(a) Disclosure of Rights
The Company has issued only one class of equity shares having a par
value of Rs.5 per share. Each holder of Equity share is entitled to one
vote per share. The Company declares dividends in Indian Rupees.
Divdend when proposed by the Board of Directors is subject to the
approval of the shareholders at the Annual General Meeting, except in
the Case of interim Dividend, if any.
In the event of liquidation of the Company, the holders of equity
shares will be entitled to receive remaining assets of the Company. The
distribution will be in proportion to the number of equity shares held
by the share holders.
(b)Authorised share capital includes 51,00,000 Equity Shares of Rs.
10/- each (P.Y 51,00,000 Equity Shares of Rs.10/- each) being
authorised share capital of Rs. 5,10,00,000 (P.Y Rs. 5,10,00,000/-) of
erstwhile Membrane Technologies Limited which stood combined with the
authorised share capital of the Company based on the Scheme of
Amalgamation approved by the Hon''ble High Court of Madras vide its
Order dated 8 March 2006.
(i) The amounts shown above represent best possible estimate carried on
the basis of the available information. The uncertainities and possible
reimbursement are dependent on the outcome of the various case
proceedings which have been initiated by the Company or the claimants,
as the case may be, and therefore cannot be predicted accurately.
(ii) Figures in bracket indicate previous year figures.
1. Power and fuel includes charge towards the incremental fuel
surcharge levy by the Electricity Department, Puducherry, amounting to
Rs.4,94,51,407/- for the Year ended 31 March 2013 and also Rs.
1,98,81,149/- debited towards the Incremental Fuel Surcharge levy by
the Electricity Department, Puducherry, for the period from April to
October, 2010, consequent to the Order dated 25 September 2012, of the
Joint Electricity Regulatory Commission, for Goa and Union Territories.
2. (i) During the year, the Company received an order from the Income
Tax Department demanding Rs. 2,30,79,800/- for the Financial Year
2009-2010 challenging and disallowing the claim of membrane as a
deductible expenditure and the incurrence of the Sales Commission
(ii) In the aforesaid assessment order, Sales commission expenditure
amounting Rs.2,93,25,806/- was disallowed by the department as not
being genuine on account of preponderance of probabilities. The Company
contends that these are genuine and valid transactions, and that the
total amount which was actually paid to the Commission agents for the
services rendered was Rs. 2,66,03,358/- and the balance amounts were
paid towards quantity and other discounts provided to customers. The
Company strongly believes that the disallowance has been incorrectly
made by the Department based on certain assumptions on the method of
working of the Commission agents and the question of genuineness of the
aforesaid sales commission expenditure incurred by the Company is
beyond doubt and such tax claims are not tenable. Also refer para (iii)
(iii) Accordingly, the Company has also filed an Appeal against this
order before the CIT (Appeals), Chennai, and based on the professional
advice obtained by it in the matter, the Company is hopeful of a
successful outcome of the Appeal. Hence, the net potential Income Tax
liability (including the relevant interest) of Rs.1,38,65,809/- on this
account, is disclosed under Contingent Liabilities.
(iv) Further, as at 31 March 2013, an amount of Rs.75,00,000/- has been
paid by the Company against the above total disputed tax amount and
stay has been granted by the Department for the balance amount of
3. Cash Credit facilities are secured by exclusive first charge on
all current assets of the Company, exclusive first equitable mortgage
of factory land and building, second charge on the fixed assets of the
Company and pledge of other assets of the Company. The Company has not
utilised these Cash Credit facilities during the current period and in
the previous year.
4. Provision for current tax for the year has been determined based
on the total income of the company for the year ended 31 March 2013 and
in accordance with the Income Tax Act, 1961, duly considering the
deduction / exemption proposed to be claimed by the Company in the
Return of Income. Further the tax charge for the current year includes
an amount of Rs. 89,16,900/- (P.Y. 2,94,00,000/-) towards additional
provision made by the management based on the reassessment of certain
tax claims made in the past with respect to the ongoing assessments
based on various developments and on the grounds of prudence.
5. As on 31 March 2013, based on and to the extent of information
available with the Company regarding registration of suppliers as
Micro, Small and Medium Enterprises under the Micro, Small and Medium
Enterprises Development Act, 2006, there are no amounts outstanding in
respect of these vendors.
6. Employee Benefits
A. Defined Contribution Plans
The Company makes Provident Fund and Superannuation Fund contributions
which are defined contribution plans, for qualifying employees. Under
the Schemes, the Company is required to contribute a specified
percentage of the payroll costs to fund the benefits. The Company
recognised Rs. 41,53,553 (Year ended 31 March 2012 - Rs 36,63,463) for
Provident Fund contributions and Rs. 11,69,537 (Year ended 31 March
2012 Rs. 8,63,545) for Superannuation Fund contributions in the
Statement of Profit and Loss. The contributions payable to these plans
by the Company are at rates specified in the rules of the schemes.
B. The Company''s obligation towards the Gratuity Fund is a defined
benefit plan and is funded with Life Insurance Corporation of India.
The details of actuarial valuation as provided by the Independent
Actuary are given below:
7. Segment Information
The Company has identified business segments as its primary segment and
geographical segments as its secondary segment.
a) Primary segment reporting (by Business Segments)
Business segments are primarily Chlor Alkali segment and Other segment.
8. Operating Leases
The Company has taken on lease certain vehicles under non cancellable
operating lease agreements. The rental expense under such operating
leases was Rs.73,10,567 /- (Previous Year Rs.52,90,536/-). Future
minimum lease payments on non cancellable lease agreements as at 31
March 2013 are as follows:
General description of lease terms:
(i) Lease rentals are charged on the basis of agreed terms.
(ii) Vehicles are taken on lease over a period of 24 to 36 months.
9. Earnings Per Share
Net Profit for the year has been used as the numerator and number of
shares has been used as denominator for calculating the basic and
diluted earnings per share.
10. The Company has not used any derivative instruments to hedge its
foreign currency exposures. The details of foreign currency balances
which are not hedged as at the balance sheet date are as below:
11. During the year, pursuant to the approval of shareholders through
postal ballot, the Company has altered the object clause of the
Memorandum of Association to include the undertaking of trading
business in sugar and its allied products. However, as at 31 March
2013, no activity has been undertaken on this account.
12. Other Current Assets as at 31 March 2013, represents interest
accrued on fixed deposits placed with banks amounting to Rs.
14,95,227/- (P.Y Rs 10,50,101/-)
13. Previous year figures have been regrouped or reclassified wherever
necessary to conform to current years classification.
14. The Board of Directors has reviewed the realisable value of all
current assets of the Company and has confirmed that the value of such
assets in the ordinary course of business will not be less than the
value at which these are recognised in the financial statements.
Further, the Board, duly taking into account all the relevant
disclosures made, has approved these financial statements for the year
ended 31 March 2013 in its meeting held on 11 April 2013.