July 10 to April 09 to
March 11 June 10
1. Contingent Liabilities not provided for:
(i) Outstanding claims in respect of Excise
Duty, Sales-Tax, etc. 46.40 44.21
(ii) Guarantees given by the Company''s Bankers 51.46 33.75
(iii) Arrears of Cumulative Preference Dividend 406.81 365.56
(iv) Claims against Company not acknowledged
as debts 55.76 55.76
(v) Estimated Amount of Contracts remaining
to be executed on Capital Account & not
provided for. - 29.77
2. Wages, Salaries and Bonus include provision made as per actuarial
valuation in respect of accumulated leave salary encashable on
retirement in accordance with Accounting Standard 15 notified persuant
to the companies (Accounting Standards) Rules, 2006. Contribution to
Provident and other funds includes Company''s contribution to Provident
Fund, Family Pension Fund, Gratuity Fund (based on actuarial valuation)
and Superannuation Fund.
3. In case of payments made from 1st April, 2000, under the Voluntary
Retirement Schemes of the Company, the total amount paid is treated as
a deferred revenue expenditure and amortised over a period of 84 months
or the number of months service foregone, whichever is lower, using the
sum of digits method. Under this method the charge to Profit and Loss
account is lowest in the first year and the highest in the last year.
However, the amount to be amortised beyond 31st March 2010 also is
charged during the period of April 2009 to June 2010, in accordance
with Accounting Standard (AS 15) (Revised 2005) on Employee Benefits.
Accordingly a sum of Rs.Nil (Previous Year Rs.741.88 lacs) has been
charged to the Profit and Loss Account as deferred revenue expenditure,
on account of compensation paid to employees under Early Voluntary
Retirement Schemes and Rs. Nil (Previous Year Rs.Nil) has been carried
forward to Deferred Revenue Expenditure account as per the method of
accounting followed by the Company.
4. The cost to the Company arising out of the conversion of Lenders''
Sacrifice (by way of the reduction in the interest rates) was being
amortised equally over the period of repayment of term loans to the
Lenders, upto 30th June 2010. In view of the completion of the
negotiated settlements with the Lenders during the period ended
31/03/2011, the entire unamortised amount of Lenders'' Sacrifice
amounting.to Rs. 70.97 lacs as on 30/06/2010 has been amortised during
the period ended 31/03/2011.
11 Miscellaneous expenses for the period ended 31.03.2011 includes gain
/ (loss) Rs.(18.28) lacs (previous year Rs. (12.24) lacs )on foreign
exchange.
5. There are no Micro, Small and Medium Enterprises, to whom the
Company owes dues at the Balance Sheet date, computed on unit wise
basis. Further, the Company has not paid any interest to any Micro,
Small and Medium Enterprises during the 9 months period ended on the
Balance Sheet date, nor is any interest payable to any Micro, small and
Medium Enterprises on the Balance sheet date.
The above information has been determined to the extent such parties
have been identified on the basis of information available with the
Company. This has been relied upon by the auditors.
13 (a) A contract was entered into in 1993 between the Company and
General Fertiliser Co., (GFC) Horns, Syria for revamping of two streams
of Sulphuric Acid Plant of GFC by the Company. The value of the
contract was USD 12.8 million plus Syrian Pounds 72 million, equivalent
to Rs.44.24 crores, considering the exchange rates prevailing in 1993.
The Company has completed this project and has also given the required
performance test runs on the two streams of the Sulphuric Acid plant.
The Company has also received all payments from GFC, Syria except
payment of certain invoices aggregating to USD 1.37 million (included
in Sundry Debtors) equivalent to Rs.620.01 lacs as on 31.03.2011. The
Company has also made claims from GFC, Syria towards interest on
delayed payments, bank charges for extention of the validity period of
the Letter of Credit/bank Guarantees and other overheads.
The Company has not taken any credit for these claims in the books of
accounts. As provided in the contract, the case was referred to the
Arbitration Tribunal at Damascus, Syria. The Arbitration Tribunal has
given its award, according to which GFC, Syria was required to make
payment to the Company of the aforesaid unpaid dues aggregating to USD
1.37 million. .
Further, the Arbitration Tribunal has accepted certain claims made by
the Company as also by GFC. Syria. The Company as well as GFC, Syria
have filed their respective appeals against the Arbitration award with
the State Council at Damascus, Syria. The Company as well as GFC, Syria
have made certain claims on each other, in their respective appeals as
filed with the State Council. The State Council constituted a seven
member Expert Committee in October 2002 to examine these claims and
give its recommendations. The Report of this Expert Committee,
containing its recommendations has been submitted to the State Council.
The comments received from GFC, Syria and the Company (in response to
the recommendations of the Expert Committee) have been forwarded by the
State Council to the Expert Committee. Based on these comments, the
Expert Committee has submitted its Report to the State Council
recommending payment to the Company of the aforesaid invoices
aggregating to USD 1.37 million (equivalent to Rs.620.01 lacs) and
certain other claims of the Company.
On this basis, the Supreme Administrative Court of Syria has given its
judgement according to which a net amount of about USD 0.90 Million
(equivalent to Rs. 398.43 lacs) is payable by GFC to the Company as on
31.03.2011 The shortfall in receivable between the amount included in
Sundry Debtors as on 31.03.2011 (i.e. Rs.620.01 lacs) and the net
amount payable to the Company as on 31.03.2011 as per the judgement
given by Supreme Administrative Court of Syria (i.e. Rs. 398.43 lacs),
has already been provided in earlier Financial Year.
(b) The Company has made a provision for Doubtful Debts and Advances
aggregating to Rs.1898.22 lacs upto the period ended 31.03.2011
(Previous Year 1823.22 lacs). In the opinion of the Management of the
Company, this provision is adequate to cover the Doubtful Debts &
Advances as on 31.03.2011, including those in respect of dues from GFC,
Syria (to the extent considered doubtful).
(c) The Debtors as on 31.03.2011 are subject to confirmations from
customers.
6 Consequent to the negotiated settlements with the Secured/Unsecured
Lenders, an amount aggregating to Rs.3362.76 Lacs payable by the
Company to these lenders has been waived by the said lenders. The
Company has credited this amount of Rs. 3362.76 Lacs to ''Capital
Reserve'' during the period ended 31.03.2011, since it consists of
principal amount of borrowings only (without any interest component).
Those negotiated settlements do not involve any cash flows and hence
are not included in the Cash Flow from Financing Activities'''' as
disclosed in the attached Cash Flow Statement for the period ended 31
st March 2011.
7 Interest expense for the period ended 31 st March 2011 and for the
period ended 30th June 2010 is net off interest income of Rs.10.55 lacs
and Rs.12.67 lacs, respectively. Tax deducted at source in respect of
aforesaid interest income for the period ended 31st March 2011 is Rs.
1.55 lacs (Previous year Rs.1.01 lacs).
8 (a) No provision has been made in respect of current income tax
since there is no taxable income during the period ended 31st March
2011 and for the period ended 30th June 2010.
(b) The Company will start trading in various fertilisers and other
agri inputs in association with a Strategic Investor, after
completing sale of fixed assets of the Company at its Ambamath factory.
This will result in significant additional turnover and profits.
Consequently, there is virtual certainty of realisation in respect of
Deferred Tax Asset mainly resulting from unabsorbed depreciation and
carried forward losses. Accordingly, the Company had recognised
Deferred Tax Asset amounting to Rs. 2148.17 Lacs, in the Financial
Accounts for the 18 months ended 30th September 2007, considering
unabsorbed depreciation and unabsorbed business losses upto 31.03.2007.
The Company has recognised further Deferred Tax Asset amounting to Rs.
505.98 lacs in the Financial Accounts for the period of 18 months ended
31.03.2009, mainly resulting from Unabsorbed Depreciation upto
31.03.2009 and Unabsorbed Business Losses upto 31.03.2008. The Company
will also recognise Deferred Tax Asset resulting from further
Unabsorbed Depreciation and further Unabsorbed Business Losses,
after completing sale of fixed assets of the Company at its Ambamath
factory.
8. (a) The non-viable operations of the Company''s fertiliser and
chemical business at its Ambemath factory had resulted in continued
losses and delayed payment of wages and salaries to employees for last
several months. With a view to reduce losses, the Management had
submitted its Charter of Demands on the Company''s recognised Union at
Ambemath, which has been rejected by the Union. The Management,
therefore, has suspended the operations of its Ambemath factory, with
effect from 23rd January, 2009 and has issued a notice of Lock Out of
the said factory with effect from 9th February, 2009. Consequently, the
Company has not provided for the employees cost with effect from 9th
February, 2009 (being not payable), in respect of those employees who
are covered by Lock Out.
The Company''s recognised Union at Ambemath requested the Industrial
Court, Maharashtra, at Thane to grant various interim reliefs
(including granting of stay on the effect, implementation, and
operation of the afforsaid notice of Lock Out). This request of the
Union was rejected by the Industrial Court, Maharashtra, at Thane.
Subsequently, the Company signed a Memorandum of Agreement dated 30th
June 2010 with the Company''s recognised Union at Ambarnath, under which
a Voluntary Separation Scheme was introduced for the workmen at
Ambemath (including workmen of Head Office). Accordingly ail workmen at
the Company''s Ambarnath factory (including workmen of Head Office) have
since applied for Voluntary Separation from the services of the
Company. The Separation Compensation (aggregating to Rs.707.01 lacs)
payable to all these workmen has been provided in the books of account
for the extended Financial Year ended 30/06/2010 and same has since
been paid to these workmen in August, 2010 alongwith all other legal
dues.
(b) The Company has obtained the requisite approval of the shareholders
under section 293(1 )(a) of the Companies Act, 1956 for sale / transfer
/ disposal of its Land, Factory Buildings and Plant & Machinery at its
Ambemath factory. (Written Down Value of the Fixed Assets of the
Company at its Ambemath factory as on 31.03.2011 is Rs. 2380.12 lacs).
Therefore, while reporting Segment Results, in Note No. 18 to the
accounts, depreciation of Ambarnath factory has been shown separetly
and remaining loss of Ambarnath factory has been included in
Others/Unallocated Expenditure. Also, Fixed Assets, Current Assets
and Current Liabilities relating to the Ambarnath factory of the
Company have been excluded for segment-wise reporting of Capital
Employed.
9 Segment Reporting :
The Company has disclosed Business Segments as its primary segments.
Reporting segments have been identified as Fertilisers, Chemical, and
Others / Unallocated, taking into account the nature of products, the
different risks and returns, the organisation structure and the
internal reporting system.
Segment Revenue, Segment Results, Segment Assets and Segment
Liabilities include the respective amounts identifiable to each of the
segments as also the amounts allocated on a reasonable basis to the
respective segments. The expenses, which are not directly related to
the business segments, are shown as unallocated costs. Corporate
current assets and liabilities have been allocated on the basis of
turnover of the segments. Assets and Liabilities that cannot be
allocated between the segments are shown as a part of unallocated
assets & liabilities. Inter Segment Transfers are at cost of
production.
10 Related Parties Disclosures :
(A) Promoters holding more than 20% of the voting power
Name of the Related Parties Nature of Relationship
(i) Shri L.N.Goculdas Promoter and Chairman (holding more than 20%.of
the voting power)
(B) Associate/Other Related Companies
Name of the Related Parties Nature of Relationship
(i) Borax Morarji Ltd. Associate Company
(ii) The Natural Gas Co.Pvt.Ltd. Other Related Company
(iii) L.P.Gas Equipment Pvt.Ltd. Other Related Company
(iv) Phoenix Distributors Pvt.Ltd. Other Related Company
(v) Jasraj Trading Co. Other Related Company
(vi) Kosan Industries Pvt.Ltd. Other Related Company
(vii) Bombay Foods Pvt.Ltd. Other Related Company
(C) Key Management Personnel
Shri D.P.Goculdas Chief Executive Officer upto 06.04.2011
Shri B.L.Goculdas Chief Executive Officer
Shri D.N.Vaze Chief Finance Officer
Shri D.T.Gokhale Vice President (Legal / Corporate Affairs) &
Company Secretary
11 The Company has prepared the financial statements for the period
ended 31.03.2011 on a Going Conern Basis since the Company is
confident that its profitablity will improve in future in view of the
following:
a) A new activity of trading (in various fertilizers and other agri
inputs) which the Company will commence in association with a
Strategic Investor after completing sale of Fixed Assets of the
Company situated at Ambernath, and
b) Continued efforts by the Company for improving efficiency,
restructuring / rationalisation of operations and optimisation of cost.
12 The Company has closed the current Financial Year of 9 months on
31/03/2011, as decided by the Board of Directors of the Company.
Accordingly Financial Statements for the Current Financial Year have
been prepared for a period of 9 months commencing from 1st July, 2010
and ending on 31 st March, 2011. Therefore, figures as per these
Financial Statements are not comparable with the figures in respect of
previous financial year i.e. 1st April, 2009 to 30th June, 2010 (which
was a period of 15 months).
13 Figures in respect of the previous year have been regrouped wherever
necessary.
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