JINDAL STAINLESS LIMITED

Jindal Stainless Limited was incorporated on 29th September 1980 as Jindal Ceramics Limited. The Company is India's leading stainless steel producers of stainless steel with integrated melting products with a capacity of 1.1 MTPA, eventually scalable upto 3.2 MTPA. It is engaged in manufacturing of stainless steel flat products in Austenitic, Ferritic, Martensitic and Duplex grades. The product range includes Ferro Alloys, Stainless Steel Slabs, Hot Rolled Coils, Plates and Sheets, and Cold Rolled Coils and Sheets. The company manufactures and sells a broad range of stainless steel flat products including slabs, blooms, flat bars, hot rolled and cold rolled coils, plates and sheets and special products including, precision strips and coin blanks. The Company's plants are situated in Haryana, Andhra Pradesh and Orissa. The Company changed its name to Jindal Int.com Limited in 29th January of the year 2001. In order to create a focused stainless steel company, the business of Jindal Strips Limited was restructured by de-merging the stainless steel business from Jindal Strips Limited to the Company and all the properties, assets, rights, powers and liabilities relating to the stainless steel undertaking of Jindal Strips Limited had been transferred to the Company with effective from April 1st 2002. During 2002-03 the company completed de-bottlenecking by augmenting the Stainless Steel melting capacity to 400,000 MT. The Company's name was renamed as Jindal Stainless Limited in 28th January of the year 2003. During April of the year 2003, the Austenitic Creations Pvt., Ltd and J-Inox Creations Ltd were amalgamated with the company. Both the companies are in the business of Architecture, Building Construction sector. Jindal Stainless had acquired an Indonesian company, PT.Maspion Stainless Steel and formalities has been completed in December 2004.Consequent of this acquisition, PT. Maspion Stainless Steel has become the subsidiary of the company and this Indonesian company has started commercial production. The Company had launched a premium range of beverage sets in designer stainless steel under the brand name Art d'inox and also in the same year of 2004 signed a stainless steel supply contract for US $ 18.5 million. During 2004-05 the company has entered into a technical assistance with Nisshin Company Ltd, Japan to assist the company in improving quality of the finished products. Further the company has set up a service center at Gurgaon by way of subsidiary company in collaboration with an Italian company Steelwat s.r.l. Italy. The Life Style Product Division and Architecture Division of the company was hived-off to Austenitic Creations Private Limited and Jindal Architecture Limited respectively with effect from 1st April of the year 2005, vide its Order dated 13th July of the year 2006. The Company had entered into MoU with the Government of Orissa for setting up Stainless Steel project at Orissa in the year 2005-06. During the year 2006-07, the company commissioned its New Tension Leveler under Cold rolling division. In April of the year 2007, a new 220-tpd-Oxygen plant had been commissioned in Hot rolling division. Jindal Stainless is expanding its operations through forward and backward integration and focusing on increased levels of productivity, quality & cost competitiveness. As at May 2008, the Company signed a Joint Venture Agreement with Antam Tbk to develop a nickel smelting and stainless steel facility in North Konawe, South East Sulawesi. Antam share in project 55% with Jindal owning a 45% share. The Company awarded the second phase of DTC Bus-Q-Shelters in June of the year 2008 by Delhi Transport Corporation DTC); the Second Build Own Transfer (BOT) project envisages putting up of approximately 400 Bus-Q Shelters uniquely designed and modeled in Stainless Steel. Pursuant to the Reworked Corporate Debt Restructuring Scheme approved by CDR EG and Rework Letter of Approval (Rework LOA) issued on 18 September 2012, the approved Reworked CDR package implemented by all CDR lenders and the Company had executed all the necessary documents. During the year 2014, the Company had arranged execution of corporate guarantee of 13 promoter group companies (out of total 30 promoter group companies) and is in discussions with the remaining promoter group companies for resolution of pending issues related to collateral security. During the year 2014, the Company has received conversion notice for entire remaining 300 Foreign Currency Convertible Bonds (FCCBs) amounting to USD 1.50 million and subsequently the company has allotted 547,458 fully paid equity shares. During the quarter ended 31st March, 2014, the Company has raised Rs 100,00,00,566, by way of issue and allotment of 1,07,50,000 equity shares of Rs 2/- each and 1,58,10,440 Cumulative Compulsory Convertible Preference Shares (CCCPS) of face value of Rs 2/- each at a price of Rs 37.65 per equity share /CCCPS (including a premium of Rs 35.65 per equity share/ CCCPS) in accordance with SEBI (ICDR) Regulations, 2009 to JSL Overseas Limited, a member of promoter group, on preferential basis.During the financial year 2013-14 the R&D division has been actively engaged in development of new value added stainless steel grades, process improvements and in serving clients through customized products matching their specific property requirements. Moreover, several measures were also undertaken to reduce cost in different production lines. On 19th December 2014 and 25th September 2015, the Company has allotted 1,10,00,000 and 48,10,440 equity shares of Rs2/- each respectively upon conversion of 1,58,10,440 Cumulative Compulsory Convertible Preference Shares (CCCPS) of face value of Rs2/- each to JSL Overseas Limited, a member of promoter group. As per the terms of the Scheme, six domestic subsidiary companies of the Company viz. JSL Lifestyle Limited, Jindal Stainless Steelway Limited, JSL Architecture Limited, Green Delhi BQS Limited, JSL Media Limited and JSL Logistics Limited have been transferred to Jindal Stainless (Hisar) Limited through slump sale. Consequent thereto, as on 31st March 2015, the Company has been left with 11 direct and step down subsidiaries, namely (i) Jindal Stainless UK Limited; (ii) Jindal Stainless FZE, Dubai; (iii) PT Jindal Stainless Indonesia; (iv) Jindal Stainless Italy S.r.l.; (v) Jindal Stainless Madencilik Sanayi VE Ticaret A.S., Turkey (vi) JSL Group Holdings Pte. Ltd., Singapore; (vii) JSL Ventures Pte. Ltd., Singapore; (viii) Jindal Aceros Inoxidables S. L., Spain; (ix) Iberjindal S.L., Spain; (x) Jindal United Steel Limited; and (xi) Jindal Coke Limited. Further, the Company has an associate company namely, J.S.S. Steelitalia Ltd. and two joint ventures with MJSJ Coal Limited and Jindal Synfuels Limited. During the financial year ended 31st March 2015, two subsidiary companies namely JSL Europe SA and JSL Minerals and Metals SA were closed down. Further Jindal Stainless (Hisar) Limited (JSHL), Jindal United Steel Limited (JUSL) and Jindal Coke Limited (JCL) were made the wholly owned subsidiary companies of the Company. Post sanction of the Scheme, JSHL has ceased to be subsidiary of the Company. The other two companies viz. JUSL and JCL shall also cease to be subsidiary companies of the Company post receipt of approval from OIIDCO and induction of new investors in the said companies. However, these will continue to remain associate companies of the Company.The Company, after having various rounds of discussions with the CDR Lenders, had finalized a comprehensive plan of Asset Monetization cum Business Reorganisation Plan (AMP), which entailed monetization of identified business undertakings of the Company through demerger/slump sale and utilization of the proceeds of the slump sale in reduction of debt of the Company. As a part of the above said AMP, a Composite Scheme of Arrangement among the Company and its three wholly owned subsidiary companies viz. Jindal Stainless (Hisar) Limited (JSHL), Jindal United Steel Limited (JUSL) and Jindal Coke Limited (JCL) and their respective creditors and shareholders was undertaken which was approved by the Hon'ble High Court of Punjab and Haryana at Chandigarh, vide its Order dated 21st September 2015 (as modified on 12th October, 2015), Certified True Copy of the Said Order was filed on 1st November, 2015, with the Office of Registrar of Companies, NCT of Delhi and Haryana. Consequently, Section I (pertaining to demerger of Mining Division and Ferro Alloys Division and vesting the same in JSHL) and Section II (pertaining to slump sale of manufacturing facility at Hisar from the Company to JSHL) of the Scheme became operative from the Appointed Date 1 i.e. close of business hours before midnight of 31st March 2014. The Scheme envisaged demerger of Mining Division including the Chromite Mines located at Sukinda and vesting the same in JSHL, however, the Company did not receive approval from the Ministry of Mines, Government of Odisha for transfer of the said Mines to JSHL, therefore, the Board of Directors of the Company in its meeting held on 23rd November, 2016, in terms of clause 1.10 of Section V of the Scheme, decided not to transfer the Mines to JSHL. Section III and IV of the Scheme with respect to JUSL and JCL respectively became operative from Appointed Date 2 i.e. close of business hours before midnight of 31st March 2015, and became effective upon receipt of approval from Orissa Industrial and Infrastructure Development Corporation Limited (OIIDCO), on 24th September 2016, with respect to the transfer/right to use the land on which Hot Strip Mill and Coke Oven Plant is located, from the Company to JUSL and JCL respectively. Post implementation of the Scheme, the Company has already received an amount of Rs2600 Crore as consideration for slump sale from JSHL, which has been utilized to prepay the debts of the Company and accordingly the debt of the Company as on date has been reduced to that extent. The Company has further received an amount of Rs.2355 Crore from JUSL and Rs.490 Crore from JCL towards consideration of slump sale and interest free security deposit for sharing infrastructure facilities in due course and that amount shall also be utilized to prepay the debts of the Company. The Company has on 3rd July 2016, allotted 16,82,84,309 equity shares of Rs.2 each at a price of Rs.21.76 (including premium of Rs.19.76 per share) per share to Jindal Stainless (Hisar) Limited (JSHL) on preferential basis against Rs.366,18,66,570, being the amount due and payable by the Company to JSHL as of the 'Appointed Date 1' i.e. close of business hours before midnight of March 31 2014 as specified in the Scheme. These shares have already been listed and permitted for trading on the BSE Ltd. and National Stock Exchange of India Ltd. During the financial year ended 31st March 2017, Jindal United Steel Limited and Jindal Coke Limited ceased to be subsidiaries of the Company and the following subsidiaries of the Company were closed down: (i) Jindal Stainless Italy S.r.l., (ii) JSL Group Holdings Pte. Ltd., Singapore, (iii) JSL Ventures Pte. Ltd., Singapore, and (iv) Jindal Aceros Inoxidables S. L., Spain. During the financial year 2017-18, in May 26th 2017, the Company has allotted 605,70,320 equity shares of face value of Rs.2 each and 14,28,30,637 - 0.01% Optionally Convertible Redeemable Preference Shares of face value of Rs.2 each (OCRPS) to the lenders of the Company upon conversion of the Funded Interest Term Loan I and the Funded Interest Term Loan II at a price of Rs.39.10 (including premium of Rs.37.10) per Share/OCRPS, aggregating to Rs.236,82,99,512; and Rs.558,46,77,906.70 respectively. Further, the Company has on the 28th March 2018 allotted 1,91,81,586 Equity Shares having the face value of Rs. 2 each to Virtuous Tradecorp Private Limited, a promoter group entity, upon conversion of 1,91,81,586 Compulsorily Convertible Warrants (CCW) held by it. During the period 2019-20, Steel Melting Shop produced 9,73,995 MT. New grades and variants were developed for lift and elevator segment, metro coach application, and railway foot-overbridge application, among others. On the operational front, JSL implemented Level-2 automation of Argon Oxygen Decarburization (AOD) converter, which led to ~10 % improvement in productivity of this unit. The Company commissioned a 25 MT induction furnace which resulted in a cleaner, energy-efficient melting process, where the JSL's melt production capacity presently stands at 1.1 MTPA. As on 31 March 2021, the Company had 5 direct subsidiaries, namely Jindal Stainless FZE, Dubai; PT Jindal Stainless Indonesia; JSL Group Holdings Pte. Ltd, Singapore; Iberjindal S. L., Spain and Jindal Stainless Park Limited. In FY'21, JSL's product portfolio reported expansion in domestic and international geographies across the applications. It developed specialized grades for Armour and ballistic applications, along with nuclear, submarine, metro and railways and automobile applications. During the year 2021-22, JSL Ferrous Limited ceased to be subsidiary effective 06th May, 2022. During the FY 2022-23, the Composite Scheme of Arrangement for amalgamation of Jindal Stainless (Hisar) Limited (JSHL), JSL Lifestyle Limited (mobility division), JSL Media Limited and Jindal Stainless Corporate Management Services Private Limited (Amalgamating Companies) with the Company was made effective from 02nd March, 2023. The Company commissioned Brownfield Expansion Plan at Jajpur, Odisha. Commissioning Combo Line for downstream expansion. 1.5x expansion of HRAP (Hot Rolled Annealed Pickled) capacity and 1.7x expansion of CRAP (Cold Rolled Annealed Pickled) capacity. HRAP and CRAP capacities were enhanced from 0.8 MTPA and 0.45 MTPA to 1.25 MTPA and 0.75 MTPA respectively. It set up a Captive Hybrid Renewable Energy Project in Jajpur costing Rs 137.5 Crores. In 2022-23, the Company acquired remaining 74% equity stake in Jindal United Steel Limited from OPJ Steel Trading Private Limited. It acquired Rathi Super Steel Limited (RSSL), on a going concern basis and resulting to said acquisition, Rathi Super Steel became the wholly owned subsidiary of the Company w.e.f. 16th November 2022.