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0.15 (0.88%)
0.05 (0.29%) | Notes to Accounts | Year End : Mar '12 |
1.1.1 The Company has only one class of shares referred to as equity shares having a par value of Re 1/-. Each holder of equity shares is entitled to one vote per share. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company, after distribution of all preferential amount, in proportion of their shareholding. 1.1.2 The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. 1.1.3 During the year ended 31 March 2012, the amount of per share dividend recognized as distribution to equity shareholders was Re. 0.50 1.2.1 The Company through Qualified Institutional Placements had issued 33568312 warrants at a price of Rs. 3 each, entitling the holder to 1 (one) equity share. As per terms and conditions of the issue, the warrant holders have an option to convert, warrant into equity at any time on or after three years from the date of allotment (i.e. 08/02/2010) and upto five years from the date of allotment (i.e. 08/02/2010) at exercise price of Rs. 59.58 per share. The warrant issue price aggregating to Rs. 1,007.05 lakhs, being non adjustable/non refundable has been credited to Capital Reserve. 1.2.2 Premium on Zero Coupon Convertible Bond has been provided proportionately and accordingly Rs. 519.88 lakhs (out of total redemption premium amounting to Rs. 3,563.48 lakhs) (previous year Rs. 611.29 lakhs, out of total redemption premium amounting to Rs. 3,137.73 lakhs) on this account has been debited to Securities Premium Account. 1.3.1 11.80% Non Convertible Debentures (privately placed) are secured by first pari-passu charge on company''s fixed assets (immovable and movable) including land and buildings both present and future other than assets located at Chennai and Elavur. However the Company exercised the put option during the year and re-paid the outstanding amount. 1.3.2 9.15% Non Convertible Debentures (privately placed) are secured by second pari-passu charge on company''s fixed assets (immovable and movable) including land and buildings both present and future other than assets located at Chennai and Elavur. These debentures were allotted on 8th February, 2010 and redeemable at par on 8th February, 2013. 1.3.3.1 Term loan from a financial institution are secured by way of first pari-passu charge over the movable fixed assets, lands and other immovable properties of the Company both present and future other than assets located at Chennai and Elavur. 1.3.3.2 Term loan of Rs. 1,50,00 lakhs is repayable in 16 quarterly equal Installments of Rs. 9,37.50 lakhs from 14th August 2010 and term loan of Rs. 1,00,00 lakhs is repayable in 17 quarterly equal installments of Rs. 5,88.23 lakhs from 30th December 2011. The interest rate ranges from 10% to 12%. 1.3.4.1 External Commercial Borrowing of Rs. 3,94,24.25 lakhs is secured by way of first pari-passu charge on all immovable and movable Fixed Assets, both present and future of the Company other than assets located at Chennai and Elavur, and External Commercial Borrowing of Rs. 3,51,00.30 lakhs is to be secured by way of first pari-passu charge on all immovable and movable Fixed Assets, both present and future of the Company other than assets located at Chennai and Elavur. 1.3.4.2 External Commercial Borrowings of Rs. 3,94,24.25 lakhs is repayable in 3 annual installments of 33.25% in July''2013, 33.25% in July''2014 & 33.50% in July''2015 and external commercial borrowings of Rs. 3,51,00.30 lakhs is repayable in 12 Semi annual installments from 29th August''2015. The interest rate ranges from 6M Libor 200 to 500 bps. 1.4.1 Working Capital facilities from Banks (both fund based and non fund based) are secured by pari passu charge by way of joint hypothecation of inventories and book debts, both present and future. 1.5.1 Including acceptances of Rs. 1,05,62.71 lakhs (previous year Rs. 2,39,67.81 lakhs) 1.5.2 Disclosure of Trade payables is based on the information available with the company regarding the status of the suppliers as defined under the Micro, Small and Medium Enterprise Development Act, 2006 (the Act). There are no delays in payment made to such suppliers and there is no overdue amount outstanding as at the balance sheet date. Based on above the relevant disclosures u/s 22 of the Act are as follows : 1.6.1 Other provisions include (a) provision relating to indirect taxes in respect of proceedings of various excise duty matters - carrying amount at the end of the year Rs. 5,00.00 lakhs and carrying amount at the beginning of the year Rs. 5,00.00 lakhs. No amount was used and reversed during the year. Outflows in these cases would depend on the final developments/outcomes; (b) Other class of provisions related to disputed customer claims/rebates/demands - carrying amount at the end of the year Rs. nil and at the beginning of the year Rs. 28,40.00 lakhs. Amount reversed during the year was Rs. 28,40.00 lakhs. Notes : 1.7.1. Plant and Equipments indudes Rs.8,03.021akhs (Previous year Rs.3,40.87 lakhs) being contribution for laying the Power line, the ownership of which does not vest with the company 1.7.2 Depreciation and amortization for the year includes Rs.11,90.62 lakhs (Previous year Rs. 10,92.69 lakhs) transferred to Pre-operative expenses. 1.7.3 Leasehold Land of Rs.2,04.00 lakhs( Previous Year Rs.2,04.00 lakhs) is pending execution of lease agreement and registration thereof. 1.7.4 Freehold land includes Rs. 1,31.39 lakhs (Previous year Rs.2,05.97 lakhs) in respect of which the execution of conveyance deeds is under process. 1.7.5 Plant and Equipments includes Rs. 24,98.72 lakhs (Previous year Rs. 24,98.72 lakhs) being cost of wagons procured under Wagon Investment Scheme. 1.7.6 Other adjustment(net) includes Rs. 4,74.39 lakhs(Previous Year 17.70 lakhs) being interest capitalised during the year, Rs. 359.41 lakhs(Previous Year nil) representing foreign exchange fluctuation. 1.7.7. Railway siding includes Rs. 40,35.96 lakhs (Previous year Rs. nil) being amount incurred for construction, the ownership of which does not vest with the company 1.7.8 Land with factory buildings (net block Rs. 61.02 lakhs) at Elavur plant of the Company are mortgaged in the favour of lender to Electrosteel Steel limited, an associate of the Company 1.7.9 Refer note 2.3 and 2.7 1.8.1 500000000 Equity shares of Rs 10/- each fully paid up of Electrosteel Steels Ltd. aggregating Rs. 5,00,00.00 lakhs held by the Company as Investment have been pledged in favour of Electrosteel Steels Ltd. lenders for securing financial assistance to Electrosteel Steels Ltd. 1.8.2 The Company has investment in equity shares of Domco Private Limited (DPL), a Company incorporated in India, and has joint control (proportion of ownership interest of the Company being 50%) over DPL along with other venturers (the Venturers). The Venturers had filed a petition before the Company Law Board, Principal Bench, New Delhi (CLB) against the Company on various matters including for forfeiture of the Company''s investment in equity shares of the DPL. The Company had inter alia filed petition before the Hon''ble High Court of Jharkhand at Ranchi,. The Hon''ble High Court of Jharkhand at Ranchi upheld the Company''s appeal and decided that the matter would have to be referred for Arbitration. The Venturer has challenged the aforesaid judgment in the Divisional Bench of the Hon''ble High Court of Jharkhand at Ranchi. Pending final outcome of the matter and since, the other Venturer are not providing the financial statements of DPL, disclosures as regards contingent liability and capital commitments, if any, aggregate amounts of each of the assets, liabilities, income and expenses related to the Company''s interest in DPL has not been made in these financial statements. 1.8.3 The Company''s investment in Electrosteel Steels Limited being strategic and long term in nature, no provision has been considered necessary with regard to diminution in market value of these investment. 1.9.1 Quoted Investments for which quotations are not available have been included in the market value at the face value/paid up value, whichever is lower except in case of debenture, bonds and government securities where the net present value at current yield to maturity have been considered. 1.10.1 Includes loans and advances to employees. 1.10.2 Includes Rs. 2,34.59 lakhs (previous year Rs. 60.98 lakhs) paid towards share application money. 1.10.3 In the opinion of the Board of Directors, current assets and loans and advances have the value at which these are stated in the Balance Sheet, unless otherwise stated and adequate provisions for all known liabilities have been made and are not in excess of the amount reasonably required. 1.10.4 Security deposits include Rs. 5,57.50 lakhs (previous year Rs. 5,57.50 lakhs) with Private Limited Companies in which directors are interested as a member / director. 1.11.1 Balances of Trade receivables including for Turnkey Contracts, Work-in-progress, Creditors and advances are subject to confirmation/reconciliation and adjustments in this respect are carried out as and when amounts thereof, if any are ascertained. 1.12.1 Fixed Deposits with Banks include Fixed Deposit of Rs. 4,96.70 lakhs (previous year Rs. 4,08.28 lakhs) lodged with Government Departments, Customers and Banks. 1.13.1 Includes Rs. 9,97.93 lakhs (previous year Rs. nil) receivable from banks on account of derivative settlement. 1.14.1 Miscellaneous expenses include Charity and Donation of Rs. 15.78 lakhs (previous year Rs. 63.97 lakhs), Rs. nil (previous year Rs. 3,00.00 lakhs) towards relocation of certain assets of Elavur unit. 1.14.2 The Marked-to-Market losses on derivative contract for the year stood at Rs. 68,61.35 lakhs (previous year Rs. 18.26 lakhs). Even though such losses have not been determined and accrued during the year, keeping in view the announcement of Institute of Chartered Accountants of India dated March 29, 2008 regarding Accounting for Derivatives, the Company has recognized losses in the Statement of Profit and Loss for the year. 1.14.3 The Company has certain operating lease arrangements for office accommodations etc. with tenure extending upto 9 yrs. Term of certain lease arrangements include escalation clause for rent on expiry of 36 months from the commencement date of such lease and deposit / refund of security deposit etc. Expenditure incurred on account of rent during the year and recognized in the Statement of Profit and Loss amounts to Rs. 5,61.03 lakhs (previous year Rs. 5,15.86 lakhs). 1.14.4 During the year, the Company has incurred Rs. 91.44 lakhs (previous year Rs 83.26 lakhs) on account of research and development expenses which has been charged to Statement of Profit and Loss. 1.15.1 The Company has provided for Minimum Alternate Tax (MAT). The Company is entitled to MAT credit and accordingly based on evidences MAT credit of Rs. 7,00.21 lakhs (previous year Rs. Nil) has been recognised in this financial statements. Defined Benefit Scheme The employee''s gratuity fund scheme managed by Life Insurance Corporation of India and ICICI Prudential Life Insurance Company Ltd. is a defined benefit plan. The present value of obligation is 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. 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 Company expects to contribute Rs 1,30.00 lakhs (previous year Rs 1,00.00 lakhs) to Gratuity fund in 2012-13. 1.16 The expenses incurred for projects/assets during the construction/mine development period are classified as Pre-operative Expenses pending capitalization and are included under capital work in progress and will be allocated to the assets on completion of the project/assets. Consequently expenses disclosed under the respective head are net of amount classified as preoperative expenses by the Company. The details of these expenses are as follows : 1.17 As regards construction contracts in progress as on 31.03.2012, aggregate amount of costs incurred and recognised profit (less recognized losses) upto the year end (to the extent ascertained by the management), aggregate amount of advances received and aggregate amount of retentions are Rs. 1,79,61.59 lakhs, Rs. 5,96.34 lakhs and Rs. 10,10.09 lakhs respectively. (previous year Rs. 2,87,81.12 lakhs, Rs. 8,23.69 lakhs and Rs.7,90.41 lakhs respectively). i) The Company has disputed downward revision in the prices effected by the purchaser subsequent to sale of certain specified materials. In the opinion of the management and also on the merit of the case, as advised legally no liability is likely to arise. The matter is subjudice and pending final judgement the amount payable, if any is not ascertainable presently. Note : Future cash outflows, if any, in respect of (a) to (d), and (i) above is dependent upon the outcome ofjudgments / decisions. 1.18 Related party disclosure as identified by the management in accordance with the Accounting Standard (AS) 18 on Related Party Disclosures are as follows : A) Names of related parties and description of relationship 1) Subsidiary Company Electrosteel Europe SA Electrosteel Algeria SPA Electrosteel Castings (UK) Limited Electrosteel USA LLC WaterFab, LLC (100% subsidiary of Electrosteel USA, LLC) Mahadev Vyapaar Private Limted Electrosteel Trading S.A, Spain Singardo International Pte Ltd. 2) Associate Company Lanco Industries Ltd. Electrosteel Steels Limited (Formerly Electrosteel Integrated Limited) Electrosteel Thermal Power Ltd. 3) Joint Venture North Dhadhu Mining Company Pvt. Ltd. Domco Private Limited 4) (a) Key Management Personnel (KMP) Mr. Umang Kejriwal (Managing Director) Mr. Mayank Kejriwal (Joint Managing Director ) Mr. Uddhav Kejriwal (Wholetime Director) Mr. Vyas Mitre Ralli (Wholetime Director) Mr. Mahendra Kumar Jalan (Wholetime Director) Mr. Rama Shankar Singh (Wholetime Director) Mr. S Y Rajagopalan (Director) 4) (b) Relatives of Key Management Personnel (KMP) Smt. Uma Kejriwal-mother of Mr. Umang Kejriwal-Managing Director Mr. S. Y Ganapathy - brother of Mr. S Y Rajagopalan, Director Umang Kejriwal(H.U.F) 5) Enterprise where KMP/Relatives of KMP have signifinant influnce or control Global Exports Ltd. G. K. & Sons Private Limited Badrinath Industries Ltd. Akshay Ispat & Ferro Alloys Pvt. Ltd. Electrocast Sales India Ltd Tulsi Highrise Pvt. Ltd. Wilcox Merchants Pvt. Ltd. Murari Investment & Trading Company Ltd. Electrosteel Thermal Coal Ltd. 1.19.1 The Company has given Corporate Guarantee amounting to Rs. 2,50,00.00 lakhs on behalf of Electrosteel Steels Limited. Out of the aforesaid amount, Electrosteel Steels Limited has drawn Rs. 1,38,00.00 lakhs. 1.20 The company operates mainly in one business segment viz Pipes being primary segment and all other activities revolve around the main activity. The secondary segment is geographical, information related to which is given as under : 1.21 The Ministry of Corporate Affairs (MCA) has issued the amendment dated 29th December 2011 to AS-11. The effect of changes in foreign exchange rates, to allow companies deferral / capitalisation of exchange differences arising on long term foreign currency monetary items. In accordance with the amendment to AS-11, the Company has capitalised / decapitalised exchange loss/gain respectively arising on long term foreign currency loans, amounting to Rs. 69,51.67 lakhs (previous year Rs. Nil) to Capital work in progress and Fixed assets. The Company does not have any other long term foreign currency monetary items. Hence, the amount of exchange loss deferred in the Foreign Currency Monetary Item Translation Difference Account is Rs. Nil (previous year Rs. Nil). 1.21 Till the year ended March 31, 2011, the company was using pre-revised Schedule VI to the Companies Act 1956, for the preparation and presentation of its financial statements. During the year ended March 31, 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year''s classification. |
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| Source : Dion Global Solutions Limited | |
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