1. Demerger of Explosives Undertaking of the Company
(a) Pursuant to Scheme of Arrangement under Sections 391 to 394 of the
Companies Act, 1956 between the Company and IDL Explosives Limited (a
wholly owned subsidiary) and their respective shareholders, which was
sanctioned by the Honourable High Court of Andhra Pradesh by its Order
dated 05th May, 2011, the assets and liabilities of the Explosives
Undertaking excluding those relating to manufacturing operations at
Kukatpally, Hyderabad and certain assets located at Maharastra and
assets and liabilities pertaining to litigations on taxes and duties in
favour or against Explosives Undertaking of the Company were
transferred to and vested with IDL Explosives Ltd., with effect from
1st October, 2010, the appointed date. The Scheme has accordingly been
given effect to in these financial statements in accordance with the
Sanctioned High Court Order.
(b) In terms of the Scheme, 2,49,000 Series - A 10% redeemable
Preference Shares of Rs. 100 each at a premium of Rs. 900 per share of
IDL Explosives Ltd., aggregating to Rs. 2490 Lakhs, were issued to the
Company towards Rs. 2255.36 Lakhs representing the excess of assets
over liabilities of the Explosives Undertaking transferred to IDL
Explosives Limited. Pending allotment, an amount of Rs. 2490 Lakhs has
been included in Investments, Schedule 6 as Shares in IDL Explosives
Ltd., pending allotment. The resultant surplus on transfer of the
aforesaid Explosives undertaking amounting to Rs. 234.64 Lakhs has been
shown under Exceptional item in Profit and Loss Account.
(c) Consequent to the vesting of the Explosives undertaking of the
Company in terms of the Scheme, the financial statements of the Company
for the year ended 31st March 2011, do not include the operations of
Explosives undertaking for the period of six months i.e., from 1st
October 2010 to 31st March 2011, and are therefore strictly not
comparable with figures of previous year ended 31st March 2010.
2. Contingent liabilities
As at As at
31st March 2011 31st March 2010
Rupees Lakhs Rupees Lakhs
(a) Corporate Guarantees * 644.70 397.80
(b) Claims against the Company not
acknowledged as debts
(i) Income Tax Demands 1758.36 923.10
(ii) Wealth Tax 196.66 51.97
(iii) Sales Tax Demands 2279.11 2115.53
(iv) Excise Demands 763.62 1305.65
(v) Service Tax 4.49 4.49
(vi) Additional Demands towards
cost of land 3.81 3.81
(vii) Claims of workmen/ex-employees 76.04 75.50
(viii) Other Matters 93.26 108.67
(ix) Performance and Other Guarantees 178.62 178.02
(c) In terms of the agreement between IDL Speciality Chemicals Limited,
Biocon Limited, and the Company for the sale of Active Pharma
Ingredients (API) business to Biocon Limited, the Company would be
responsible for guaranteeing to Biocon Limited claims upto a period of
one year after the closing date i.e., 30th November, 2009 to the extent
of purchase price of Rs.2200 Lakhs. The Company has not received any
claims.
* The Company has given a Corporate Guarantee of 100 Million Taka to
South East Bank Ltd., on behalf of Gulf Oil Bangladesh Ltd., a
subsidiary of Gulf Oil Corporation Ltd. The amount outstanding as on
31st March 2011 is 4.67 Million Taka - Rs. 29.71 Lakhs (31st March
2010, 21.51 Million Taka - Rs. 80.92 Lakhs)
3. Secured Loans
(a) Cash Credit facilities including foreign currency demand loan from
Bank of Bahrain & Kuwait B.S.C and working capital loan & corporate
loan from consortium banks is secured by hypothecation of all current
assets of the Company including raw materials, finished goods,
stocks-in-process, stores and spares (not relating to plant &
machinery) and present and future book debts of the Company ranking
pari-passu and collateral security by (i) first pari passu charge by
way of equitable mortgage on land owned by the Company admeasuring
acres 115.25 situated at Kukatpally, Hyderabad and (ii) second pari
passu charge on manufacturing buildings, plant and machinery charged to
other term lenders.
(b) (i) Term loan for Capital Expenditure from State Bank of India is
secured by first charge on the fixed assets created
out of the loan, ranking pari-passu with other term lenders and
collateral security by first pari passu charge by way of equitable
mortgage on land owned by the Company admeasuring acres 115.25 situated
at Kukatpally, Hyderabad and (ii) second pari passu charge on
manufacturing buildings, plant and machinery charged to other term
lenders. (ii) Term Loan for Overseas Investment from State Bank of
India is secured by collateral security (i) pari passu first charge by
way of equitable mortgage on land owned by the Company admeasuring
acres 115.25 situated at Kukatpally, Hyderabad and (ii) second pari
passu charge on manufacturing buildings, plant and machinery charged to
other term lenders.
(c) (i) Term loan for Capital Expenditure from State Bank of Hyderabad
is secured by first charge on the fixed assets created out of the loan,
ranking pari-passu with the other term lenders and collateral security
by (i) first pari passu charge by way of equitable mortgage on land
owned by the Company admeasuring Acres 115.25 situated at Kukatpally,
Hyderabad and (ii) second pari passu charge on manufacturing buildings,
plant and machinery charged to other term lenders. (ii) Term Loan for
Overseas Investment from State Bank of Hyderabad is secured by
collateral security (i) pari passu first charge by way of equitable
mortgage on land owned by the Company admeasuring acres 115.25 situated
at Kukatpally, Hyderabad and (ii) second pari passu charge on
manufacturing buildings, plant and machinery charged to other term
lenders.
(d) The Term loan for Capital Expenditure from Oriental Bank of
Commerce is secured by first charge on the fixed assets created out of
the term loan, ranking pari-passu with the other term lenders and
collateral security by (i) first pari passu charge by way of Equitable
Mortgage on land owned by the Company admeasuring acres 115.25 situated
at Kukatpally, Hyderabad and (ii) second pari passu charge on
manufacturing buildings, plant and machinery charged to the other term
lenders.
(e) The Term loan for Capital Expenditure from Andhra Bank is secured
by first charge on the fixed assets created out of the loan, ranking
pari-passu with other term lenders and collateral security by (i) first
pari passu charge by way of Equitable Mortgage on land owned by the
Company admeasuring acres 115.25 acres situated at Kukatpally,
Hyderabad and (ii) second pari passu charge on manufacturing buildings,
plant and machinery charged to the other term lenders.
(f) Fixed Deposits to the extent of Rs 375.86 Lakhs were secured by a
residual charge on all tangible movable property and fixed assets
including all movable machinery and plant & machinery, spares and
stores, tools and accessories and other movables both present and
future as approved by the Controller of Capital Issues vide his letter
dated 1st November,1980.
(g) Term Loans from SREI Infrastructure Finance Limited, Kotak Mahindra
Bank Limited are secured by way of first charge on specific mining
equipment of the Company.
(h) Loan received from Hinduja Ventures Limited is secured by an
exclusive charge on the Company''s land at Yelahanka, Bengaluru.
4. Fixed Assets
Buildings include:
(i) Rs. 7.09 Lakhs, which represents the cost of ownership flats Rs.
7.08 Lakhs and Rs. 0.01 Lakhs being the value of Share money in Sett
Minar Co-operative Housing Society Limited.
(ii) Rs. 4.70 Lakhs, which represents the cost of ownership flats Rs.
4.43 Lakhs and Rs. 0.27 Lakhs being the value of 270 ordinary shares of
Rs. 100 each, fully paid up in Shree Nirmal Commercial Limited.
5. Taxation
(ii) Management has been advised Rs. 917.10 Lakhs (Previous year Rs.
1973.25 Lakhs) received against advances and Rs. 700.00 Lakhs (Previous
Year Rs. Nil) towards redemption of Preference shares adjusted to
Revaluation Reserve in an earlier year, is not required to be
considered in computing Minimum Alternate Tax (MAT).
(iii) By way of abundant caution, no deferred tax asset has been
created in respect of the adjustments made in earlier year to
Revaluation Reserve.
6. Miscellaneous
(a) The net exchange gain / (loss), (i.e., difference between the spot
rate on the dates of the transactions and the actual rate at which the
transactions are settled/appropriate rates applicable at the year end)
debited to Profit & Loss Account is Rs. 92.93 Lakhs (Previous year
credit of Rs.168.42 Lakhs).
(b) Exchange difference in respect of forward exchange contracts to be
recognised in the Profit and Loss Account in the subsequent accounting
period is Rs. Nil (Previous year credit of Rs. 35.39 Lakhs)
(c) (i) The Company has entered into the following derivative
instruments:
(d) Sundry creditors (Schedule 11- Current Liabilities) includes Rs.
Nil due to Micro Enterprises and Small enterprises as defined under
Micro, Small and Medium Enterprises Development Act, 2006(MSMED Act
2006). The Company has not received any memorandum (as required to be
filed by the supplier with the notified authority under the MSMED Act
2006) claiming their status as Micro or Small or Medium Enterprises.
(e) Operating Expenses - Schedule 15 includes expenditure incurred by
IDL Explosives Limited on marketing staff salaries, rent, distribution
etc aggregating to Rs. 308.40 lakhs and allocated to the Company.
7. Related party disclosures
(A) Information relating to Related Party transactions as per
Accounting Standard 18 notified by the Companies (Accounting
Standards) Rules, 2006.
Name of the Related Party Relationship
IDL Buildware Limited
Gulf Carosserie India Limited
Gulf Oil Bangladesh Limited
PT Gulf Oil Lubricants Indonesia Subsidiary
Gulf Oil (Yantai) Co. Limited, China
Hinduja Infrastructure Limited
IDL Explosives Limited Subsidiary from 22nd September, 2010
IDL Speciality Chemicals Limited Subsidiary up to 28th March, 2010
Gulf Oil International (Mauritius) Inc Entity holding more than 20% of
the shareholding in the Company
Mr. S.Pramanik, Managing Director Key Management Personnel
8. Disclosure as required by Accounting Standard 19, Leases
notified by the Companies (Accounting Standards) Rules, 2006 are given
below:
(a) Operating Lease
(i) Where the Company is a Lessee
The Company''s significant leasing arrangements are in respect of
operating leases for premises (residences, office, storage godowns for
finished goods etc.). The leasing arrangements, which are not
non-cancellable range generally between 11 months to 5 years and are
usually renewable by mutual consent on agreed terms. The aggregate
lease rents payable are charged as rent in the Profit and Loss Account.
The assets given on lease are not non-cancellable and range generally
between 11 months to 5 years and are usually renewable by mutual
consent, on agreeable terms. The aggregate lease rentals are recognized
as income from property in the Profit & Loss account. Initial direct
costs are recognized as an expense in the year in which these are
incurred.
b) Hire Purchase
(i) The Company has taken plant and machinery, motor vehicles under
hire purchase arrangements for which the ownership will be transferred
to the Company at the end of the hire purchase term.
(iiI) Notes:
(a) Business Segment:
The Company has considered business segment as the primary segment for
disclosure Segments have identified and reported taking into account
the Organisation structure, the nature of products and services, the
deferring risks and returns of the segments
The business segments of the Company are
(i) Explosives,
(ii) Consult dealing in Mining & Infrastructure Contracts,
(iii) Property Development
(iv) Lubricating Oils,
(v) Others.
(b) Geographical Segment:
The Geographical segments considered for disclosure are as follows:
- Revenue within India includes sales to customers located within India
and earnings in India
- Revenue outside India includes sales to customers located outside
India and earnings outside India
9. The Honourable Supreme Court vide its order dated 16.11.2007, held
that the stock transfers constituted inter sale in respect of 10 years
assessment year viz. 1976-77 to 1983-84, 1989-90 & 1990-91 and also
directed the authorities to examine the factual aspects and assess tax
on the supplies made by the Company to the subsidiaries of Coal India
Limited as inter state sale.
The Company has filed writ petitions in the High Court of Orissa in
August 2009 impleading other State Governments, CIL and its subsidiary
Companies seeking directions for issue of C forms and pass over of
local sales tax to the State of Orissa. The High Court has held it and
permitted the Company to approach appropriate forum to take the matter.
The Company has been legally advised that as per the settled cases, the
Company is entitled for concessional sales tax rates as per Central
Sales Tax and interest should be charged from recomputation order.
However, necessary provision has been made and is included as Provision
– Indirect Taxes and no further liability is expected on this account.
10. Income from Property Development
(a) Land meant for property development situated at Bengaluru and
Hyderabad had been revalued as at 31st March, 2008, based on a
valuation by an approved valuer. The resultant surplus on such
revaluation amounting to Rs. 183,896.69 Lakhs had been credited to
Revaluation Reserve in the earlier years. In view of steep recession in
the realty sector, management reassessed the valuation of the aforesaid
properties as on 31st March, 2009 and based on the guidelines issued by
the Registration and Stamps Department of Karnataka & Andhra Pradesh,
the value of the subject lands has been reassessed and, the resultant
surplus on revaluation amounted to Rs. 43799.82 Lakhs. The resultant
write down aggregating to Rs. 140096.87 Lakhs has, in accordance with
the requirement of Accounting Standard-10 Accounting for Fixed assets
been debited to Revaluation Reserve. During the previous year, the
Company has entered into Agreement to Sell 4.75 acres of land to IDL
Speciality Chemicals Limited. Since the aforesaid parcel of land is no
longer meant for Property development, an amount of Rs. 1950.87 Lakhs
has been withdrawn from Revaluation Reserve in the previous year.
(b) Land at Bengaluru (cost Rs. 3294.41 Lakhs) meant for Property
Development has been transferred to Inventory as approvals necessary
for development of land has been obtained. Accordingly, Revaluation
Surplus amounting Rs. 8893.50 Lakhs on the aforesaid parcel of land
has been withdrawn from Revaluation Reserve.
11. In the earlier years the company had availed CENVAT Credit of Rs.
555.52 lakhs in respect of tippers. The availment of such credit was a
matter of dispute at Central Excise & Service Tax Appellate Tribunal.
During the year based on the notification issued by the Ministry of
Finance, Department of Revenue in June 2010, that cenvat on tippers can
be availed and utilized prospectively. The Company has capitalized Rs.
555.52 lakhs and accordingly provided depreciation. For ascertaining
provision for tax, the Company has not claimed depreciation under the
Income Tax Act, 1961 on the aforesaid amount pending settlement of
legal dispute.
12. Previous years figures have been regrouped / recast wherever
necessary. |