1.1 Basis of preparation of financial statements
The financial statements are prepared and presented under the
historical cost convention, on the accrual basis of accounting in
accordance with the accounting principles generally accepted in India
and comply with the accounting standards notified in the Companies
(Accounting Standards) Rules 2006, (as amended) issued by the Central
Government, in consultation with National Advisory Committee on
Accounting Standards (''NACAS'') and relevant provisions of Companies
Act, 1956 (''the Act''), to the extent applicable.
1.2 Use of estimates
The preparation of financial statements in conformity with generally
accepted accounting principles (''GAAP'') requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and the disclosure of contingent liabilities on the
date of the financial statements. Actual results could differ from
those estimates. Any revision to accounting estimates is recognised
prospectively in current and future periods.
1.3 Fixed assets and depreciation
Fixed assets are stated at cost of acquisition or revalued amounts less
accumulated depreciation. The cost of fixed assets includes taxes,
duties, freight and other incidental expenses related to the
acquisition and installation of the respective assets.
Depreciation is provided on the straight-line method (''SLM''). The
depreciation rates prescribed in Schedule XIV to the Act are considered
as the minimum rates. If the management''s estimate of the useful life
of a fixed asset at the time of acquisition of the asset or of the
remaining useful life on a subsequent review is shorter than that
envisaged in the aforesaid Schedule, depreciation is provided at a
higher rate based on the management''s estimate of useful life /
remaining life.
Diagnostics equipments are being treated as raw traded items of
inventory when they are received. However, if these instruments are
issued from inventory to customers under placement agreement, these are
treated as capital asset in the period of such issues and are stated at
cost.
The key fixed asset blocks and related annual depreciation rates, which
in management''s opinion reflect the estimated useful economic lives of
the fixed assets, are:
Where depreciable assets are revalued, depreciation is provided on the
revalued amount and the additional depreciation on accretion to assets
on revaluation is transferred from revaluation reserve to the profit
and loss account.
Assets costing less than Rs 5,000 are fully charged to the profit and
loss account in the year of acquisition.
Items of fixed assets that have been retired from active use and are
held for disposal are stated at the lower of their net book value and
estimated net realizable value and are disclosed separately in the
financial statements. Any expected loss is recognised in the profit and
loss account through an accelerated depreciation charge.
Capital work-in-progress includes the cost of fixed assets that are not
ready to use at the balance sheet date and advances paid to acquire
capital assets before the balance sheet date.
1.4 Intangible assets
Intangible assets comprise goodwill and technical know-how. These
intangible assets are amortised on straight-line basis based on the
following useful lives, which in management''s estimate represents the
period during which economic benefits will be derived from their use:
1.5 Impairment of assets
The Company assesses at each balance sheet date whether there is any
indication that an asset or a group of assets (cash generating unit)
may be impaired. If any such indication exists, the Company estimates
the recoverable amount of the asset or cash generating unit. The
recoverable amount is the greater of the asset''s net selling price and
value in use. In assessing value in use, the estimated future cash
flows are discounted to the present value at the weighted average cost
of capital. If such recoverable amount of the asset or the recoverable
amount of the cash-generating unit to which the asset belongs is less
than its carrying amount, the carrying amount is reduced to its
recoverable amount. The reduction is treated as an impairment loss and
is recognized in the profit and loss account. If at the balance sheet
date there is an indication that a previously assessed impairment loss
no longer exists, the recoverable amount is reassessed and the asset is
reflected at the recoverable amount subject to a maximum of depreciable
historical cost, had no impairment been recognised.
1.6 Investments
Investments that are readily realizable and intended to be held but not
more than a year are classified as current investments. All other
investments are classified as long-term investments.
Long-term investments are carried at cost. Provision for diminution is
made to recognize a decline, other than temporary in value of long-term
investments and is determined separately for each individual
investment. Current investments are carried at lower of cost and fair
value, computed separately in respect of each category of investment.
1.7 Revenue recognition
Revenue from sale of products is recognised on transfer of all
significant risk and rewards of ownership of the products on to the
customers, which is generally on dispatch of goods. Sales are stated
exclusive of sales tax and net of trade and quantity discount.
Revenue from services is recognised as per the terms of the contract
with the customer using the proportionate completion method.
Income from fixed price construction contracts is recognised by
reference to the estimated overall profitability of the contract under
the percentage of completion method. Percentage of completion is
determined as a proportion of the costs incurred upto the reporting
date to the total estimated contract costs. Contract revenue earned in
excess of billing has been reflected as Project Excess Cost under
Other current assets and Billing in excess of contract revenue has
been reflected under Current Liabilities in the balance sheet.
Provision for expected loss is recognized immediately when it is
probable that the total estimated contract costs will exceed total
contract revenue.
Commission income is recognised when proof of shipment is received from
the supplier.
Dividend income is recognised when the right to receive the dividend is
established.
Interest income is recognised on the time proportion basis.
Export incentives receivable are accrued for when the right to receive
the credit is established and there is no significant uncertainty
regarding the ultimate collection of export proceeds.
1.8 Inventories
Inventories comprise all costs of purchase, conversion and other costs
incurred in bringing the inventories to their present location and
condition.
Raw materials are valued at the lower of cost and net realisable value.
Cost is determined on the basis of the weighted average method.
Work-in-progress and finished goods are valued at the lower of cost and
net realisable value. Excise duty is included in the value of finished
goods inventory. Cost is determined on a weighted average basis.
Custom duty on goods where title has passed to the Company is included
in the value of inventory.
1.8 Inventories (Continued)
The net realisable value of work-in-progress is determined with
reference to the estimated selling price less estimated cost of
completion and estimated costs necessary to make the sale of related
finished goods. Raw materials held for the production of finished goods
are not written down below cost except in case where material prices
have declined and it is estimated that the cost of the finished product
will exceed its net realisable value.
1.9 Other current assets
Project Excess Cost represents revenue recognised on the contract using
percentage of completion method reduced by progressive billing.
1.10 Leases
Where the Company is the lessee:
Leases where the lessor effectively retains substantially all the risk
and benefits of ownership of the leased items are classified as
operating leases. Lease payments under an operating lease, are
recognised as an expense in the statement of profit and loss on a
straight line basis over the lease term.
Where the Company is the lessor:
Assets subject to operating leases are included in fixed assets. Lease
income is recognised in the Profit and Loss Account on a straight-line
basis over the lease term. Costs, including depreciation are recognised
as an expense in the Profit and Loss Account. Initial direct costs such
as legal costs, brokerage costs, etc. are recognised immediately in the
Profit and Loss Account.
1.11 Employee benefits
(a) Short term employee benefits
All employee benefits payable wholly within twelve months of rendering
the service are classified as short-term employee benefits. Benefits
such as salaries, wages and short term compensated absences, etc. and
the expected cost of ex-gratia is recognised in the period in which the
employee renders the related service
(b) Post-employment benefits
(i) Defined Contribution Plans: The Company''s approved superannuation
scheme and employee state insurance scheme are defined contribution
plans. The Company''s contribution paid / payable under the schemes is
recognised as expense in the profit and loss account during the period
in which the employee renders the related service.
(ii) Defined Benefit Plans and other Long Term Benefits: The Company''s
provident fund, gratuity, pension and medical benefit schemes are
defined benefit plans. Leave encashment, silver jubilee and star awards
are other long term benefits. The present value of the obligation under
such defined benefit plans and other long term benefits are determined
based on actuarial valuation using the Projected Unit Credit Method,
which recognises each period of service as giving rise to additional
unit of employee benefit entitlement and measures each unit separately
to build up the final obligation.
Actuarial gains and losses are recognised immediately in the Profit and
loss account.
1.12 Foreign currency transactions
The Company is exposed to currency fluctuations on foreign currency
transactions. Transactions denominated in foreign currency are recorded
at the exchange rate prevailing on the date of transactions.
Exchange differences arising on foreign exchange transactions settled
during the year are recognized in the profit and loss account of the
year.
Translation
Monetary assets and liabilities in foreign currency, which are
outstanding as at the year-end, are translated at the year-end at the
closing exchange rate and the resultant exchange differences are
recognized in the profit and loss account. Non monetary items are
stated in the balance sheet using the exchange rate at the date of the
transaction.
Derivative instruments
The Company''s exposure to foreign currency fluctuations relates to
foreign currency assets, liabilities and forecasted cash flows. The
Company limits the effects of foreign exchange rate fluctuations by
following established risk management policies including the use of
derivatives. The Company enters into forward exchange contracts, where
the counterparty is a bank.
As per Accounting Standard (''AS'') 11 - ''The Effects of Changes in
Foreign Exchange Rates'', the premium or the discount on forward
exchange contracts not relating to firm commitments or highly probable
forecast transactions and not intended for trading or speculation
purpose is amortized as expense or income over the life of the
contract. All other derivatives,
1.13 Foreign currency transactions (Continued)
which are not covered by AS 11, are measured using the mark-to-market
principle with the resulting gains / losses thereon being recorded in
the profit and loss account.
Hedge Accounting
The Company uses foreign currency forward contracts to hedge its risks
associated with foreign currency fluctuations relating to highly
probable forecast transactions. With effect from 1 October 2010, the
Company designates some of the new forward contracts in a cash flow
hedging relationship by applying the hedge accounting principles.
These forward contracts are stated at fair value at each reporting
date. Changes in the fair value of these forward contracts that are
designated and effective as hedges of future cash flows are recognised
directly in Cash Flow Hedge Reserve under Reserves and Surplus, net of
applicable deferred income taxes and the ineffective portion is
recognised immediately in the profit and loss account.
Amounts accumulated in Cash Flow Hedge Reserve are reclassified to
profit and loss in the same periods during which the forecasted
transaction affects profit and loss.
Hedge accounting is discontinued when the hedging instrument expires or
is sold, terminated, or exercised, or no longer qualifies for hedge
accounting. For forecasted transactions, any cumulative gain or loss on
the hedging instrument recognised in Hedging Reserve Account is
retained there until the forecasted transaction occurs.
If the forecasted transaction is no longer expected to occur, the net
cumulative gain or loss recognised in Cash Flow Hedge Reserve is
immediately transferred to the profit and loss account for the period.
1.14 Taxation
Income-tax expense comprises current tax (i.e. amount of tax for the
year determined in accordance with the income-tax law), deferred tax
charge or credit (reflecting the tax effect of timing differences
between accounting income and taxable income for the year) computed in
accordance with the relevant provisions of the Income Tax Act, 1961.
The deferred tax charge or credit and the corresponding deferred tax
liabilities or assets are recognised using the tax rates that have been
enacted or substantively enacted by the balance sheet date. Deferred
tax assets are recognised only to the extent there is reasonable
certainty that the asset can be realised in future; however, where
there is unabsorbed depreciation or carried forward loss under taxation
laws, all deferred tax assets are recognised only if there is a virtual
certainty supported by convincing evidence of realisation of the
assets. Deferred tax assets are reviewed as at each balance sheet date
and written down or written-up to reflect the amount that is reasonable
/ virtually certain (as the case may be) to be realised.
1.15 Earnings per share
Basic and diluted earnings per share is computed by dividing the net
profit attributable to equity shareholders for the year, by the
weighted average number of equity shares outstanding during the year.
1.16 Provision
Provisions are recognized when the Company recognizes it has a present
obligation as a result of past events, it is probable that an outflow
of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the
obligation. Provisions are not discounted to its present value and are
determined based on best estimate required to settle the obligation at
the balance sheet date. These are reviewed at each balance sheet date
and adjusted to reflect current best estimates.
Disclosures for contingent liability are made when there is a possible
or present obligation for which it is not probable that there will be
an outflow of resources. When there is a possible obligation or a
present obligation in respect of which the likelihood of outflow of
resources is remote, no disclosure is made.
Loss contingencies arising from claims, litigation, assessment, fines,
penalties, etc. are recorded when it is probable that a liability has
been incurred and the amount can be reasonably estimated.
Contingent assets are neither recognized nor disclosed in the financial
statements.
1.17 Cash and Cash equivalents
Cash and cash equivalents include cash, cheques in hand, cash at bank
and short term deposits with banks having maturity of three months or
less.
1.18 Insurance claims
Amounts byway of insurance claims are recognised as assets when it is
reasonably certain that the claim is receivable and is recorded as a
reduction in the expense where the corresponding loss has been debited.
2. Amalgamation
2.1 Amalgamation of Siemens Building Technologies Private Ltd. (SBTPL)
and Vista Security Technique Private Ltd. (Vista)
Pursuant to the scheme of amalgamation (''the scheme'') of the erstwhile
SBTPL and Vista with the Company under sections 391 to 394 of The
Companies Act sanctioned by the Honorable High Court of Madras on 3
September 2010, the assets and liabilities of the erstwhile SBTPL and
Vista were transferred to and vested in the Company with effect from
October 2010. Accordingly, the scheme has been given effect to in these
accounts.
The operations of SBTPL include manufacturing, supply, installation,
testing and commissioning of security system. Vista is engaged in the
business of trading in electronic goods.
The amalgamation has been accounted for under the pooling of
interests method as prescribed by AS-14 Accounting for Amalgamations''.
Accordingly, the accounting treatment has been given as under-
i. The assets, liabilities, reserves and credit balance in the profit
and loss account of SBTPL and Vista as at October 2010 have been
incorporated at their book values in the financial statements of the
Company.
ii. 3,734,079 equity shares of Rs 10 each fully paid up of SBTPL and
investments in such equity shares held by the Company stands cancelled.
Further 6,694 equity shares ofRs 100 each fully paid up of Vista and
investment in such equity shares held by SBTPL also stands cancelled.
iii. The excess amount of Rs 3,638,092 of the book value of the
investment in the equity share capital of SBTPL and Vista over the face
value of the cancelled share as referred to in note (ii) above has been
debited to the General Reserves of the Company. Consequently, the
financial statements for the year ended 30 September 2011 include the
operations of SBTPL and Vista with effect from 1 October 2010.
2.2 Amalgamation of Siemens Healthcare Diagnostics Ltd. (SHDL)
Pursuant to the scheme of amalgamation (''the scheme'') of the erstwhile
SHDL with the Company under sections 391 to 394 of The Companies Act sanctioned by the Honorable High Courts
of Bombay and Gujarat on 28
January 2011 and March 2011 respectively, the assets and liabilities
of the erstwhile SHDL were transferred to and vested in the Company with
effect from 1 October 2009. Accordingly, the scheme has been given effect
to in these accounts.
The operations of SHDL include manufacturing, trading and dealing in
various healthcare diagnostic products.
The amalgamation has been accounted for under the pooling of
interests method as prescribed by AS - 14 Accounting for
Amalgamations''. Accordingly, the accounting treatment has been given as
under-
i. The assets, liabilities, reserves and credit balance in the profit
and loss account of SHDL as at 1 October 2009 have
been incorporated at their book values in the financial statements of
the Company.
ii. Consequent to this amalgamation, 3,134,700 additional shares have
been issued to the shareholders of SHDL and the paid up share capital
of the Company has increased to Rs 680,590 effective 24 March 2011. The
excess amount of Rs 9,404 of the share capital of SHDL over the face
value of share capital issued has been credited to the Capital Reserve
of the Company.
iii. The accounts of SHDL for the year ended 30 September 2010 were
finalized as a separate entity. The net profit after tax amounting to Rs
55,137 of SHDL for the year ended 30 September 2010 has been adjusted
in the Profit and Loss account of the Company. Consequently, the
financial statements for the year ended 30 September 2011 include the
operations of SHDL.
2.3 Amalgamation of Siemens Rolling Stock Private Ltd. (SRSPL)
Pursuant to the scheme of amalgamation (''the scheme'') of the erstwhile
Siemens Rolling Stock Private Ltd. with the Company under sections 391
to 394 of The Companies Act sanctioned by the Honorable High Court of
Bombay on 27 April 2011, the assets and liabilities of the erstwhile
SRSPL were transferred to and vested in the Company with effect from 1
October 2009. Accordingly, the scheme has been given effect to in these
accounts.
The operations of SRSPL include manufacturing of railway bogies and
parts thereof.
The amalgamation has been accounted for under the pooling of
interests method as prescribed by AS - 14 Accounting for
Amalgamations''. Accordingly, the accounting treatment has been given as
under-
i. The assets, liabilities, reserves and debit balance in the profit
and loss account of SRSPL as at 1 October 2009 have been incorporated
at their book values in the financial statements of the Company.
ii. 25,000,000 equity shares of Rs 10 each fully paid up of SRSPL and
investments in such equity shares held by the Company stands cancelled.
iii. The accounts of SRSPL for the year ended 30 September 2010 were
finalized as a separate entity. The net loss amounting to Rs 141,236 of
SRSPL for the year ended 30 September 2010 has been adjusted in the
Profit and Loss account of the Company.
Consequently, the financial statements for the year ended 30 September
2011 include the operations of SRSPL.
Notes:-
Included in the gross block of land at 30 September 2011 is freehold
land of Rs 474,446 (2010: Rs 471,814) and buildings includes 172,750
(2010: Rs 172,750) representing 525 shares of Rs 50 each and 10 shares of
Rs 100 each (2010: 520 shares of Rs 50 each and 10 shares of Rs 100 each)
in various co-operative housing societies.
Plant and machinery includes Gross block of Rs 24,962 (2010: Rs 24,962)
and Net block of Rs 17,372 (2010: Rs 20,092) cost incurred by the company
on certain assets ownership of which vests with the West Bengal State
Electricity Board.
vi Diagnostics equipments are given on Lease. Future minimum lease
payments are Nil (2010: Nil) as the Company has never enforced the
minimum purchase commitment. |