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| Notes to Accounts | Year End : Mar '10 |
1. Nature of Operations
The Company operates an integrated steel manufacturing unit of 4.6 MTPA
flat products in Hazira, District - Surat, 8 MTPA beneficiatioh plant
at Kirandul and pelletisation plant at Vizag, 0.4 MTPA precoated
facility at Pune and 1.5 MTPA steel plate mill facilities (under trial
run) in Hazira, District - Surat . Further, the Company is in the
process of setting up an additional 5 MTPA capacity steel plant in
Hazira, District - Surat, a 12 MTPA capacity Iron Ore Pellet Plant in
the state of Orissa and 0.6 MTPA steel pipe making facility in Hazira,
District - Surat out of which H Saw facility for 0.275 MTPA is
commissioned during the current year.
As at As at
31st March, 2010 31st March, 2009
(Rs. In Crores) (Rs. In Crores)
2. Contingent Liabilities
not provided for
(i) (a) Bills discounted 20.25 14.29
(b) Claims against the Company not
acknowledged as debt in respect of:
- Disputed sales tax matters in
respect of which the Company has
gone in appeal [including amount
already paid Rs.147.34 crores
(Previous year Rs.147.34 crores)] 330.66 342.49
- Disputed Excise duty matters in
respect of which the Company has
gone in appeal 1.09 1.42
- Disputed Custom duty matters in
respect of which the Company has
gone in appeal 165.49 207.93
- Tax of sale of electricity
demanded by sates tax authorities
on Essar Power limited 45.91 45,91
- Electricity duty demanded by the
Collector of Electricity Duty,
Gandhinagar** 586.85 509.63
- Wheeling Charges demanded by
Gujarat Electricity Board
[including amount already paid
Rs.27.23 Crores (Previous year
Rs.27.23 Crores)] 298.01 215.95
Future cash outflows in respect of above matters are determinable only
on receipt of judgments / decisions pending at various forums /
authorities.
** A Show Cause Notice (SCN) dated 10th March 2010 has been issued by
the Collector of Electricity Duty, Gandhinagar, demanding Electricity
Duty Rs,5S5.31 Crores and Interest Rs.528.48 Crores for the period
April 2000 to February 2010. The company has claimed that it is exempt
from paying the Electricity Duty for a period of 15 years from the date
of commission of the captive power project I.e. from 8th August 1995 to
7th August 2010.
The company has filed an appeal to the Division Bench of Gujarat High
Court against the order which has been admitted by the court and
granted stay order dated 5th April 2010. The conditions of stay were:
(i) Company to deposit Rs.50 Cr. by 30.04,2010.
(ii) Company to further pay Rs,15 Cr. every month commencing from 15th
May, 2010 towards the arrears of the principal amount of electricity
duty.
As per the management view and based on the legal opinion from a
reputed counsel, the Company Is eligible for exemption of Electricity
Duty for the period of 15 years i.e. from 8th August 1995 to 7th August
2010 and accordingly no provision is required to be made in the books
as at 31st March, 2010 with respect to the afore said demand. However
the Company has disclosed Rs.586.85 Crores (Previous Year Rs. 509.63
crores) on account of above matter as contingent liability as at 31st
March 2010.
(c) Guarantees given to various banks, financial institutions, finance
companies, etc. on behalf of others [Balance outstanding as on
31.03.2010 is Rs. 767.35 Crores
(Previous Year Rs. 844.94 Crores) 869.37 1,026.63
The Company and Essar Power Limited (EPOL) have provided corporate
guarantee of Rs.1,212.00 Crores (Previous Year Rs.1,537 Crore), on
behalf of Loop Telecom Private Limited (LOOP), favouring State Bank of
India (SBI) against (a) Term loan of Rs.400.00 Crores (Previous Year
Rs.725 Crore) and (b) Bank guarantee of Rs.812.00 Crores (Previous Year
Rs.812 Crore), availed by LOOP.
Of the said guarantee, LOOP has utilised guarantee of Rs.400.00 Crores
(Previous Year Rs.725 Crore) against the term loan availed from State
Bank of India. As the Company and EPOL, issued the corporate guarantees
simultaneously, the Company has considered Rs.200 Crores (Previous Year
Rs. 362.50 Crore) being 50 % of Rs.400.00 Crores (Previous Year Rs.725
Crore) as its contingent liability. The bank guarantee will be utilised
against the licence fees payable by LOOP, after It starts operation.
Further, the Company has also received counter guarantee for the same
from Loop Mobile Holdings India Limited (formerly known as BPL
Communications Limited) for Rs.1,212.00 Crores (Previous Year Rs.1,537
Crore).
3. Disclosure of related party transactions as required by Accounting
Standard
4 Ralatad Party Disclosures:
(a) Holding Company
1 Essar Steel Holdings Limited, Mauritius
2 Essar Global Limited, Cayman Islands - Holding Company of Essar Steel
Holdings Limited
(b) Subsidiary
1 Essar Steel (Jharkhand) Limited (ESJL)*
2 Essar Steel Trading FZE, Dubai (Essar FZE)
3 Essar Steei Middle East FZE (ESMF) ,
4 Essar Bulk Terminal Paradip Limited (EBTPL)
* Essar Steel Jharkhand Ltd ceases to be subsidiary of Essar Steel Ltd
w.e.f March 15, 2010.
(c) Fellow Subsidiary
1 Essar Projects (India) Limited (EPIL)
2 ETHL Global Capital Limited (ETHL)
3 Essar SEZ Hazira Limited (Essar SEZ)
4 Essar Shipping & Logistics Limited (ESLL)
5 Essar Shipping Port and Logistics Limited (ESL)
6 Aegis BPO Service Limited (AEGIS)
7 PT Essar Indonesia (PTEI)
8 Teletech Investments (India) Limited (Teletech)
9 Essar Engineering Services Limited (EESL)
10 Essar Logistics Limited (ELL)
11 Essar Steel Algoma Inc. (Algoma)
12 Essar Power Gujarat Limited (EPGL)
13 Essar Power (M P) Limited (EPMPL)
14 Essar Steel Chhattishgarh Limited (ESCL)
* * Essar Steel Chhattisgarh Ltd ceases to be Fellow subsidiary of
Essar Steel Ltd w.e.f March 15, 2010
(d) Associates
1 Essar Power Limited (EPOL)
2 Bhander Power Limited (BPOL)
3 Essar Bulk Terminal Limited (EBTL)
(e) Key Management Personnel
1 Mr. Vikram Amin, Director (Marketing) (VA)
2 Mr. Mahadev Iyer, Director (Finance) (Ml)
3 Mr. Dilip Oommen, Wholetime Director (DO)
(f) Individuals owning, directly or Indirectly, an interest in the
voting power that gives them control or significant Influence
1 Mr. Shashi Ruia, Chairman
2 Mr, Ravi Ruia, Vice Chairman
(g) Enterprises commonly controlled or Influenced by major
shareholders/directors/Key management personnels of the company
1 Essar Steel Hypermarts Limited (Hypermart)
2 Essar Agrotech Limited (EAL)
3 Essar House Limited (EHL)
4 Essar Information Technology Limited (EITL)
5 Essar Investment Limited (EIL)
6 Essar Projects Limited (EPL)
7 Essar Steel Chhattishgarh Limited (ESCL)**
8 Essar Properties Limited (EPRL)
9 Futura Travels Limited (FTL)
10 India Securities Limited (ISL)
11 Essar Oil Limited (EOL)
12 Imperial Consultants & Securities Limited (ICPL)
13 Essar Infrastructure Services Pvt. Limited (EISL)
14 Essar Project Management Consultancy Limited (EPMCL)
15 Essar Steel Jharkhand Limited (ESJL)*
16 Vodafone Essar Spacetel Limited (VESL)
5. (a) Investments (Others - Quoted) include 2,10,400 equity shares of
Rs. 10 each of Essar Oil Limited (EOL) amounting to Rs. 0.90 Crore,
pledged with ICICI Bank Limited as collateral to various loans granted
by ICiCi Bank Limited to EOL.
(b) Investment (Trade - Unquoted) include 21,70,00,000 Equity Shares of
Rs. 4 each of Essar Power Limited (EPOL) amounting to Rs. 163.36
Crores, in respect of which the Company has executed set of Non-
Disposal Undertakings in favour of IDBI Trusteeship Services Limited,
as trustee, for various financial facilities availed by Essar Steel
Holding Limited (ESHL), Essar Steel (Hazira) Limited (refer note 33
below) and Essar Global Limited (EGL) from ICICI Bank Limited, ICICI
Bank Canada Limited and Standard Chartered Bank pursuant to the
respective facility agreements.The company is in process of obtaining a
discharge of the aforesaid Non-Disposal Undertakings.
Also, the Company has entered into a shareholders agreement with Essar
Power Holdings Limited (EPHL) pursuant to which the Company has agreed
to sell all or some of the shares held by it in EPOL to a third party
buyer, such number of shares held by it, as may be specified by EPHL to
such third party buyer (the Drag Along Right).
(c) Investment (Trade - Unquoted) include 9,53,42,000 (Previous Year
9,65,00,000) Equity Shares of Rs. 10 each of Bhander Power Limited
amounting to Rs. 98.99 Crores (Previous Year Rs. 100.19 Crores) and NIL
(Previous Year 49,940) Equity Shares of Rs. 10 each of Essar Steel
(Orissa) Limited (refer note 33 below ) amounting to Rs. NIL (Previous
Year Rs. 0.05 Crores) , in respect of which the Company has executed
set of negative lien undertakings, for various financial facilities
availed by Essar Steel Holding Limited (ESHL), Essar Steel (Hazira)
Limited (refer note 33 below) and Essar Global Limited (EGL) from ICICI
Bank Limited, ICICI Bank Canada Limited and Standard Chartered Bank
pursuant to the respective facility agreements. The company is in
process of obtaining a discharge of the aforesaid negative lien
undertakings.
6. Loans and Advances include due from directors Rs.36,100 (Previous
year Rs.6,03,412). Maximum amount due from directors during the year
Rs.532,822 (Previous year Rs.77,74,413).
7. Long term advances from customer are secured by a guarantee from
Bank/Financial Institutions which has a charge on the Companys assets.
8. The Company has exercised the option as per the Companies
Accounting Standard Rules, 2009. As per the option, exchange
differences related to long term foreign currency monetary items so far
as they relate to the acquisition of a depreciable capital assets are
capitalized and depreciated over the useful life of the assets and in
other cases, are transferred to Foreign Currency Monetary Item
Translation Difference Account and amortized over the balance period of
such long term assets/liabilities but not beyond accounting period
ending on or before 31st March 2011, the unamortized balance in this
account is credit of Rs. 4.20 Crore (Previous year Debit of Rs.37.30
Crore).
9. The Company has issued 4,35,98,951 10% CRPS of Rs.10 each. Each
CRPS will be redeemable at par in 12 equal monthly installments
commencing from 1st October, 2017 to 1st September, 2018. The Company
shall have option to redeem the CRPS at par in one or more tranches
from any or all of the existing holders, anytime after the date of
allotment together with arrears of dividend if any and the Board shall
give one months notice for any such redemption to the registered
holders of the CRPS.
10. The Company has circulated confirmation for the identification of
suppliers registered under the Micro, Small and Medium Enterprises
Development Act, 2006. Based on the confirmations received by the
Company from certain parties, no disclosures relating to amounts as at
the year end together with interest paid / payable is required to be
given.
11. In the previous financial year exceptional item represents
compensation paid on account of take or pay clause as per the
Framework gas sale agreement to a supplier of natural gas for non off
take of the committed gas quantities.
12. Margin and term deposits of Rs. 1,411.41 Crore (Previous Year
Rs.424.68 Crore) have been pledged with banks as a security for opening
Letters of Credit, Buyers Credit, Short Term Loans and against Bank
Guarantee.
(i) Provision for indirect Tax Matter
Essar Steel Limited (the Company) submitted a Letter of Approval
(LOA) for setting up a SEZ Unit (the Unit) on 3rd October 2006. While
such application was pending, the unit commenced operations on 27th
October 2006. The production was used for captive consumption and the
said facility was treated as normal domestic tariff area production,
and was subjected to applicable Central Excise regime. The unit was
approved on 11th January 2007 subject to fulfillment of certain
conditions which were fulfilled on 21st March 2007. Accordingly, the
Unit commenced operating as SEZ Unit from this date onwards. The
Directorate General of Central Excise Intelligence (DGCEI), Ahmedabad
Zonal unit conducted investigations in the matter and issued a show
cause notice (SCN) dated 7th April 2008. The Company has replied to the
SCN. Meanwhile, the Company paid the applicable customs duty deposit of
Rs. 180.73 Crores on clearances upto 11th April 2007, as if it was a
SEZ Unit, though the matter was under discussion with the appropriate
authorities.
During the year ended on 31st March, 2007 the management, however, on
its own volition and as a matter of abundant caution made a provision
of Rs. 19.73 Crores being non cenvatable portion of customs duty paid
for the period after the grant of LOA i.e., 11th January 2007 to 20th
March, 2007. The Company is of the view, based on legal advice, that
entire amount paid is refundable and / or cenvatable.
During the year ended 31st March, 2009 the Company availed CENVAT
credit of Rs. 140.35 crores towards countervailing duty and cess out of
the said deposit paid. The Company has obtained a legal opinion to
support the credit availed. However, for availing such credit, the
Company has received a show-cause notice from the Commissioner of
Central Excise and Customs. The Company has submitted its response
against the said notice received and has also filed a special civil
application before the Honorable High Court of Gujarat seeking to quash
the restriction on utilization of CENVAT Credit. The Honorable High
Court granted interim stay on 11th February 2009 on the restriction.
The Company has been advised by counsels that there is no restriction
to utilize the disputed credit and accordingly the Company has utilized
Rs.124.54 Crores discharging the excise duty liability till 31st March
2009. However, the Supreme Court vide order dated 15th April 2009, has
ordered to maintain the status as on date and accordingly the balance
of Rs,15 81 Crores, remaining to be utilized as on the date of order,
have been kept un-utilized.
(li) Provision for Other Matters
Provision for Other Matters represents, expected cost of shifting tails
generated during the year at its beneficiatlon plant at Kirandul from
its current location to another location. The Provision is recognised
based on estimated quantity of tails lying as at balance sheet date and
the estimated cost of shifting tails. The Company expects that this
cost will be incurred within two years from balance sheet date.
13. As part of the groups steel business integration process, the
board of directors, in the meeting held on 26th November 2009. have
noted consolidation of debt arrangement which proposes consolidation of
the existing Rupee Term Loans of the company and all four transferor
companies (Refer Note 33 below). The existing Rupee Term Loans have
been availed from approximate 40 lenders and shall be replaced with
long term debt raised from fewer lenders under common terms and
conditions of an umbrella agreement. The long term debt has been tied
up and documents executed on 14th August 2010 for consolidation of
debt.The company Is now in the process of complying with certain
pre-disbursement conditions, subsequent to which the company shall
avail disbursement under the consolidation of debt programme.
14. Amalgamation of Essar Steel (Hazira) Limited, Hazira Plate
Limited, Hazira Pipe Mill Limited and Essar Steel Orissa Limited with
the Company
a) Essar Steel (Hazira) Limited (ESHL), Hazira Plate Limited (HPL),
Hazira Pipe Mill Limited (HPML) and Essar Steel Orissa Limited (ESOL)
(the Transferor Companies) amalgamated with the Company, in terms of
a Scheme of Amalgamation (the Scheme) as approved by the members at a
court convened meeting held on 2nd January, 2010 and subsequently
sanctioned by the Honorable High Court of Judicature at Maharashtra and
Gujarat vide its order dated 26th March. 2010 and 30st June, 2010
respectively. The Scheme became effective on 5th August, 2010 and the
appointed date of the scheme is 1st April, 2009.
b) ESHL is in the process of setting up 5 MTPA capacity steel plants at
Hazira, Gujarat. HPL has set up 1.5 MTPA steel plate mill facilities
(running under trial run) and HPML is in process of set up 0.6 MPTA
steel pipe making facility out of which H Saw facility for 0.275 MTPA (
including 0.150 MTPA under trial run ) Is commissioned. ESOL is in
process of setting up a 12 MTPA Iron Ore Pellet Plant in the state of
Orissa.
c) As per the Scheme of Amalgamation approved by the Honble High
Courts:
a) The entire business and the whole of the undertaking including all
properties and assets, all debts, liabilities, duties and obligations
of the transferor Companies and ail movable or immovable assets of
Transferor Companies stands transferred and vested in the name of the
Company at their book values with retrospective effect from 1st April,
2009 (being the Appointed date). The Scheme has accordingly been
given effect to in these accounts.
The amalgamations have been accounted for under Pooling of Interests
Method as prescribed by the Accounting Standard-14 Accounting for
Amalgamation (AS-14) issued by the Companies Accounting Standards
Rules, 2006. Accordingly, the assets, liabilities and reserves of the
Transferor Companies have been taken over at their book values with
effect from the Appointed date based on the audited Balance sheet of
the amalgamating companies.
b) 1,073,249,784 Equity shares of Rs.10 each at a premium of Rs.30 each
fully paid up are to be issued to equity and preference shareholders of
the transferor companies whose names are registered in the register of
members on record date, without payment being received in cash, in the
ratio of 1 (one) fully paid up Equity Share of Rs.10 each of the
Company for every 4 (four) Equity/Preference Shares of Rs.10 each held
in the Transferor Companies, as under:
i 671,626,145 Equity Shares of Rs.10 each fully paid up to be issued to
100% of the equity share holder of ESHL except to the extent of
fractional holdings to be paid in cash
ii 170,866,808 Equity Shares of Rs.10 each fully paid up to be issued
to 100% of the equity share holder of HPL except to the extent of
fractional holdings to be paid in cash
iii 43.054.700 Equity Shares of Rs.10 each fully paid up to be issued
to 100% of the equity share holder of HPML except to the extent of
fractional holdings to be paid in cash
iv 159,137,271 Equity Shares of Rs.10 each fully paid up to be issued
to 100% of the equity share holder of ESOL except to the extent of
fractional holdings to be paid in cash, and
v 28,564,660 Equity Shares of Rs.10 each fully paid up to be issued to
100% of the preference share holders of ESOL except to the extent of
fractional holdings to be paid in cash
Pending allotment, the face value of such shares amounting to
Rs.1,073.25 crores, has been disclosed as Equity Share Capital on
Amalgamation as on 31st March 2010. These shares will be issued to the
shareholders of Transferor Companies.
c) The value of net identifiable assets taken over by the Company is
equal to the value of Equity Shares to be issued and allotted by the
Company and therefore there is no adjustment to reserves of the Company
on this account.
d) The Company held 743,020,000 equity shares of Rs.10 each fully paid
up in Essar Steel (Hazira) Limited and 23,049,940 equity shares of
Rs.10 each fully paid up in Essar Steel Orissa Limited immediately
before the amalgamation. As a result of amalgamation, 191,517,485
equity shares of Rs.10 each of the Company shall be issued against the
aforesaid shares at premium of Rs.30 each. Such shares issued will be
allotted to a Specific Irrevocable Trust which shall hold the equity
shares of the Company for its own benefit. The board of directors shall
appoint any three directors as trustee of the aforesaid trust. As at
31st March, 2010, Rs,766.07 crores, representing the issue price of
shares that will be issued to the trust, has been shown as Other
Receivables In Schedule 12 : Other Current Assets.
e) The profit or income accrued to Transferor Companies or expenditure
or losses incurred by the Transferor Companies during the year 1st
April, 2009 to 31st March, 2010 have been incorporated in these
accounts. During the period between the appointed date and the
effective date the Transferor Companies carried on the existing
business in trust on behalf of the Company; all vouchers, documents
etc. for the period are In the name of respective Companies. As per the
Scheme, the title deeds for leasehold land, building, residential
flats, licenses, agreements, loan documents etc shall upon the coming
into effect of this scheme, without any further act, instrument or deed
will be transferred to and vested in the Company.
f) All the employees, of the Transferor Companies, in service on the
effective date will become the employees of the Company on such date as
If they were in continous service without any break or interruption in
service on the terms and conditions as to remuneration not less
favorable than those subsisting with reference to the Transferor
Companies as at the effective date. For the purpose of payment of any
compensation, gratuity and other terminal benefits, the past service of
such employees with the Transferor Companies shall also be taken into
account and the Company shall pay the same to such employees as and
when due and payable.
15. The Company has suspended slurry transportation through its slurry
pipeline from Kirandul to Visakhapatnam from end of May 2009 till date
due to damage to the pipeline at various locations caused by some
unknown group of people. Though the Company tried to initiate the
repair works, there have been some difficulties due to inhospitable
terrain, monsoons and resistances from the local population and hence
the restoration of pipeline could not be completed till date.
To maintain the sustainable production of pellets at the Companys
pellettsation plant at Visakhapatnam, production of steel at Its plant
at Hazira and augment the shortage of slurry, the Company has made
alternative arrangements like movement of Iron ore fines through
railway rakes, purchase of iron ore fines from sources other than NMDC
and procurement of products like Pellets, DRI and Slabs.
Based on management estimates, the additional cost of these
arrangements over the costs which would otherwise have been incurred,
had the slurry pipe line been operational works out to Rs.619.73 Crores
for the year ended 31st March, 2010.
16. The SEZ unit of the Company and the SEZ unit of Hazira Plate
Limited (one of the transferor Company, refer Note 33 above) have opted
to exit from SEZ Scheme and made application In this regards on 9th
September 2009 to the Development Commissioner, KASEZ, Ahmedabad in
terms of Rule 74 of the SEZ Rules 2006. These units paid Rs.121.08
Crores towards duties and taxes and also gave an undertaking to pay any
dues that may arise while operating as a SEZ unit up to the date of
de-notification. The Development Commissioner vide letter dated 5th
February 2010 granted final exit subject to de-notlficatlon of the area
occupied by the SEZ unit by the Board of Approval (BOA) for SEZ, The
matter regarding de-notification was discussed in the BOA meeting held
on 11th February 2010 and the final exit permission was granted subject
to fulfillment of certain conditions. The notification deleting the
areas occupied by these units was issued on 31 March 2010.
17. Essar Steel (Hazira) Limited (one of the transferor Company, refer
Note 33 above) is in process of setting up a steel plant (project) at
Hazira-Surat, Gujarat. Major part of the project is in the Special
Economic Zone (SEZ), The Company had received the SEZ Unit Approval
vide letter no. KASEZ/P&C/6/01/06-07/dated 26th October, 2006 in
respect of all manufacturing facilities other than Blast Furnace which
has been designated as Domestic Tariff Area. The SEZ unit has opted to
exit from SEZ scheme and made an application in terms of Rule 74 of the
SEZ Rules 2006 vide letter dated 09th September 2009 to the Development
Commissioner, Kandla Special Economic Zone, Ahmadabad. The Development
Commissioner has approved the request for exit subject to fulfillment
of certain conditions as stated in their letter dated 17th September
2009 and the unit is in process of complying with the conditions.
However the unit would remain SEZ unit till date of final exit as per
Rule 74 of SEZ Rules 2006.
18. During the year, the Company has taken over steel business
undertaking (specified Assets and Liabilities) of Shree Precoated Steel
Ltd. (SPSL) for an agreed consideration as a going concern on a slump
sale basis via Business Transfer Agreement (BTA) dated 3rd August 2009
and supplemental agreement dated 29th October 2009. The closing date of
the takeover was determined as 29th October 2001,
19. The figures for the current year include figure of four entities
which are amalgamated with the company with effect from 1st April, 2009
& are therefore to that extent not comparable with those of previous
year.
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| Source : Dion Global Solutions Limited | |
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