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0.6 (2.91%)
0.35 (1.69%) | Notes to Accounts | Year End : Mar '12 |
1. Corporate information MSP Steel & Power Limited is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on two stock exchanges in India. The company is engaged in the manufacture and sale of iron and steel products and generation and sale of power. terms/ rights attached to equity shares The Company has only one class of equity shares having a nominal value of Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. During the year ended 31st March, 2012, the dividend per share recognised as proposed distributions to equity shareholders is Rs. 0.25 (31st March, 2011: Rs. 0.50). In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. terms/rights attached to preference shares The Company has only one class of preference shares (i.e. 6% non cumulative redeemable preference shares) having a nominal value of Rs. 10/- per share. The preference shareholders shall have the right to vote on any resolution of the Company directly affecting their rights. The Company declares and pays preferential dividends in Indian rupees. The preference share of the Company are non cumulative in nature and therefore in case the Company does not declare dividend in any particular year, dividend right gets lapsed and is not eligible for carry forward in future years. During the year, the Company has issued 1,254,000 (31st March, 201 1: 7,540,000) numbers of preference shares of Rs. 10 each in the same class with a premium of Rs. 90 per share on private placement basis. During the year ended 31st March, 2012, the dividend per share recognised as proposed distributions to preference shareholders is Rs. 0.60 (31st March, 2011: Rs. 0.60). Preference shares are redeemable within 20 years from the date of allotment at a price to be decided by the Board of Directors at the time of redemption. In the event of liquidation of the Company, the holders of preference shares will be entitled to receive assets of the Company, before its distribution to equity shareholders. The distribution will be in proportion to the number of preference shares held by the preference shareholders. NOTE 2. SHARE APPLICATION MONEY PENDING ALLOTMENT Terms and Conditions relating to Share Application Money pending allotment a. The Company has issued a special notice dated 31st March, 2012 to its shareholders in terms of section 192 (A) of the Companies Act 1956, read with Company (Passing of the Resolution by the Postal Ballot) Rules 2011, proposing to issue 10,000,000 equity shares to promoter and non-promoter group on preferential basis in accordance with Chapter VII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 (the ''SEBI ICDR Regulations'') through postal ballot. Out of the total proposed shares to be issued, the Company has received share application money against 5,301,667 equity shares considering the proposed issue price of Rs. 60/- each (including a premium of Rs. 50/- per share). b. The Company expects to allot the proposed equity shares before July 2012. c. The Equity Shares to be allotted on preferential basis at a price of Rs. 60/- (including a premium of Rs. 50/- per share) or the price as determined in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations 2009 whichever is higher and on such terms and conditions as may be decided and deemed appropriate by the board at its sole and absolute discretion. d. The Equity shares so issued and allotted shall rank pari passu in all respects with the existing Equity Shares of the company. The Equity Shares so issued and allotted shall be listed and traded on all the Stock Exchanges on which the existing equity shares of the Company are Listed. e. The Company has sufficient authorised share capital to cover the share capital amount on allotment of shares out of aforesaid share application money. Nature of security: * Rupee Term Loans from Banks are secured by way of equitable mortgage of Company''s land and immovable properties at Raigarh, first charge by way of hypothecation of the Company''s movable assets (save and except book debts) including movable machinery, machinery spares, tools and accessories, (both present and future), second charge over entire current assets of the company , (both present and future), on pari passu basis. The term loans are further secured by the personal guarantees of Puranmal Agrawal (the Chairman), Suresh Kumar Agrawal, Saket Agrawal and Manish Agrawal (Directors of the Company). ** Foreign Currency Loans from Banks are secured by way of equitable mortgage of Company''s land and immovable properties at Raigarh, first charge by way of hypothecation of the Company''s movable assets (save and except book debts) including movable machinery, machinery spares, tools and accessories, (both present and future), second charge over entire current assets of the company, (both present and future), on pari passu basis. The term loans are further secured by the personal guarantees of Puranmal Agrawal (the Chairman), Suresh Kumar Agrawal, Saket Agrawal and Manish Agrawal (Directors of the Company). *** Hire purchases obligations are secured by hypothecation of vehicles purchased under the respective agreements. Terms and conditions attached to Short term borrowings Cash Credit and other working capital facilities and Foreign currency loans from banks are secured by hypothecation of raw materials, finished goods, goods under process, stores and spares, book debts etc. (both present and future), second charge over the entire fixed assets of the Company and personal guarantees of Puranmal Agrawal (the Chairman), Suresh Kumar Agrawal, Saket Agrawal and Manish Agrawal (Directors of the Company). Working Capital loan from Body Corporates is secured by personal guarantees of Puranmal Agrawal (the Chairman) and Suresh Kumar Agrawal (Director of the Company) and Subservient charge on all moveable assets including stock and debtors. * Includes 2,000 Shares held in the name of a Director on behalf of the Company. # 66,960 Shares pledged with IDBI Bank Limited for guarantee given on behalf of the investee Company ** Wholly owned subsidiary of the Company w.e.f. 31st August, 2011 *** Subsidiary of the Company w.e.f July 08, 2011 note 3. gratuity and other post retirement benefit plans The Company provides gratuity benefits which are funded with Life Insurance Corporation of India in the form of qualifying insurance policy. Leave encashment benefits is an unfunded plan of the Company. The estimate of future salary increase, considered in actuarial valuation, takes account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employee market. The Company expects to contribute Rs. 177.60 lacs (Rs. 148.00 lacs) to gratuity fund in the year 2012-13. NOTE 4. INTEREST IN JOINT VENTuRE The Company has a 14.90 % interest in Madanpur South Coal Company Limited (a Joint Venture Company), incorporated in India. The Company''s share of the assets and liabilities of the above jointly controlled entity as at the respective Balance Sheet dates is as follows: - NOTE 5. SEGMENT INFORMATION The Company is engaged in manufacturing of Iron and Steel. Consequently it has one reportable business segment e.g. Iron and Steel. The analysis of geographical segments is based on the area in which the customers of the Company are located. The Company has common fixed assets for producing goods for domestic and overseas markets which are located at only one place i.e. Raigarh. Hence, separate figures for fixed assets / additions to fixed assets cannot be furnished. Export debtors at the year end amounts to Rs. 62.01 lacs (Rs. 306.65 lacs). There is no possibility of any reimbursement on any of the cases listed above *The Company has given guarantee to ICICI Bank in respect of loan taken by AA ESS Tradelinks Private Limited (became subsidiary of the Company w.e.f. 8th July, 2011) amounting to Rs. 7,500 lacs (Nil) on 31st May, 2011. The management believes that the terms of the guartantee given are not prejudicial to the interest of the Company as it will derive future economic benefits from the subsidiary. In October 2010, search and seizure operations were conducted by the Income Tax authorities under Section 132 of the Income Tax Act, at various locations of the Company. During the course of the search and seizure operations, the income tax authorities have taken custody of certain materials such as documents, records, and recorded statements of certain officials of the Company. The Company does not expect any liability arising out of the aforesaid search and seizure. note 6. operating lease company as lessee The Company has entered into commercial leases on certain office spaces. There are no restrictions placed upon the company by entering into these leases. note 7 The Company has during the year made purchases of Rs. 51.29 lacs from and sales of Rs. 48.69 lacs to certain parties falling within the purview of Section 297 of the Companies Act, 1956 for which, the Company is in the process of obtaining the required approval from the Central Government. note 8 As per information available with the Company, there are no suppliers covered under Micro, Small and Medium Enterprise Development Act, 2006. As a result, no interest provision/ payment has been made by the Company to such creditors, if any, and no disclosure thereof is made in the accounts. note 9 Till the year ended 31st March, 2011, the Company was using pre-revised Schedule VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31st March, 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the Company. The Company has reclassified previous year figures to conform to this year''s classification. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet. |
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| Source : Dion Global Solutions Limited | |
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