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Indian Hotels Company
BSE: 500850|NSE: INDHOTEL|ISIN: INE053A01029|SECTOR: Hotels
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Explore Indian Hotels connections « Mar 10
Notes to Accounts Year End : Mar '11
1.  The Taj Mahal Palace in Mumbai was attacked by terrorist on
 November 26, 2008 amongst other targets in the city, due to which the
 heritage wing of the property was severely damaged. The entire hotel
 has since been restored back and is fully operational. The cost of
 reinstatement of damage will be recovered from the insurance company,
 subject to the adjustment on account of expected deductions from claim
 amounts. The fixed assets / facilities that have been put to use are
 capitalised at its carrying value on the date of the loss, increased
 for the expected deductions from claim amounts. The Company is also
 insured for Loss of profits to cover the period of interruption for up
 to 12 months from the date of incident against which it has recognised
 an amount of Rs. Nil (Previous Year Rs. 64.35 crores) towards loss of profi
 t due to business interruption on an estimated basis. The Company is in
 an advanced stage of finalisation of the claim with the insurers and
 has so far received Rs. 200 crores as advance payment towards claim
 settlement including Rs. 20 crores received during the current financial
 year.
 
 2.  Preferential Allotment
 
 The Company has allotted on preferential basis to Tata Sons Ltd, the
 Promoter, following securities on December 23, 2010:
 
 3,60,00,000 Ordinary Shares of the face value ofRs. 1/- each at a premium
 ofRs. 102.64 per share aggregating Rs. 373.10 crores.
 
 4,80,00,000 Warrants with an option to subscribe to one Ordinary Share
 of the face value of Rs. 1/- each at a premium ofRs. 102.64 per share for
 every warrant held. The option shall be exercisable after April 1,
 2011, but not later than 18 months from the date of issue of the
 Warrants i.e June 23, 2012. Accordingly, the Company has received Rs.
 124.37 crores, as 25% advance against the warrants from the Promoter.
 
 Consequently, the Share Capital of the Company increased from Rs. 72.35
 crores to Rs. 75.95 crores on allotment of 3,60,00,000 Ordinary Shares.
 
 As at March 31, 2011, Rs. 497.47 crores raised through the above issues,
 were temporarily parked as Deposits with Banks and in Units of Mutual
 Funds. These funds subsequent to the Balance Sheet date, i.e. on May
 12, 2011 have been fully utilised for redemption of 6% Secured
 Non-Convertible Debentures.
 
 3.  The Company has entered into currency swap transactions with a view
 to convert its rupee borrowings into foreign currency borrowing, to
 hedge its foreign currency assets. Accordingly, the underlying
 borrowings are translated at the exchange rate prevailing at the
 Balance Sheet date.
 
 4.  Shareholder''s Deposits placed with a subsidiary company include Rs.
 273.99 crores (equivalent to USD 61.363 million) (previous yearRs. 276.99
 crores, equivalent to USD 61.363 million) placed in earlier years, with
 the Company retaining the right to convert the said deposits into
 equity by December 31, 2012, as per the permission received from the
 Reserve Bank of India.
 
 5.  (a) The Company has given an undertaking to The Hongkong & Shanghai
 Banking Corporation in respect of
 borrowing by IHMS (Australia) Pty Limited, a wholly-owned subsidiary,
 for Australian Dollars 1.00 million (previous year Australian Dollar
 1.00 million), that it will not dilute its shareholding in the
 subsidiary.
 
 (b) Samsara Properties Limited, a wholly-owned subsidiary of the
 Company has taken a loan from ICICI Bank for US$ 177 million. The Bank
 has an option to sell / transfer the loan to the Company on the
 occurrence of an event of default under the loan agreement.
 
 (c) The Company owns 19.90% of the issued share capital of Lands End
 Properties Private Limited (LEPPL), a company owning 67% interest in
 the Hotel Sea Rock Property through its wholly-owned subsidiary, Sky
 Deck Properties & Developers Private Limited (SDPDPL). LEPPL has raised
 a debt of Rs. 400 crores by issuance of zero coupon Non-Convertible
 Debentures, redeemable at a premium. In respect of the debentures
 issued by LEPPL, the Company has :-
 
 i.  the first right to purchase the entire shareholding of SDPDPL held
 by LEPPL for an aggregate value of Rs. 525.65 crores; or
 
 ii. the obligation to make good the value of the shortfall if the
 lenders of LEPPL realise an amount lower than the Redemption Amount on
 sale of the shares of SDPDPL in case the right referred in (i) above is
 not exercised.
 
 (d) The Company has given an option to certain shareholders of ELEL
 Hotels & Investment Ltd., a company having an underlying lease of the
 Hotel Sea Rock Property as under:-
 
 i. Shareholders holding 3,98,090 shares have an option to sell these
 shares to the Company. The option is exercisable at a price to be
 determined based on fulfilment of certain obligations by the holders
 of these shares on January 1, 2011 or July 1, 2011 or January 1, 2012
 or July 1, 2012. Since the shareholders are yet to fulfil their
 obligations, the option has not been exercised.
 
 ii. Shareholders holding 5,36,339 shares have an option to sell these
 shares to the Company. The option is exercisable at a price to be
 determined based on fulfilment of certain obligations by the holders
 of these shares at an agreed fixed return, payable from June 25, 2009
 at a price so determined. The shareholders can exercise the option on
 January 1, 2013 or July 1, 2013 or January 1, 2014 or July 1, 2014. The
 Company also has an option to purchase these shares at the same price
 on April 1, 2013 or September 1, 2013 or April 1, 2014 or September 1,
 2014.
 
 6.  Estimated amount of contracts remaining to be executed on capital
 account net of capital advances and not provided for is Rs. 110.41 crores
 (previous year - Rs. 234.64 crores).
 
 (b) Purchase of Food and Beverages is net of proceeds from sale of
 empties etc. - Rs. 0.92 crore (previous year - Rs. 0.76 crore).
 
 (c) Dividend Income includes dividend from subsidiary companies - Rs.
 2.01 crores (previous year - Rs. 3.35 crores).
 
 (d) Dividend Income includes income on long term trade investments
 (including dividend from Subsidiary Companies referred in note (c)
 above) - Rs. 17.29 crores (previous year - Rs. 23.75 crores) and on current
 investments - Rs. 12.60 crores (previous year - Rs. 13.08 crores).
 
 (e) Exchange gain includes gain on currency swap - Rs. 13.21 crores
 (previous year - gain of Rs. 6.25 crores included in Exchange Gain) and
 loss on foreign exchange transactions - Rs. 1.53 crores (previous year -
 loss of Rs.2.92 crores).
 
 (f) Other expenses include Bad Debts written off - Rs. 1.35 crores
 (previous year - Rs. 4.73 crores) and contribution to Electoral Trust Rs.
 Nil (previous year - Rs. 1 crore) (The Objects of the Trust inter alia,
 include holding by the Trustees of Distribution Funds for
 distribution to political parties).
 
 7. Exceptional Items amounting to Rs. 17.14 crores comprise of profit
 on sale of a Hotel Property - Rs. 4.29 crores, expenditure on a
 discontinued project charged off for commercial reasons - Rs. 5.20 crores
 and provision for diminution in the value of Investment in a Subsidiary
 - Rs. 16.23 crores. In respect of previous year, Exceptional Items ofRs.
 47.91 crores includes a non- recurring profit on sale of investments -
 Rs. 39.16 crores, profit on exit from a development project - Rs. 6.83
 crores and refund of annuity pension premium Rs. 1.92 crores.
 
 8. Contingent Liabilities:
 
 (a) On account of Income Tax matters in dispute :
 
 i.  In respect of matters which have been decided in the Company''s
 favour by the Appellate Authorities, where the Income Tax Department
 has preferred an appeal - Rs. 16.28 crores (previous year - Rs. 13.03
 crores).
 
 ii.  In respect of other matters for which Company''s appeals are
 pending - Rs. 14.25 crores (previous year - Rs. 1.83 crores).
 
 The said amounts have been paid / adjusted and will be recovered as
 refund if the matters are decided in favour of the Company.
 
 (b) On account of other disputes in respect of :-
 
 i.  Luxury tax - Rs. 0.17 crore (previous year - Rs. 0.32 crore).
 
 ii.  Entertainment tax - Rs. 0.53 crore (previous year - Rs. 0.53 crore).
 
 iii.  Sales tax - Rs. 7.02 crores (previous year - Rs. 6.63 crores).
 
 iv Property tax - Rs. 9.24 crores (previous year - Rs. 7.40 crores).
 
 v.  Stamp Duty - Rs. 2.34 crores (previous year - Rs. 2.34 crores).
 
 vi.  Others - Rs. 12.36 crores (previous year - Rs. 7.74 crores).
 
 (c) Other claims against the Company not acknowledged as debt :
 
                                                          Rs. crores
 
 Particulars                           Current Year      Previous Year
 
 Tax matters                               1.12             1.12
 
 Contractual matters in the course 
 of business                              24.24            21.64
 
 Real Estate disputes and demands        130.17            99.07
 
 Employee related matters                  0.96             0.64
 
 Total                                   156.49           122.47
 
 Provision for Contingent Claims made in the books - Rs. 7.08 crores
 (previous year - Rs. 1.76 crores).
 
 (d) Guarantees given by the Company in respect of deposits received and
 loans obtained by other companies and outstanding as on March 31, 2011
 - Rs. 498.20 crores (previous year - Rs. 392.41 crores).
 
 (e) In respect of a subsidiary, arbitration proceedings initiated to
 resolve a long standing dispute with the Airport Authority of India
 (AAI) for granting access through the subsidiary''s land at Mumbai have
 been concluded in favour of the Company. As a result, the claim made by
 AAI on the Company amounting to Rs. 10.22 crores stands withdrawn. The
 revised claim pursuant to the award given by the arbitrator is awaited
 from the AAI. The Company does not expect any liability for the past
 period and should there be any liability crystallising on the
 subsidiary for any reason, the same is indemnifiable by the Company.
 
 9. The Company had exercised the option granted vide notification
 F.No.17/33/2008/CL-V dated March 31, 2009, issued by the Ministry of
 Corporate Affairs and, accordingly, the exchange differences arising on
 revaluation of long term foreign currency monetary items for the year
 ended March 31, 2010 have been recognised over the shorter of the
 maturity period or March 31, 2011. The unamortised balances as at the
 year end are presented as Foreign Currency Monetary Item Translation
 Difference Account Foreign currency monetary items outstanding as at
 March 31, 2011 are accounted as per Company''s Policy on Transaction in
 Foreign Exchange (Refer Note 1(f), page 83).
 
 (b) The Company operates post retirement defined benefit plans as
 follows :-
 
 i.  Funded :
 
 - Post Retirement Gratuity
 
 - Pension to Employees - Post retirement minimum guaranteed pension
 scheme for certain categories of employees, which is funded by the
 Company and the employees.
 
 ii.  Unfunded :
 
 - Pension to Executive Directors and Employees - Post retirement
 minimum guaranteed pension scheme for certain retired executive
 directors and certain categories of employees, which is unfunded.
 
 (f) Provident Fund
 
 In keeping with the Guidance on implementing Accounting Standard (AS)
 15 (Revised) on Employee Benefits notified by the Companies
 (Accounting Standards) Rules, 2006, employer established provident fund
 trusts are treated as defined Benefit Plans, since the Company is
 obligated to meet interest shortfall, if any, with respect to covered
 employees. According to the Management, the Actuary has opined that
 actuarial valuation cannot be applied to reliably measure provident
 fund liabilities in the absence of guidance from the Actuarial Society
 of India. Accordingly, the Company is currently not in a position to
 provide other related disclosures as required by the aforesaid AS 15
 read with the Accounting Standards Board Guidance. However, having
 regard to the position of the Fund (for covered employees) and confi
 rmation from the Trustees of such Fund, there is no shortfall as at the
 year-end.
 
 The estimate of future salary increases, considered in actuarial
 valuation, takes into account inflation, seniority, promotions and
 other relevant factors. The above information has been Certified by
 the actuary and has been relied upon by the Auditors.
 
 10. As the turnover of the Company includes sale of food and beverages,
 it is not possible to give quantitative details of the turnover and
 food & beverages consumed. The Company has been exempted from giving
 these particulars vide order no. 46/20/2008-CL-III dated May 23, 2008,
 issued by the Department of Company Affairs. The Ministry has also
 granted an exemption under General notification (No S. O. 301(E) dated
 February 8, 2011).
 
 11. Remittance in Foreign Currencies for dividend to non-resident
 shareholders:
 
 The Company has not remitted any amount in foreign currencies on
 account of dividend during the year and does not have information as to
 the extent to which remittances, if any, in foreign currencies on
 account of dividend have been made by/on behalf of non-resident
 shareholders. The particulars of dividend paid to non-resident
 shareholders during the year, are as under:
 
 12.  The Company has an investment ofRs. 0.50 crore (previous year - Rs.
 0.50 crore) and advances outstanding (including interest) of Rs. 8.33
 crores (previous year - Rs. 8.76 crores) in a Joint Venture, Taj
 Karnataka Hotels and Resorts Limited (TKHRL). TKHRL has accumulated
 losses in excess of its paid-up capital and reserves. Considering the
 inherent value of TKHRL''s assets, based on a valuation of the property
 and its proposed financial restructuring, for which the Company is in
 talks with the JV partner - the Government of Karnataka, the Management
 is of the view that there is no diminution, other than temporary, in
 the value of the investment and that the amount outstanding after the
 financial restructuring will be fully recovered.
 
 13.  The Company has an investment ofRs. 102.50 crores (previous year - Rs.
 102.50 crores) in BJETS Pte. Ltd., and has provided advance of Rs. 2.75
 crores (previous year - Nil). BJETS has incurred losses over the years
 and its net worth as on December 31, 2010 is Rs. 30.36 crores, based on
 Management accounts. During the year, BJETS has tied up with a renowned
 company in the aviation sector for operational support, maintenance and
 marketing of BJETS aircraft. In view of the business restructuring and
 new alliance, the Management is of the view that there is no diminution
 other than temporary in the value of its investment and that the
 advance outstanding will be fully recovered.
 
 14.  In respect of an investment of Rs.1,169 crores (USD 262 million);
 previous year Rs. 1,182 crores (USD 262 million) made by a wholly-owned
 subsidiary of the Company in Orient-Express Hotels Ltd., a company
 listed on the New York Stock Exchange, the market value of this
 investment as on the Balance Sheet date is Rs. 394 crores (USD 88
 million); previous year Rs. 441 crores (USD 99 million), representing a
 diminution in the value of the investment in the company amounting to Rs.
 795 crores (USD 174 million); previous year Rs. 741 crores (USD 163
 million). In view of the strategic nature of the investment and the
 Company''s long-term commitment and on a consideration of the valuation
 report of an independent valuer and other long-term strategies of the
 Company, in the opinion of the Management, there is no diminution,
 other than temporary in the value of the aforesaid investment.
 
 15.  The Company, on a review of its foreign operations had, in the
 past, made voluntary disclosures to the appropriate regulator, of what
 it considered to be possible irregularities, in relation to foreign
 exchange transactions relating to the period prior to 1998. Arising out
 of such disclosures, the Company received show cause notices. The
 Company has replied to the notices and is waiting for the directorate
 to return its files, after which it will complete the replies.
 Adjudication proceedings are in progress.
 
 16. Previous year''s figures have been regrouped, wherever necessary,
 to confirm to the current year''s presentation.
Source : Dion Global Solutions Limited
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