The consolidated accounts thus include the results of the aforesaid
subsidiaries and associates and there are no other body corporate /
entities, where the Company holds more than 50% of the share capital or
where the Company can control the composition of the Board of Directors
/ Governing Bodies of such Companies / Entities, where the holding may
be less than 50%.
2. Estimated amount of contracts remaining to be executed on capital
account and not provided for, net of advances, Rs. 1353.8 million
(previous year Rs. 907.1 million).
3. Contingent Liabilities:
(Rs. in million)
As at As at
31.03.2011 31.03.2010
a) Income tax demands / matters in respect
of earlier years, pending in 152.4 107.8
appeals [ Rs. 152.4 million (previous
year Rs. 90.3 million)] consequent
to department preferring appeals
against the orders of the Appellate
Authorities passed in favour of the
Company. Amount paid there
against and included under Schedule
10 Advances recoverable in
cash or in kind Rs. nil (previous
year Rs. 17.5 million).
b) Excise duty, Service tax and Sales
tax demands disputed in appeals 195.1 197.1
and pending decisions. Amount
paid thereagainst and included
under Schedule 10 Rs. 29.0 million
(previous year Rs. 17.9 million).
c) Claims against the Company not
acknowledged as debts [excluding 311.1 259.2
interest (amount unascertained)
in respect of a claim].
Amount paid there against without
admitting liability and included
under Schedule 10 Rs. 76.8 million
(previous year Rs. 76.5 million).
d) Counter guarantee given to GIDC in
connection with loan sanctioned by 7.5 7.5
a financial institution to a company,
jointly promoted by an Association
of Industries (of which, the Company
is a member) and GIDC.
e) Corporate guarantee given 133.8 135.0
4. Pre-operative expenses pending capitalisation included in Capital
Work-In-Progress (Schedule 5) represent directly attributable
expenditure for setting up of plants prior to the date of commencement
of commercial production. The same will be capitalised on completion of
the projects and the commencement of commercial operations. The details
of the pre-operative expenses are:
5. (i) The current tax in respect of foreign subsidiaries has been
computed considering the applicable tax laws and tax rates of the
respective countries, as certifed by the local tax consultants / local
management of the said subsidiaries.
6. Segment Reporting :
i) Primary segment:
The Group operates exclusively in the Pharmaceutical business segment
which is the only reportable business segment.
a) The segment revenue in geographical segments considered for
disclosure is as follows: i) Revenue within India includes sales to
customers located within India and other operating income earned in
India.
ii) Revenue outside India includes sales to customers located outside
India and other operating income outside India.
Notes :
i) Remuneration for the current year includes increased remuneration of
the Chairman and an Executive Director w.e.f. 1st January 2011 and
Managing Director and an Executive Director w.e.f. 1st July 2010 in
accordance with the Shareholders resolutions.
ii) The provision for gratuity and compensated absences is made on the
basis of actuarial valuation, for all the employees of the Company,
including for the managerial personnel. Proportionate amount of
gratuity and compensated absences is not included in the above
disclosure, since the exact amount is not ascertainable.
9. a) The Company procures on lease equipments, vehicles and offce
premises under operating leases. These rentals recognised in the Proft
and Loss Account for the year are Rs. 281.1 million (previous year Rs.
119.1 million). The future minimum lease payments and payment profle of
non cancellable operating leases are as under:
10. Employees Stock Option Plans:
a) The Company implemented Lupin Employees Stock Option Plan 2003
(ESOP 2003), Lupin Employees Stock Option Plan 2005 (ESOP 2005) and
Lupin Subsidiary Companies Employees Stock Option Plan 2005 (SESOP
2005) as approved in earlier years by the Shareholders of the Company
and the Remuneration / Compensation Committee of the Board of
Directors. Details of the options granted during the year under the
plans are as under:
b) The Company has followed the intrinsic value based method of
accounting for stock options granted after April 1, 2005 based on
Guidance Note on Accounting for Employee Share-based Payments, issued
by the Institute of Chartered Accountants of India. Had the
compensation cost for the Companys stock based compensation plans been
determined in the manner consistent with the fair value approach as
described in
the said Guidance Note, the Companys net income would be lower by Rs.
86.2 million (previous year Rs. 52.5 million) and earnings per share as
reported would be lower as indicated below:
11. Post Employment Benefts:
(i) Defned Contribution Plans:
The Company makes contributions towards provident fund and
superannuation fund to a defned contribution retirement beneft plan for
qualifying employees. The superannuation fund is administered by the
Life Insurance Corporation of India (LIC). Under the plan, they are
required to contribute a specifed percentage of payroll cost to the
retirement beneft plan to fund the benefts.
The Company and subsidiaries recognised Rs. 308.8 million (previous year
Rs. 282.2 million) for superannuation contribution and social security in
the Proft and Loss Account.
(ii) Defned Beneft Plan:
(A) The provident fund plan of the Company except Dabhasa plant is
operated by the Lupin Ltd Employees Provident Fund Trust (the
Trust). The provident fund plan of Dabhasa plant, is operated by the
Government administered Employees Provident Fund Organisation. Eligible
employees receive benefts from the said Provident Fund. Both the
employees and the Company make monthly contributions to the Provident
Fund Plans equal to a specifed percentage of the covered employees
salary. The minimum interest rate payable by the Trust to the
benefciaries every year is being notifed by the Government. The Company
has an obligation to make good the short fall, if any, between the
return from the investments of the trust and the notifed interest rate.
The Guidance Note on Implementing Accounting Standard 15 (AS 15)
Employee Benefts (revised 2005) issued by Accounting Standards Board
(ASB) states that beneft plans involving employer established provident
funds, which require interest shortfalls to be recompensed are to be
considered as defned beneft plans. Pending the issuance of the guidance
note from the Actuarial Society of India, the Companys actuaries have
expressed an inability to reliably measure provident fund liabilities.
Accordingly, the Company is unable to exhibit the related information.
The Company has an obligation to service the shortfall on account of
interest generated by the fund and on maturity of fund investments and
hence the same has been classifed as Defned Beneft Obligation. Having
regard to the assets of the fund and return on investments, the
estimated shortfall aggregating Rs. 0.5 million has been provided for.
The Company recognised Rs. 140.8 million (previous year Rs. 103.3 million)
for provident fund contributions, superannuation contribution and
social security in the Proft and Loss Account.
(B) The Company makes annual contributions to the Group Gratuity cum
Life Assurance Scheme administered by the LIC, a funded defned beneft
plan for qualifying employees. The scheme provides for payments to
vested employees as under:
a) On normal retirement / early retirement / withdrawal / resignation:
As per the provisions of Payment of Gratuity Act, 1972 with vesting
period of 5 years of service.
b) On death in service:
As per the provisions of Payment of Gratuity Act, 1972 without any
vesting period.
The most recent actuarial valuation of plan assets and the present
value of the defned beneft obligation for gratuity were carried out as
at March 31, 2011. The present value of the defned beneft obligations
and the related current service cost and past service cost, were
measured using the Projected Unit Credit Method.
b) Kyowa Pharmaceutical Industry Co. Ltd., Japan
The Companys subsidiary at Japan has retirement and pension plans to
cover all its employees. The plans consist of a defned beneft pension
plan (upto 30.09.2010) and a retirement beneft sum payment plan
(referred as plans). From October 1, 2010 defned beneft pension plan
has been discontinued and new defned contribution pension plan has
started.
Under the plans, employees are entitled to benefts based on level of
salaries, length of service and certain other factors at the time of
retirement or termination.
The Company makes annual contributions to a private bank to fund defned
beneft pension plan (upto 30.09.2010) for qualifying employees.
The most recent actuarial valuation of plan assets (upto 30.09.2010)
and the present value of the defned beneft obligation for retirement
benefts, for all employees other than directors were carried out as at
March 31, 2011. The present value of the defned beneft obligations and
the related current service cost and past service cost, were measured
using the Projected Unit Credit Method.
Retirement allowances for directors are provided for liability of the
amount that would be required if all directors retired at the balance
sheet date.
13. Derivative Financial Instruments:
i) The Company has entered into forward and option contracts in order
to hedge and manage its foreign currency exposures towards future
export earnings. Such derivative contracts (including contracts for a
period extending beyond the financial year 2010-11) which are in the
nature of highly probable forecast transactions are entered into for
hedging purposes only, and are accordingly classifed as cash flow
hedges.
The changes in the fair value of the derivative instruments during the
year ended 31st March 2011, aggregating Rs. 124.6 million (previous year
Rs. 3087.4 million credited) designated as effective have been debited to
the Cash Flow Hedge Reserve Account and Rs. 20.3 million (previous year Rs.
13.3 million) credited to the Proft and Loss Account, being the
ineffective portion thereof.
14. The aggregate amount of revenue expenditure incurred by the
Company and subsidiary companies during the year on Research and
Development and shown in the respective heads of account is Rs. 4834.2
million (previous year Rs. 3570.1 million).
15. a) During the year, the Company through its wholly owned
subsidiary Lupin Holdings B.V., Netherlands
(LHBV), acquired / subscribed to the equity stake / made capital
contribution in the following:
i) Additional Investment in Hormosan Pharma GmbH, Germany (100%
subsidiary of the Company) at a total cost of Rs. 220.1 million.
ii) At the beginning of the year, the Company was holding 30,199,214
shares of Rs. 326.6 million in an associate company - Generic Health Pty
Ltd., Australia (GH) representing 49.91% stake in that company. During
the year the Company acquired further 44,004,876 shares at a cost of Rs.
252.5 million as a result of which the aggregate holding of the company
in GH has increased to 76.65%, resulting in GH becoming a subsidiary of
the Company.
iii) 100% equity stake of Lupin Mexico SA de C V, Mexico at a total
cost of Rs. 0.2 million.
iv) 100% equity stake of Lupin Philippines Inc., Philippines at a total
cost of Rs. 9.2 million.
The above acquisitions / subscriptions are based on the net asset
values, the future projected revenues, operating profits and cash flows,
etc. of the investee companies.
16. Foreign Currency Translation Reserve (Schedule 2) represents the
net exchange difference on translation of the financial statements of
foreign subsidiaries located at Japan, Australia, Germany, South
Africa, Philippines, Switzerland and Canada from their local currency
to
the Indian currency. Such operations are considered as ‘non integral
to the Company. Consequently, in accordance with the Accounting
Standard (AS 11) ‘The Effects of Changes in Foreign Exchange Rates
(Revised 2003), the exchange gain on translation of Rs. 188.2 million is
credited (previous year loss of Rs. 388.4 million is debited) during the
year to such reserve instead of to the Proft and Loss Account [Refer
note no. 22].
18. The information regarding Micro Enterprises and Small Enterprises
has been determined to the extent such parties have been identifed on
the basis of information available with the Company. This has been
relied upon by the auditors.
Amounts due to vendors under Micro Enterprises and Small Enterprises
for the year ended March 31, 2011 is Rs. 187.2 million, interest paid
during the year and outstanding at the year end Rs. nil (previous year Rs.
88.5 million, interest Rs. nil).
19. Disclosures as required by Accounting Standard 29 (AS 29)
Provisions, Contingent Liabilities and Contingent Assets
During the previous year, in accordance with the terms of ‘Asset
Purchase Agreement entered into with the vendor, with respect to
purchase of Marketing Right, the subsidiary company at Switzerland
(Lupin Atlantis Holdings SA) has made provision in accordance with the
provisions of AS 29 Provisions, Contingent Liabilities and Contingent
Assets of Rs. 45.1 million on best estimate basis with regard to assumed
liabilities. The disclosure of the said provision is as under:
20. a) Lupin Pharmacare Limited, Lupin Herbal Limited and Novodigm
Limited (wholly owned subsidiaries of the Company) had fled petitions
before the Honourable High Courts of Mumbai and Gujarat for
amalgamation with the Company, the appointed date being April 1, 2009.
b) Vide its order dated January 8, 2010, the Honourable High Court of
Mumbai sanctioned the
Scheme of Amalgamation between Lupin Pharmacare Ltd., Lupin Herbal Ltd.
and the Company subject to the order to be passed by the High Court of
Gujarat sanctioning the scheme of amalgamation between Novodigm Ltd and
the Company. The Scheme has been sanctioned by the Honourable High
Court of Gujarat vide its order dated May 6, 2010. The Scheme is
effective from May 27, 2010.
Since the transferor companies are the wholly-owned subsidiaries, there
is no accounting impact of the amalgamation, in the consolidated
financial statements of the Company, except for the matters stated in
note no. 20 (d) and 20 (e).
c) On coming into effect from the appointed date i.e. April 1, 2009,
the transferor companies stand amalgamated with the Company on a going
concern basis. Pending the receipt of the order of the High Court of
Gujarat, the Scheme had not been given effect to in the financial
statements of the Company for the previous year ended March 31, 2010.
d) After giving effect to the accounting treatment in terms of the
Scheme, the balance lying in the investment account of the Company
standalone accounts aggregating to Rs. 218.1 million pertaining to
purchase of Novodigm Limited (an entity acquired by the Company from
its erstwhile promoters in the financial year 2007-08 which had resulted
into wholly owned subsidiary - parent relationship), being goodwill, as
was already refected in the Consolidated Financial Statements (CFS) of
the Company; has now been refected as ‘Goodwill in the Schedule of
Fixed Assets in the standalone financial statements of the Company and
which is consequently so refected in the CFS of the Company for the
current year. The said Goodwill is being amortised over a period of fve
years.
e) As the Scheme is with effect from the appointed date, the costs in
respect of amortisation of the resultant goodwill pursuant to the
amalgamation of Novodigm Limited for the year ended March 31, 2010
aggregating Rs. 43.6 million has been adjusted against the opening
balance in the Proft and Loss account of the Company as at April 1,
2010.
21. a) The Company through its wholly owned subsidiary at Netherlands
held 100% equity stake at cost Euro 4704449 Rs. 310.7 million in Hormosan
Pharma GmbH, Germany (Hormosan). The Company has made further capital
contribution of Rs. 220 million during the year in the aforesaid
subsidiary. The Goodwill on consolidation of the said subsidiary
aggregates Rs. 240.6 million as at the year end. The said subsidiary
continued to incur losses during the year and has negative networth
aggregating to Rs. 116.3 million as at the end of the year. Considering
the financial, technical and operational support from the Company and
Hormosans projections / plans for introducing many new products
(including products from the Company) in the German Market in the near
future, growth in the turnover is expected, which would result in
profitability and in improvement in networth, over a period of time.
b) The Company through its wholly owned subsidiary at Netherlands has
increased its stake in Generic Healthcare Pty Ltd. (GH) from 49.91% to
76.65% representing 74,204,090 shares, costing Rs. 579.1 million.
Consequently, GH has become a subsidiary company. The Goodwill on
consolidation of GH aggregates Rs. 139.5 million as at the year end. The
Companys investment in GH is long term and strategic in nature. During
the year, though, GH has incurred loss, there is an improvement in its
networth as at the year end due to further capital contribution from
the Company. GH has plans to introduce many new products (including
products from the Company) in the Australian market in the near future.
As a result of this it is expected that the companys turnover would
increase leading to profitability and improvement in networth over a
period of time.
Based on the above and considering that the Companys investments in
these subsidiaries are held as strategic long term investments, in the
opinion of the management, there is no impairment in the value of the
goodwill as aforesaid and accordingly, no provision is considered
necessary in this respect thereof.
c) During the previous year, a wholly owned subsidiary company located
at Switzerland acquired certain assets (Manufacturing Knowhow / Product
Marketing Rights, etc.) related to a product, in accordance with the
terms of agreement entered into by the Company. Further, another wholly
owned subsidiary of the Company located at Canada, also commenced
setting up of plant and machinery related to the said product.
Accordingly, pending completion of activities necessary for product
availability, the said assets were included under
Capital-Work-In-Progress (CWIP).
During the year, the aforesaid two subsidiaries initiated trial run
batches of the said product, to test whether the product output is as
per the desired specifcation. During the course of such trial runs,
some technical issues were faced and these companies are working upon
to resolve the same. Hence, there has been some delay in commencement
of commercial production.
The Manufacturing Knowhow / Product Marketing Rights and the plant and
machinery would be
available for use only upon successful resolution of such technical
issues and obtaining successful trial run batches of the product.
Accordingly, the said assets continue to be included under CWIP.
The Company expects successful resolution of the technical issues and
commencement of commercial production shortly. Accordingly, in the
opinion of the management, there is no impairment of these assets as at
the balance sheet date.
22. Hitherto, the subsidiary company at Switzerland used its local
currency CHF as the reporting currency for the purposes of preparation
of its financial statements used by the Company for the purposes of
preparation of its CFS. Since most transactions of the said subsidiary,
including its cash flows and income and expenditures, are transacted in
USD, the said subsidiary, with effect from the current financial year,
has used USD as its reporting currency in the preparation of its
financial statements. As a result of the said change, the net proft for
the year on account of foreign exchange difference is higher by Rs. 523.7
million and the debit to the Foreign Currency Translation Reserve for
the year in balance sheet is higher by Rs. 792.1 million.
23. Excise duty (Schedule 17) includes Rs. 2.8 million (previous year Rs.
19.8 million) being net impact of the excise duty provision on opening
and closing stock.
24. During the year, the Company had issued short term MIBOR linked
secured debentures, which have been repaid prior to creation of
security in favour of the debenture holders, as per details below:
25. The Company and its wholly owned subsidiary located in USA is
involved in various legal proceedings, including product liability
related claims, employment claims and other regulatory matters relating
to conduct of its business. The Company carries product liability
insurance policy with an amount it believes is suffcient for its needs.
In respect of other claims, the Company believes, these claims do not
constitute material litigation matters and with its meritorious
defences the ultimate disposition of these matters will not have
material adverse effect on its Financial Statements.
26. During the year, the Company acquired an undertaking / business
unit as a going concern, from a party on slump sale basis for an agreed
consideration of Rs. 195.0 million as approved by the Board, on the basis
of fair valuation report of an independent valuer.
27. No borrowing cost has been capitalised during the year.
29. Related Party Disclosures, as required by AS-18 are given below :
A. Relationships -
Category I : Associates of the Company :
Shinko Yakuhin, Japan (upto 10th March 2010)
Generic Health Pty Ltd., Australia (upto 26th September 2010)
Category II : Key Management Personnel :
Dr. D. B. Gupta Chairman
Dr. K. K. Sharma Managing Director
Mrs. M. D. Gupta Executive Director
Ms. Vinita Gupta Group President and CEO of Lupin
Pharmaceutical Inc., USA
Mr. Nilesh Gupta Executive Director
Category III : Others (Relatives of Key Management Personnel and
Entities in which the Key Management Personnel have
control or signifcant infuence)
Dr. Anuja Gupta
Mrs. Kavita Gupta Sabharwal
Dr. Richa Gupta
Mrs. Pushpa Khandelwal
Adhyatma Investments Pvt. Ltd. (upto 31st March 2010)
Bharat Steel Fabrication and Engineering Works
Concept Pharmaceuticals Ltd. (upto 31st March 2010)
D. B. Gupta (HUF)
Enzal Chemicals (India) Ltd.
Lupin Human Welfare and Research Foundation
Lupin International Pvt. Ltd.
Lupin Investments Pvt. Ltd.
Lupin Marketing Pvt. Ltd.
Matashree Gomati Devi Jana Seva Nidhi
Novamed Pharmaceuticals Pvt. Ltd.
Polynova Industries Ltd.
Pranik Landmark Associates (upto 3rd March 2010)
Rahas Investments Pvt. Ltd.
S N Pharma (upto 31st March 2010)
Synchem Chemicals (I) Pvt. Ltd.
Visiomed (India) Pvt. Ltd.
Zyma Laboratories Ltd.
30. Hitherto, the Cost of inventories of the susbidiaries located in
South Africa and Switzerland was computed by frst in frst out (FIFO)
method. From the current year, these subsidiaries have changed the cost
formula used in the valuation of inventories from FIFO method to moving
weighted average method, so as to fall in line with group accounting
policy. There is no material impact on the inventory values and on the
proft for the year, consequent to the aforesaid change.
31. The Consolidated Financial Statement includes results of
operations of three new subisidaries incorporated during the year,
results of one company which has become a subsidiary with effect from
September 27, 2010 (earlier being an associate) and the results of
operations of the entire twelve months of two subsidiaries acquired
during the previous year. Accordingly, the current year fgures are not
strictly comparable with those of the previous year. Previous year
fgures have been regrouped wherever necessary to correspond with the
fgures of the current year.
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