( Rs. in Lacs )
1A. Contingent Liabilities not provided for in
respect of: As at As at
31.03.2011 31.03.2010
a) Counter Guarantee given to Company''s
Bankers for the guarantee given by them on
behalf of Company. 4,293.15 5,754.63
b) Letter of Credit outstanding 81,132.32 60,429.56
c) Bills discounted by banks 26,290.73 7,125.36
d) i) a) Sales tax Demands against which
Company has preferred appeals. 280.68 280.68
b) Income tax Demands against which Company
has preferred appeals. 6,621.38 3,386.73
ii) Excise Duty/Service Tax Show Cause
Notices/Demands against which 9,544.41 5,782.65
company has preferred appeals.
e) Claim against the company not
acknowledged as debt 9,547.30 9,269.70
f) Guarantee given to custom authorities
for import 80,934.71 17,006.03
under EPCG Scheme. {Custom duty saved/to be
saved as on 31st March, 2011 Rs. 23,144.54
Lacs ( Rs. 1,822.67 Lacs)}
g) Demand made by Sr. Dy. Director of Mines,
Notified Authority, 320.49 320.49
Jajpur Road Circle, Odisha as cess on
Chromite Ore production.
The matter being pending with Hon''ble Supreme Court.
2B. Custom Duty saved on material consumed imported under advance
license scheme as on 31st March, 2011 and 31st March, 2010 is Rs.
353.26 Lacs and Rs. 1,045.41 Lacs respectively. The management is of
the view that considering the past export performance, future prospects
and going concern concept there is certainty that pending export
obligation under advance licenses will be fulfilled before expiry of
the respective licenses.
3. Estimated amount of contracts remaining to be executed on capital
account and not provided for (net of advances) Rs. 45,557.21 Lacs (Rs.
91,352.22 Lacs).
4. Appeals in respect of certain assessments of Sales Tax/Income Tax
are pending and additional tax liabilities/refunds, if any, are not
determinable at this stage. Adjustments for the same will be made after
the same are finally determined. In the opinion of management there
will not be material liability on this account.
5. Exceptional Items includes gain (net) of Rs. 4,741.27 Lacs (Rs.
18,072.60 Lacs) on translation/settlement of foreign currency monetary
items (including borrowing), gain / (loss) of Rs. (600.56) Lacs (Rs.
2,601.04 Lacs) upon marked to market of derivatives contracts, gain of
Rs. 1,281.78 Lacs (Rs. 2,613.59 Lacs) on forward cover cancelation,
resulting from volatile global market.
6. a) Addition/adjustment to Plant & Machinery / Capital
Work-In-Progress includes Rs. 6,508.11 Lacs (Net Credit) {Rs. 9,282.36
Lacs (Net Credit)} on account of foreign exchange fluctuation on
Loan/Liability including fluctuation relating to forward cover.
(Includes amount disclosed in Note No. 16 (c) below).
b) Interest paid on fixed loan includes pro-rata premium of Rs. 90.92
Lacs (Net Debit) {Rs. 703.52 Lacs (Net Debit)}.
7. Corporate Debt Restructuring:
a) Pursuant to the approval of CDR (the Scheme) under the CDR mechanism
approved by the EMPOWERED group of CDR (CDR EG) in previous year and
Master Restructuring Agreement (MRA) had been executed with lenders.
The Scheme inter - alia includes restructuring of Re-payment Schedule,
Reduction/adjustment in interest rates and additional security in
favour of CDR lenders by pledge of Shares under promoters control in
the company.
b) Interest has been accounted for based upon terms of package/
confirmation so far received from banks. Balance of certain secured
loans (including FITL) is subject to confirmation and/or
reconciliation.
c) The Funded Interest Term Loan (FITL) has been created on certain
credit facilities as per CDR scheme approved. On the decision of the MC
that the entire debt services by the company post cut off date i.e.
30th June, 2009 was to be refunded back to the company, which however
was pending for sanctions from few of the respective banks/FIs.
Accordingly the value of debts service (including interest paid) post
cut off date amounting to Rs. 1,353.36 Lacs (Rs. 9,048.70 Lacs) to be
refunded by banks/Institutions included under Loans and Advances.
d) As stipulated, promoters shall arrange to bring funds to meet short
fall in cash flows on demand by CDR EG.
e) The Credit facilities/ loans under CDR is further secured by
unconditional and irrevocable Personal guarantee of VC & MD Mr. Ratan
Jindal. Further for waiver of Unconditional and irrevocable corporate
guarantee of promoters group companies (as stated in MRA) in proportion
to the numbers of equity shares held by them in the company, final
decision is under consideration. Balance certain covenants/conditions
as stipulated in CDR package are in process of compliance.
f) (i) During the year Company has received necessary approval for part
conversion of Non Convertible Debenture of Rs. 180 crores into Rupee
Term Loan. (ii) Further, during the year, the CDR lenders have approved
for restricting the FITL build up period to 31st March, 2011 instead of
earlier approved FITL build up period till 31st March, 2012. Thus, post
31st March, 2011, the company has also started to service the interest
on the respective domestic term loans on which the FITL was being
created, instead of being converted into FITL, and (iii)The company
have pari passu pledged and submitted non-disposal undertaking for all
its investments in subsidiaries as listed below :
- JSL Life Style Limited (formerly Austenitic Creations Private
Limited)
- JSL Logistics Limited
- PT. Jindal Stainless Indonesia
- Jindal Stainless UK Limited
- Jindal Stainless FZE
- JSL Group Holdings Pte. Limited
- JSL Architecture Limited (formerly Jindal Architecture Limited)
- Jindal Stainless Madencilik Sanayi Ticaret A.S.
- Jindal Aceros Inoxidables S.L.
8. During the financial year 2007-08 the Company had filed Writ
Petition in Hon''ble High Court of Odisha challenging the validity of
Entry Tax Act, 1999.The Hon''ble High Court of Odisha vide their order
dated 16.05.2007 granted stay to the extent of depositing 50% of the
entry tax demand raised by the Commercial tax Department. However, the
Company has provided full liability for entry tax in the books of
accounts during the year 2007-08 while deposited 50% amount with the
Department. The outstanding amount of liability on this account as on
31st March, 2008 was Rs. 351.65 Lacs which still remains outstanding.
Subsequently in February, 08, the Hon''ble High Court disposed off the
Writ Petition. As per legal advice received by the Company on
interpretation of the High Court Order, it believes that its liability
will be less than the amount already deposited. Accordingly, the
Company has filed the refund application which has been rejected by
Joint Commissioner. Subsequently the company has gone for appeal to the
Appellate Authority and the hearing is pending.
The commercial tax department has gone for appeal to Hon''ble Supreme
Court against the Order of High Court & the Hon''ble Supreme Court has
been given stay against the order of Hon''ble High Court. The company
again appealed to the Hon''ble Supreme Court against the stay & the
Hon''ble Supreme Court after several hearing, ordered to deposit under
protest 1/3rd of the outstanding liability. Accordingly the company is
depositing 1/3rd of the liability as per order given by the Hon''ble
Supreme Court. Pending this, liability of Rs. 4,575.98 lacs may arise
depending upon final decesion by Hon''ble Supreme Court.
9. Sundry debtors include due from Grid corporation of Odisha (Gridco)
Limited outstanding for more than six month amounting to Rs. 63.43
crore .The company had initiated legal action for recovery of amount
due upto the end of the previous year and part of the debtors has been
realized during the financial year 2010-11.Pending litigation, these
debtors balances are not reconciled. The debtors also include interest
on overdue amount accounted for in terms of contractual obligation. The
management is hopeful of recovery of these debtors from Gridco.
10. The Company was granted formal approval by the Ministry of
Commerce and Industry vide letter No.F.2/444/2006.SEZ dated 25.10.2006
for development of a Special Economic Zone for Stainless steel and
ancillary/ downstream industry at Kalinga Nagar, Odisha. The SEZ has
been notified vide Notification S.O.2004(E) dated 28.11.2007. The
Company was also granted approval to set up a SEZ unit in the said SEZ
vide letter No.SEZ/LIC/J-7(1)/2008/955 dated 11.06.2008 issued by the
Development Commissioner, Falta SEZ. Due to change in global economic
scenario, the Company''s request for de- notification of SEZ was
in-principle approved by the Board of Approval (BOA) and the Unit
Approval Committee has approved de-bonding of the SEZ unit subject to
refund of taxes / duties. The amount of Tax/ Duty already paid on
account of customs duty, excise duty and others is Rs. 10,160.16 Lacs.
Additionally, the Company has taken EPCG license for Rs. 567.24 Crores
as per Rule 74 of Special Economic Zones Rules, 2006. Further, for
discharging the liability under the Central Sales Tax, the company is
collecting the relevant forms and submitting the same with the relevant
Development Commissioner. The management is confident that final
de-bonding certificate will be received once all the requisite
formalities are completed.
11. During June 2008, JSL Stainless Ltd. (JSL) entered into Coking
Coal Contract with M/s Xstrata Coal Queensland Pty Ltd. (Xstrata) for
two shipments of coking coal (50,000 MT each). Certain disputes arose
between the parties. Xstrata invoked Arbitration at London Court of
International Arbitration (LCIA) and claimed a loss of 12.5 million
US$. LCIA made an award of 8 million US$ against JSL.
JSL has challenged the award by filing objections against the award U/s
34 of Arbitration and Conciliation Act 1996, in the Hon''ble District
Court of Odisha, wherein the Court has admitted our petition and has
issued notice to Xstrata.
12. a) Certain balances of sundry debtors, sundry creditors are
subject to confirmation and/or reconciliation.
b) Certain charges created for secured loans are in process of
satisfaction.
c) Although the book value / fair value of certain unquoted investments
amounting to Rs. 3,663.10 Lacs (Rs. 3,663.10 Lacs), as reflected in
schedule no 6, including investment in foreign subsidiary is lower than
the cost, considering the strategic and long term nature of the
investment, future prospectus and assets base of the investee company,
such decline, in the opinion of the management, has been considered to
be of temporary nature and hence no provision for the same is
considered necessary.
The company has also given inter corporate deposit to its subsidiary
company amounting to Rs. 4,430.11 Lacs (Rs. 4,214.32 Lacs) where the
subsidiary companies has accumulated losses / negative net worth. In
view of the long term involvement of the company in the said companies
no provision has been considered necessary.
13. Advance Recoverable in Cash or in kind or for value to be received
includes:
a) Rs. Nil (Rs. Nil), maximum amount outstanding at any time during the
Year is Rs. Nil (Rs. 2.89 Lacs) being the amount due from
directors/officers of the company.
b) Interest free loan to employees amounting to Rs. 16.82 Lacs (Rs.
11.50 Lacs) in the ordinary course of the business and as per employee
service rules of the Company. Maximum balance outstanding during the
year Rs. 28.16 Lacs (Rs. 24.53 Lacs).
c) Rs. 22.30 Lacs (Rs. 22.30 Lacs) as advance against share application
money with subsidiary company.
14. Research and Development expenses for the year amounting to Rs.
63.28 Lacs (Rs. 39.14 Lacs) on account of revenue expenditure and Rs.
Nil (Rs. Nil) on account of capital expenditure have been
charged/debited to respective head of accounts.
15. The Haryana Government levied w.e.f. 05.05.2000 a Local Area
Development Tax (the LADT Act) on the manufacturing units in the State
of Haryana on the entry of goods for use and consumption. JSL and other
units have challenged the Act in the Hon''ble Punjab and Haryana High
Court. The Hon''ble Punjab and Haryana High Court disallowed the
petition in December, 2001 and the company had by a Special Leave
Petition challenged the Order of High Court in the Hon''ble Supreme
Court. The Hon''ble Supreme Court referred the matter to a ''five
judges'' Constitutional Bench, which laid certain parameters to examine
the Act on those lines. On the basis of these parameters the Hon''ble
High Court have declared the Act to be ultra virus on 14th March, 2007.
Since, this issue was being canvassed by various High Courts, the
Hon''ble Supreme Court gave an Interim Order that those states where the
High Courts have given judgement in favour of the petitioner, no tax
would be collected. In the mean time the Haryana Government has
repealed the LADT Act and introduced another Act by the name of ''Entry
Tax'' on the same lines. That Act was also been held ultra virus by the
High Court. However, on prudence basis, the liability has been fully
provided for. The order of Punjab and Haryana High Court and rather
judgements of all the Courts of India have been long pending. The State
Governments have requested the Hon''ble Supreme Court that it is very
difficult for them to run the Government. So at least till the pendency
of the cases in the Hon''ble Supreme Court they may be allowed to charge
from past liability and also from the future liability to be accrued.
On 30th October, 2009, the Hon''ble Supreme Court have directed that
1/3rd of the liability is to be paid by all the assesses whose cases
are pending in the High Courts. As, at present, there is no Act either
LADT/Entry Tax prevalent in Haryana State, no tax is being collected
from the assesses however undertaking have given by assesses that in
case they lose they will make the payment. As such on prudence basis,
full liability has been provided for. In the meantime, i.e. on
16.04.2010 the Entry Tax matters of the states have been referred to a
larger 9-Judges Constitutional Bench of the Supreme Court, where the
judgement of 7-Judges Constitutional Bench passed 49 years ago would be
revisited. Constitution Bench has not been constituted as yet and the
status of the case is as it is and at present no tax is being
collected/paid in Haryana.
16. Money received in Escrow account as on 31st March, 2010 against
allotment of 23,447,240 nos. equity shares of Rs. 2/-each at price of
Rs. 105.50 per share (including premium of Rs. 103.50 per share) of
amounting to Rs. 24,736.84 Lacs from Qualified Institutional Buyer''s
have been fully utilized for the purpose the said issue of shares was
made.
The expected return on the plan assets is determined considering
several applicable factors mainly the composition of plan assets held,
assessed risk of assets management, historical results of returns on
the plan assets and the policy for the management of plan assets
management.
The estimates of future salary increase, considered in actuarial
valuation, taking into account of inflation, seniority, promotion and
other relevant factors, such as supply and demand in the employment
market.
f) Pending the issuance of the Guidance Note from the Actuarial Society
of India, the company''s actuary has expressed his inability to reliably
measure the provident fund (funded) liability.
17. The Company has given Letter of Comfort to Banks against credit
facilities/financial assistance [amount outstanding as on 31st March,
2011 Rs. 30,710.45 Lacs (Rs. 26,173.23 Lacs)] availed by a subsidiary.
18. On 28th July, 2010, the company has granted 3,577,500 stock
options to eligible employees of the company, its subsidiaries
including non executive directors (excluding Nominee Director), as per
Company''s Employee Stock Option Scheme, 2010 (ESOP 2010). The exercise
price of stock options is Rs. 75/- per share which would gradually vest
over a maximum period of 4 years from the date of grant based on
specified criteria, as may be decided by Compensation Committee. During
the year ended on 31st March, 2011, 471,250 stock options lapsed due to
resignation, retirement etc.
19. Finance Lease
Assets acquired under leases where the company has substantially all
the risks and rewards of ownership are classified as finance lease.
Such assets are capitalized at inception of the lease at the lower of
the fair value or net present value if minimum lease payments and a
liability is created for an equivalent amount.
Lease interest charged to profit & loss for right to use of CTL Machine
(Cut to length) for the services regarding cutting of Stainless Steel
sheets.
20 Segment Reporting
i) Information about Business Segment ( for the year 2010-11 )
Company operates in a Single Primary Segment ( Business Segment ) i.e.
Stainless Steel products.
21 Related Party Transactions
A List of Related Party & Relationship ( As identified by the
Management )
a) Subsidiary Companies :
1 PT. Jindal Stainless Indonesia
2 Jindal Stainless Steelway Limited
3 JSL Lifestyle Limited (formerly Austenitic Creations Private Limited)
4 JSL Architecture Limited (formerly Jindal Architecture Limited)
5 Jindal Stainless UK Limited
6 Jindal Stainless FZE
7 Green Delhi BQS Limited
8 Jindal Stainless Madencilik Sanayi Ve Ticaret Anonim Sirketi
9 JSL Media Limited (formerly Parivartan City Infrastructure Limited)
10 Jindal Aceros Inoxidables S.L.
11 JSL Group Holdings Pte. Limited
12 JSL Logistics Limited
13 Iberjindal S.L.(w.e.f. 07.05.2009)
14 Jindal Stainless Italy Srl.
15 JSL Ventures Pte. Limited
16 JSL Europe SA
17 JSL Minerals & Metals SA
b) Joint Ventures:
1 MJSJ Coal Limited
c) Key Management Personnel :
1 Smt. Savitri Devi Jindal Chairperson
2 Shri Ratan Jindal Vice-Chairman & Managing Director
3 Shri Arvind Parakh Director - Finance
4 Shri S.S. Virdi Executive Director & Chief Operating Officer (w.e.f.
06.04.2010)
5 Shri N.P. Jayaswal Executive Director (till 06.04.2010)
6 Shri Jitendra Kumar Company Secretary
d) Enterprises over which Key Management Personnel and their relatives
exercise significant influence with whom transactions have been taken
place during the year:
1 Jindal Steel & Power Limited
2 JSW Steel Limited
3 Jindal Saw Limited
4 Jindal Industries Limited
5 Nalwa Steel & Power Limited
6 Bir Plantation Private Limited
7 Sona Bheel Tea Limited
8 Jindal Overseas Holding Limited |