1. Secured Loans
a) Term Loan from Citibank N.A and External Commercial Borrowings (ECB)
from International Finance Corporation, DBS Bank Limited, The Hong Kong
and Shanghai Banking Corporation Ltd and ICICI Bank Limited are secured
by first pari passu charge on all immovable and moveable fixed assets
of the Company. ECB from The Hong Kong and Shanghai Banking Corporation
Ltd is further secured by way of second pari passu charge on the entire
current assets of the Company, both present and future.
b) Term Loans from The Hong Kong and Shanghai Banking Corporation Ltd
and External Commercial Borrowing from DEG- Deutsche Investitionsund
Entwicklungsgesellschaft MBH (DEG) are secured by way of first
pari-passu charge on all immovable and moveable fixed assets situated
at Mahistikry, Hooghly (West Bengal).
c) Term Loan from Non-Banking Finance Company (NBFC) is secured by way
of first pari passu charge on the entire fixed assets of the Company''s
Coal Tar pitch unit located at Mahistikry, Hooghly, West Bengal except
Naphthalene Project and those relatable to subsequent expansion and is
further secured by way of first pari passu charge on the leasehold land
of the Company situated at Mahistikry, Hooghly, West Bengal.
d) During the year the Company has made private placement of Secured
Listed Redeemable Non Convertible Debentures (NCD) to ICICI Bank
Limited and Life Insurance Corporation of India Limited. The NCDs are
secured by way of first pari passu charge on all immovable and moveable
fixed assets of the Company in favour of Axis Trustee Services Limited,
the trustee of the Debenture Holders.
e) Loan against equipment from ICICI Bank Limited is secured by
hypothecation of the Equipment financed.
f) Working Capital loans obtained from State Bank of India, Central
Bank of India, DBS Bank Limited, Axis Bank Ltd, Citibank N.A., The Hong
Kong and Shanghai Banking Corporation Ltd, Yes Bank Limited and ICICI
Bank are secured by way of first pari passu charge on the entire
current assets of the Company, both present and future. Working Capital
facilities from Deutsche Bank, The Hong Kong and Shanghai Banking
Corporation Ltd and CitiBank N.A are secured by pledge of investments
in Mutual Funds for Rs.17350.09 lacs.
Additionally,
i) Working Capital loans obtained from State Bank of India and Axis
Bank Ltd. are secured by second pari-passu charge over the entire fixed
assets of the Company.
ii) Working Capital loans obtained from The Hong Kong and Shanghai
Banking Corporation Ltd and DBS Bank Limited are further secured by way
of first pari-passu charge over the entire fixed assets of the Company
situated at Liluah Unit- I & Liluah Unit-II (West Bengal) and
Visakhapatnam (Andhra Pradesh) and second pari-passu charge on the
entire fixed assets of the Company located at Mahistikry, Hooghly (West
Bengal).
iii) Credit facilities from State Bank of India, Central Bank of India
and CitiBank N.A are personally guaranteed by the promoter directors of
the Company.
The Company is in the process of creating / modifying charge in favour
of some of the lenders. Further, the Company is also in the process of
standardisation / uniformity of security structure providing first
parri-passu charge over current assets to working capital lenders and
first parri-passu charge on all the fixed assets to the term loan
lenders.
2. Contingent Liabilities not provided for in respect of:
(Rs. in Lacs)
As at As at
31.03.2011 31.03.2010
a) Bank Guarantees 1870.80 993.63
b) Letter of Credit outstanding 1516.08 903.06
c) Interest on FCCB 258.15 121.80
d) Bills discounted with Banks 2406.25 –
e) Claims against the Company in respect of
statutory liabilities disputed under appeal:
– Custom Duty 28.83 28.83
– Sales Tax 257.91 257.91
– Service Tax / Excise Duty 77.44 64.46
3. Estimated amount of commitments on capital account (net of
advances) - Rs. 1792.04 lacs (Previous Year Rs. 6855.69 lacs).
4. Estimated amount of export obligation to be fulfilled in respect of
goods imported under advance license/ Export Promotion Capital Goods
Scheme (EPCG) - Rs. 3829.03 lacs. (Previous Year Rs. 8511.25 lacs)
5. Fixed Deposits of Rs. 714.40 lacs (Previous Year Rs 808.41 lacs)
have been lodged with the Banks as margin against Bank Guarantees
issued on behalf of the Company and for treasury facilities.
6. Capital Work-in-Progress includes:
ii. Rs.267.50 lacs on account of advances against capital expenditure
(Previous year Rs. 2784.76 lacs).
iii. Rs.1405.88 lacs on account of stock of stores and spares (Previous
year Rs. 545.13 lacs ).
7. Research and Development expenses aggregating to
a. Rs. 178.15 lacs (Previous year Rs. 60.25 lacs) in the nature of
revenue expenditure;
b. Rs.738.20 lacs (Previous year Rs. 121.86 lacs) in the nature of
capital expenditure have been included under the appropriate account
heads.
(Capital expenditure of Rs.738.20 lacs includes Rs.13.48 lacs
capitalised during the year and debited to the respective fixed assets
and Rs. 724.72 lacs incurred for ongoing expansion projects debited to
Capital Work-in-progress)
8. Fixed Deposits include interest accrued but not due amounting to Rs
150.62 lacs (Previous year Rs. 39.87 lacs)
9. Amount of excise duty on variation in stocks shown in Schedule 17
represents differential excise duty on opening and closing stock of
finished goods.
10.In the opinion of the management, Current Assets, Loans & advances
have a value on realisation at least equal to the amount at which they
are stated in the Balance Sheet. Adequate provisions have been made for
all known losses and liabilities.
11. Interest on Term Loan is net of Rs. 32.14 lacs, being interest
subsidy receivable for earlier years.
12.In the year 2009-2010, the Company had issued to International
Finance Corporation (IFC), 70 Foreign Currency Convertible Bonds (FCCB)
having a face value of USD 100,000 each aggregating USD 7 million. The
FCCBs are hybrid instruments with an option of conversion into Equity
Shares and an underlying foreign currency liability with redemption in
the event of non conversion at the end of the period.
The bond holder has an option of converting these bonds into Equity
Shares at any time within a period of 7 years from the date of issue at
an initial conversion price of Rs 13.50 per share (face value Re. 1/-
each) at the exchange rate prevailing on the date of conversion
request. Unless the conversion option is exercised, the outstanding
FCCB''s will be redeemed in full at their par value together with
interest at the rate of 6 months LIBOR 3.35% p.a. accrued on a
compounded 6-monthly basis.
As at 31st March, 2011 conversion option has not been exercised in
respect of any bond. The Company expects that the Bond holder will opt
for conversion rather than redemption and consequently no interest is
expected to be payable and therefore, the same is not provided for.
13. During the year 2009-10, the Company has issued and allotted
63,10,000 Equity Shares of Rs. 10/- each on preferential basis to Bain
Capital India Investments at a premium of Rs. 390 per share,
aggregating to Rs. 25240.00 Lacs.
The object of the issue was to part finance its ongoing projects,
capacity expansion and to meet increased working capital requirements.
Out of the above proceeds, the Company has expended Rs. 10786.00 Lacs
on the objects of the issue and Rs.14454.00 Lacs representing temporary
surplus funds are invested in Mutual Funds & Fixed Deposits.
a) The estimates of rate of escalation in salary considered in
actuarial valuation, take into account inflation, seniority, promotion
and other relevant factors including supply and demand in the
employment market.
b) The discounting rate is considered based on market yield on
government bonds having currency and terms consistent with the currency
in terms of the post employment benefit obligations.
c) Expected rate of return assumed by the insurance Company is
generally based on their investment pattern as stipulated by the
Government of India.
viii.The above information is certified by the actuary.
ix. The Company expects to contribute Rs. 7.50 lacs to the Gratuity
Fund managed by the Life Insurance Corporation of India during the
financial year 2011-12.
Liability for gratuity and leave encashment is provided on actuarial
basis for the Company as a whole. The amount pertaining to the
directors is not ascertainable and therefore, not included above.
The computation of net profit for the purpose of Director''s
Remuneration u/s 349 of Companies Act, 1956 has not been enumerated
since no commission has been paid to any of the directors. Fixed
managerial remuneration has been paid to the whole-time directors
within the limits prescribed in Schedule XIII of the Companies Act,
1956.
14. Segment Reporting:
Primary Business Segment
Based on the synergies, risks and returns associated with business
operations and in terms of Accounting Standard - 17, the Company is
predominantly engaged in a single reportable segment of Carbon
Materials & Chemicals during the year. The risks and returns of power
plant are also directly associated with its manufacturing operations
and hence not treated as a separate reportable segment.
Geographical Segment
The secondary segmental reporting is based on the geographical location
of customers. The Geographical segments have been disclosed based on
revenue within India (sales to customers within India) and revenue
outside India (sales to customers located outside India). Secondary
segment assets and liabilities are based on the location of such asset
/ liability.
15.The Company has made current tax provision for Minimum Alternate Tax
(MAT) u/s 115JB of the Income Tax Act, 1961. As per the provisions of
Section 115JAA, MAT Credit receivable for the amount in excess over tax
liability as per normal computation has been recognised as an asset.
MAT credit is recognised as an asset in accordance with the
recommendations contained in Guidance Note issued by the Institute of
Chartered Accountants of India. The said asset is created by way of a
credit to the profit & loss account and shown as MAT Credit
Entitlement. The Company will review the same at each balance sheet
date and write down the carrying amount of MAT Credit Entitlement to
the extent there is no longer convincing evidence to the effect that
Company will pay normal Income Tax during the specified period.
16.Related Party Disclosures:
i. Name of the related parties where control exists irrespective of
whether transactions have occurred or not
a) Enterprise on which the Company has control
Himadri Global Investment Ltd. (HGIL) Wholly Owned Subsidiary
Shandong Dawn Himadri Chemical Industry Co. Ltd. Subsidiary of HGIL
b) Entities / Individuals owning directly or indirectly an interest in
the voting power that gives them control None
ii. Names of the other related parties with whom transactions have
taken place during the year
a) Key Managerial Personnel
Mr. Bankey Lal Choudhary Managing Director
Mr. Shyam Sundar Choudhary Executive Director
Mr. Vijay Kumar Choudhary Executive Director
Mr. Anurag Choudhary Chief Executive Officer
Mr. Amit Choudhary President – Projects
Mr. Tushar Choudhary President – Operations
Mr. Jatin Kapoor CFO – (upto- 31st August,2010)
b) Enterprises owned or significantly Influenced by the Key Mangerial
Personnel or their relatives Himadri Credit & Finance Ltd.
Himadri Dyes & Intermediates Ltd.
Himadri Industries Ltd.
AAT Techno-Info Ltd.
Sri Agro Himghar Ltd
Himadri e-Carbon Ltd.
17.Operating Lease
The company has taken an SNF manufacturing unit in Vapi, Gujarat on an
operating lease vide agreement dated 27th Feb, 2009 from Chemsons
Industrial Corporation for a period of 7 years with an option to exit
or further renewal for a period of 10 years, effective from 1st April,
2009. The lease rent payable shall increase by 10% every 5 years
without cascading effect.
b) Lease payments recognised in Profit and Loss Account – Rs. 24 lacs
(P. Y. Rs. 24 lacs).
18.Earnings per Share (EPS):
Pursuant to the approval of the shareholders at the 22nd Annual General
Meeting held on 28th Sep, 2010, the Equity Shares of the Company of Rs.
10 each have been sub-divided into equity shares of Re. 1 each w.e.f.
9th Nov, 2010. Weighted average number of Equity Shares used in
computing the Earning Per Share is based on face value of Re. 1 per
share. No. of Equity Shares for previous year has also been adjusted
accordingly.
19. There are no Micro, Small and Medium Enterprises to whom the
Company owes dues, which are outstanding for more than 45 days as at
31st March, 2011. This information as required to be disclosed under
the Micro, Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the basis
of information available with the Company.
20. Earnings in Foreign Exchange:
F.O.B. value of exports – Rs 12,255.12 lacs (Previous year – Rs.
9,675.83 lacs)
21. The Company has not made any remittance in foreign currencies on
account of dividend during the year and does not have information as to
the extent to which remittance in foreign currencies on account of
dividends have been made on behalf of non - resident shareholders.
22. a) The Company uses various forms of derivative instruments such as
foreign exchange forward contracts, options, cross currency swaps and
interest rate swaps to hedge its exposure to movements in Foreign
Exchange and Interest rates.
b) The Company has applied the Hedge Accounting principles set out in
the Accounting Standard (AS) 30 Financial Instruments: Recognition and
Measurement. Accordingly, all such contracts outstanding as on 31st
March, 2011 are marked to market and the loss aggregating Rs. 355.74
lacs (Previous Year – Rs. 440.51 lacs) arising on contracts that were
designated as effective hedges of future cash flows has been recognised
in the Hedging Reserve Account to be ultimately recognised in the
Profit & Loss Account, depending on the exchange rate fluctuation till
and when the underlying forecasted transactions occur.
c) The Company has entered into Cross Currency Swaps ( Notional
Principal Amount aggregating to Rs. 7500 lacs) whereby fixed INR
interest rate payable to Debenture holders has been swapped into
floating Libor linked interest rates . The differential amount of
interest has been reduced from the Borrowing Costs. The Company has
also entered into Principal only Swaps (POS) for equivalent to INR
20000 lacs, being amount of Debentures, against receipt of periodic
premium. The quantum of mark to market loss on the said derivatives as
at the Balance Sheet date (net of periodic premium) has been adjusted
in the accounts with borrowing cost.
23.The Company had been showing captive consumption of its finished
products, being oils, used as fuel by inclusion thereof in Sales with
corresponding debit to Power and Fuel in the Profit and Loss Account.
The Company has discontinued the said practice in consonance with the
spirit of AS 9 on Revenue Recognition notified by the Companies
(Accounting Standards) Rules, 2006. This has no impact on the profit
for the year of the Company. Accordingly, the accounts for the previous
year have been regrouped by excluding the contra effect of oils used as
fuel from ''sales, and ,Power and Fuel,.
24.Sales are shown net of trade discounts which were hitherto included
under Rebates and Discounts.
25.Previous year''s figures have been reworked, re-grouped, re-arranged
and reclassified, wherever considered necessary. Accordingly amounts
and other disclosures for the preceding year are included as an
integral part of the current year financial statements and are to be
read in relation to the amounts and other disclosures relating to the
current year.
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