1.1 Issued, Subscribed and Paid-up Share Capital in number comprises of
Shares for consideration in cash 20,219,850 Equity Shares [Previous
Year 2,02,19,850] allotted under Jaypee Employees Stock Purchase
12,500,000 Equity Shares [Previous Year 1,25,00,000] allotted under
Jaypee Employees Stock Purchase Scheme 2009;
201,623,717 Equity Shares [Previous Year 17,31,78,150] allotted on
conversion of Foreign Currency Convertible Bonds;
10,000,000 Equity Shares [Previous Year 1,00,00,000] allotted to
Promoters on Preferential Basis and 64,204,810 Equity Shares allotted
through Qualified Institutional Placement as on 06.02.2013.
Shares for consideration other than cash
860,865,055 Equity Shares [Previous Year 86,08,65,055] allotted in
terms of the Scheme of Amalgamation effec- tive from 11.03.2004;
124,378,825 Equity Shares [Previous Year 12,43,78,825] allotted in
terms of Scheme of Amalgamation effective from 22.08.2006;
218,010,985 Equity Shares [Previous Year 21,80,10,985] allotted
pursuant to Scheme of Amalgamation effective from 27.05.2009 and
707,280,317 Equity Shares [Previous Year 70,72,80,317] allotted as
Bonus Shares .
2.1 Loans from State Government includes :
[i] Interest Free Loans granted by U.P.Financial Corporation (UPFC)
under Audyogik Nivesh Protshahan Yojna Scheme at Grinding Unit in Tanda
(U.P.) are secured by way of First Charge on the Fixed Assets of the
respective Unit of the Company. The same is repayable on or before
completion of 10 years from the day on which it is received. Repayment
will commence from F.Y. 2016-17.
[ii] Interest free loan granted by DIC, Panipat, Haryana at Grinding
Unit in Panipat (Haryana) is secured against Bank Guarantee. The same
is repayable on or before completion of 5 years from the day on which
it is received. Repayment will commence from F.Y. 2014-15.
[iii] Interest Free Loans granted by Pradeshiya Industrial & Investment
Corporation Limited at Grinding Unit in Sikandrabad (U.P.) is secured
against Bank Guarantee. The same is repayable on or before completion
of 10 years from the day on which it is received. Repayment will
commence from F.Y. 2022-23.
2.2 Advances from Clients includes loan granted by Client for purchase
of Plant & Machinery for the Contract on Hypothecation of Construction
Material and Plant & Equipment.
2.3 Details of Foreign Currency Convertible Bonds (Unsecured) at Note
No.4[II]A are given as under :
[a] The Company has issued 1,50,000, 5.75% Foreign Currency Convertible
Bonds [FCCB-2012] of USD 1,000 each aggregating to USD 150 Million at
par on 07.09.2012. These Bonds are convertible at the option of bond-
holders into equity shares of Rs. 2/- each fully paid at the conversion
price of Rs. 77.50 per share, subject to the terms of issue, with a
fixed rate of exchange of Rs. 55.67 equal to USD 1.00 at any time on or
after 18.10.2012 and prior to the close of business on 01.09.2017.
During the Current Financial Year 39,600 FCCBs of USD 1,000 each
aggregating to USD 39.60 Million were converted into 2,84,45,567 Equity
Shares of Rs. 2/- each.
Unless previously converted, the bonds are redeemable at maturity on
[b] The Company had issued 1,65,000 0.50% Foreign Currency Convertible
Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165 Million at
par on 09.03.2006. Unless previously converted, the bonds are
redeemable at maturity on 09.03.2013 at a premium of 32.071 %.
FCCBs of Euro 0.255 Million were outstanding as on 31.03.2012. No
conversion has taken place during F.Y. 2012-13. FCCBs aggregating Euro
0.255 million were redeemed on the due date alongwith the Redemption
Premium amounting Euro 0.80 million.
[c] The Company had issued 4,00,000 Zero Coupon Foreign Currency
Convertible Bonds [FCCB-III] of USD 1000 each aggregating to USD 400
Million at par on 11.09.2007. Unless previously converted, the bonds
are redeemable at maturity on 12.09.2012 at a premium of 47.701 %.
FCCBs of USD 354.475 Million were outstanding as on 31.03.2012. No
conversion has taken place during F.Y. 2012-13. FCCBs aggregating USD
354.475 million were redeemed on the due date alongwith the Redemption
Premium amounting USD 169.09 million.
2.3.1 Jaypee Infratech Limited has provided a letter of Comfort to
ICICI Bank UK Plc [at Sl. No 2 above] and ICICI Bank Canada [at Sl. No
3 above] for the financial assistance of GBP 34.84 Million [equivalent
to USD 50 Million] and CAD 61.625 Million [equivalent to USD 50
2.3.2 External Commercial Borrowing from State Bank of India, Hongkong
Branch [at Sl. No 4 above] has been secured by way of Corporate
Guarantee by Jaiprakash Power Ventures Ltd. [JPVL], a subsidiary
Company and Pledge of 10 Crores Equity Shares of Rs. 2/- each of JPVL
held in JPVL Trust, beneficial owner of the trust being JPVL.
2.4 Unsecured Loan taken from Banks at Note No.4[II]C is Loan taken
from SIDBI in foreign currency [Amount Outstanding Rs. 21295 Lakhs]
repayable in 14 equal half yearly installments from 30.06.12 to
2.5 The Company accepts Fixed Deposit under Fixed Deposits Scheme from
Public which are repayable in one year, two years and three years.
3.1 Secured Term Loans from Banks includes:
(i) Working Capital Demand Loan of Rs. 10000 Lakhs availed from Axis
Bank Limited secured by way of Subservient and Subsequent Charge over
the Current Assets of the Company.
(ii) Short-term Loan of Rs. 200 Lakhs availed from Union Bank of India
is secured against Fixed Deposits with the Bank.
(iii) Short-term Loan of Rs. 200 Lakhs availed from Oriental Bank of
Commerce is secured against Fixed Deposits with the Bank.
3.2 The Working Capital facilities [both Fund and Non Fund] availed
from the Consortium member Banks with Canara Bank, as Lead, are secured
by way of first charge ranking pari passu on Current Assets i.e.
Hypothecation of Stocks of Raw Materials, Work-in-Progress,
Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and
2nd charge on the Fixed Assets of the Company [except pertaining to
Wind Power, Real Estate Division and Fixed assets specifi- cally
charged to State Government /State Financial Institutions for availing
interest free loans etc., and other assets specifically charged on
NOTE No. 4.1
The Trusts are holding shares of 18,93,16,882 Equity Shares [Previous
Year 18,93,16,882] of Rs. 2/- of Jaiprakash Associates Limited, the
sole beneficiary of which is the Company. [The Market Value of Shares
held in Trusts is Rs. 1,23,908 Lakhs (Previous Year Rs. 1,54,672
NOTE No. 4.2
All Investments are Non-trade Investments.
NOTE No. 4.3
Since the Market Rate of Saket Project Limited was not available in any
of the Stock Exchanges, Market Value has been considered equivalent to
5.1 Fixed Deposit of Rs. 1750 Lakhs [Previous Year Rs. 1579 Lakhs)
pledged as Margin Money including Rs. 274 Lakhs [Previous Year Rs. 708
Lakhs] pledged as Performance Guarantees] with Banks and Others.
5.2Cash-on-hand and Balances with Non Scheduled Banks in Foreign
Currency includes Iraqi Dinars 27,377 Million equivalent to Rs. 10
Lakhs which are not available for use by the Company.
5.3 Fixed Deposit with Banks include Rs. 4032 Lakhs [Previous Year
Rs. 4566 Lakhs] with original maturity of more than 12 months.
5.4 Fixed Deposits includes Rs. 19100 Lakhs [Previous Year Rs. 8500
Lakhs] earmarked for repayment of Public Deposits.
The Company has pledged 20,35,000 Equity Shares [Previous Year
20,35,000 Equity Shares] held in Delhi Gurgaon Super Connectivity
Limited to HUDCO as Security for Loans granted by Lenders to Delhi
Gurgaon Super Connectivity Limited.
Letter of Credit facility taken from Axis Bank Limited - Rs. 10000
Lakhs [Previous Year Rs.10000 Lakhs] is secured by way of Subservient
charge on the Current Assets of the company.
In the opinion of Board of Directors, Assets other than Fixed Assets
and Non-Current Investments have a value on realisation in the ordinary
course of business at least equal to the amount at which they are
stated in the Balance Sheet.
During the year, the Company has issued 6,42,04,810 Equity Shares of
Rs. 2/- each at an issue price of Rs. 83/- per share to Qualified
Institutional Buyers. The Company received Rs. 53290 Lakhs through the
said Qualified Institutional Placement.
Other Payables shown under the head Other Current Liabilities include
Book Overdraft of Rs. 1220 Lakhs [Previous Year Rs. 1701 Lakhs].
Disclosure as required under Notification No.G.S.R.719 [E] dated 16th
November, 2007 issued by the Department of Corporate Affairs [as
certified by the Management]:
Balances of some of the Trade Receivables, Trade Payables, Loans &
Advances are subject to reconciliation / confirmation from the
respective parties. The Management does not expect any material
difference affecting the Financial Statements for the year.
In compliance of Accounting Standard-2 [Revised], the Company has
provided liability of Excise Duty amounting to Rs. 2130 Lakhs [Previous
Year Rs. 1412 Lakhs] on the stocks of Finished Goods lying at Works.
However, there is no impact on the profit for the current year.
The Excise Duty of Rs. (1981 Lakhs) [Previous Year Rs. 2590 Lakhs]
related to difference between Closing and Opening Stock has been
debited in the Statement of Profit & Loss.
The External Commercial Borrowings [ECBs] outstanding as on 31.03.2013
of JPY 5850 million , USD 32.50 million, USD 12.42 million, JPY 533.12
million, GBP 29.03 million, CAD 51.35 million and USD 150 million are
hedged in respect of coupon as well as repayment. Hedging of JPY to USD
in respect of JPY 533.12 million yet to be done.
As on 31.03.2013, the Company has outstanding exposure of USD 110.40
million [unhedged] against Foreign Currency Convertible Bonds .
Related Parties disclosures, as required in terms of Accounting
Standard [AS] 18 are given below:
[a] Subsidiary Companies [including their subsidiaries]:
[i] Jaiprakash Power Ventures Limited
[ii] Jaypee Infratech Limited
[iii] Himalyan Expressway Limited
[iv] Jaypee Ganga Infrastructure Corporation Limited
[v] Jaypee Sports International Limited
[vi] Jaypee Agra Vikas Limited
[vii] Jaypee Cement Corporation Limited
[viii] Jaypee Fertilizers & Industries Limited
[ix] Himalyaputra Aviation Limited [w.e.f. 23.07.2011]
[x] Jaypee Assam Cement Limited [w.e.f. 10.11.2011]
[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash
Power Ventures Limited]
[xii] Prayagraj Power Generation Company Limited [subsidiary of
Jaiprakash Power Ventures Limited]
[xiii] Jaypee Meghalaya Power Limited [subsidiary of Jaiprakash Power
[xiv] Jaypee Health Care Limited [w.e.f. 30.10.2012] [subsidiary of
Jaypee Infratech Limited]
[xv] Jaypee Cement Cricket (India) Limited [w.e.f. 20.10.2012]
[subsidiary of Jaypee Sports International Limited]
[xvi] Jaypee Cement Hockey (India) Limited [w.e.f. 05.11.2012]
[subsidiary of Jaypee Sports International Limited]
[xvii] Jaiprakash Agri Initiatives Company Limited [w.e.f. 25.03.2013]
[subsidiary of Jaypee Cement Corporation Limited]
[b] Joint Venture Subsidiaries :
[i] Bhilai Jaypee Cement Limited
[ii] Bokaro Jaypee Cement Limited
[iii] Gujarat Jaypee Cement & Infrastructure Limited
[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of
Jaiprakash Power Ventures Limited]
[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of
Jaiprakash Power Ventures Limited]
[c] Associate Companies:
[i] Jaypee Infra Ventures [A Private Company with unlimited liability]
[ii] Jaypee Development Corporation Limited
[iii] Jaiprakash Kashmir Energy Limited
[iv] JIL Information Technology Limited
[v] Gaur & Nagi Limited
[vi] Indesign Enterprises Private Limited
[vii] Sonebhadra Minerals Private Limited
[viii] RPJ Minerals Private Limited
[ix] Jaiprakash Agri Initiatives Company Limited [till 24.03.2013]
[x] Tiger Hills Holiday Resort Private Limited
[xi] Anvi Hotels Private Limited
[xii] Sarveshwari Stone Products Private Limited
[xiii] Rock Solid Cement Limited
[xiv] Jaypee International Logistics Company Private Limited
[xv] Jaypee Hotels Limited
[xvi] Jaypee Mining Venture Private Limited
[xvii] Ceekay Estates Private Limited
[xviii] Jaiprakash Exports Private Limited
[xix] Bhumi Estate Developers Private Limited
[xx] PAC Pharma Drugs and Chemicals Private Limited
[xxi] Jaypee Technical Consultants Private Limited
[xxii] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture]
[xxiii] Kanpur Fertilizers & Cement Limited [Joint Venture]
[xxiv] Madhya Pradesh Jaypee Minerals Limited [Joint Venture]
[xxv] MP Jaypee Coal Limited [Joint Venture]
[xxvi] MP Jaypee Coal Fields Limited [Joint Venture]
[xxvii] GM Global Mineral Mining Private Limited
[xxviii] Andhra Cements Limited [w.e.f. 10.02.2012]
[xxix] Milestone Home Finance Company Private Limited [w.e.f.
[xxx] Jaypee Jan Sewa Sansthan [''Not for Profit'' Private Limited
Company] [w.e.f. 12.06.2012]
[d] Key Management Personnel, where transactions have taken place:
[i] Shri Manoj Gaur, Executive Chairman & C.E.O.
[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman
[iii] Shri Sarat Kumar Jain, Vice Chairman
[iv] Shri Sunny Gaur, Managing Director [Cement]
[v] Shri Pankaj Gaur, Joint Managing Director [Construction]
[vi] Shri Shyam Datt Nailwal, Director [Finance]
[vii] Shri Ranvijay Singh, Whole time Director
[viii] Shri Ravindra Kumar Singh, Whole time Director till 14.10.2012
[ix] Shri Rahul Kumar, Whole time Director & C.F.O.
[e] Relatives of Key Management Personnel, where transactions have
[i] Shri Jaiprakash Gaur
[ii] Shri Nanak Chand Sharma
[iii] Shri Gyan Prakash Gaur
[iv] Shri Suresh Kumar
[v] Shri Pawan Kumar Jain
[vi] Shri Sameer Gaur
[vii] Smt Rita Dixit
[viii] Shri Sachin Gaur
[ix] Shri Raj Kumar Singh
[x] Shri Praveen Kumar Singh
[xi] Shri Naveen Kumar Singh
[xii] Smt. Manju Sharma
[xiii] Smt Neha Goyal
(a) Provident Fund - Defined Contribution Plan
All employees are entitled to Provident Fund benefits. Rs. 3014 Lakhs
[Previous Year Rs. 2758 Lakhs] has been debited in the Statement of
Profit & Loss during the year.
(b) Gratuity and Leave encashment
Defined Benefit Plans - Provision made as per actuarial valuation. The
Company has a Trust namely Jaiprakash Associates Employees Gratuity
Fund Trust to manage funds towards Gratuity Liability of the Company.
SBI Life Insurance Company Limited and ICICI Prudential Life Insurance
Company Limited has been appointed for management of the Trust Fund for
the benefit of the employees.
The Free-hold Land [Agricultural] purchased by the Company for Rs. 3
Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for
acquisition U/s 4 & 6 of the Land Acquisition Act. The Company''s claim
for compensation is pending for settlement.
Figures for the previous year have been regrouped/recast/rearranged
wherever considered necessary to conform to this year''s classification.
All the figures have been rounded off to the nearest lakh Rs.