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Aditya Birla Nuvo
BSE: 500303|NSE: ABIRLANUVO|ISIN: INE069A01017|SECTOR: Textiles - Manmade
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Explore AdityaBirlaNuvo connections « Mar 10
Notes to Accounts Year End : Mar '11
                                       Current Year     Previous Year
 
 1.  Contingent Liabilities not 
 provided for:
 
 a) Claims against the Company not 
 acknowledged as debts:
 
 i) Income-tax                               61.69             82.52
 
 ii) Custom Duty                              0.24              0.23
 
 iii) Excise Duty                            34.88             29.06
 
 iv) Sales Tax                              184.18             85.72
 
 v) Service Tax                               4.74              1.04
 
 vi) Others                                  36.41             35.05
 
 b) Bills discounted with Banks              89.99             66.16
 
 c) Corporate Guarantees given to Banks 
 for Loans taken by subsidiaries            510.58            356.39
 
 d) Corporate Guarantees given in 
 connection with performance obligation
 of the subsidiaries                         87.07             88.88
 
 e) Customs Duty on capital goods and raw 
 materials imported under advance
 licensing/EPCG Scheme, against which 
 export obligation is to be fulfilled        18.71             42.96
 
 f) Under the Jute Packaging Material (Compulsory Use of Packing
 Commodities) Act, 1987, a specified percentage of fertilisers
 dispatched was required to be supplied in jute bags up to 31st August,
 2001.
 
 The Company made conscious efforts to use jute packaging material as
 required under the said Act.  However, due to non-availability of
 material as per the Company''s product specifications as well as due to
 strong customer resistance to use of jute bags, the specific percentage
 could not be adhered to. The Company has received a show cause notice,
 against which a writ petition has been filed with the Hon''ble High
 Court, which is awaiting for hearing. The Jute Commissioner, Kolkata,
 had filed transfer petition, various writ petitions have been filed in
 different High Courts by other aggrieved parties, including the
 Company, before the Hon''ble Supreme Court of India praying for
 consolidation of all cases at one Court. The transfer petition is
 pending before the Hon''ble Supreme Court. The Company has been advised
 that the said levy is bad in law.
 
 g) Idea Cellular Ltd. (Idea), in which the Company has the largest
 shareholding, was originally a tripartite joint venture between Aditya
 Birla Group, Tata Group and AT&T Group. With the exit of AT&T and the
 Tata Group, Idea is now part of the Aditya Birla Group. Prior to its
 exit, Tata Group had alleged that the Aditya Birla Group had committed
 material breach of the Shareholders'' Agreement and the Tata Group
 invoked the arbitration clause, pursuant to which an Arbitral Tribunal
 has been constituted, which will take up the claims of the Tata Group
 and the counter-claims of the Aditya Birla Group.
 
 When the Tata Group sold its shares in Idea to the Company, they
 claimed to have reserved certain rights under the Share Purchase
 Agreement, which contained a clause for arbitration by the London Court
 of International Arbitration (LCIA). The Company, along with another
 Aditya Birla Group Company, has questioned the reservation and the LCIA
 is seized of the matter. The Company believes that it has a strong case
 to counter the allegations of breach and it does not contemplate any
 liability to arise on this matter.
 
 b) Aditya Birla Minacs Worldwide Ltd. (ABMWL), a subsidiary of the
 Company, has issued Zero Coupon Compulsorily Convertible Debentures
 (CCD) aggregating Rs. 250 Crore to be converted into Equity of ABMWL on
 the expiry of a period of 60 months from the date of allotment of such
 CCD. The Company has entered into an option agreement with the
 subscribers of such CCD pursuant to which the subscribers has put
 option on the Company and the Company has call option on the
 subscribers on expiry of 24, 36, 48 and 60 months from the date of
 allotment of CCD at a pre-agreed price. Further, on happening of
 certain events, the put option can also be exercised by the subscribers
 on the Company on any other date on happening of such events.
 
 c) Madura Garments Lifestyle Retail Company Ltd. (MGLRCL), a subsidiary
 of the Company, has issued 0.01% Coupon Compulsorily Convertible
 Preference Shares (CCPS) aggregating Rs. 300 Crore to be converted into
 Equity of MGLRCL on the expiry of a period of 60 months from the date
 of allotment of such CCPS. The Company has entered into an option
 agreement with the subscribers of such CCPS pursuant to which the
 subscribers has put option on the Company, and the Company has call
 option on the subscribers on expiry of 24, 36, 48 and 60 months from
 the date of allotment of CCPS at a pre- agreed price. Further, on
 happening of certain events, the put option can also be exercised by
 the subscribers on the Company on any other date on happening of such
 events.
 
 2.  Disclosure pursuant to Clause 49 of the Listing Agreement
 (Disclosure related to Proceeds from Public Issues, Rights Issues,
 Preferential Issues, etc.)
 
 In accordance with approval of the shareholders in the extraordinary
 general meeting of the Company held on 17th June, 2009, the Company
 had, on a preferential basis, issued 1.85 Crore Warrants of Rs. 10 each
 to the Promoter and/or Promoter Group at a price of Rs. 541.19 each.
 The holder of each Warrant was entitled to apply for and obtain
 allotment of 1 Equity Share against each Warrant at any time after the
 date of allotment but on or before the expiry of 18 months from the
 allotment in one or more tranches. Out of the above 1.85 Crore
 Warrants, 80 Lakh Warrants had been converted and corresponding shares
 were issued on 30th October, 2009. On 20th December, 2010, the Company
 has allotted balance 1.05 Crore Equity Shares of the Company against
 the conversion of equivalent number of Warrants. The total amount
 received from the preferential allotment has been fully utilised.
 
 4.  Disclosure under Clause 12 of SEBI Employee Stock Option Scheme
 (ESOS) Guidelines, 1999
 
 a) Under the Employee Stock Options Scheme-2006 (ESOS-2006), the
 Company has granted options to the eligible employees of the Company
 and its Subsidiaries.
 
 During the year under ESOS-2006, 17,174 options have been granted as
 ''Tranche III'' on 20th August, 2010 and 11,952 options have been granted
 as ''Tranche IV'' on 8th September, 2010 to the eligible employees of the
 Company.
 
 During the year, the ESOS Compensation Committee of the Board of
 Directors has approved the repricing of the existing outstanding Stock
 Options, viz., 113,544 and 63,047 granted under Tranche I on 23rd
 August, 2007 and Tranche II on 25th January, 2008, respectively, at an
 exercise price of Rs. 687 per option, without any change in the vesting
 schedule. and terms and conditions governing the said Stock Options.
 The same has been approved by the Annual General Meeting on 6th August,
 2010.
 
 In respect of repricing of the existing Outstanding Stock Options, the
 incremental intrinsic value of the options is accounted as employee
 cost over the remaining vesting period.
 
 The ESOP compensation cost is amortised on a straight-line basis over
 the total vesting period of the options. Accordingly, Rs. 1.96 Crore
 {net of recovery of Rs. 0.05 Crore from the subsidiaries} (Previous
 Year: Rs. 0.10 Crore net of recovery of Rs. 0.01 Crore from the
 subsidiaries) has been charged to the current year Profit and Loss
 Account.
 
 b) Employee Stock Options Outstanding account Rs. 4.53 Crore (Previous
 Year: Rs. 2.51 Crore) and Deferred Employee Compensation account Rs.
 0.39 Crore (Previous Year: Rs. 0.38 Crore).
 
 3. i) Pursuant to the Composite Scheme of Arrangement (the Scheme)
 under Sections 391 and 394 of the Companies Act, 1956, with effect from
 1st January, 2010 (the appointed date), Madura Garments Exports Limited
 (MGEL), MG Lifestyle Clothing Company Private Limited (MGCCPL) and
 domestic garment business of Peter England Fashions and Retail Limited
 (PEFRL) had been merged with the Company. The effective date of the
 Scheme was 22nd February, 2010.
 
 ii) As consequence of the Scheme, the Company has issued and allotted
 to the preference shareholder(s) of PEFRL (other than the Company) one
 fully paid-up 6% Redeemable Preference Share of Rs. 100 each of the
 Company as fully paid-up for every one 6% Redeemable Preference Share
 of Rs. 100 each fully paid-up and held in PEFRL.
 
 iii) In view of the aforesaid Scheme effective from 1st January, 2010,
 the previous year numbers are not comparable with current year.
 
 III) Foreign Currency Loans have been fully hedged for foreign exchange
 and interest rate fluctuation by way of Currency and Interest Rate
 Swaps, Interest Swaps and Long Term Forward Contracts.
 
 4.  a) Book values of certain long term unquoted investments
 aggregating to Rs. 2,271.56 Crore (Previous Year: Rs. 2,311.47 Crore)
 are lower than its cost.
 
 Considering the strategic and long-term nature of the aforesaid
 investments and asset base and business plan of the investee companies,
 in the opinion of the management, the decline in the book value of the
 aforesaid investments is of temporary nature, requiring no provision.
 
 An amount of Rs. 19.95 Crore is lying in Investment Reserve is to be
 used to meet the diminution other than temporary, if any, that may
 arise in future, in the value of present and future long term strategic
 investments.
 
 b) Transfer of investments in IDEA Cellular Ltd. (IDEA) and Birla Sun
 Life Insurance Co. Ltd. is restricted by the terms contained in their
 respective joint venture agreements. Non-disposal undertakings for
 IDEA, Aditya Birla Minacs Worldwide Ltd., Aditya Birla Minacs IT
 Services Limited and Madura Garments Lifestyle Retail Company Limited
 investments have also been provided to certain Banks for respective
 credit facilities extended by them.
 
 c) Pursuant to the Shareholders'' Agreement entered into with the Joint
 Venture partner, the Company has, in respect of Birla Sun Life
 Insurance Company Limited, agreed to infuse its share of capital from
 time to time to meet the solvency requirement prescribed by the
 regulatory authority.
 
 5.  a) Disclosure pursuant to Clause 32 of Listing Agreement
 
 b) The Company is one of the Promoter Members of Aditya Birla
 Management Corporation Pvt. Limited, a company limited by guarantee
 which has been formed to provide a common pool of facilities and
 resources to its members, with a view to optimise the benefits of
 specialisation and minimise cost to each member. The Company''s share of
 expenses under the common pool has been accounted for under the
 appropriate heads. Total outstanding receivable as on 31st March, 2011,
 is Rs. 3.12 Crore (Previous Year: Rs. 3.12 Crore).
 
 Expenses towards gratuity and leave encashment provisions are
 determined actuarially on an overall Company basis at the end of each
 year and accordingly have not been considered in the above information.
 Employee Compensation under Employee Stock Option Scheme has also not
 been considered in the above information.
 
 6.  Disclosure in respect of Related Parties pursuant to Accounting
 Standard 18 – refer Annexure II.
 
 7.  For Derivative Information — refer Annexure III.
 
 8.  The Company has fertilisers bonds of Rs. 65.5 Crore received from
 the Ministry of Fertilisers, the Government of India against the
 outstanding amount of subsidy receivable, out of which bonds amounting
 to Rs. 20.30 Crore (Previous Year: Rs. 29.33 Crore) are outstanding at
 the year end. The market value of above bonds are lower than book
 value, therefore the diminution in the value of above bonds amounting
 to Rs. 0.47 Crore (Previous Year: Rs. 0.46 Crore) has been accounted
 under Miscellaneous Expenses. The aforesaid bonds have been classified
 as Other Current Assets in the financial statements.
 
 9.  Other Interest include Interest on Income Tax Refund of Rs. 0.92
 Crore (Previous Year: Rs. 2.34 Crore).
 
 10.  In September 2005, the Company had purchased 37.18 Crore equity
 shares of IDEA Cellular Ltd. (IDEA) from M/s. AT&T Cellular Pvt. Ltd.,
 Mauritius, and paid consideration of US$ 150 Million without deduction
 of tax at source after obtaining an order under Section 195(2) of the
 Income Tax Act from the Income Tax Department. The Deputy Director of
 Income Tax (International Taxation), (DDIT), Mumbai, has issued order
 under Section 163(1) of the Income Tax Act dated 25th March, 2009,
 treating the Company as an agent of New Cingular Wireless Services Inc.
 for the sale of shares of IDEA by its subsidiary AT&T Cellular Private
 Limited, Mauritius. The Company has challenged the order of DDIT before
 the appropriate authority and based on the opinion of Tax Expert, the
 Company is reasonably certain that no tax liability would devolve.
 
 11.  For additional information as required under paras 3, 4C and 4D of
 Part II of Schedule VI to the Companies Act, 1956 — refer Annexure IV.
 
 12.  Segments have been identified in line with the Accounting Standard
 on Segment Reporting (AS-17), taking into account the organisational
 structure as well as differential risk and returns of these segments.
 
 Fashion and Lifestyle Branded Apparels and Accessories
 
 Rayon Yarn Viscose Filament Yarn, Caustic Soda and Allied Chemicals
 
 Carbon Black Carbon Black
 
 Insulators Insulators
 
 Textiles Spun Yarn and Fabrics
 
 Agri-business Urea, Ammonia, Argon Gas, Pesticides and Seeds
 
 The Company considers secondary segment based on revenues within India
 as Domestic Revenues and outside India as Export Revenues. Since assets
 are used interchangeably, carrying amount of assets and cost incurred
 during the year to acquire assets based on secondary segment have not
 been disclosed.
 
 For Segment Information — refer Annexure V.
 
 13.  Figures of Rs. 50,000 or less have been denoted by ß.
 
 14.  Previous Year''s figures have been regrouped/rearranged wherever
 necessary.
 
 The Guidance Note on implementation of AS-15 (Revised), Employee
 Benefits issued by the ICAI states that Provident Fund set up the
 employers, which requires interest shortfall to be met by the employer,
 needs to be treated as defined benefits plan. The Company set up
 Provident Fund does not have existing deficit of interest shortfall.
 With regards to future obligations arising due to interest shortfall
 (i.e., government interest to be paid on the Provident Fund Scheme
 exceeding rate of interest earned on investment) pending issuance of
 the Guidance Note from Actuarial Society of India, the Company''s
 actuary has expressed its inability to reliably measure the Provident
 Fund liability.
 
 The Company contributes 12% of salary for all eligible employees
 towards Provident Fund managed either by approved trusts or by the
 Central Government.
 
 a) List of Related Parties:
 
 I.  Parties where control exists — Subsidiaries:
 
 1.  Aditya Birla Financial Services Private Limited (ABFSPL)
 
 1.1 Aditya Birla Capital Advisors Private Limited (ABCAPL)
 
 1.2 Aditya Birla Customer Services Private Limited (ABCSPL)
 
 1.3 Aditya Birla Trustee Company Private Limited (ABTCPL)
 
 1.4 Aditya Birla Financial Shared Services Limited (ABFSSL)
 
 1.5 Aditya Birla Money Limited (ABML)
 
 1.5.i) Aditya Birla Commodities Broking Limited (ABCBL)
 
 1.6 Aditya Birla Insurance Brokers Limited (ABIBL)
 
 1.7 Aditya Birla Finance Limited (ABFL)
 
 1.7.i) Aditya Birla Securities Private Limited (ABSPL)( w.e.f. 31st
 July, 2010)
 
 1.8 Aditya Birla Money Mart Limited (ABMML)
 
 1.8.i) Aditya Birla Money Insurance Advisory Services Limited (ABMIASL)
 
 2.  Aditya Birla Minacs Worldwide Limited (ABMWL)
 
 2.1 Transworks Inc. (TW Inc.)
 
 2.2 Aditya Birla Minacs Philippines Inc. (ABMPI)
 
 2.3 AV TransWorks Limited (AVTL)
 
 2.3.i) Aditya Birla Minacs Worldwide Inc. (ABMWI)
 
 2.3.i(a) Aditya Birla Minacs BPO Limited (formerly known as Compass BPO
 Limited, U.K. (w.e.f. 9th March, 2010)
 
 2.3.i(a)i) Compass BPO, Inc. (w.e.f. 9th March, 2010)
 
 2.3.i(a)ii) Aditya Birla Minacs BPO Private Limited (formerly known as
 Compass Business Process Outsourcing Limited) (w.e.f. 9th March, 2010)
 
 2.3.i(a)iii) Compass BPO FZe (w.e.f. 9th March, 2010 upto 24th
 February, 2011)
 
 2.3.i(b) Minacs Worldwide SA de CV
 
 2.3.i(c) The Minacs Group (USA) Inc.
 
 2.3.i(c)i) Bureau of Collection Recovery, LLC (w.e.f. 2nd June, 2010)
 
 2.3.i(d) Minacs Limited
 
 2.3.i(d)i) Minacs Worldwide GmbH
 
 2.3.i(d)i)a) Minacs Kft.
 
 2.3.i(e) Bureau of Collections Recovery (BCR) Inc. (w.e.f. 4th March,
 2011)
 
 3.  Aditya Vikram Global Trading House Limited (AVGTHL)
 
 4.  Birla Sun Life Insurance Company Limited (BSLICL)
 
 5.  ABNL Investment Limited (ABNLIL)
 
 6.  Madura Garments Lifestyle Retail Company Limited (MGLRCL)
 
 7.  Peter England Fashions and Retail Company Limited (PEFRL)
 
 8.  Indigold Trade and Services Limited (ITSL) (formerly known as
 Madura Garments International Brand Company Limited) (on becoming
 Associate, ceased to be an subsidiary w.e.f. 27th November, 2009 and
 again become subsidiary w.e.f. 30th June, 2010)
 
 8.1 LIL Investment Limited (LIL) (w.e.f. 27th July, 2009 and on
 becoming Associate, ceased to be an subsidiary w.e.f. 27th November,
 2009 and again became subsidiary w.e.f. 30th June, 2010)
 
 9.  Aditya Birla Minacs IT Services Limited (ABMITS) (formerly known as
 PSI Data Systems Limited)
 
 9.1 Aditya Birla Minacs Technologies Limited (ABMTL) (formerly known as
 Birla Technologies Limited)
 
 10.  Shaktiman Mega Food Park Private Limited (w.e.f. 2nd December,
 2010)
 
 11.  Madura Garments Exports Limited (MGEL) (merged with the Company
 w.e.f. 1st January, 2010)
 
 12.  Madura Garments Exports US, Inc. (ceased to be a Subsidiary from
 9th February, 2010)
 
 13.  MG Lifestyle Clothing Company Private Limited (MGCCPL) (merged
 with the Company w.e.f.  1st January, 2010)
 
 II.  Joint Ventures:
 
 1.  Birla Sun Life Asset Management Company Limited (BSAMC) (Directly
 held by the Company till 22nd March, 2010, thereafter Joint Venture of
 ABFSPL)
 
 2.  Birla Sun Life Trustee Company Private Limited (BSTPL) (Directly
 held by the Company till 22nd March, 2010 thereafter Joint Venture of
 ABFSPL)
 
 3.  IDEA Cellular Limited
 
 III.  Associates:
 
 1.  Birla Securities Limited
 
 2.  Indigold Trade and Services Limited (formerly known as Madura
 Garments International Brand Company Limited) (w.e.f. 27th November,
 2009, upto 29th June, 2010)
 
 3.  LIL Investment Limited (w.e.f. 27th November, 2009, upto 29th June,
 2010)
 
 IV.  Key Management Personnel:
 
 1.  Dr. Bharat K. Singh — Managing Director (Upto 30th June, 2009)
 
 2.  Mr. Adesh Gupta — Whole-time Director (Upto 30th April, 2009)
 
 3.  Mr. K.K. Maheshwari — Whole-time Director (Upto 20th May, 2010)
 
 4.  Dr. Rakesh Jain — Managing Director
 
 5.  Mr. Pranab Barua — Whole-time Director (w.e.f. 1st May, 2009)
 
 V.  Relatives of Key Management Personnel:
 
 1.  Mrs. Usha Gupta (Wife of Mr. Adesh Gupta)
 
 2.  Mrs. Sharda Maheshwari (Wife of Mr. K.K. Maheshwari)
Source : Dion Global Solutions Limited
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