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| Notes to Accounts | Year End : Dec '09 |
1 RELATED PARTY TRANSACTIONS (a) Names of companies where control exists: Holding Company Koninklijke Philips Electronics N.V Subsidiary Companies Alpha X-Ray Technologies (India) Private Limited (AXTPL)* Meditronics Healthcare Private Limited (MHPL)* * Ceased to be Subsidiary companies with effect from April 1, 2009. (i) Fellow Subsidiary Companies As per list given below Overseas Fellow Subsidiary Companies: Feidong Lighting Company Limited Feixin Lighting Co., Ltd. Genlyte Thomas Group LLC Lumec Inc. Massive AG MASSIVE Hungaria Villamosipari Termelo Kft. NARVA Speziallampen GmbH Philips & Yarning Lighting Co., Ltd. Philips (China) Investment Company, Ltd. Philips Automotive Lighting Hubei Co., Ltd. Philips Chilena SA Philips Consumer Lifestyle BY Philips Consumer Luminaires Shenzhen Co. Ltd. Philips da Amazonia Industria Eletronica Ltda. Philips Danmark A/S Philips Domestic Appliances and Personal Care Company of Zhuhai SE2, Ltd. Philips Electronics (Thailand) Ltd. Philips Electronics and Lighting, Inc. Philips Electronics Hong Kong Limited Philips Electronics Korea Ltd. Philips Electronics Middle East & Africa BV Philips Electronics Nederland BV Philips Electronics North America Corporation Philips Electronics Singapore Pte Ltd. Philips Electronics UK Limited Philips Electronics Vietnam Limited Philips Eletronica do Nordeste S.A. Philips Export BY Philips France Philips Holding USA Inc. Philips Industries Hungary Electronical Mechanical Manufacturing & Trading Limited Liability Company Philips Innovative Applications Philips International BV Philips Lighting Bielsko Sp.z.o.o. Philips Lighting BV Philips Lighting Electronics (Shanghai) Co., Ltd. Philips Lighting Luminaires (Shanghai) Co., Ltd. Philips Lighting Malaysia Sdn. Bhd. Philips Lighting Poland SA Philips Medical Systems (Cleveland), Inc. Philips Medical Systems DMC GmbH Philips Medical Systems Nederland BV Philips Medical Systems Technologies Ltd. Philips Medizin Systeme Boblingen GmbH Philips South Africa (Proprietary) Limited Philips Taiwan Ltd. Philips Technologie GmbH Philips Ultrasound, Inc. Philips Warehouse & Services BV PT Philips Indonesia Respironics, Inc. Turk Philips Ticaret Anonim Sirketi VMI Industria e Comercio Ltda. (ii) Names of the Employee Trusts with whom transactions have taken place during the year: Philips Electronics India Ltd Management Staff Provident Fund Trust Philips India Ltd Superannuation Fund. (b) Names of Directors with whom transctions have taken place during the year: (1) Executive Directors: (a) Mr Murali Sivaraman (b) Mr. Cornells J.M.Reuvers (c) Mr Alexius Collette (2) Non-Executive Directors: (a) Mr S.M.Datta (b) Mr S.Venkataramani (C) OTHER DISCLOSURES: Inter segment revenue / result: — Inter-segment revenue has been recognised at competitive prices. — Allocation of corporate expenses to other segments is at cost — All profits / losses on inter segment transfers are eliminated at Company level. 2 EXCEPTIONAL ITEMS INCLUDE: (a) Rs.342 (2008 - Rs. 142) - Profit on sale of property. (b) Pursuant to restructuring of Consumer Lifestyle segment operations, the Company has provided for (i) Rs.46 (2008 - Rs.Nil) on account of inventory write down to the realizable value and (ii) Rs.129 (2008 - Rs.Nil) being expenses in connection with restructuring. (c) Rs.5 (2008 - Rs.Nil) - EmployeesVoluntary Retirement Scheme. (d) Rs. Nil (2008 - Rs.47) Net surplus on divestment of business relating to Set Top Boxes to PACE Micro Technology (India) Private Limited (e) Rs. Nil (2008 - Rs. 17) - Write back of provision created for divestment of business relating to Financial Services in 2007. 3 The Company uses forward exchange contracts to hedge its exposure in foreign currency. The information on forward contract is as follows: (c) Exchange loss in respect of forward exchange contracts to be recognised in subsequent accounting periods - Rs.Nil (2008 - loss - Rs. 13). (d) Pursuant to announcement of the Institute of Chartered Accountants of India (ICAI) dated March 29, 2008 on accounting of derivatives, the Company has recognised Mark-to-Market (MTM) losses - Rs.4 (2008 - Rs. Nil) on forward contracts outstanding as at December 31, 2009. 4 EMPLOYEES SHARE-BASED PAYMENTS: Certain employees of the company are eligible for stock options granted by the Holding Company (KPENV). In conformity with the guidance note on Accounting for Employee Share-based Payments notified in the Companies (Accounting Standards) Rules. 2006 in respect of the grants made on or after 01 April 2005, the following disclosures are made: (a) Method adopted for valuation: Stock compensation expenses under the Fair Value Method are determined based on the Fair Value of the Options and amortised over the vesting period. The Fair Value of the Options is determined using Black-Scholes option pricing model. (b) Nature and extent of Employee Share-based Payment Plans: As from 2003 onwards, the Holding Company (KPENV) issued restricted share rights that vest in equal annual installments over a three-year period. Restricted shares are KPENVs shares that the grantee will receive in three successive years, provided the grantee is still with the Company on the respective delivery dates. If the grantee still holds the shares after three years from the delivery date, Philips will grant 20% additional (premium) shares, provided the grantee is still with Philips. As from 2002, the Holding Company granted fixed stock options that expire after 10 years. Generally, the options vest after 3 years; however; a limited number of options granted to certain employees of acquired businesses contain accelerated vesting. In prior years, fixed and variable (performance) options were issued with terms of ten years, vesting one to three years after grant. 5 Amalgamation of Alpha X-Ray Technologies (India) Private Limited (AXTPL) and Meditronics Healthcare Private Limited (MHPL) with the Company (a) Pursuant to the Scheme of Amalgamation of the erstwhile Alpha X-Ray Technologies (India) Private Limited (AXTPL) and Meditronics Healthcare Private Limited (MHPL) with the Company as sanctioned by the Honble High Court Mumbai on February 26, 2010 and filed with the Registrar of Companies on March 26, 2010, the undertakings of AXTPL and MHPL were transferred to and vested in the Company on going concern basis from appointed date April 1, 2009. Accordingly, the Scheme has been given effect to in these accounts. (b) AXTPL and MHPL are well established manufacturers and sellers of Cardiovascular X-Ray systems and General X-Ray machines. (c) The amalgamation has been accounted for under the Pooling of Interests method as prescribed by Accounting Standard (AS) 14 on Accounting for Amalgamations notified in the Companies (Accounting Standards) Rules. 2006. Accordingly, the assets, liabilities and reserves of erstwhile AXTPL and MHPL as at April 1, 2009 have been taken over at their book values. (d) As provided in the Scheme of Amalgamation, 957,600 and 5,000,000 equity shares of Rs.10/- each held in AXTPL and MHPL respectively stand cancelled. (e) Net deficit of Rs.888 between the Investments in AXTPL and MHPL Rs.947 and Nominal value of Equity Share Capital in AXTPL and MHPL Rs.59 has been debited to General Reserve. (f) In view of the aforesaid amalgamation with effect from April 1, 2009, the figures for the current year are not comparable to those of the prior year 6 Dividend remitted for January - December 2008 - Rs. 122 (January - December 2007 - Rs. 136) on 61,094,012 equity shares to 2 non-resident shareholders. 7 Fiscal year for the Company being the year ending March 31, 2010, the ultimate tax liability will be determined on the basis of the results for the period April 1, 2009 to March 3 1, 2010. 8 Prior years figures have been regrouped, recast and restated where necessary to conform to the current years classification. (2) Nature of provisions: (i) Provision for replacement guarantee The Company provides for the estimated liability on guarantees given on sale of its products based on past performance of such products. The provision represents the expected cost of replacement and free of charge services and it is expected that the expenditure will be incurred over the contractual guarantee period which usually ranges from 6 months to 24 months. (ii) Legal and regulatory The Company has made provision for taxes and duties relating to cases that are pending assessments before Adjudicating Authorities where possible outflow of resources may arise in future which would depend on the ultimate outcome on conclusion of the cases. (iii) Personnel related The Company has made provisions in respect of amounts payable to certain employees based on their retention and performance, which are payable over a three year and one year period respectively. (iv) Other risks This represents provisions created following the accounting concept of conservatism towards possible outflow of resources in respect of: a. Claims other than those included in (i) and (ii) above; and against the Company amounting to Rs. 124; b. Other obligations amounting to Rs. 129 arising through contractual terms or otherwise in respect of anticipated costs arising from the realignment of product portfolio within the Consumer Lifestyle business segment. * Refer Note 15 to Profit and Loss Account 9 Contingent liabilities (a) Claims not acknowledged as debts by the Company - Rs.32 (31.12.2008 - Rs.32). (b) In respect of disputed excise demands - Rs.162 (31.12.2008 -Rs. 162), income tax demands - Rs.518 (31.12.2008 - Rs.509) and service tax demands Rs.328 (31.12.2008 - Rs. 16) (c) In respect of suppliers / customers demands and certain tenancy / customs / sales tax disputes for which the liability is not ascertainable. The Company does not expect any reimbursements in respect of the above contingent liabilities. It is not practicable to estimate the timing of cash outflows, if any, in respect of (a) and (b) above pending resolution of the legal proceedings. 10 There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days as at December 31, 2009 and the information given in Schedule 12 Liabilities as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. 11 Prior years figures have been regrouped, recast and restated where necessary to conform to the current years classification. |
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| Source : Dion Global Solutions Limited | |
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