- **Baroda Rayon Corporation is a 1958-vintage textile maker that has not spun a single metre of yarn since August 2008 - its factory floors in Surat fell silent during a labour dispute that never resolved, and the company has since reinvented itself as a pure-play industrial real estate developer, selling plots and commercial units on the very land its old plants once occupied. The pivot was engineered by converting roughly 48.96 lakh square feet of legacy freehold land from factory assets into saleable inventory, a move that unlocked a realisable value of about Rs. 486 crore against a balance-sheet carrying cost of just Rs. 38.5 crore. Everything the company does now flows from a single recurring logic: take a stranded industrial landholding in a prime textile-trading hub, parcel it into units that Surat’s business community wants, and fund the build-out with secured debt backed by the project itself and personal guarantees from the promoter family.** # Business segments Two engines, one dormant and one active - a textile legacy that has been at a standstill for nearly two decades, and a real estate business that converts the company’s own land into industrial plotted developments and commercial projects, funded by consortium bank debt. ## 1. Real estate: converting a stranded factory site into saleable industrial property **The company takes its own legacy land in Surat, obtains RERA registration, and sells plotted industrial units and commercial spaces to buyers in Gujarat’s textile and trading community - it is a land-monetisation play, not a construction conglomerate.** - **Land is the raw material, and it was already owned** - three parcels of freehold land totalling roughly 4,54,872 square metres in Udhna, Bhedwad and Dindoli villages were reclassified from fixed assets to stock-in-trade in December 2021, so the company’s main input came at a carrying cost of just Rs. 38.5 crore against a government-approved realisable value of Rs. 486 crore. - **Three RERA-registered projects, all in Surat** - the company is currently selling units in Shree Laxminarayan Industrial Park - Z Row (a plotted development with 503 units, launched August 2022), Surat Textile Bourse Phase-1 Part-A (commercial, launched October 2022), and Surat Textile Bourse Phase-1 Part-B (commercial, launched December 2022), each registered under Gujarat’s real estate regulator. - **Project debt is secured against the projects themselves** - a consortium of three cooperative banks led by Mehsana Urban Co-op. Bank provided a Rs. 75 crore term loan secured by a pari-passu first charge on the land and movable assets of Surat Textile Bourse Phases 1 and 2, and State Bank of India later extended a Rs. 100 crore term loan secured against Phase 1 Part-B units and cash flows, with Aditya Birla Capital taking over the consortium loan and providing a fresh term loan in mid-2026 under a Rs. 80 crore facility. - **Personal and corporate guarantees back every loan** - seven individuals from the promoter family, including Chairman Damodarbhai Patel and Whole-Time Director Viral Bhavani, plus corporate guarantees from Sejima Texyarn Pvt. Ltd. and Kanchenjunga Texturisers Private Limited, stand behind the company’s secured borrowings, tying promoter wealth to project completion. - **Legacy debts are settled with real estate and scrap, not cash** - in March 2025 the company extinguished roughly Rs. 60 crore of outstanding dues to three related entities by handing over old nylon-plant machinery and two completed industrial units from Surat Textile Bourse Phase-1 Part-A, preserving cash for construction while cleaning up the balance sheet. ## 2. Textile: a factory frozen in time since 2008 **No yarn has been produced, no revenue earned, and no workers employed in manufacturing since August 2008 - the segment exists only as a legacy liability and a source of scrap value, not as an operating business.** - **Operations halted by labour and regulatory deadlock** - the entire manufacturing facility at Udhna, Surat, which once produced Viscose Filament Yarn (used in sarees and furnishing fabrics) and Nylon yarn, has been idle since August 2008 because of unresolved labour disputes and cases pending in the Gujarat High Court. - **No production, no sales, no energy consumption** - the company reports nil revenue from textile operations, carries out no manufacturing activity, and takes no steps for energy conservation because no plants or units are in operation. - **Plant and machinery are being sold for scrap or debt settlement** - segregated plant and machinery valued at Rs. 17.6 crore is earmarked for sale to pay worker liabilities and statutory dues, and in March 2025 the company transferred old nylon-plant and tyre-cord-plant equipment to two related parties to settle debts of roughly Rs. 56 crore. - **A captive power plant and infrastructure sit unused** - the company still holds a captive power plant and what it describes as “huge infrastructure facility” at its prime Surat location, assets that once provided competitive strength but now represent dormant capacity with no near-term restart plan. - **Employee dues and disputed tax claims remain unresolved** - retiring-employee gratuities overdue as of March 2023 stood at Rs. 16.1 crore, a disputed excise duty matter of Rs. 44.2 crore awaits a verdict, and an income-tax demand of Rs. 8.1 crore plus a penalty of Rs. 4.1 crore are under appeal. # Group structure and partners **The company is tightly held by a family promoter group that took control in 2022 through a share purchase and open offer, and it leans heavily on related-party lenders and guarantors to fund its real estate transition.** - **Promoters hold over two-thirds of the equity** - as of March 2024, the promoter group owned 67.53% of the company’s 2.29 crore equity shares, which are listed on the BSE and 91.79% dematerialised across roughly 80,700 shareholders. - **Control changed hands in 2022 via a negotiated share purchase** - a group led by Damodarbhai Patel, Mohanlal Patel, Viral Bhavani and Sejima Texyarn Private Limited acquired 14.97% of the voting share capital from 13 exiting promoter entities at Rs. 6 per share, triggering a mandatory open offer at Rs. 9.80 per share that drew negligible public acceptance (715 shares) and left the acquirers with 34.95% post-offer. - **The family is both management and guarantor** - Chairman Damodarbhai Patel (over 40 years in textiles and real estate) and his son, Whole-Time Director Viral Bhavani, run the company, while seven family members provide personal guarantees on the company’s secured project loans. - **Related entities are the largest lenders and have been repaid in kind** - the company carried Rs. 157.3 crore of assigned debt from Bhavani Syntex, Ramsons Properties and Unipat Rayon under a modified debt-restructuring scheme, and in March 2025 it settled a combined Rs. 60.4 crore of those dues by transferring old machinery and two real estate units rather than paying cash. - **A single dormant overseas associate sits on the books** - the company holds 7.73 lakh shares in Thai Baroda Industries Ltd., an investment that has been fully impaired to the tune of Rs. 5.75 crore, signalling no active offshore operations.