1.Foreign Currency Convertible Bonds (FCCB):
a) The Company has issued 200 Zero Percent Unsecured Foreign Currency
Convertible Bonds (FCCB) of USD 1,00,000 each aggregating to USD 20
million in the previous year 2007-08. The bonds are redeemable on 23rd
January 2013 at 136.86% of their principal amount. The bond holders
have an option to convert these bonds into equity shares at the reset
price of Rs.17.01 per share as against initial conversion price of
Rs.22.50 per share, with a fixed rate of exchange on conversion of
Rs.39.32 (USD 1), subject to certain adjustments. The Bonds may also be
redeemed, in whole but not in part, at the option of the Company at any
time, subject to certain conditions. Also the Company has an option
requiring mandatory conversion of all the outstanding bonds on or after
16th January 2011 and up to 14th January 2.013.
The Company is of the view that the subject bonds may not ultimately be
redeemed as the same may be convertible into equity shares within the
assigned date and hence has not considered the effect of realignment of
the bond value and also not provided for premium on redemption of the
said bonds. However, the Company is contingently liable for the same.
The future cash flows if any cannot be determined at this stage.
b) The net proceeds of Rs.7,864.00 lacs from the issue of the FCCB,
pending utilisation has been included in Cash an i Bank Balances,
2.a)Contingent liability in respect of show cause notices received from
the Customs and Service Tax Department amounts to Rs.6,875.78 lacs
(previous year Nil) which is being contested by the Company. A part of
the demand pertaining to interest and penalty is not quantifiable. The
future cash flows if any cannot be determined at this stage.
b) Estimated amount of contracts remaining to be executed on capital
account Rs.2,845.99 lacs, (previous year Rs.5.18 lacs).
3.Change in Accounting Policy:
In order to give a more appropriate presentation of the financial
statements, method of applying weighted average cost w.r.t. raw
material component of finished goods and W.I.P., has been changed with
effect from 31 st December 2008. Weighted average cost of raw material
for the month has been applied instead of weighted average cost for the
year used earlier. Due to the change in accounting policy for valuation
of finished goods and W.I.P., profit before tax for the current period
2008-09 is lower by Rs.529.86 lacs.
Defined Contribution Plan
Contribution to Defined Contribution Plan namely Provident Fund is made
by both employer and employees. The total Employer Contribution
recognised as expense for the year amounts to Rs.48.77 lacs.
Defined Benefit Plan
Reconciliation of opening and closing balances of Defined Benefit
The present value of obligation for gratuity and leave encashment is
determined based on actuarial valuation using the Projected Unit Credit
The estimates of rate of escalation in salary considered in actuarial
valuation, takes into account inflation, seniority, promotion and other
relevant factors including supply and demand in the employment market.
The above information is certified by the actuary.
Since the Company has adopted Accounting Standard 15 (Revised 2005) on
Employee Benefits during the previous year 2007-08 only figures for two
financial years is available and disclosed.
The Company has one business segment, i.e. manufacture of Pet Resins.
Geographical segments being primary segments are organised as Domestic
and Exports, based on location of customers. (Rupees in Lacs)
6. Disclosure of related parties and related party transactions: Names
of related parties and description of relationship:
A. Subsidiary Company.
1. Egyptian Indian Polyester Company S.A.E.
2. Dhunseri Polycarbonate Ltd.
3. South Asian Petrochem USA, LLC
B. Group Companies
4. Dhunseri Tea & Industries Ltd. (Holding Company)
5. Naga Dhunseri Group Ltd.
6. Mint Investments Ltd.
7. Mayfair India Ltd.
8. Plenty Valley Intra Ltd.
9. Trimplex Investments Pvt. Ltd.
10. Madhuting Tea Company Ltd.
C. Key Management Personnel:
11. Mr. M. Dhanuka (Executive Director)
12. Mr. B. Chattopadhyay (Executive Director and Chief Executive
13. Mr. B. K. Biyani (Executive Director, Corporate)
D. Relative of Key Managerial Personnel:
14. Mr. C. K. Dhanuka (Vice Chairman)
11. Lease Obligation Operating Lease
The Company has taken various office premises under operating lease
having tenures of 11 months / 5 years. There is no specific obligation
for renewal of these agreements. Lease rent for the year amounts to
Rs.59.37 lacs (previous year Rs.89.31 lacs).
Apart from above the Company has taken a motor vehicle on
non-cancellable operating lease and lease rent amounting to Rs.6.92
lacs (previous year Rs.6.92 lacs) has been charged to Profit and Loss
Account. The future minimum lease payments as on 31 st March 2009 are
as under: (Rupees in Lacs)
Licensed Capacity is not applicable. Installed Capacity is as certified
by the Executive Director and CEO, being a technical matter.
Production Includes 1,151.57 MT (previous year 1,039.53 MT) of Lumps
generated in the process of manufacturing.
20. a) Foreign Currency Exposures that are not hedged by a derivative
instrument or otherwise is Rs.42,961.00 Lacs (previousyear Rs.33,120.38
b) Outstanding Forward Contracts as on 31st March 2009 taken to hedge
various foreign currency Receivables is Rs.8,054.01 Lacs (previous year
7. Duty Drawback shown as deduction from power and fuel is Rs.40.04
Lacs, (previous year Rs.230.42 Lacs).
8. During the year the Company has wound up South Asian Petrochem USA,
LLC its 100% subsidiary in United States and The Georgia Secretary of
State has completed the termination effective from 9th April 2008.
9. Based on intimation from vendors regarding their status under the
Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act)
disclosures as required under section 22 of the said Act are as
i) The principal amount and the interest due thereon remaining unpaid
to any supplier as at 31st March 2009 is Rs. Nil (previous year Rs.0.45
ii) No interests were paid by the Company in terms of section 16 of
MSMED Act during the year.
iii) There was no interest for delay in making payment beyond the
iv) There is no interest accrued and remaining unpaid as on 31st March
v) No interest is remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually
paid to the micro, small and medium enterprise, for the purpose of
disallowance as a deductible expenditure under section 23 of the
This information has been determined to the extent such parties have
been identified on the basis of information available with the Company.
10. Previous years figures have been rearranged / regrouped wherever