1. 8.75% – Secured Redeemable Non Convertible Debentures of Rs. 5
Crores are secured by hypothecation of specific Plant & Machinery with
paripassu charge by mortgage of immovable property in Gujarat. Out of
Rs. 5 Crores, based on contractual terms, debentures valuing Rs. 1.5
Crores have been redeemed on 30th March, 2011. The debentures are due
for repayment at the end of 8th, 9th and 10th year from the date of
allotment. i.e. 30th March, 2003.
7.50% – Redeemable Non Convertible Debentures of Rs. 15 Crores and
7.25% – Redeemable Non Convertible Debentures of Rs. 6 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 8.75% Secured
Redeemable Non Convertible Debentures of Rs. 3.5 Crores. The Debenture
holders holding Rs. 15 Crores of 7.50% Redeemable Non-Convertible
Debentures and Rs. 6 Crores of 7.25% Redeemable Non Convertible
Debentures have exercised their put option and accordingly same have
been redeemed on 29th September, 2010.
7.50% – Redeemable Non-Convertible Debentures of Rs. 50 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 8.75% Secured
Redeemable Non-Convertible Debentures of Rs. 3.5 Crores. The Debentures
are due for repayment at the end of 8th, 9th and 10th year from the
date of allotment i.e. 5th August, 2005.
9.95% – Redeemable Non-Convertible Debentures of Rs. 50 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 8.75% Secured
Redeemable Non-Convertible Debentures of Rs. 3.5 Crores and 7.50%
Secured Non-convertible Debenture of Rs. 50 Crores. The Debentures are
due for repayment at the end of 8th, 9th and 10th year from the date of
allotment being, 24th March, 2008.
10.80% – Redeemable Non Convertible Debentures of Rs. 100 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 9.95 % Secured
Redeemable Non-Convertible Debentures of Rs. 50 Crores and 8.75%
Secured Redeemable Non-Convertible Debentures of Rs. 3.5 Crores and
7.50% Secured Non-convertible Debenture of Rs. 50 Crores. The
Debentures are due for repayment at the end of 5th, 6th and 7th year
from the date of allotment being, 25th July, 2008.
10.50% – Redeemable Non Convertible Debentures of Rs. 74 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 10.80% Secured
Redeemable Non-Convertible Debentures of Rs. 100 Crores and 9.95%
Secured Redeemable Non-Convertible Debentures of Rs. 50 Crores and
8.75% Secured Redeemable Non-Convertible Debentures of Rs. 3.5 Crores
and 7.50% Secured Non-convertible Debenture of Rs. 50 Crores. The
Debentures are due for repayment at the end of 8th, 9th and 10th year
from the date of allotment being, 7th May, 2009.
9.50% – Redeemable Non Convertible Debentures of Rs. 50 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 10.50% Secured
Redeemable Non-Convertible Debentures of Rs. 74 Crores and 10.80%
Secured Redeemable Non-Convertible Debentures of Rs. 100 Crores and
9.95% Secured Redeemable Non-Convertible Debentures of Rs. 50 Crores
and 8.75% Secured Redeemable Non-Convertible Debentures of Rs. 3.5
Crores and 7.50% Secured Non-convertible Debenture of Rs. 50 Crores.
The Debentures are due for repayment at the end of 8th, 9th and 10th
year from the date of allotment being 18th June, 2010.
9.50% – Redeemable Non Convertible Debentures of Rs. 50 Crores are
secured by hypothecation of specific Plant & Machinery with paripassu
charge by mortgage of immovable property in Gujarat with 9.50% Secured
Redeemable Non-Convertible Debentures of Rs. 50 Crores and 10.50%
Secured Redeemable Non-Convertible Debentures of Rs. 74 Crores and
10.80% Secured Redeemable Non-Convertible Debentures of Rs. 100 Crores
and 9.95% Secured Redeemable Non-Convertible Debentures of Rs. 50
Crores and 8.75% Secured Redeemable Non-Convertible Debentures of Rs.
3.5 Crores and 7.50% Secured Non-convertible Debenture of Rs. 50
Crores. The Debentures are due for repayment at the end of 8th, 9th and
10th year from the date of allotment being 5th September, 2010.
2. Issued Share Capital includes 725,800 shares of Rs. 2 each kept in
abeyance.
3. Share Forfeited account includes Rs. 0.26 Crores of Share Premium
collected on application in respect of forfeited shares.
4. In terms of the approval of the shareholders in the Extra Ordinary
General Meeting of the Company on 17th June, 2009 the Company issued
16,000,000 equity warrants to the promoter group on a preferential
basis, entitling them to apply for and obtain allotment of one equity
shares of Rs. 2 each at a premium of Rs. 88.20 per share. During F.Y.
2009-2010, the promoter group had exercised 7,750,000 warrants for
conversion to equity shares and paid in an amount equivalent to 25% of
the 8,250,000 outstanding warrants. The balance warrant of 8,250,000
have been exercised during the year for conversion to equity share and
accordingly 8,250,000 shares have been allotted on 7th January, 2011.
5. As per the intimation available with the Company, there are no
Micro, Small and Medium Enterprises, as defined in the Micro, Small, and
Medium Enterprises Development Act, 2006, to whom the Company owes dues
on account of principal amount together with interest and accordingly
no additional disclosures have been made.
The above information regarding Micro, Small and Medium Enterprises
have been determined to the extent such parties have been identifed on
the basis of information available with the Company. This has been
relied upon by the Auditors.
6. Loans and advances include Rs. Nil (previous year Rs. 50.00 Crores)
which are secured by pledge of equity shares of a private Company. The
security value is adequate to recover the amount advanced. The said
loan has been repaid during the year.
8. (a) In respect of currency swap derivative contracts entered into by
the Company, the Company has Marked to Market (Gain)/loss of Rs. (2.36)
Crores (Previous Year loss Rs. 3.92 Crores) as at 31st March 2011 based
on the valuation given by the bankers. Following the principle of
prudence and in accordance with the announcement of the ICAI, the
Company has made a provision for the same. Since the same was entered
into to reduce the cost of borrowings, the said MTM loss is included
under Financial Costs.
In respect of these shares where the voting rights and beneficial rights
are so transferred, the holder continues to be the original allotees as
per the records of the respective companies.
10. Provident Fund:
The provisions of the Employees'' Provident Fund and Miscellaneous
Provisions Act, 1952, have been implemented at the work sites where
code numbers have been allotted. In respect of the remaining work sites
necessary applications have been made for allotment of code numbers.
However, a provision of Rs. 0.25 Crores is available to cover any
liability arising there from.
13. In respect of the road projects undertaken by the Company, in
furtherance to the recommendation of the Dispute Resolution Board
(DRB), the Company has been awarded claims by the Arbitration Tribunal
for an aggregate amount of Rs. 94.54 Crores which has been recognized
as revenue & included in Sundry Debtors. The Company contends that such
awards have reached finality for the determination of the amounts of
such claims and are reasonably confdent of recovery of such claims
although the client has moved the court to set aside the awards.
Considering the fact that the Company has received favorable awards
from the DRB and the arbitration tribunal, the Management is reasonably
certain that the claims will get favorable verdict from the courts.
16. Dividend income includes dividend of Rs. Nil (Previous Year Rs.
0.07 Crores) from trade investments. Dividend received from own
investment held through Gammon Trust is adjusted under appropriation
Rs. 0.58 Crores.
1 7. Interest from Joint Stock companies includes accrued onetime
non-recurring interest income of Rs. 182.39 Crores under contractual
conditions from one of the subsidiary of the Company.
18. Pursuant to the amalgamation of ATSL with the Company, the
outstanding options of the employees of the erstwhile ATSL outstanding
as on 1st April, 2008 have been taken up as an obligation by the
Company in accordance with the Scheme approved by the court.
Accordingly the Company has accounted for the grant of 106,300 options
to such employees at an exercise prize of Rs. 80 per share. The Company
will issue two equity shares against each option in terms of the scheme
of amalgamation approved by the Courts.
The options were granted by the erstwhile ATSL on 27th March, 2007. The
options vest in a graded manner over the period of four years and are
exercisable during a period of three years from the date of vesting
thereof.
Since the assets and liabilities of the erstwhile ATSL has been
accounted at the book value, the accounting effect in the accounts are
continued at the same value.
The fair value of the option however has been computed under the Black
Scholes method considering the data of the Company as on the date of
grant of option for the purpose of disclosure as required under
Guidance note on Employee share based payments detailed hereunder.
(c) The requirement of quantitative information of the Company as
required by A.S.E. 494 – E dated 30.10.1973 is not applicable to the
Company as regards construction activities of transmission line. As
regards various other quantitative details the same have not been
reported as various items are of dissimilar nature and it is not
practicable to disclose the quantitative information.
23. The Company is engaged mainly in only one reportable segment viz.,
Construction and Engineering. Additionally the Company has revenue
from Windmills which is not significant and accounts for less than 10%
of the total revenue and total assets of the Company. Therefore no
disclosure of separate segment reporting as required in terms of
Accounting Standard AS – 17 is done. The Company also primarily
operates under one geographical segment namely India.
24. Disclosure of transactions with Related Parties, as required by
Accounting Standard – 18 ''Related Party Disclosures'' has been set out
in a separate statement – 1 annexed to this Schedule.
25. Disclosure under Accounting Standard – 19 Leases, issued by the
Institute of Chartered Accountants of India.
The Company has taken various residential/godowns/offices premises
(including Furniture and Fittings if any) under lease and license
agreements for periods which generally range between 11 months to 3
years. These arrangements are renewable by mutual consent on mutually
agreed terms. Under some of these arrangements the Company has given
refundable security deposits. The lease payments are recognized in
Profit and Loss Account under Rent, Rates and Taxes.
For the purposes of computation of earning per shares the equity shares
issued against the options granted to the employees of the erstwhile
ATSL have been considered in the weighted average shares during the
period. Similarly 725,800 equity shares kept in abeyance from earlier
equity offerings have also been considered for dilution. The weighted
shares have been determined with reference to the respective dates of
allotment of the shares issued under ESOP''s and the Warrants
respectively.
2 7. During the year an amount of Rs. 13.33 Crores has been
transferred from Foreign Currency Translation Reserves Account to the
Profit & Loss Account on retirement of certain portion of the long term
loans from the subsidiaries.
28. Pursuant to the scheme of amalgamation, the Company owns 5,804,620
equity shares of itself through Gammon India Trust which was allotted
the shares against the Company''s holding in erstwhile ATSL in terms of
the order of the Hon''ble High Court of Mumbai and Gujarat.
29. Diminution in the Value of Investments:
A. The Company through its Special Purpose Investment Vehicle holds
the following stakes:
(1) Franco Tosi Meccanica S.p.A., Italy
(2) Sofnter S.p.A., Italy
(3) Sadelmi S.p.A., Italy
(4) SAE S.r.l., Italy
B. The Company has carried out its impairment test of the investments
of Franco Tosi Meccanica , Sofnter and SAE Italy. Considering the
business plans of these entities and the results of the tests and the
fact that all these entities have healthy order book positions and
adequate references in international markets notwithstanding the
turbulent market conditions in Europe, the management is of the view
that there is no impairment in its investments in these companies.
C. The Company through its step down subsidiary P. Van Eerd
Beheersmaatschappij B.V., Netherlands (PVAN) held a 50% shareholding in
Sadelmi S.p.A for Euro 7.5 million, Italy (Sadelmi) with the remaining
50% held by Busi Impianti S.p.A, Italy since April 2008. Due to the
economic conditions prevailing in different parts of the world where
Sadelmi was present some of the projects under execution encountered
serious contractual problems. Sadelmi therefore sought creditors''
protection through a Court in Italy and simultaneously, as part of
scheme, applied for transferring the remaining projects and leased all
references standing in its name since inception to a new Company Busi
Power S.r.l. wholly held by Busi Group. By an Agreement dated 2nd
March, 2009, Busi Group agreed to give PVAN 50% stake in lieu of its
stake in Sadelmi for a consideration of Euro 1 and convert the S.r.l.
status into an S.p.A. to facilitate the same. Consequently PVAN will
cease to be a shareholder of Sadelmi from that date and will become a
shareholder of Busi Power. The compliances is expected to be reached in
ensuing year, at which time Busi Group will duly capitalize its wholly
owned subsidiary in India with an equity infusion of Euro 2.5 million
and will also permit it to freely draw up the references to undertake
future projects in India, as was mentioned in the previous year
consequent upon this arrangement. The management''s assessments of the
references indicate that the value of such references and the infusion
of Euro 2.5 million by Busi Group would be in excess of the acquisition
cost of such stake.
Consequent upon this arrangement, Busi Group will be wholly responsible
for the operations and all future funding of Busi Power S.r.l. and
Gammon will be wholly responsible for the operations and future funding
of the Indian subsidiary for the projects undertaken by them in the
territories identifed respectively for them. The results of these
operations will be consolidated in the Company after the Court scheme
is given effect to and the fresh set of financial are drawn up.
31. Unpaid dividend includes Rs. 0.14 Crores (Previous Year – Rs. 0.10
Crores) and accrued interest includes Rs. 0.05 Crores (Previous Year –
Rs. 0.16 Crores) towards interest on fxed deposits to be transferred to
the Investor Education & Protection Fund.
32. CONTINGENT LIABILITIES:
(Rs. in Crores)
Sr. Particulars As at As at
No. 31st March,
2011 31st March,
2010
1. Liability on contracts remaining to be
executed on Capital Accounts 12.59 73.83
2. Counter Guarantees given to Bankers for
Guarantees given by them and Corporate
Guarantees, on behalf of subsidiary,
erstwhile subsidiary, associate
Companies stand at 6,531.96 5,436.41
3. Corporate Guarantees and Counter
Guarantees given to Bankers towards
Company''s share in the Joint Ventures
for guarantees given by them to the
Joint Venture Project Clients 556.31 463.36
4. Disputed Sales Tax liability for which
the Company has gone into Appeal is 24.66 23.88
5. Claims against the Company not
acknowledged as debts 47.26 47.76
6. Disputed Excise Duty Liability 0.03 0.03
7. Disputed Customs Duty Liability 0.32 0.32
8. Disputed Service Tax Liability 18.61 29.21
9. Contingent Liability on partly paid shares — —
10. There is a disputed demand of UCO Bank pending since 1986, of US$
436,251 i.e. Rs. 1.72 Crores. Against this, UCO Bank has unilaterally
adjusted the Company''s Fixed Deposit of US$ 30,584 i.e. Rs. 0.12
Crores, which adjustment has not been accepted by the Company.
11. The Company had deposited customs duty of Rs. 2.20 Crores under
protest in respect of certain machineries imported for the project in
Sikkim. The Company contends that the import of machinery is duty free
as per the Project Import regulations prevailing then. The Company has
preferred an appeal against the levy of Custom Duty. Pending outcome of
the appeal, the said amount is carried under Advances recoverable in
cash or in kind.
12. In respect of Joint Venture and operations in Oman, Gammon India
Limited – AL Matar JV, refer note no. 37.
13. Counter claims in arbitration matters referred by the Company –
liability unascertainable.
33. The balance with The Freyssinet Prestressed Concrete Company
Limited is as per books of accounts and subject to reconciliation.
34. Cash & Bank balances include Rs. 2.00 Crores (Previous Year Rs.
2.13 Crores) with bank branches in foreign countries relating to
certain foreign projects which are not readily available for use by the
Company and are subject to exchange control regulation of the
respective countries. The Fixed Deposit related interest and principal
account as at the year-end are as per ledger and are subject to
reconciliation, which is under progress.
35. During the F.Y. 2010-2011, search action was initiated against the
Company u/s 132 of the Income Tax Act, On a prudent basis an additional
tax provision of Rs. 17 Crores have been made in accounts of F.Y.
2009-2010.
3 7. Joint venture and operations in Oman:
(a) There are claims against the Joint venture not acknowledged as
debts of RO 0.84 million (Rs. 9.85 Crores) in respect of which the
lower courts have ruled in favour of the claimant. The Management is
hopeful of obtaining relief from the higher courts in the matter.
(b) The joint venture has carried out certain works including
operations and maintenance of the project based on work instructions
received from the consultant/client which is subject to certification
and acceptance by the client on account of certain disputes with the
client which the management is hopeful of resolving in favour of the
Joint venture. The total value of such works being carried as part of
the job estimates is RO 0.91 million (Rs. 10.67 Crores).
(c) The banking facilities including fund and other non-fund based
borrowings utilized by the Joint Venture entity which are in the name
of the Company but have been accounted in the books of Joint Venture.
The borrowings have been guaranteed by the Company and are secured by
assignment of the Joint Venture contract receivable and Joint
registration and insurance of all equipments and Corporate guarantees
of Gammon India Limited of RO 1.25 million (Rs. 14.66 Crores). The
total of such borrowings as at 31st March, 2011 is RO 169,337 (Rs. 1.99
Crores) [Previous Year RO 4,002,265 (Rs. 46.99 Crores)] which consists
of Fund based RO (208,554) (Rs. 2.44 Crores) [Previous Year RO
3,628,768 (Rs. 42.61 Crores)] and Non-fund based RO 377,891 (Rs. 4.43
Crores) [Previous Year RO 373,498 (Rs. 4.39 Crores)].
(d) Transactions of Oman Branch and the accounting effect of the Gammon
Al Matar Joint Venture Profits are accounted on the basis of the
accounts prepared specially for this purpose and which is duly audited
by the Company''s auditor.
(e) During the year the Assets held by the Oman Branch have been
transferred to India. The related Foreign Currency Translation Reserve
has been reversed.
39. Previous year''s fgures are regrouped and rearranged with those of
the current year to make them comparable.
SCHEDULE – 1
Related Party Disclosure (AS – 18):
(A) Relationships:
Subsidiaries/Fellow Subsidiaries:
1. Andhra Expressway Limited
2. Ansaldo Caldaie Boilers India Private Limited
3. ATSL BV, Netherland
4. ATSL Infrastructure Projects Limited
5. Associated Transrail Structures Limited, Nigeria
6. Campo Puma Oriente SA
7. Chitoor Infra Company Private Limited
8. Chitoor Infrastructure Projects Private Limited
(formerly known as Satyavedu Infra Company Private Limited)
9. Cochin Bridge Infrastructure Company Limited
10. Deepmala Infrastructure Private Limited
11. Dohan Renewable Energy Private Limited
12. Franco Tosi Hydro Private Limited
13. Franco Tosi Meccanica S.p.A.
14. Franco Tosi Turbines Private Limited
15. GACTEL Turnkey Projects Limited
16. Gammon & Billimoria Limited
17. Gammon & Billimoria LLC
18. Gammon Holdings BV
19. Gammon Holdings (Mauritius) Limited
20. Gammon Infrastructure Projects Limited
21. Gammon International BV
22. Gammon International FZE
23. Gammon International LLC, Oman
24. Gammon Italy S.r.l.
25. Gammon Logistics Limited
26. Gammon Power Limited
27. Gammon Projects Developers Limited
28. Gammon Realty Limited
29. Gammon Renewable Energy Infrastructure Limited
30. Gammon Retail Infrastructure Private Limited
31. Gammon Road Infrastructure Limited
32. Gammon Seaport Infrastructure Limited
33. Ghaggar Renewable Energy Private Limited
34. Gorakhpur Infrastructure Company Limited
35. Indori Renewable Energy Private Limited
36. Jaguar Projects Developers Limited
3 7. Kasavati Renewable Energy Private Limited
38. Kosi Bridge Infrastructure Company Limited
39. Lilac Infra Projects Developers Limited
40. Marine Project Services Limited
41. Markanda Renewable Energy Private Limited
42. Metropolitan Infrahousing Private Limited
43. Mumbai Nasik Expressway Limited
44. P. Van Eerd Beheersmaatschappij BV – Netherlands
45. Pataliputra Highway Limited
46. Patna Highway Projects Limited
47. Pravara Renewable Energy Limited
48. Preeti Townships Private Limited
49. Rajahmundry Expressway Limited
50. Rajahmundry Godavari Bridge Limited
51. RAS Cities and Townships Private Limited
52. SAE Powerlines S.r.l.
53. SAE Transmission India Limited
54. Sikkim Hydro Power Ventures Limited
55. Sirsa Renewable Energy Private Limited
56. Sutlej Renewable Energy Private Limited
57. Tada Infra Development Company Limited (formerly Gammon
Hospitality Limited)
58. Tada Infrastructure Projects Private Limited (formerly known as
Tada SEZ Private Limited)
59. Tangri Renewable Energy Private Limited
60. Tidong Hydro Power Limited
61. Transrail Lighting Limited
62. Vizag Sea Port Private Limited
63. Yamuna Renewable Energy Private Limited
64. Youngthang Power Ventures Limited
Joint Ventures:
1. Afghanistan ATSL AEPC Consortium
2. Aydeniz Gammon
3. BBJ Gammon
4. BBJ GIL
5. Bhutan Consortium Jyoti Structures Limited and Gammon India Limited
6. Blue Water Iron Ore Terminal Private Limited
7. Gammon Al Matar
8. Gammon Ansaldo (Kakrapara BOT Pkg. I)
9. Gammon Atlanta
10. Gammon Atlanta (Ghana Road Project)
11. Gammon Aydinar (Rammam)
12. Gammon BBJ
13. Gammon Cadagua (Guwahati WS Pkg. III)
14. Gammon CMC (DFCC Eastern Corridor)
15. Gammon Construtora Cidade Tensaccia Joint Venture
16. Gammon Construtora Tensacuai
17. Gammon Encee Consortium
18. Gammon Encee Rail (Consortium)
19. Gammon JMC
20. Gammon Limak (Vishnugod Pipalnote HEPP)
21. Gammon Marti
22. Gammon Mosmetrostroy (Bangalore Metro)
23. Gammon OJSC Mosmetrostroy Joint Venture
24. Gammon OSE
25. Gammon Patel
26. Gammon Pratibha (BWSSB)
27. Gammon Pratibha (Hogenkkal WS)
28. Gammon Progressive
29. Gammon Sew
30. Gammon Rizzani
31. Gammon Srinivas
32. Gammon Technofab (Transmission & Distribution of Electricity &
Water)
33. Gammon Tensacuai
34. Gammon Yuksel (Greenfeld Airport, Sasan)
35. GIL Archirodon
36. GIL KCT (Rupiasagar Kasiabara HEP)
3 7. GIL Marti (Civil Work Sainj HEP)
38. GIL Simplex (Dholakal Tupul)
39. GIL Simplex (Khongsang Imphal)
40. Haryana Biomass Power Limited
41. Hyundai Gammon
42. Indira Container Terminal Private Limited
43. Jaeger Gammon
44. Jager Gammon
45. Lencon Gammon
46. OSE GIL
47. Patel Gammon
48. Punjab Biomass Power Limited
49. SEZ Adityapur Limited
50. Sofnter S.p.A.
51. Sumitomo Corp. Gammon, C & C Const. Limited, Sadbhav Engg. Limited
Associates & Group Companies:
1. Eversun Sparkle Maritime Services Private Limited
2. Finest S.p.A. Italy
3. Modern Toll Roads Limited
Entities where control exists:
1. Devyani Estate & Properties Private Limited
2. First Asian Capital Resources Private Limited
3. Masayor Enterprises Limited
4. Nikhita Estate Developers Private Limited
5. Pacific Energy Private Limited
Key Management Personnel & Relatives:
1. Mr. Abhijit Rajan
2. Mr. Himanshu Parikh
3. Mr. Rajul A. Bhansali
4. Mr. Rohit Modi
5. Mr. Harshit Rajan
6. Mr. D. C. Bagde |