MARKET RADAR
SENSEX     NIFTY      Refresh
Moneycontrol.com India | Notes to Account > Plantations - Tea & Coffee > Notes to Account from Duncans Industries - BSE: 590063, NSE: DUNCANSIND
YOU ARE HERE > MONEYCONTROL > MARKETS > PLANTATIONS - TEA & COFFEE > NOTES TO ACCOUNTS - Duncans Industries
Duncans Industries
BSE: 590063|NSE: DUNCANSIND|ISIN: INE508A01014|SECTOR: Plantations - Tea & Coffee
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
May 22, 17:00
9.40
0
VOLUME 54,382
LIVE
NSE
May 22, 17:00
9.25
0
VOLUME 82,738
« Mar 11
Notes to Accounts Year End : Mar '12
Terms and Rights attached to equity shares:
 
 The company has one class of equity shares having per value of Rs. 10
 per share. Each share holder is eligible for one vote per share held.
 The dividend proposed by the board of directors is subject to the
 approval of the shareholders in the ensuing Annual General Meeting,
 except in case of interim dividend.  In the event of liquidation the
 equity share holder are eligible to receive the remaining assets after
 discharging all liabilities of the Company, in proportion to their
 shareholding.
 
 Terms and Rights attached to preference shares:
 
 The dividend proposed by the Board of Directors is subject to the
 approval of shareholders in the ensuing Annual General Meeting. In the
 event of liquidation of the company before redemption of the RCPS, the
 holders of RCPS shall have priority over equity shareholders in the
 payment of dividend and repayment of capital.
 
 (i) In terms of the one time settlement (OTS) arrived at in respect of
 secured borrowings, cash credit, term loans from bank and loan from
 ARCIL has been continued for operations of tea division. The balance
 amount of the borrowings from the secured creditors (other than 15%
 NCD, OCD and loan from bodies corporate secured by pledge of shares of
 ISG Traders Ltd.) have been settled for Rs. 25721 lacs (OTS amount) and
 has been transferred to KFCL for payment there against in terms of the
 Scheme (Note 29.1( c)).
 
 (ii) Loans and Debentures in earlier years from Financial Institutions,
 Banks, ARCIL and other bodies corporate including non fund based
 facilities, save and except otherwise stated, against specific balances
 under secured loans are secured/to be secured by a pari passu first
 charge on the fixed and current assets of the Company. These loans and
 facilities are further secured by the personal guarantee of a director
 and the pledge of the unencumbered equity shares held by the promoters
 in the Company.
 
 OTS amount payable as per (i) above has since been deposited by the
 KFCL in Escrow with the SBI, the Operating Agency appointed by BIFR, as
 per the stipulations in the scheme. All the lenders excepting ARCIL and
 a few other minority lenders (aggregating Rs. 13882 lacs) have since
 accepted the payment and released the charges and securities against
 the loan given by them. The Company''s appeal filed before the AAIFR as
 given in Note 29.2 (c) is pending for disposal. Moreover the matter has
 also been taken up with the respective lenders for release of the
 securities, etc and acceptance of the OTS amount.
 
 (iii) The cash credit from bank, term loan from banks and ARCIL
 including non-fund based facilities retained for tea operation are
 secured/to be secured by first charge over the immoveable properties,
 moveable fixed assets and current assets of Tea Division and security
 by way of personal guarantee of one of the Director of the Company.
 
 (iv) 15% Redeemable NCD''s, 15% OCD and loan from bodies corporate
 secured by pledge of 33,45,000 equity shares of ISG Traders Ltd held by
 the Company have been settled for Rs.578 lacs and are repayable within
 a period of 90 days (since repaid) from the date of the sanction of the
 Scheme.
 
 (v) Unsecured fixed deposits from shareholders and public are repayable
 to the extent of 85% of the principal amount of the fixed deposits
 within 180 days (since repaid) without carrying any interest in terms
 of the Scheme, in full and final settlement of entire outstanding in
 this respect.
 
 (vi) Unsecured advances from bodies corporate and 15% OCD is repayable
 for Rs 758.81 lacs being 25% value of the principal amount in three
 equal annual installments after a moratorium of one year from the date
 of sanction of the Scheme.
 
 (vii) Unsecured advances from promoters amounting to Rs. 3055.50 lacs
 are to be converted into equity shares at par after reduction of the
 existing equity share capital in terms of the Scheme (Note 29.2 (a)).
 
 (viii) Amounts payable as per (iv) to (vi) above have been transferred
 to KFCL (Note 29.1(c)). In terms of the Scheme these amounts are
 required to be paid through the Company and as such Rs. 7075.76 lacs
 payable in respect of these have been included under Other Current
 Liabilities and Rs. 758.81 lacs under Other Long Term Liabilities.
 Corresponding amount receivable from KFCL have been included under
 Other Current Assets.
 
 (ix) In terms of the Scheme, Rs. 3643.75 lacs payable for FRCN has been
 transferred to KFCL for full and final settlement in terms of the order
 passed by Hon''ble High Court at Calcutta (Note 29.1(c)).
 
 1. Non Current Investments:
 
 (i) # Investments net of diminution of Rs. 27843 lacs (Previous Year
 Rs. 23521 lacs).
 
 (ii) Keeping in view of the provisions of Accounting Standard on
 Investments (AS 13), the Company''s investment in ISG Traders Ltd, an
 associate company has been evaluated based on valuation carried out by
 an independent firm of chartered accountants and further diminution in
 value thereof by Rs. 4322.11 lacs has been recognized in this year and
 included under Exceptional Items.
 
 (iii) * Market quotations in respect of Non-Traded shares are not
 available since long. Therefore market values of these investments have
 not been stated.
 
 2. (a) Long Term Loans and Advances:
 
 (i) Loans and deposits include Rs.1685 lacs (Previous Year Rs.1685
 lacs) given to Andhra Cements Limited (ACL) in earlier years. In terms
 of the scheme of rehabilitation of ACL, the said loan has been assigned
 to Boydell Media Private Ltd., a wholly owned subsidiary of ISG Traders
 Ltd and is recoverable by March, 2015 in terms of the deed of
 assignment.
 
 (ii) Loans and deposits and advance towards equity participation
 includes Rs. 2002.66 lacs (Previous Year Rs. 1577.61 lacs) outstanding
 from Santipara Tea Company Ltd. (STCL) of which Rs. 853.79 lacs will be
 converted into equity. Considering the strategic involvement and
 consequential restructuring etc, provision of Rs. 853.79 lacs made in
 earlier years has been considered to be adequate.
 
 3.  Exceptional Items:
 
 Exceptional Items (net) Rs. 864.91 lacs represents income arising on
 settlement of loans and liabilities amounting to Rs. 5187.02 lacs
 (other than those pertaining to Fertiliser Undertaking de-merged to
 KFCL) and charges on account of diminution in value of investments
 amounting to Rs. 4322.11 lacs.
 
 4.  Discontinuing Operations:
 
 Following the sanction of the Scheme by BIFR (Note 29.1(b)), Fertiliser
 Undertaking has been de-merged to KFCL w.e.f.1st October, 2010 and
 operations pertaining to said undertaking has been discontinued with
 effect from the said date. Consequently income of Rs. 72947.20 lacs
 arising on settlement of loans and liabilities and Rs. 586.57 lacs on
 account of write back of expenses over income for the period from 1st
 October, 2010 to 31st March, 2011, after deducting therefrom charges on
 account of provisions for other current assets and other charges
 pertaining to fertilizer undertaking Rs. 2752.49 lacs has been shown as
 profit from discontinuing operations.
 
 5.  Expenditure in Foreign Currency on account of:
 
 -Foreign Travel Rs.3.45 lacs (Previous Year Rs.0.52 lac).
 
 6.1 Related Party disclosures pursuant to Accounting Standard -18.
 List of Related Parties with whom the Company had transaction:
 
 (a) Subsidiaries
 
 Dail Consultants Ltd (DCL), North India Fertiliser Ltd. (NIFL), Leyden
 Leasing and Financial Services Ltd (LLFSL) , and Pentonville Software
 Ltd (PSL).
 
 (b) Associate/Group Company
 
 ISG Traders Limited (ISG)
 
 (c) Key Management Personnel
 
 Mr. A. K. Goel, Wholetime Director, and Mr. S. P. Gupta, Executive
 Director.
 
 6.2 The aggregate amount of transaction with Related Parties is as
 follows:
 
 Notes:
 
 (i) Previous year figures are given in brackets.
 
 (ii) The above Related Party Information is as identified by the
 Management and relied upon by the auditors.
 
 (iii) In respect of the above parties, there is provision for doubtful
 debts of Rs. 427.94 lacs as on 31.3.2012 out of which Rs. 17.62 lacs
 has been written back during the year.
 
 7. (a) The disclosures required under Accounting Standard 15
 Employee Benefits notified in the Companies (Accounting Standards)
 Rules 2006 in respect of tea division are given below:
 
 Defined Benefit Scheme
 
 The employee''s gratuity, superannuation and provident fund (other than
 those covered and contributed under Employee''s Provident Fund
 Organization) Scheme are defined benefit plans. The present value of
 obligations are determined based on actuarial valuation using the
 Projected Unit Credit Method, which recognizes each period of service
 as giving rise to additional unit of employee benefit entitlement and
 measures each unit separately to build up the final obligation. The
 obligation for Leave Encashment is recognized in the same manner as
 gratuity.
 
 Notes: 
 
 i) Assumptions relating to future salary increases, attrition, interest
 rate for discount & overall expected rate of return on Assets 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.
 
 ii) The Guidance issued by the Accounting Standard Board (ASB) on
 implementation AS-15, Employees benefit (Revised 2005) states that
 provident funds set up by employers which requires interest shortfall
 to be met by the employer, needs to be treated as defined benefit plan.
 The fund does not have any unprovided existing deficit or interest
 shortfall. In regard to any future obligation arising due to interest
 shortfall (i.e. in case Government interest to be paid on provident
 fund scheme exceeds rate of interest earned on investment), pending the
 issuance of the Guidance Note from the Actuarial Society of India, the
 Company''s actuary has expressed his inability to reliable measures the
 same
 
 (c) The scheme for superannuation benefit to employees has ceased with
 effect from 31st July, 2003 and the liability existing as on that date
 is repayable to the eligible employees at specified return of 5% per
 annum. on their retirement. The scheme being presently not in operation
 and the company''s liability now being restricted to the shortfall in interest
 thereon if any, the liability in this respect as determined by the
 actuary is charged to profit and loss account as employee benefit on
 year to year basis.
 
 8. The Scheme of Arrangement for transfer of the Tea Undertaking of
 the Company to Shubh Shanti Services Limited on a going concern basis
 with effect from 1st April, 2001 has become infractus in view of the
 current Scheme of Arrangement for de-merger of the Fertilizer
 Undertaking sanctioned by BIFR as per Note 29.1(b). Necessary step for
 withdrawing the petition pending before the Hon''ble High Court at
 Calcutta is being taken.
 
 9.1 (a) The Company is a sick industrial company under the provisions
 of the Sick Industrial Companies (Special Provisions) Act, 1985 (SICA).
 The Rehabilitation Scheme (the Scheme) for revival of the Company has
 been sanctioned by the Board for Industrial and Financial
 Reconstruction (BIFR) vide its Order dated 16th January, 2012 and the
 rehabilitation measures in terms of the Scheme are under
 implementation.
 
 (b) In terms the of Scheme of Arrangement sanctioned by the BIFR
 pursuant to the Order as given above the Fertiliser Undertaking has
 been de-merged and transferred to Kanpur Fertilizers and Cement Limited
 (KFCL) w.e.f 1st October, 2010 and the same has become effective on
 filing of the Scheme with the Registrar of Companies of the respective
 States on 24th January, 2012. Consequent to this all assets and
 liabilities, rights and obligations including contingent liabilities,
 employees and all legal and other proceedings and operations of the
 said division with effect from said date have been transferred to and
 vested with KFCL.
 
 (d) Rs. 40317.75 lacs being the deferential amount with respect to
 above assets and liabilities have been adjusted against the accumulated
 losses of the Company.
 
 (e) Further, other adjustments consequent to the sanction of the Scheme
 and settlement of the loans and liabilities etc to the extent these are
 relatable to Fertiliser undertaking amounting to Rs.70781.28 lacs (net)
 have been shown as profit from discontinuing operation leaving the
 balance amount of Rs. 5187.02 lacs (net) which has been shown under
 exceptional items (Note 21 & 22).
 
 9.2 (a) The Scheme also envisages reduction of Equity Share Capital
 and 8.5% Cumulative Redeemable Preference Share Capital by 60 %
 amounting to Rs 3763.36 lacs and consolidation thereafter at their
 original face value, 0.001% Cumulative Redeemable Preference Share
 Capital by Rs. 16598.33 lacs, issuance of further equity capital to the
 promoters of Rs. 4182 lacs including conversion of unsecured loans of
 Rs. 3055.50 lacs from them into equity post reduction and consolidation
 of the existing equity share capital and transfer of capital redemption
 reserve amounting to Rs. 1500 lacs to the surplus of the Company.
 
 (b) KFCL in consideration of transfer as per note 29.1(c) above shall
 issue 1 (one) equity share of Rs. 10 each fully paid up for every 40
 (forty) equity shares of Rs. 10 each (post reduction and consolidation
 as above) held by the equity shareholders of the Company at the record
 date to be specified for the purpose.
 
 (c) The Company has preferred appeals for rectification of certain
 inadvertent errors in the Scheme which have been admitted by the
 Appellate Authority (AAIFR).  Necessary effect with respect to (a) and
 (b) above will be given on completion of necessary formalities pending
 disposal of appeals before AAIFR.
 
 10.  In terms of the Scheme, Hon''ble BIFR has directed to waive penal
 interest and damages as per rules and policy for late/non payment of
 provident fund dues till cut off date i.e.  1.10.2010, and to consider
 to allow payment of provident fund dues with statutory rate of simple
 interest after moratorium of one year in 36 monthly installments. The
 matter is being pursued with the relevant authorities for necessary
 approval.
 
 11.  The Company had filed a Writ Petition before the Hon''ble High
 Court at Calcutta challenging the applicability of Section 274 (1) (g)
 of the Companies Act, 1956 and a stay has been granted by the High
 Court on this matter. Consequently, as per the legal opinion received,
 provisions for the disqualification of directors in terms of the said
 Section are not applicable to the Directors of the Company.
 
 12.  In respect of levy of salami by the Government of West Bengal on
 renewal of lease of tea estates in certain circumstances and pursuant
 to the decision of Hon''ble High Court at Calcutta in a similar matter,
 the Company has preferred an appeal against the said imposition before
 the appropriate authority. Accordingly, pending finalization of the
 matter, Rs. 811.67 lacs (Previous year Rs. 811.67 lacs) has not been
 provided for in this respect which would be payable in equal annual
 installments over the lease period i.e. 30 years.  However, this is not
 likely to have revenue impact, since the same will be capitalized to
 the cost of land as and when paid by the Company.
 
 13.  Remuneration amounting to Rs. 597.29 lacs (including Rs. 105.78
 lacs for the year) paid to the current Wholetime/Executive Directors
 and ex-wholetime directors/ex-Managing Director are pending approval of
 Central Government.
 
 14.  Consequent to demerger of Fertiliser Undertaking, the Company
 operates in single business segment of Tea.
 
 15.1 Contingent liabilities and commitments to the extent not provided
 for :
 
                                                        (Rs. in lacs)
                                             Year ended   Year ended
                                             31st March,  31st March,
                                                   2012         2011
 
 a) Guarantees (excluding since released)
 given by the Company on behalf of bodies 
 corporate Limit                                 5568.89     5568.89
 
 Amount Outstanding                              4010.21     4746.14
 
 b) Guarantees given by Banks on behalf 
 of the Company                                   256.12      267.64
 
 c) Cumulative Dividend on Preference Shares      705.38      627.72
 
 d) Claims against the Company not 
 acknowledged as debts (to the extent
 ascertainable from available records)
 
 i) Income/Agriculture Tax matters 
    pending in appeal                             685.84      644.33
    at various stages (other than matters   
    awaiting quantification by assessing 
    authorities and/or with favourable 
    appellate decisions for earlier years,
    against which further appeals are pending)
 
 ii) Sales Tax matters under appeal               257.52      24.65
     (to the extent ascertained)
 
 e) A show cause notice issued in 1986 in respect Not ascertainable Not
 ascertainable of erstwhile tobacco division taken up for hearing by the
 adjudicator. The management is of the view that in accordance with the
 Scheme of Arrangement approved by Calcutta High Court, liabilities
 relating to Excise stood vested from 1st April, 1984 to New Tobacco
 Company Ltd. (NTC) pursuant to transfer of tobacco business to the said
 NTC effective that date.
 
 Future cash out flow in respect of a) to e) is dependent upon the
 outcome of judgments/ decisions.
 
 15.2 Estimated value of Capital Commitments (Net of Advances Rs. 98.19
 lacs Previous Year Rs. 33.82 lacs) -Rs. 161.31 lacs (Previous Year Rs.
 130.30 lacs).
 
 16.1 Consequent to the notifications under the Companies Act,1956, the
 financial statements for the year ended 31st March,2012 are prepared
 under revised Schedule VI . Accordingly, the previous year''s figures
 have been reclassified/regrouped/rearranged to make it comparable with
 the current year''s figures.
 
 16.2 The previous years figures are inclusive of the figures of the
 fertilizer undertaking which has been transferred to KFCL in terms of
 the scheme for revival of the company sanctioned by the Hon''ble BIFR
 (Note 29.1 and 29.2). Accordingly, figures for the current year are not
 comparable with the corresponding figures of previous year.
Source : Dion Global Solutions Limited
Quick Links for duncansindustries
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.