MARKET RADAR
SENSEX     NIFTY      Refresh
Moneycontrol.com India | Notes to Account > Cement - Major > Notes to Account from Andhra Cement - BSE: 532141, NSE: ANDHRACEMT
YOU ARE HERE > MONEYCONTROL > MARKETS > CEMENT - MAJOR > NOTES TO ACCOUNTS - Andhra Cement
Andhra Cement
BSE: 532141|NSE: ANDHRACEMT|ISIN: INE666E01012|SECTOR: Cement - Major
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
May 21, 17:00
8.38
0.04 (0.48%)
VOLUME 44,547
LIVE
NSE
May 21, 17:00
8.30
0.05 (0.61%)
VOLUME 40,641
« Mar 10
Notes to Accounts Year End : Jun '11
1) Unredeemed First Preference Shares:
 
 The Redeemable Cumulative First Preference Shares remain unclaimed
 aggregating to Rs.1.92 lacs (Rs.1.94 lacs). The payments against said
 shares are being made as and when claimed. The Company has been legally
 advised that in the absence of profits up to the date of redemption
 (i.e. 15th June, 1993), it has no obligation to pay any dividend on the
 said preference shares.
 
 2) Secured Loans (Schedule C) :
 
 i) OCD-A, OCD-B and NCD under I(a) and Term Loan under II are secured
 by first charge by way of mortgage on immovable properties and
 hypothecation of all movable properties, machinery, machinery spares,
 tools and accessories, present and future, and second charge on current
 assets including inventories, stores and spares, book debts, operating
 cash flows, receivables, etc. Further secured by first charge on Trust
 and Retention Account, Debt Service Reserve Account and other reserve
 relating to the project, pledge of 1,11,85,802 equity shares of the
 Company held by the promoters and personal guarantee of the Chairman.
 
 ii) Debentures under I(b) are secured to the extent of Rs196.06 lacs
 against deposit in a separate bank account with lien thereon in favor
 of Debenture Trustee. As per MS-08, principal amount is payable as and
 when claimed by the debenture holders after adjusting the repayments
 made earlier, if any.
 
 iii) Working Capital Loans under III are secured by first charge by way
 of hypothecation of inventories and book debts and second charge on
 fixed assets of the Company.  Further secured by corporate guarantee of
 Duncan’s Industries Ltd and personal guarantee of the chairman.
 
 iv) Terms of redemption/conversion of OCD-A, OCD-B and NCD :
 
 a.  The holders have the right to convert, the whole or part of the
 OCDs/NCD into fully paid-up equity shares of the Company at any time
 before the expiry of 18 months from the date of allotment i.e. from 9th
 September, 2009
 
 b.  The holders have the right to convert the whole or part of the
 OCD-B into fully paid up equity share capital of the Company at the end
 of 12th, 15th and 18th month from the date of allotment i.e. from 9th
 September, 2009.
 
 c.  The Company has the right to prepay OCD-B, in full and not in Part
 with internal accruals or any additional borrowings at the end of 12th,
 15th and 18th month from the date of allotment by giving at least 21
 days prior notice.
 
 d.  The holders have the right to convert, in the event of default
 committed by the Company, at its option the whole or part of the any
 unconverted OCDs/NCD into fully paid-up equity shares of the Company,
 at a price per equity share determined in accordance with the
 appropriate Regulatory framework (SEBI regulations) extant at the time
 of such default.
 
 e.  The outstanding OCDs/NCD, if conversion option not exercised/
 prepaid, shall be redeemed in 24 equal quarterly installments
 commencing from April 15, 2012.
 
 v) In the event of default in compliance of loan agreement by the
 Company, the lenders have right to convert 100% of the defaulted amount
 into fully paid up equity shares of the Company at any time during the
 tenure of loan at a price determined in accordance with the appropriate
 Regulatory framework (SEBI regulations).
 
 3. In order to discharge company’s obligations for repayment of the
 dues of the term lenders, shares of the Company pledged by other
 companies against these dues have been transferred in favour of lenders
 and Rs.3314.77 lacs being the amount so appropriated against said dues
 have been shown as loan from companies.
 
 4. The DCW plant of the Company was in production primarily till the
 end of the first quarter of the period and production at VCW plant
 could not be continued from the beginning of September, 2010 due to
 disruptions by labor. The production activities remained suspended
 thereafter and could not have since been resumed.  Consequent to this,
 the Company is facing severe liquidity crisis leading to stoppage of
 supply of material and services, disconnection of power and termination
 of agreement thereof, non-payment of employee related costs, statutory
 and other obligations and thereby, affecting the business operation of
 the Company.
 
 5 (a) In view of the above, there being limitation and constrains to
 certain extent, account closing exercises including with respect to the
 following have been undertaken as follows:
 
 (i) Confirmation of various debit and credit balances including with
 respect to loan and advances, deposits, liabilities, debtors could not
 be obtained and consequential reconciliation/ adjustments, if any,
 could not be given effect to in the accounts.
 
 (ii) Physical verification of fixed assets and reconciliation thereof
 with the records containing individual assets could not be carried out.
 
 (iii) Physical verification of Stores and Spares and adjustments on
 account of discrepancies, obsolescence if any etc. could not be
 ascertained.
 
 (iv)To the extent information were available with the Company, there
 were no outstanding as at the end of the period to the parties
 registered under the Micro, Small & Medium Enterprises Development Act,
 2006.
 
 (b) Further, for the purpose of these accounts:
 
 (i) Advance-Project includes Rs.2795 lacs given for various Project
 supplies and related services, etc, status of which pending completion
 of the project is presently not ascertainable. Certain such parties
 have intimated to forfeit the amounts lying with them and/or made
 claims for charges and compensations etc on account of delay in
 completion of projects. Further, Advance Recoverable includes Rs.324
 lacs which even though are outstanding for long pending steps for
 recovery since been taken has been considered good and recoverable.
 Adjustment with respect to the above will be given effect to on final
 settlement with the parties.
 
 (ii) In respect of balances of the sundry debtors lying outstanding at
 the end of the period pending necessary confirmation, etc. the amount
 finally recoverable there against is presently not ascertainable.
 Necessary legal and other steps to be taken in this respect are being
 examined and as such no provision there against has been considered
 necessary.
 
 (iii) Liabilities for energy charges have been provided till the date
 of termination of the agreement by the respective power supply
 companies. Pending negotiation and determination of amount thereof,
 additional charges etc on reconnection of power and fixation of rates,
 levy of fuel surcharge etc have not been given effect to in these
 accounts.
 
 (iv)Claim for interest and other charges amounting to Rs.413.20 lacs
 relating to the project to the extent ascertained from available
 information have not been accounted for pending finalization of amount
 payable.
 
 (v) Various claims including interest, penal and additional charges on
 statutory and other liabilities pending final negotiation, etc. and
 ascertainment of amount thereof has not been recognized in these
 accounts.
 
 6 (a) In order to overcome the liquidity crises as given in Note no.
 20 and to revive the production of the Company, the promoter of the
 Company has since entered into an agreement on 15th November, 2011 to
 transfer the controlling stake to Jaypee Development Corporation
 Limited (JDCL), a company belonging to Jaypee Group.  JDCL has also
 agreed to subscribe for 14,75,00,000 equity shares of Rs.10/- each of
 the Company at a premium of Rs.2/- per share aggregating to Rs.177
 crores on preferential basis and the same will be utilized for
 reviving, restructuring and meeting the requirements of the Company’s
 business.  Necessary board resolution for giving effect to said
 arrangement has been passed on 15th November, 2011 and steps for making
 the consequential Open Offer etc. in this respect have since been
 taken. In view of this and considering the business prospects, the
 accounts of the Company have been prepared on going concern basis.
 
 (b) In terms of the agreement, mentioned hereinabove, Rs.7,509 lacs
 payable to various promoter and other companies in respect of money
 advanced by them preceding the date of agreement will be settled for
 Rs.2,000 lacs. Consequential adjustments arising in this respect will
 be given effect to on conclusion of preferential allotment and
 consequential steps and procedures in terms of the agreement.
 
 7 (a) In respect of up gradation-cum-expansion project undertaken by
 the Company to increase its production capacity, even though
 substantial progress have been made, the same is yet to be completed
 and implemented. Although physical progress slowed down during the
 period, the Company has undertaken technical assessment and certain
 administrative activities to achieve the desired results including
 engagement of reputed technical consultant for the purpose. Pending
 completion of the project, the following pre-operative expenses
 including interest on the borrowing have been capitalised and shown
 under Capital Work in Progress:
 
                                    30.06.2011           31.03.2010
 
 Balance brought forward            10,710.02             5,900.69
 
 Salaries                                5.92                90.34
 
 Interest and upfront fees           5,979.30             4,392.14
 
 Consultancy Charges                       -                258.48
 
 Others                                 79.26               68.37
 
 Total                              16,774.50            10,710.02
 
 Necessary allocation/adjustment with respect to above including as
 required in terms of Accounting Standard 16 on Borrowing Costs shall be
 carried out on ascertainment of amount thereof on completion of
 project.
 
 (b) Capital Work in Progress does not include Rs.2017.98 lacs in
 respect of claims made/ bills raised towards cost of civil and other
 services and supplies pending complete documentation, negotiation, etc.
 These as dealt with in the Accounting Standard 10 on Accounting for
 Fixed Assets, shall be accounted for on finalization of amount payable
 with the respective parties.
 
 8. Pending resumption of normal production and in the absence of
 finalization/settlement of amount payable, employees’ and other
 personnel expenses (including retirement and other benefits) as dealt
 with in Accounting Standard 15 on Employee Benefits have not been
 provided. In the normal course, the estimated liability would have been
 Rs.2390 lacs and will be given effect to in the accounts on
 determination of the amount thereof on conclusion of negotiations with
 the employees.
 
 9 (a) Sundry creditors include Rs.96.15 lacs being arrears of AP VAT
 (including interest thereon) for the year 2010-11 for which recovery
 proceedings as arrears of Land Revenue have been initiated and
 direction has been issued in this respect to one of the bank to pay the
 same from the cash credit facility provided by them.
 
 (b) The claims made by creditors, employees include matters which are
 pending before various courts. In one of the litigation by a creditor,
 the Company has been restrained from alienating any of its assets or
 creating encumbrances over the same pending disposal of the matter by
 the relevant court.
 
 10.  The Company has export obligation in connection with import of
 machineries under Export Promotion Capital Goods Scheme (EPCG). In the
 event of non-fulfillment of the export obligation, the company may be
 held liable for differential custom duty of Rs.838.16 lacs
 (approximately) and interest thereon.
 
 11.  The Company has not created a Debenture Redemption Reserve to the
 extent of Rs 120.97 lacs due to non-availability of profits during the
 period.
 
 12.  Remuneration amounting to Rs.39.51 lacs (including Rs.34.77 lacs
 for the period) to ex-Whole time Directors and ex-Managing Director are
 pending approval of Central Government.
 
 13.  Considering the proposed recommencement of production on
 completion of expansion scheme, as given in Note 22(a), in view of the
 management, no material loss necessitating adjustment in terms of
 Accounting Standard 28 on Impairment of Assets, in respect of
 impairment in the value of the fixed assets is required to be carried
 out in the accounts.
 
 14.  Some of the records of the company like agreements with
 suppliers/agents, statements of Bank Accounts including those at some
 of the branches/depots have still not been restored by the erstwhile
 promoters/ management. The matter being pending since considerably long
 time, no material adjustment, in this respect, is likely to arise.
 
 15 (a) The Hon’ble BIFR has discharged the Company from the purview of
 Sick Industrial Companies (Special Provisions) Act, 1985 vide its Order
 dated 22nd January 2010. In terms of the said Order, the unimplemented
 provisions of MS-08 (Modified Rehabilitation Scheme sanctioned by BIFR
 vide its Order dated 21st July 2008) would be implemented by the
 concerned agencies.
 
 (b) In terms of MS-08, 13.5% Secured Redeemable Debentures are required
 to be settled by payment of principal amount only and interest stand
 waived. The Company has deposited an amount equivalent to the principal
 amount of these debentures marking a lien in favor of the Debenture
 Trustees. The unclaimed debentures at period end are continued to be
 shown as liability.
 
 (c) Since the repayment of the matured fixed deposits and debentures
 are covered by MS-08, the provisions of Section 205 (C) of the
 Companies Act 1956 requiring transfer to Investor Education and
 Protection Fund, do not apply to the said amount. In terms of the said
 Scheme, the fixed deposit holders are to accept outstanding principal
 amount in four annual installments commencing from financial year
 2007-08 onwards, on interest-free basis.
 
 16 (a) The Company does not have any outstanding derivative contract as
 on 30th June, 2011 (PY Rs. NIL)
 
 (b) Unhedged foreign currency exposures of the company as on 30th June,
 2011 are as follows
 
 Nature                            30.06.2011             31.03.2010
 
 Creditors (Import)              Rs. 63.04 Lacs          Rs. 43.22 Lacs
 
 17.  The Company has certain cancellable operating lease arrangement
 for office accommodation taken/given on lease with a lease period of up
 to 3 year further extendable with mutual consent and agreement. The
 lease agreement can be terminated after giving notice as per terms of
 the lease by either of the party. Terms of certain lease arrangement
 include clauses relating to deposit/refund of security deposit etc.
 
 18.  As the Company is engaged in the manufacture of cement within
 India only, it operates in single primary business segment and single
 secondary geographical segment and therefore disclosure requirement of
 Accounting Standard 17 on Segment Reporting are not applicable to it.
 
 19.  Related Parties and transactions with them, as identified by the
 management in accordance with the Accounting Standard 18, as notified
 by the Companies Accounting Standard Rules, 2006, are as follows:
 
 1.Key Managerial Personnel Shri P.C. Nalwaya, Managing Director
                            (Up to 26.03.2010)
 
                            Shri P.K. Goyenka Executive Director 
                            (w.e.f. 05.04.2010 to 27.07.2010)
 
                            Shri Shrivardhan Goenka, Executive 
                            Director (up to 08.10.2010)
 
 2.Relatives of Key Managerial 
 Personnel                       Shri G.P. Goenka, Father of
                                 Shri
                            Shrivardhan Goenka, Executive Director
 
                            Smt. Indu Goenka, Mother of 
                          Shri Shrivardhan Goenka, Executive Director
 
 3.Holding Company/ Associate  ISG Traders Ltd (Up to 31.05.2011) and
                                became associate thereafter
 
 4. Fellow Subsidiary Company 
 / Associate                  Boydell Media Pvt.  Ltd (Up to
                          31.05.2011) and became associate thereafter
 
 5. Enterprise over which, 
 persons stated              Orchard Holdings Pvt. Ltd., in
 which at S.No. (1) and (2)  above have Shri G.P Goenka has substantial
                             interest significant influence.
 
                              M/s. ISG Traders Ltd., in which Smt.
                              Indu Goenka is Whole Time
                       Director and Shri Shrivardhan Goenka is Director.
 
                        Boydell Media Pvt. Ltd., being subsidiary of 
                        M/s. ISG Traders Ltd
 
                        Kavita Marketing Pvt. Ltd., in which Smt. 
                        Indu Goenka has substantial interest
 
 20.  The Company has not made any loans or advances in the nature of
 loans whose particulars are required to be disclosed in terms of clause
 32 of the listing agreement.
 
 21. Working for the earnings per share in terms of AS 20 – “Earnings
 Per Share
 
 22. Keeping in view the proposed recommencement of production of the
 Company as per note 22(a) above and emerging certainty with respect to
 the profitability of the Company and considering that time limit for
 carry forward of losses in case of Company has been extended in terms
 of the Scheme sanctioned by BIFR, the Deferred Tax Asset in respect of
 the carry forward business losses and depreciation has been continued
 to be recognized during the period. The details in this respect as
 required in terms of the Accounting Standard 22 on Accounting for Taxes
 on Income, are as follows:
 
 23. Employee Benefit:
 
 The disclosures as required by Accounting Standard 15 relating to
 employees benefits notified in the Companies (Accounting Standards)
 Rules 2006 (Other than the period of disruption of operations as given
 in note 20 above) are given below: Defined contribution Scheme
 
 Defined benefit Scheme:
 
 The employees Gratuity scheme are defined benefit plans. The present
 value of obligation are determined based on actuarial valuation using
 Projected Unit Credit method, which recognizes each period of services
 as giving rise to additional unit of employee benefit entitlement and
 measures each unit separately to build up the final obligation. The
 obligation for compensated absence is recognized in the same manner as
 gratuity.
 
 Disclosure for defined benefit plan based on actuarial reports as on
 31st March, 2010 is as follows. Details with respect to the current
 period in view of Note no 24 could not be compiled and disclosed.
 
 The employees benefit liability of the company is not funded.
 Accordingly disclosures related to return on planned assets and fair
 value thereof is not applicable.
 
 Notes: Assumptions relating to future salary increases, attrition,
 interest rate for discount have been considered based on relevant
 economic factors such as inflation, market growth & other factors
 applicable to the period over which the obligation is expected to be
 settled.
 
 24.  Current year figures relate to the period of fifteen months from
 1st April 2010 to 30th June 2011 and therefore corresponding previous
 year''s figures as such are not comparable.
 
 25.  All amounts in the financial statements are presented in Rupees in
 Lacs except per share data and as other wise stated. Figures in
 brackets represent corresponding previous year figures in respect of
 Profit and Loss items, and in respect of Balance Sheet items as on the
 Balance Sheet date of the previous year. Figures for the previous year
 have been regrouped /rearranged wherever considered necessary to
 conform to the figures presented in the current year.
Source : Dion Global Solutions Limited
Quick Links for andhracement
Explore Moneycontrol
Stocks     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others
Mutual Funds     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z
Copyright © e-Eighteen.com Ltd. All rights reserved. Reproduction of news articles, photos, videos or any other content in whole or in part in any form or medium without express written permission of moneycontrol.com is prohibited.