1. Equity Share Capital:
i. During the year the company has issued 63,86,56,636 shares of W-
each through Right Issue at Rs.19.50 per share including Securities
Premium of Rs.18.50 per share.The share has been allotted on
29.07.2010.
ii. During the previous year the company Issued 2, 99, 45,550 shares of
Rs.l/- each through Qualified Institutional Placement (QIP) at a
premium of Rs.60/- per share and the same has been allotted on
27.07.2009 and has converted 350 FCCBs of $ 1000 each into 352398
shares at apremium Rs.45.70. ''
2. Preference Share Capital:
4% Non Convertible Preference shares allotted on 30.06.2003 were
redeemable at par at any time after a period of 12 years from the date
of their allotment. Since then the redemption period has been extended
to 30.06.2022 in the Annual General Meeting held on 27.09.2010.
3. Securities Premium:
a) Addition to Securities Premium during the period amounting to
Rs.1,18,151 Lacs is on account of issue of 63,86,56,636 Equity Shares
on Right basis at a premium of Rs.18.50 per share, whereas during the
previous year it was on account of issue of 2,99,45,550 equity shares
at a premium of Rs.60 per share through QIP and on issue of 3,52,398
equity shares at a premium of Rs.45.70 per Share on conversion of 350
FCCBs.
b) A sum of Rs.6,45,68,538/- (Previous year Rs.3,34,66,618) has been
adjusted on account of Deferred Tax Assets / (Liabilities) for the year
ended 31.03.2011 (see note no 14).
4. Foreign Currency Convertible Bonds (FCCB):
The Company issued on 13.11.2009,5.5% 105000 Foreign Currency
Convertible Bonds (FCCB) of US $ 1000 each aggregating US 5 million
[Rs.493.71 Crore] at par. The bonds are redeemable on 13th November,
2014 unless previously converted; these bonds are convertible into
equity shares at an initial conversion price of Rs.46.70 per equity
share with existing fixed rate of exchange on conversion @ Rs.47.02 =
US $ 1.00 at the option of the bondholder at any time on or after 22nd
December, 2009 and prior to the close of business on 13th November,
2014. The outstanding 104,650 bonds when fully converted would result
in issue of additional 105,367,088 equity shares of Rs.l/-each. Apart
from this, FCCB holders retain the right to subscribe in Equity Shares
to the extent of 210,734,176 Equity Shares of the Company as per Letter
of Offer issued by the Company for Issue of Right Equity Shares in the
ratio of 2:1 at a price of Rs.19.50 (Including Share Premium of
Rs.18.50 per share) at the time of conversion into Equity Shares on or
before 13th November,2014.
5. ISSUE OF NON - CONVERTIBLE DEBENTURES:
i. During the year ended 31.03.2010 the company issued 1400,11.75% Non
Convertible Secured Debentures of Rs.10 Lacs each divided into 14000
''Separately Transferable Redeemable Principle Part'' (STRPP) of Rs.1
Lacs each.These are secured by creation of mortgage of land situated at
Mehasana (Gujarat) and by creation of pari passu first charge on fixed
assets of Rice Mill Division (valued at Market Price) of the Company
and the subservient charge on the total assets of the Company to
maintain asset cover of 1.25 times. These Debentures are redeemable at
par in one or more installments, on various dates with the earliest
redemption being on 20.06.2013 & the last being 20.12.2014. These
Debentures are redeemable as under:-
a) In F.Y 2013-14 Rs.5600 Lacs
b) In F.Y 2014-15 Rs.8400 Lacs
Rs. 14000 Lacs
ii. During the year the company issued 990,11.75% Non Convertible
Secured Debentures of Rs.10 Lacs each divided into 9900
''SeparatelyTransferable Redeemable Principle Part'' (STRPP) of Rs.1 Lacs
each. These are secured by creation of mortgage of land situated at
Mehasana (Gujarat) and by creation of pari passu first charge on fixed
assets, valued as above, of the Company together with the subservient
charges on of the total assets of the Company to maintain asset cover
of 1.25 times. These are redeemable at par in one or more installments,
on various dates with the earliest redemption being on 07.12.2013 & the
last being 07.06.2015. These Debentures are redeemable as under:-
a) In F.Y 2013-14 Rs.1980 Lacs
b) In F.Y 2014-15 Rs.4950 Lacs
c) InF.Y2015-16 T2970Lacs
Rs.9900 Lacs
6. Interest on other loan (net) under Schedule 18 is net of interest
on Advances / Deposits, etc received Rs.334.94 Lacs (TDS Rs.33.57 Lacs)
[Previous Year Rs.382.19 Lacs}.
7. Diminution in the value of Investments if any, has not been
recognised as in the opinion of Management the fall is not permanent in
nature
8. Estimated amount of contracts remaining to be executed on Capital
account (net of advances) Rs.3476 Lacs (previous year f 2469 Lacs).
9. Contingent liabilities not provided for in respect of:
i) Letter of guarantee issued by the bank amounts to Rs.77.68 Lacs
(Rs.31.71 Lacs) against which full margin money is held by them.
ii} Liability for partly paid up investment in 10 Lacs Units of
Reliance Alternative Investment Private Equity Scheme - I of Rs.10/-
each @ Rs.6.50 amounts to Rs.65 Lacs.
10. Disclosure under the Micro, Small & Medium Enterprises Development
Act 2006:
Based on the information available with the company there are no dues
payable to Micro, Small and Medium Enterprises as defined in The Micro,
Small and Medium Enterprises Development Act 2006.
This information has been determined to the extent such parties have
been identified on the basis of information available with the Company.
This has been relied upon by the Auditors.
11. Disclosures pursuant to Accounting Standard - 15 (Revised)
''Employees Benefits'':
A) Defined Contribution Plans
In accordance with the Accounting Standard 15 on employee benefits
issued by The Institute of Chartered Accountants of India, the company
makes payment of its contribution to Recognized Provident Fund
Commissioner (RPF.C).
B) Defined Benefit Plans
In keeping with the company Gratuity scheme (Defined Benefit Plan)
eligible employees are entitled to gratuity benefits at one and half
month''s eligible salary for each completed year of service on
Retirement / Death /Termination. Vesting occurs upon completion of 5
years of service subject to the payment of Gratuity Act, 1972. The
present value of obligation is determined based on actuarial valuation
using the projected unit credit method''. Obligation for the leave
encashment is recognized in the same manner as Gratuity. Following are
the further particulars with respect to Gratuity & Leave Encashment.
The Hon''ble Kolkata High Court vide its order has allowed the company
to utilize the Securities Premium Account towards meeting Deferred Tax
Liability computed as per the Accounting Standard (AS-22) Accounting
of Taxes on Income'''' prescribed by The Institute of Chartered
Accountants of India. Accordingly the Securities Premium Account has
increased by adjustment of Net Deferred Tax Assets of Rs.6,45,68,538
forthe year (Previous Year Rs.3,34,66,618).
17. Segment Reporting (Under Accounting Standard l7 issued by ICAI )
Segment information has been prepared in conformity with the accounting
policies adopted for preparing and presenting the financial statements
of the Company. As part of secondary reporting revenues are attributed
to geographical areas based on the location of the customers. The
following table presents the revenue, profit, assets and liabilities
information relating to the business/ geographical segment for the year
ended 31st March 2011.
18. Related party disclosures:
In accordance with Accounting Standard 18 on Related Party Disclosure
issued by the Institute of Chartered Accountants of India, the company
has complied with the required information as per details given below:
List of related parties:
I) Key Management Personnel
a) Mr. Sanjay Jhunjhunwala (Chairman)
b) Mr. Sandip Jhunjhunwala (Managing Director)
II) Name of the Companies, where control exist (either individually or
with others)
a) Aspective Vanijya Pvt. Ltd.
b) Jagdhatri Tracon Pvt. Ltd.
c) REI Steel & Timber Pvt. Ltd.
d) REI Six Ten Retail Limited
e) Snehpusph Barter Pvt. Ltd.
f) Subhchintak Vancom Pvt. Ltd.
g) Shree Krishna Gyanodaya Flour Mills Pvt. Ltd.
h) Dr. ING N.K. Gupta Technical Consultants (P) Ltd.
i) Varrsana Ispat Limited
H) Directors'' Relatives:
a) Mr. Kailash Chandra Jhunjhunwala
b) Mrs. Koushalya Devi Jhunjhunwala
c) Mrs. Sangita Jhunjhunwala
d) Mrs. Suruchi Jhunjhunwala
e) Mr. Akshay Jhunjhunwala
f) Mr. Ambuj Jhunjhunwala
20) Previous year''s figures have been regrouped/re-arranged wherever
considered necessary.
21) Figures in brackets in Note No. 17 denote previous year''s figures.
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