S H Kelkar & Company Ltd

S H Kelkar & Company Ltd

S H Kelkar & Co. was incorporated on July 1 1955 in Mumbai under the Companies Act 1913. After incorporation the company took over businesses carried on by Mr. V.G. Vaze as a sole proprietor of M/s S.H. Kelkar & Co and in partnership by the firm M/s Saraswati Chemical Works. The Company is focused on its core business of manufacture supply and exports of fragrances flavours and aroma ingredients that are used in the food beverage personal care or household product industries. As on March 31 2018 the Company had subsidiaries in India United Kingdom Netherlands Singapore Italy and Indonesia comprising of Keva Fragrances Pvt. Ltd.; Keva Flavours Pvt. Ltd.; Saiba Industries Pvt. Ltd.; Rasiklal Hemani Agencies Pvt. Ltd.; Keva Chemicals Pvt. Ltd.; Creative Flavours & Fragrances S.p.A. Italy; Keva UK Ltd. United Kingdom; Keva Fragrance Industries Pte. Ltd. Singapore V N Creative Chemicals Pvt. Ltd. (step-down subsidiary) Tanishka Fragrance Encapsulation Technologies LLP (step-down subsidiary) PFW Aroma Ingredients B.V. Netherlands (step-down subsidiary) PT SHKKEVA Indonesia (Indonesia) (step-down subsidiary).The company was founded by Mr. V.G. Vaze who had three sons G.D. Kelkar Suresh Vaze and Promoter Ramesh Vaze. On account of certain disputes which led to petitions being filed before the Company Law Board Principal Bench at New Delhi ('Company Law Board') the three sons and their respective families executed a memorandum recording a family settlement on November 18 2009 as amended by an addendum dated July 12 2010 (the 'Family Settlement'). The Family Settlement contained the terms and conditions on which G.D. Kelkar and Suresh Vaze and their respective families exited from our Company and its subsidiaries (the 'Kelkar Group'). In accordance with the terms of the Family Settlement the control and management of the Kelkar Group vests with our Promoter Ramesh Vaze and his family. Accordingly as on date no member of G.D. Kelkar's family or Suresh Vaze's family holds any stake or otherwise has interest in the Kelkar Group. The terms of the agreements between the family groups was recorded in the orders of the Company Law Board dated March 10 2009 and November 2 2009.The company established First manufacturing unit at Vapi in 1979. During the year 2007 the company commissioned a manufacturing unit at Vashivali.During 2014 and 2015 the company has received numerous awards for Best Performance in quality for Best HR strategy in Line with Business and also award for 'Dream Companies to Work For (Manufacturing)' at the Dream Companies to Work For Awards.The company created a new brand identity of 'KEVA' which was launched during the financial year ended 31 March 2016.In October 2015 the company successfully completed an Initial public issue of 28231827 equity shares of face value Rs 10 each for cash at a price of Rs 180 per equity share (including a share premium of Rs 170 per equity share) aggregating Rs 5081.73 million consisting of a fresh issue of 11666666 equity shares by the Company and an offer for sale of 13141000 equity shares 86575 equity shares and 3337586 equity shares by Blackstone Capital Partners (Singapore) VI FDI Two Pte. Ltd. Blackstone Family Investment Partnership (Singapore) VI-ESC FDI Two Pte. Ltd. and Mrs. Prabha Vaze. The shares of company got listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) on 16 November 2015.Rasiklal Hemani Agencies Pvt. Ltd. (RHAPL) was acquired by the Company on April 2 2016 to strengthen its base in the northern region and reach closer to the customers. RHAPL has been the indenting agents in Northern region for Company's fragrances for 50 years. Through deep industry knowledge and wide network of trade contacts of its promoters RHAPL has over the years built a strong portfolio of customers for the Company's fragrances. The acquisition will aid in expansion of the marketing and field activities in Northern region in coming years.During the financial year ended 31 March 2017 Keva forayed into Fine Fragrances. For Fine Fragrances it intends to increase growth by focusing on fast growing end-market customers. During the year under review S H Kelkar & Company acquired part of the ingredients technology from PFW Aroma Ingredients BV. As part of S H Kelkar & Company's long term strategy all the technologies and IP of the group will reside in the company.During the year under review the company acquired the Business Undertaking of High-Tech Technologies comprising of Flavours Division through its subsidiary Keva Flavours Pvt. Ltd. The acquisition helped Keva power its flavours portfolio throughout the regions in which it operates and thus expand of Keva's presence in the Flavours business.During the year under review Keva Fragrances Pvt. Ltd. ('Transferor Company') a wholly-owned subsidiary of the Company got amalgamated with K V Arochem Private Limited ('Transferee Company') a wholly-owned subsidiary of the Company pursuant to the Scheme of Amalgamation (the 'Scheme') sanctioned by the Honorable High Court of Bombay vide its order dated 22 September 2016. Thereafter the name of the Transferee Company was changed to Keva Fragrances Pvt. Ltd.' with effect from 14 December 2016. The objective of merger was to enable optimal utilisation of existing resources through consolidation of operations into a single legal entity provide an opportunity to leverage and pool skilled and experienced manpower of the respective companies and derives operational and financial synergies through prudent financial management and cost reduction.On April 24 2017 S H Kelkar & Company through Keva Chemicals Pvt. Ltd. ('KCPL') step-down subsidiary of the Company acquired Fragrance Encapsulation Technology from Tanishka Fragrance Encapsulation Technologies LLP ('TFET LLP'). As a part of the transaction KCPL has also contributed to the capital of TFET LLP on the said date and thus has become a majority capital contributing partner in TFET LLP. The unique technology has enhanced Keva's technological infrastructure and would enable the company to offer differentiated fragrance products especially in fabric care which is a fast-growing area in which Keva's unique capabilities would give it a solid competitive edge.S H Kelkar and Company through its subsidiary Keva Fragrances Pvt. Ltd. acquired VN Creative Chemicals Pvt. Ltd. ('VNCC') on September 29 2017. VNCC is into the business of aromatic chemicals and owns a manufacturing facility in Mahad Maharashtra. The investment would enable the Company to consolidate/ combine production activities for attaining maximal operational efficiency and thus would contribute to building up Keva's competitiveness and improve its profits and margins.The company entered into an agreement to acquire Creative Flavours and Fragrances S.p.A. ('CFF') along with its subsidiaries on January 15 2018. Incorporated in year 2000 CFF has presence throughout Europe and enjoys a leading position in the Italian market. It has a state-of-the-art manufacturing facility and R&D lab in Milan. The acquisition coupled with the recent launch of fine fragrances studio in Amsterdam is in line with Keva's growth strategy to strengthen its product portfolio and build a business with truly international profile. It is an important milestone in Keva's global growth journey.The company through its subsidiary Keva Fragrance Industries Pte. Ltd. entered into an agreement to acquire 90% stake in Anhui Ruibang Aroma Co. Ltd. on May 25 2018. Headquartered in Fuyang Anhui is a leading aroma ingredient Company in China. The acquisition will give Keva access to alternate tonalid manufacturing facility thereby ensuring no supply disruptions to customers. It will also enable Keva consolidate its market position for tonalid.