” ) to the Shareholders ( other than parties to the Share Purchase Agreement ) of the Target Company to get to the full paid up equity portions of Rs. 10/- each at the monetary value of Rs. 10/- ( Rupees Ten merely ) each stand foring 20 % of its subscribed, paid up equity portions & A ; voting capital of Target Company. The Offer is at a monetary value of Rs. 10/- per to the full paid up equity portions ( “ Offer Price ” ) is collectible in hard currency ( “ Offer ” ) subject to footings and status in PA ( Public Announcement ) . Opening Date of Offer 2nd May 2009 and Closing day of the month 21st May 2009. To bing boosters ( covered under Share purchase understanding ) the mark company acquires to the full paid up equity portions of Rs. 10 each at the monetary value of Rs. 8/- each stand foring 57.99 % of it subscribed, paid up equity & A ; voting capital of Target Company. ( bseindia.com, n.d. ) ( nseindia.com, n.d. ) . The Acquire take this determination to cut down the per centum of the portions in the market and make the strong place in the market for the stockholders.
The Acquirer alterations their concern from trading in corrugated boxes and Wastepaper to Wholesale Trading in Cherished Metallic elements ( Gold, Silver, Platinum, diamond ) . Establish unit in Particular Economic Zone ( SEZ ) for Import and Exports of Precious Metallic elements, Manufacturing Jewellery. Acquirer will use the net income from to Trading of Cherished Metallic elements to develop a gold and silver refinery unit.
During the fiscal twelvemonth 2009 – 10 after obtaining members consent, has alteration its name to AuSom endeavor Ltd. The necessary consent of the Cardinal Government ( ROC ) as required under Companies Act, 1956 has been obtained and the new name became applicable with consequence from 16th October 2009.
5.2 Opportunities and Threats.
The company has become wholly debt free and now being run by good experient boosters with holding two decennaries of insightful cognition of the industries. The designation of new section ( trading activity ) has performed really good and there is a good range of future growing and profitableness. Experience people in the field of commodities/bullion trading will pull off the trading activities.
Fluctuation in foreign currency, peculiarly Dollar & A ; Pound, may make some jobs in concern activities. Due to instability in trade goods and trading Markets the needed mark may non be able achieve. The Trading concern is a new line of concern for the Company.
6. After Change
The new Promoters have completed the process under coup d’etat codification after due conformities with SEBI and Stock Exchanges and with consequence from 7th August 2009 the full direction of the Company has been taken over by them. The boosters are holding enriched experience in the field of trading of Bullions, Commodities, Cherished Metallic elements and Stones, sing their experience in this line of activities after they being boosters of this Company started the activities of the Company in the similar field. This resulted into coevals of net income by the Company about after one and half decennaries.
The Company has carried out activity in the field of trading Gold, Silver and other Bullions. The Company has achieved a turnover a turnover of Rs. 143.26 Crores in the fiscal twelvemonth 2009 – 10 as against the old twelvemonth Rs. 50.99 Crores ; it means that the turnover has increased by 180.95 % . Similarly, the Company after such a long period has generated net income amounting to Rs. 23.66 Lacs ( Net income before Income Tax ) . ( AuSom Enterprise Ltd. , 2009 )
7. Change in Vision and Mission
The new Vision of the Company is to go A Star Trading House and to open a Gold Refinery in India.
The new Mission of company is Sweeping Trading in Cherished Metallic elements ( Gold, Silver, Platinum, and Diamond ) . Establish the unit in Particular Economic Zone ( SEZ ) for Import and Export in Cherished Metallic elements. Manufacturing jewelry from cherished metals. Acquirer wants to hold an Export turnover of 2500 Crores in 3 old ages to go a Leading Trading House. Use of Net income in refinery unit of Gold and Silver
Change is a really of import portion of an organisation as seen in the instance above can happen that a company was traveling through a large loss and a amalgamation and the alterations along with it changed the whole scenario and the company easy moved on and now the company is holding a net income and has a bright hereafter onwards.
Change can be for good every bit good as for bad but a good alteration direction can supply with good consequences and it needs to be applied decently by a proper direction.