a) AMOUNTS RECEIVABLE FROM ERSTWHILE PROMOTERS
Pursuant to a Share Purchase agreement (‘SPA’) between Aditya Birla
Nuvo Limited (‘ABNL’) and Mr Prataph C Reddy and others (“Erstwhile
Promoters”) dated August 28, 2008, ABNL had agreed to acquire 31 Lakhs
equity shares in Aditya Birla Money Limited (“the Company”). The
transaction was completed on March 6, 2009.
As per clause 12.1 of the SPA, the Erstwhile Promoters had agreed to
indemnify and hold harmless the Purchaser to the extent of any Losses,
resulting from or consequent upon or relating to such breach of
representation or warranty, covenants or agreement including but not
limited to the recoveries of receivables and other assets in the books
of the Company, contingencies on tax and related matters etc.
In connection with the above, the Company based on its internal
assessment of the recoverability of receivables, fixed assets and
others assets and matters relating to tax and other contingencies have
arrived at a total claim of Rs 163,882,296/- and has accordingly raised
on the erstwhile promoters to remit such monies to the Company. While,
the erstwhile promoters have not accepted the claim in its entirety it
has however in respect of one particular claim relating to service tax
liabilities remitted a sum of Rs 19,047,324/- during the year. The
erstwhile promoters have not remitted nor have they denied these
amounts as due to the Company and ABNL.
In accordance with the terms of the SPA, the Company and ABNL have
served a notice to the erstwhile promoters that they are invoking the
arbitration mechanism for the resolution of the claims made. An
Arbitral Tribunal was constituted and ABNL and the Company had filed
their Statement of Claim on February 26, 2011.
In addition to the above, the Company vide its letter dated March 5,
2011 made a separate claim of Rs 5,169,379/- for amounts becoming due
and payable on accounts of various cases initiated by the customers of
the Company. Accordingly, as at March 31, 2011, the total claim made by
the Company is about Rs 169,051,665/-.
Pending the final outcome of the arbitration proceedings, the Company
has identified all such receivables, assets etc which are have not been
recovered and other items which are the subject matter of the claim to
the extent they are in the books of accounts of the Company aggregating
Rs 138,829,722/- and disclosed the same in Advances recoverable in cash
or kind under Loans and Advances in Schedule 9 of the Balance Sheet and
the balance claims relating to contingencies which have devolved on the
Company have been included under note 2(b) of Schedule 18 below on
contingencies.
Based on legal opinion received and internal assessment, management is
of the view that these amounts are recoverable from the erstwhile
promoters and the Company is confident of recovering the entire dues
through the arbitration process.
b) COMMITMENTS AND CONTINGENCIES
Commitments
Estimated amount of contracts remaining to be executed on capital
account, net of advances and not provided for is Rs 4,882,875/-
(Previous year - Rs. 11,053,000/-).
Contingent Liabilities
Particulars March 31, 2011 March 31, 2010
Bank Guarantees placed
with exchanges 150,000,000 92,000,000
Disputed Tax Liability
not provided for:
(a) Income Tax - for various
assessment years in respect 35,579,720 26,900,000
of which Company has gone
on appeal. Based on judicial
pronouncements, the claim of
the Company is likely to be
accepted by the judicial
authorities.
(b) Service Tax-for various
assessment years in respect 7,930,877 21,900,000
of which Company has gone
on appeal. Based on judicial
pronouncements, the claim of
the Company is likely to be
accepted by the judicial
authorities.
Particulars March 31, 2011 March 31, 2010
Contingent Liability not
provided for on account of:
(a) Disputed claim of SEBI
towards turnover fees 27,656,667 27,656,667
contested by the Company at
Hon’ble Supreme Court.
The Company has been advised
by its legal counsel that it
is possible, but not probable,
the action will succeed and
accordingly no provision for
any liability has been made
in these financial statements.
(b) Claims against the Company
not acknowledged as debts* 23,279,527 39,400,000
* Represents claims made on the Company by various customers alleging
unauthorised trades, loss of profits etc. The Company has been advised
by its legal counsel that it is possible, but not probable, the action
will succeed and accordingly no provision for any liability has been
made in these financial statements.
c) MANAGERIAL REMUNERATION
During the previous year the Company had made an application to the
Central Government under Section 309 (5B) of the Companies Act, 1956
for seeking waiver of excess managerial remuneration amounting to Rs
3,094,634/- (excluding statutory contribution to provident fund,
gratuity and leave encashment which are exempted under Schedule VI)
paid to Mr. P.B. Subramaniyan, the Erstwhile whole time director
(’Erstwhile Director’) of the Company for the period from April 1, 2008
to March 6, 2009.
During the current year, the Company has received an order from the
Central Government (CG) whereby the CG has rejected excess remuneration
of Rs 1,534,634/- and directed the Company to collect the same from the
Erstwhile Director.
The Company has commenced the process of recovery from the Erstwhile
Director. Pending the
recovery of the same, it has been shown as advances recoverable by the
Company in the Balance Sheet. The Company is evaluating various
alternative options including seeking a condonation / compounding if
these amounts are not recoverable from the Erstwhile Director.
d) ISSUE OF 8% REDEEMABLE NON CONVERTIBLE NON CUMULATIVE PREFERENCE
SHARES
The Company has allotted 800,000 8% Redeemable Non Convertible Non
Cumulative Preference Shares (‘RNCNCPS’) of Rs 100/- each, fully paid
up at a premium of Rs 150/- per share to Aditya Birla Financial
Services Private Limited, its holding company.
The RNCNCPS are redeemable at the end of 5 years at Rs 320/- per share
(face value Rs 100/- and a premium of Rs 220/- per share)
e) EXCEPTIONAL ITEMS
The company has borne one time loss of Rs 81,548,101/-, net of
recovery, on account of certain trades of its clients which have not
been recovered from them.
j) LEASE DISCLOSURES
Operating leases
Lease rentals in respect of premises taken on operating lease during
the year ended March 31, 2011 amounts to Rs.63,728,019/- (Previous Year
Rs.Rs.42,348,809/-).
The company has entered into lease / license agreements in respect of
immovable properties with different parties. Some of the agreements
contain escalation clause related to lease rentals / license fees from
5% to 15% p.a.
k) EMPLOYMENT BENEFIT DISCLOSURES
The amounts charged to the Profit and loss account during the year for
Provident fund contribution aggregates to Rs. 14,907,704/- (Previous
year - Rs. 9,748,273/-) and employees’ state insurance contribution
aggregates to Rs. 3,495,973/- (Previous year - Rs. 2,097,698/-).
The Company has a defined benefit gratuity plan. Every employee who has
completed five years or more of service gets a gratuity on departure at
15 days salary (last drawn salary) for each completed year of service.
The scheme has been funded during the current year.
The following tables summarise the components of net benefit expense
recognised in the profit and loss account and the funded status and
amounts recognised in the balance sheet for the gratuity plan.
Details of plan assets
The overall expected rate of return on assets is determined based on
the market prices prevailing on that date, applicable to the period
over which the obligation is to be settled.
Experience adjustments
The estimates of future salary increases, considered in actuarial
valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.
l) RELATED PARTY TRANSACTIONS List of related parties
Ultimate holding Company Aditya Birla Nuvo Limited
Holding Company Aditya Birla Financial Services Private Limited
Subsidiary Company Aditya Birla Commodities Broking Limited
Entities under common control
Aditya Birla Finance Limited
Aditya Birla Money Mart Limited
Aditya Birla Financial Shared Services Limited
Birla Sun Life Insurance Company Limited
m) FOREIGN CURRENCY TRANSACTIONS
The Company did not enter into any foreign currency transactions in the
current year and previous year.
n) Additional information pursuant to provisions of paragraphs 3(i) to
3(iii) except paragraph 3(ii)(c) and paragraphs 4C and 4D of Part II of
the Schedule VI to the Companies Act, 1956 has not been provided as
these are not relevant having regard to the nature of the business of
the Company.
o) COMPARATIVES
Previous year figures have been audited by a firm other than S.R.
Batliboi & Associates. Further previous year figures have been
regrouped / reclassified wherever necessary to conform to current
year’s classification. |