As at As at
31.03.2011 31.03.2010
A) Contingent Liabilities not provided for in respect of :-
i) Outstanding Bills Discounted with Banks - 349.05
ii) Outstanding Letter of Credit 9.53 5.50
iii) Demand from Sales Tax authority:
a) Certain disallowances in the Sales Tax
were confirmed 243.64 204.93
against the company and an appeal
before the Appellate
and Revisional Board has been filed and
the management is of the opinion that it
will obtain full relief.
b) Sales Tax appeal pending before
Appellate Commissioner 17.33 413.76
iv) Income Tax demand under appeal 107.82 34.33
v) Demand from a lessor for interest
on differential rent 70.14 70.14
vi) Refund of excise duty under appeal
by the Department - 16.10
vii) Demand of Provident Fund Damages by the 24.39 24,39
Provident Fund Authorities, West Bengal
viii) Electricity duty demanded by
Govt, of Bihar, Govt, appealed 103.10 -
in Supreme Court
ix) Demand from custom authorities for
non fulfilment of export 105.00 105.00
obligation in respect of an erstwhile unit
B) i) Capital Commitments outstanding 242.58 58.25
(net of advances Rs.100.55) (Previous
year Rs.35.54)
ii) Bank Guarantees Outstanding 724.60 224.29
(Pledge of Fixed Deposit of Rs.34.62)
(Previous year Rs.30.58)
iii) Corporate guarantee outstanding
given to a Bank against load acquired 3568.40 -
by a subsidiary company from the bank
(US million)
C) Interest income of Rs.36.25 for the year (till date Rs.145.00) on an
Inter Corporate Deposit of Rs. 250.00 (previous year Rs.250.00) has not
been recognised in view of non recovery of earlier interest. The
Company is confident of recovering the principal and interest of
Rs.27.21 recognised in earlier years.
D) i) Fringe Benefit Tax has been abolished from current year 2009-10.
However in view of the interim stay
granted by the Hon''ble High Court at Calcutta, no liability has been
provided for earlier years.
ii) In view of the favourable order from the Hon''ble Supreme Court in
respect of dividend tax, the Company is depositing dividend tax to the
extent of 40% of the applicable rates. However identical matter in
respect of other companies are pending before the Hon''ble Supreme
Court. The Company is continuing to provide dividend tax at applicable
rates.
iii) During the year the Company has assessed the recoverability of
Minimum Alternate Tax (MAT) for set off with future normal taxes and a
sum of Rs. 241.81 for earlier year have been reversed. Based on
projections made by the management and current trend of working of the
Company the management is virtually certain of recovering the MAT
credit entitlements and a sum of Rs.407.01 as on 31.03.2011 has been
carried forward as MAT credit available for set off in future years.
iv) Deferred Tax Assets has been recognised as capital loss incurred
during the year based on the profit available in future as ascertained
by the management.
v) No provision for dividend and corresponding dividend distribution
tax has been recognized in respect to 7135730 equity shares held by the
beneficiary trusts in view of waiver letter received from them.
E) i) The Hon''ble High Court at Calcutta had passed an order in the
year 2009-10 in favour of landlord of
a tenanted property enhancing the rent w.e.f. from April 2000 over and
above its interim order issued earlier, as a result of which an
additional rent of Rs.410.82 and interest and cost thereon to the
extent of Rs. 182.59 accrues to the landlord. The Company has filed an
appeal before the Division Bench of Hon''ble High Court at Calcutta and
has obtained a stay on the execution of the decree awarded in favour of
the landlord. However, in compliance to the earlier interim order the
company has paid the enhanced rent and hence does not envisage any
further liability.
ii) A matter of industrial dispute against a unit with regard to 12
workers is subjudice. The company has provided an estimated liability
of Rs.12.00 and does not anticipate any more liability.
iii) In earlier years 146.92 acres of land around Majhaulia related to
Sugar division has been surrendered to the Government of Bihar The
Bihar Land Reforms (fixation of ceiling area and acquisition of surplus
land) Act and Rules, 1961. Since the compensation in this respect has
not been determined, the same will be accounted upon receipt.
F) The Net Worth of the subsidiary company M/s North Tukvar Tea Company
Ltd. is negative. No provision in value of the investment amounting to
Rs.356.20 and for advances and security deposit of Rs.258.63 is
envisaged/provided, being strategic in nature.
G) As reported in previous year the Company had entered into an
agreement with Assam Tea Corporation Ltd. (ATCL) for purchase of green
leaf of Longai and Ishabheel tea estates and operating the Longai Tea
factory for the season 2010 to 2012 with effect from 01.03.2010. The
company is required to pay to ATCL Re.1/- per kg. of made tea towards
usage charges for operating the said factory. The Company has agreed to
fund the working capital and capex requirements. Accordingly a sum of
Rs.382.99 (previous year Rs.341.86) is recoverable from ATCL which is
recovered on systematic basis from the proceed of green leaf procured.
A sum of Rs.5.07 has been paid as usage charge as per agreement.
H) Pursuant to the Scheme of Amalgamation and Arrangement (the Scheme)
between M. P. Chini Industries Limited (herein after referred as
MPCIL), Parvati Tea Company Private Limited (herein after referred as
PTCPL) and the Company as approved by Shareholders of the respective
companies on 8th June, 2011 and sanctioned by the Hon''ble High Court at
Calcutta on 10th August, 2011 under the provisions of the Companies
Act, 1956;
• MPCIL has been merged with the Company w.e.f 01.10.2010 (being
appointed date in case of MPCIL amalgamation),
• The Parvati tea factory (herein after referred as factory) of PTCPL
has been demerged from PTCPL and merged with the Company w.e.f
01.04.2010 (being appointed date in case of PTCPL),
• The strategic investment division of the Company has been demerged
from the Company and merged with PTCPL w.e.f. 01.04.2010 (being
appointed date in case of demerger of strategic investment division),
Till the date of finalization of financial statements, the Certified
copy of the order of Hon''ble High Court could not be obtained and thus
not filed with the Registrar of the Companies. The accounts of the
Company for the year have been prepared by giving the effect of the
scheme. According to the scheme, with effect from the respective
appointed dates, MPCIL, factory as well the demerged strategic
investment division have carried out all their business activities in
trust till the scheme becomes effective.
The Salient Features of the scheme are as under:
I. In respect of MPCIL:
(a) MPCIL is a wholly owned subsidiary of the Company and engaged in
the business of cultivation of sugarcane and manufacture & sale of
sugar. All the assets and liabilities of MPCIL as on the appointed date
have been incorporated in the books of the Company at their respective
book values on the basis of the audited accounts except the value of
land, agriculture farms, buildings and plant & machinery which have
been taken as Rs.11200.00 being the market value thereof and value of
investment amounting to Rs.575.15 in few unlisted entities have been
written off as per the scheme.
(b) In terms of the Scheme, the Company shall issue 3(three) equity
shares of Rs.5(five) each fully paid up, ranking pari passu, for 1(one)
equity share of Rs.10(ten) each fully paid up held by the shareholders
in MPCIL.
(c) In respect of the equity shares held by the company in MPCIL, the
shares which are required to be issued by the Company in terms of (b)
supra shall be allotted to the Board of the Trustees of Jay Shree
Beneficiary Trust to have and to hold such shares in trust exclusively
for the benefit of the Company and deal with same as they deem fit.
These shares have been recorded at original acquisition cost of shares
of MPCIL. The difference between the consideration and value of net
assets acquired amounting to Rs.9443.16 has been adjusted with capital
reserve.
(d) The difference between the purchase consideration and value of net
assets acquired of MPCIL, after carrying out necessary amendments and
/or adjustments as per point no.(c) supra, an amount of Rs.9443.16 has
been treated as capital reserve in terms of Accounting standard 14
Accounting for Amalgamation being amalgamation in the nature of
purchase.
II. In respect to Merger of Factory and demerger of Strategic
Investment Division:
(a) PTCPL is a wholly owned subsidiary of the Company and having a tea
factory in the name of Parvati Tea Factory. PTCPL is engaged in
business of manufacture and sales of tea w.e.f. appointed date all the
assets and liabilities of Parvati Tea Factory have been incorporated
in the books of the Company at their respective book values on the
basis of the audited accounts except the value of fixed assets which
have been taken as Rs.300.00 being the market value thereof. Further as
on appointed date all the assets and liabilities of Strategic
investment division of the Company has been demerged and incorporated
in the books of the PTCPL at their respective book values as per the
scheme.
(b) In terms of the scheme, PTCPL shall issue 5,00,000 equity shares of
10(ten) each fully paid up, ranking pari passu, to the Company in
consideration of above.
(c) The difference between the purchase consideration as given by PTCPL
and value of net assets transferred to PTCPL, after carrying out
necessary amendments and /or adjustments as per point no. (a) supra, an
amount of Rs.726.25 has been treated as investment in PTCPL as
prescribed under the scheme in terms of Accounting Standard 14
accounting for Amalgamation being amalgamation in nature of purchase.
III. Other Conditions:
(a) Shares Suspense represents 65,28,810 Equity shares of Rs.5(five)
each fully paid to be issued in terms of point no. I (b) above which
will rank parri passu with the existing shareholders of the Company as
per the scheme with effective from appointed date. The shares will be
allotted on completion of necessary formalities under the Companies Act
and Listing agreement.
(b) The income accruing and expenses incurred by MPCIL, factory and
strategic investment division from respective appointed date to
31.3.2011 have been properly dealt in these accounts.
(c) Pursuant to the scheme, the authorized share capital of MPCIL shall
be added to the authorized capital of the Company and the increase in
the authorized share capital in the current year represents the same.
(d) Pending completion of the relevant formalities of transfer of
certain assets and liabilities of MPCIL & factory and strategic
investment division pursuant to scheme, such assets and liabilities
remain to be transferred in the name of the Company.
K) i) The Company''s significant leasing agreements (as lessee) are in
respect of lease for Land & Premises (residential, office, stores,
godowns etc.). These Leasing arrangements which are non-cancellable
ranging between one month and three years generally, or longer, and are
usually renewable by mutual agreement. The aggregate lease rentals
payable are charged as Rent under Schedule 20.
ii) Certain land and building has been given on operating lease to a
society at a lease rental of Rs.15.00 per month (previous year Rs.15.00
per month) for the building and Rs. 0.50 (previous year Rs. 0.50) per
annum for the land to be reviewed annually.
The provisions for disputed statutory & obligatory liabilities are on
account of cases pending with courts/concerned authorities based on
estimates made by the Company considering the facts & circumstances.
M) The Company uses forward contracts, swaps and other derivative
contracts to hedge its risks relating to changes in exchange rates and
interest rates. The use of such contract is consistent with the
Company''s risk management policy. The Company does not use forward
contracts for speculation purposes.
N) Employee Benefits (Accounting Standard 15)
a) Defined Contribution Plan:
The Company makes contribution towards Provident Fund, ESIC and
Superannuation Fund to a defined contribution retirement benefit plan
for qualifying employees. The provident fund plan is operated partly by
Regional Provident Fund Commissioner and partly by an independent
Trust, ESIC by government agencies and Superannuation Fund by a trust
created for the purpose. Under the said schemes the company is required
to contribute a specific percentage of pay roll costs in respect of
eligible employees to the retirement benefit scheme to fund the
benefits.
During the year the company has recognised Rs.707.23 for provident fund
contribution (previous year Rs. 636.05), Rs.27.51 for ESIC (previous
year Rs. 21.18) and Rs.55.69 for Superannuation Contribution (previous
year Rs. 42.28). The Contribution payables to these plans by the
Company are at the rates specified in the rules of the scheme.
In keeping with the Guidance on implementing Accounting Standard (AS)
15 on Employees Benefits issued by the Accounting Standards Board of
the Institute of Chartered Accountants of India (ASB Guidance),
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, in consultation with Actuary, actuarial valuation cannot be
applied to reliably measure provident fund liabilities in absence of
guidance from 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 ASB Guidance, however,
having regard to the position of the fund (for covered employees) and
confirmation from the Trustees'' of such Fund there is no shortfall as
at the year end.
b) Defined benefit plans:
i) The Company makes annual contribution of gratuity to JSTI Employees
Gratuity Fund & other private administrated Gratuity Fund schemes
created for the purpose of qualifying employees. The scheme provides
for a lump sum payment to vested employees upon retirement, death while
in employment or on termination of employment of an amount equivalent
to 15 days salary payable for each completed year of service. Vesting
occurs upon completion of 5 years of continous service.
ii) Certain employees of the Company are also eligible for encashment
of leave upon retirement upto 30 days for each year (maximum 240 days).
iii) The present value of defined benefit obligation and related
current cost are measured using the Projected Unit Credit Method with
actuarial valuation being carried out at each Balance Sheet date. |