As at As at
31-03-2011 31-03-2010
Rs. crore Rs. crore
CONTINGENT LIABILITIES
(to the extent not provided for)
(a) Claims against the Company not
acknowledged as debts 1.35 12.20
(b) Sales tax liability that may
arise in respect of matters in appeal 5.45 4.35
(c) Excise duty / service tax
liability that may arise in respect of
matters in appeal preferred
by the Company 7.08 6.08
(d) Excise duty / service tax liability
that may arise in respect of
matters preferred by the department 3.32 1.56
(e) Income tax liability that may arise
in respect of matters in appeal
preferred by the department 8.47 4.31
(f) Guarantees / securities given on
behalf of subsidiary companies 123.70 218.11
(g) Bills discounted 100.87 83.38
1 The Companys authorised share capital has increased from Rs. 260 crore
to Rs. 276 crore comprising of 138,00,00,000 number of equity shares of Rs.
2 each pursuant to the Scheme of Amalgamation of Brook Crompton Greaves
Limited, a wholly owned subsidiary, with the Company. (Refer Note 23).
2 The Company has, acquired three businesses of Nelco Limited, namely,
Traction Electronics, Supervisory Control and Data Acquisition (SCADA)
and Industrial Drives, at an enterprise value of Rs. 83.76 crore on 29th
April, 2010.
3 The Company, has entered into a joint venture agreement dated 10th
September, 2010 with ZIV Applicaciones y Tecnologia, S. L., Spain, for
establishing a joint venture company in India, for the manufacture,
sale and rendering of services in Substation Automation Systems. The
Company ‘CG-ZIV Power Automation Solutions Limited is incorporated on
4th November, 2010 with total equity capital of Rs. 10 crore in which the
Company is having a 70% shareholding.
4 The Board of Directors of the Company has approved the Scheme of
Amalgamation of CG Capital & Investments Limited, a wholly owned
subsidiary, with the Company, with effect from 1st April, 2010 at their
meeting held on 28th January, 2011. The effect of the amalgamation will
be given in the financial statements upon receipt of Order from the
Honourable High Court of Judicature at Bombay.
5 Secured Loans
(a) Term loans from banks are secured by way of equitable mortgage of
land and buildings and by way of hypothecation of specific movable
properties at certain locations.
(b) Working capital demand loans from banks are secured by
hypothecation of stocks and book debts, present and future.
6 There are no amounts due and outstanding to be credited to the
Investor Education and Protection Fund as at 31st March, 2011.
7 Other liabilities include Rs. 8.30 crore (Previous year Rs. 8.30 crore)
received as advance against sale of an immovable property of the
Company. As per the agreements with the buyers, the Company is
entitled to forfeit the said amounts, if the buyers do not comply with
the conditions of sale within the stipulated time. Since, the buyers
have failed to comply with the conditions, the Company has forfeited
these amounts in accordance with the terms of the agreements. The
buyers have filed suits in the Courts for recovery of the advances paid
by them. The Company contends that as per the force majeure clause in
the agreements, these amounts are not required to be refunded. Pending
disposal of the cases by the Courts, the Company, as a measure of
prudence, has not recognised the said amount in the profit and loss
account.
8 Estimated amount of contracts remaining to be executed on capital
account and not provided for (net of advances) Rs. 28.50 crore; (Previous
year Rs. 32.57 crore).
19 In view of the exemption granted by the Government of India, under
Section 211 of the Companies Act, 1956 vide its Notification No. 301
(E) dated 8th February, 2011 and the Company having complied with the
conditions laid down therein, has opted not to disclose certain
quantitative details under paragraphs 3(i)(a), 3(ii)(a) and 3(ii)(b) of
Part-II of Schedule VI of the said Act.
23 Disclosure as required by Accounting Standard (AS) 14 Accounting for
Amalgamations:
Scheme of Amalgamation of Brook Crompton Greaves Limited with the
Company
(a) In accordance with the Scheme of Amalgamation (the ‘Scheme) of the
Brook Crompton Greaves Limited (the ‘BCGL) with the Company, as
sanctioned by the Honourable High Court of Judicature at Bombay, vide
their Order dated 18th June, 2010, the undertaking of BCGL, being, all
its assets and properties, both movable and immovable, industrial and
other licenses, all rights and obligations under the contracts,
trademarks, all other interests, rights and powers of every kind, etc.,
and all its debts, liabilities including contingent liabilities,
duties and obligations, has been transferred to and vested in the
Company retrospectively with effect from 1st April, 2009 (the Appointed
Date). The Scheme has, accordingly, been given effect to in the
financial statements. The effective date of amalgamation is 6th July,
2010.
(b) BCGL is engaged in the business of manufacturing of electric
motors.
(c) The amalgamation has been accounted for under the ‘pooling of
interest method as prescribed by Accounting Standard (AS) 14
Accounting for Amalgamations, specified by the Companies (Accounting
Standards) Rules, 2006. Accordingly, the assets, liabilities and
reserves of BCGL as at 31st March, 2009 have been taken over at their
book values. (As stipulated in the said Scheme, the reserves of the
transferor Company have been transferred to the respective reserves.)
(d) BCGL, being a wholly owned subsidiary of the Company, the entire
paid-up share capital has been cancelled and the company stands
dissolved without winding-up.
(e) The amalgamation has resulted into increase in the authorised share
capital of the Company by Rs. 16.00 crore comprising 80,000,000 equity
shares of Rs. 2 each.
(b) The Company makes contribution towards provident fund and
superannuation fund as a defined contribution retirement benefit plan
for qualifying employees. To fund the benefits, the Company is required
to contribute a specified percentage of salary to the respective
Trusts, which administer the retirement benefit schemes.
(c) The Guidance issued by the Accounting Standard Board (ASB) on
implementing the Accounting Standard states that the provident funds
set up by employers, which require interest shortfall to be met by the
employer, needs to be treated as defined benefit plan. The Fund does
not have any existing deficit or interest shortfall. As per the
Companys Actuary, any future obligation arising due to interest
shortfall cannot be measured reliably. However, having regard to the
assets of the Fund and return on the investments, the Company does not
expect any deficiency in the foreseeable future.
(d) The Company makes annual contributions to the Crompton Greaves
Limited Gratuity Trust, which is funded defined benefit plan for
qualifying employees. The Scheme provides for lump sum payment to
vested employees at retirement, death while in employment or on
termination of employment as per the Companys Gratuity Scheme. Vesting
occurs upon completion of five years of service.
(e) The Company provides post retirement medical benefits to qualifying
employees.
(f) The actuarial valuation of plan assets and the present value of the
defined benefit obligation were carried out at 31st March, 2011. The
present value of the defined benefit obligation and the related current
service cost and past service cost, were measured using the Projected
Unit Credit Method.
24 Disclosure as required by Accounting Standard (AS) 15 Employee
Benefits: (Contd.)
(g) Discount rate is based on the prevailing market yields of Indian
Government securities as at the balance sheet date for the estimated
term of the obligations.
(h) Expected rate of return on the plan assets is based on the average
long-term rate of return expected on investments of the Fund during the
estimated term of the obligations.
(i) The salary escalation rate is arrived after taking into
consideration the seniority, the promotion and other relevant factors,
such as, demand and supply in employment market.
25 Disclosure as required by Accounting Standard (AS) 17 Segment
Reporting: (Contd.)
III Segment Identification, Reportable Segment and definition of each
Reportable Segment:
(a) Primary segment
In the opinion of the management, the business segment comprises the
following:
(i) Power Systems : Transformer, Switchgear, Turnkey Projects
and Power SCADA (Supervisory control and data
acquisition systems)
(ii) Consumer Products : Fans, Appliances, Luminaires, Light Sources
and Pumps
(iii) Industrial Systems : Electric Motors, Alternators, Drives,
Traction Electronics and SCADA
(b) Primary / Secondary segment reporting format:
(i) The risk-return profile of the Companys business is determined
predominantly by the nature of its products and services. Accordingly,
the business segment constitutes the primary segment for disclosure of
segment information.
(ii) In respect of secondary segment information, the management has
identified its geographical segments as: (a) Domestic; and (b)
Overseas. The secondary segment information has been disclosed
accordingly.
(c) Segment identification:
Business segments have been identified on the basis of the nature of
products / services, the risk-return profile of individual businesses,
the organizational structure and the internal reporting system of the
Company.
(d) Reportable segments:
Reportable segments have been identified as per the quantitative
criteria specified in the Accounting Standard.
(e) Segment revenue and results:
The expenses and incomes which are not directly attributable to any
business segment are shown as unallocable expenditure (net of
unallocated income).
(f) Segment assets and liabilities:
Segment assets include all operating assets used by the business
segment and mainly consist of fixed assets, debtors and inventories.
Segment liabilities primarily include creditors and other liabilities.
Common assets and liabilities which cannot be allocated to any of the
segments are shown as a part of unallocable assets / liabilities.
(g) Inter segment transfer:
Inter segment prices are normally negotiated amongst segments with
reference to the costs, market price and business risks. Profit or loss
on inter segment transfers are eliminated at the Company level.
26 Disclosure as required by Accounting Standard (AS) 18 Related Party
Disclosures: (Contd.)
ii) List of related parties with whom transactions were carried out
during the year and description of relationship
Subsidiaries:
1 CG Capital & Investments Limited
2 CG Energy Management Limited
3 CG PPI Adhesive Products Limited
4 CG-ZIV Power Automation Solutions Limited
5 CG International B.V.
6 CG Power Systems USA Inc.
7 CG Sales Networks Americas Inc.
8 CG Sales Networks France SA
9 CG Power Systems Belgium N.V.
10 CG Power Systems Canada Inc.
11 CG Holdings Belgium N.V.
12 CG Electric Systems Hungary Zrt.
13 CG Automation Systems UK Limited
14 PT. CG Power Systems Indonesia
Associates:
1 CG Lucy Switchgear Limited
2 Avantha Power & Infrastructure Limited
3 International Components India Limited (upto 4th October, 2010)
4 Brook Crompton Greaves Limited (upto 26th August, 2009)
Key Management Personnel:
1 Gautam Thapar - Chairman and Promoter Director
2 Sudhir Trehan - Managing Director
Other Related Parties in which a directors are interested:
1 Ballarpur Industries Limited
2 Solaris ChemTech Industries Limited
3 BILT Graphic Paper Products Limited
4 Asia Aviation Limited
5 Avantha Holdings Limited
6 Salient Business Solutions Limited
7 Avantha Technologies Limited
8 Avantha Realty Limited (formerly Janpath Investments & Holdings
Limited)
9 Korba West Power Company Limited
10 Corella Investments Limited
11 Lustre International Limited
12 Solaris Holding Limited
13 KCT Chemicals & Electricals Limited
14 Sabah Forest Industries Sdn. Bhd.
15 International Components India Limited
16 Malanpur Captive Power Limited
27 (a) The Company has not entered into any finance lease as specified
in Accounting Standard (AS) 19 Leases. The Company has, however , taken
various residential / commercial premises and plant and equipments
under cancellable operating lease. These lease agreements are normally
renewed on expiry, wherever required.
(b) There are no exceptional / restrictive covenants in the lease
agreements.
30 Disclosure as required by Accounting Standard (AS) 29 Provisions,
Contingent Liabilities and Contingent Assets:
(b) Nature of Provisions:
(i) Product Warranties: The Company gives warranties on certain
products and services in the nature of repairs / replacement, which
fail to perform satisfactorily during the warranty period. Provision
made represents the amount of the expected cost of meeting such
obligation on account of rectification / replacement. The timing of
outflows is expected to be within a period of two year.
(ii) Provision for sales tax represents sales tax liability on account
of non-collection of declaration forms and other legal matters which
are in appeal under the Act / Rules.
(iii) Provision for excise duty / service tax represents the
differential duty liability that is expected to materialise in respect
of matters in appeal.
(iv) Provision for liquidated damages has been made on contracts for
which delivery dates are exceeded and computed in reasonable and
prudent manner.
(v) Provision for litigation related obligations represents liabilities
that are expected to materialise in respect of matters in appeal.
33 Figures for the previous year have been re-grouped / re-classified
wherever necessary.
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