Ashapura Intimates Fashion Limited is currently undergoing a transformative structural revival following a multi-year liquidation process under the **Insolvency and Bankruptcy Code, 2016 (IBC)**. Having been sold as a **going concern** on an "**as is where is**" basis, the company is transitioning from a defunct state to an active operational status under the new ownership of **Grow House Agro Limited (GHAL)**. --- ### **Acquisition Framework and Ownership Transition** The company’s path to revival was formalized through a competitive bidding process aimed at preserving its listing status and core assets. * **Successful Bidder:** **Grow House Agro Limited (GHAL)** was declared the winner on **December 23, 2024**. * **Total Consideration:** **Rs. 21.30 Crores** (plus applicable taxes and expenses). * **Transaction Milestones:** * **Earnest Money Deposit (EMD):** **Rs. 2.13 Crores** paid on **December 13, 2024**. * **Final Payment Completion:** **February 14, 2025**. * **Sale Certificate Execution:** **March 1, 2025**, marking the official transfer of ownership and control. * **Strategic Asset Category:** The acquisition targeted **Asset Category 1**, ensuring the company remains an **NSE & BSE Listed Company**. --- ### **Capital Reorganization and "Clean Slate" Strategy** To facilitate a fresh start, the company is implementing a court-mandated capital reset and leveraging legal immunities provided under the IBC. #### **Equity Restructuring Plan** | Shareholder Group | Action | Post-Restructuring Holding | | :--- | :--- | :--- | | **Erstwhile Promoters** | **100% Extinguished/Cancelled** without payment | **0%** | | **Public Shareholders** | Reduced to **5,00,000 shares** (Value: **Rs. 50 Lakhs**) | **5%** | | **New Acquirer (GHAL)** | Issuance of **95,00,000 new shares** (Value: **Rs. 9.50 Cr**) | **95%** | #### **Legal and Liability Insulation** Under **Section 32A of the IBC**, the "new" Ashapura Intimates Fashion Limited is protected by a "Clean Slate" doctrine: * **Debt Absolution:** The company is not liable for any dues to creditors, statutory authorities, or tax departments incurred prior to the acquisition. * **Operational Immunity:** New management is shielded from penalties or criminal offences committed by the erstwhile (now absconding) promoters. * **Exceptional Items:** All historical **Loans**, **Capital Creditors**, and **Payables** have been **written off** and charged to the Statement of Profit and Loss as exceptional items to clear the balance sheet. --- ### **Operational Infrastructure and Brand Assets** The acquisition includes significant real estate and manufacturing capacity located in the industrial hub of **Bhiwandi**, Maharashtra. * **Real Estate Portfolio:** * **Krishna Complex (Bhiwandi):** **62,702 sq. ft.** of industrial space across the 1st and 2nd floors (Gala Nos. D6/101 to 211 and D5/107). * **Mauli Krupa (Bhiwandi):** **7,779 sq. ft.** of built-up area. * **Intellectual Property:** All **Brand Certificates** and trademarks associated with the company’s historical market presence have been transferred to the new owners. * **Plant and Machinery:** Physical assets were included in the sale; however, their current operational efficiency is still being assessed following years of suspension. --- ### **New Governance and Leadership** Effective **March 1, 2025**, a new Board of Directors was nominated to lead the corporate turnaround: | Name | Designation | | :--- | :--- | | **Nikunj Shah** | **Managing Director & Chief Financial Officer** | | **Het Thakkar** | **Additional Non-Executive Director** | | **Pooja Patel** | **Additional Independent (Non-Executive) Director** | | **Arzoo Rabari** | **Additional Independent (Non-Executive) Director** | --- ### **Financial Status and Valuation History** The company’s financial reporting currently reflects a period of non-operation, with assets valued at liquidation prices. * **Asset Valuation (February 2023):** * **Land and Building:** Valued by **Mr. Rajendra Tithe** and **Mr. A.V. Shetty**. * **Plant and Machinery:** Valued by **Mr. Kunal Vikamsey**. * **Accounting Treatment:** No depreciation was charged in **FY 2022-23** as values were pegged to liquidation estimates. Depreciation resumed in **FY 2023-24** and **FY 2024-25** using the **straight-line method**. * **Current Revenue:** **Zero operational revenue** was reported for the quarter ended **December 31, 2025**, as the new management focuses on restructuring. --- ### **Critical Risk Factors and Audit Disclaimers** Investors should note significant risks associated with the company’s transition from liquidation to active status. * **Audit Disclaimer of Opinion:** Auditors have been unable to verify compliance with **Indian Accounting Standards (IND AS)** or the **Companies Act, 2013** due to missing historical documentation, bank statements, and registers. * **Implementation Delays:** As of **November 2025**, the formal cancellation of old shares and issuance of new equity were still in the process of implementation. * **Historical Irregularities:** The Liquidator identified suspected **fraudulent transactions** dating back to **FY 2017-18** under previous management. * **Statutory Defaults:** There is a continuous failure to file **GST returns (GSTR-1/3B)** and **TDS payments** for the period ending **December 2025**, alongside historical defaults from **2017-18** onwards. * **Going Concern Uncertainty:** While the IBC process provides a path to revival, the company’s **net worth remains completely eroded**, and its ability to restart operations depends entirely on the successful execution of the new promoter's business plan. --- ### **Liquidation to Revival Timeline** | Phase | Event | Date | | :--- | :--- | :--- | | **Insolvency** | **CIRP Initiation** | **June 28, 2019** | | **Liquidation** | **NCLT Liquidation Order** | **October 5, 2020** | | **Auction** | **E-Auction Conducted** | **December 21, 2024** | | **Ownership** | **Sale Certificate Issued** | **March 1, 2025** | | **Restoration** | **NCLT "Active" Status Order** | **June 10, 2025** | | **Restructuring** | **Share Capital Reorganization** | **In Progress (Late 2025)** |