a) Terms / rights attached to equity shares
Each holder of equity share is entitled to one vote per share with a
right to receive per share dividend by the Company, when declared. In
the event of liquidation, the equity shareholders will be entitled to
receive remaining assets of the Company after distribution of all
preferential amounts in the proportion to the number of equity shares
held by them.
(a) The term loans are secured against first charge on the land,
building, plant & machinery of the Company situated at Shrirampur, Dist
Ahmednagar and second charge on stock and debtors.
(b) Term loans from banks carry interest @ 14.25% to 15.50%. The loans
are repayable in monthly / quarterly installments each along with
interest from the date of the loan.
(c) The amounts of secured loans from banks outstanding at the end of
the financial year have been guaranteed by the personal guarantee of
Chairman & Managing Director of the Company.
(Against hypothecation of stock of raw materials, work-in-progress,
finished goods, stores, chemicals & book debts and second charge on the
fixed assets of the Company situated at Shrirampur, Dist. Ahmednagar)
The amounts of secured loans from banks outstanding at the end of the
financial year have been guaranteed by the personal guarantee of
Chairman & Managing Director of the Company.
The Company has entered into arrangements with certain distilleries and
bottling units in other states for manufacturing and marketing of its
own brands. The manufacture under the said arrangement, wherein each
party''s obligations are stipulated, is carried out under Company''s
close supervision. The marketing is entirely the responsibility of the
Company. The Company is also required to ensure adequate finance to the
distilleries, where required. Accordingly, it is considered appropriate
to disclose the following quantitative and value information for the
year, as applicable to such activities.
i) Contingent Liability not provided for (Rs. in million)
Particulars As at As at
March 31,2012 March 31,2011
(a) Corporate guarantees issued to
banks on behalf of Subsidiary
Company 562.72 200.00
(b) Bank guarantees issued on
behalf of the Company 135.58 43.92
(c) In respect of disputed Income
tax matters, pending before the
appropriate Income tax
authorities, contested by the
For A.Y 2009-10 6.13 6.13
For A.Y. 2007-08 86.07 86.07
For A.Y. 2004-05 22.27 22.27
(d) In respect of disputed Sales tax
matters, pending before the
appropriate tax authorities,
contested by the Company
For F.Y. 2003-04 (Bombay Sales Tax) 6.28 6.28
For F.Y. 2003-04 (Central Sales Tax) 4.83 4.83
For F.Y. 2004-05 (Bombay Sales Tax) 4.67 4.67
For F.Y. 2004-05 (Central Sales Tax) 2.03 2.03
(e) In respect of disputed service tax
matter, pending before the appropriate Nil 2.02
Central Excise authorities, contested
by the Company
ii) Estimated amount of contracts remaining to be executed on capital
accounts and not provided for is approx Rs. 40 million (net of advances)
(P.Y. Rs.55 million).
iii) Operating Lease:
The Company has taken Bottling units on operating lease at various
locations and during the financial year Rs. 22.50 million (P.Y. Rs. 3.61
million) paid towards lease rentals has been charged to Statement of
Profit and Loss.
Except for escalation clauses contained in certain lease arrangements
providing for increase in the lease payment by a specified percentage /
amounts after completion of specified period, the lease terms do not
contain any exceptional / restrictive covenants other than the prior
approval of the lessee before the renewal of lease.
There are no restrictions such as those concerning dividend and
additional debt other than in some cases where prior approval of lessor
is required for further leasing. There is no contingent rent payment.
iv) The disclosure of Accounting Standard 15 Employee Benefits is as
Defined Contribution Plan
The Company has charged in the Statement of Profit and Loss during the
financial year an amount of Rs. 19.14 million (P.Y. Rs. 11.99 million)
under defined contribution plan as employer''s contribution to Provident
Defined Benefit Plan
The Employees'' gratuity fund scheme managed by LIC is a defined benefit
plan. The present value of obligation is determined based on actuarial
valuation using the Projected Unit Credit Method, which recognizes 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. The obligation for leave encashment is recognized in the
manner as gratuity.
v) Employee Stock Option Scheme
(a) The Shareholders of the Company at the Annual General Meetings held
on August 06, 2008 and September 20, 2010 had approved the Employee
Stock Option Scheme (ESOP) 2008 and Employee Stock Option Scheme (ESOP)
(b) During the financial year ended March 31, 2012, the following
schemes were in operation.
(d) The weighted average fair value of stock options granted during the
financial year was Rs. 58.70 million (P.Y. Rs. 33.70 million). The Black
Scholes valuation model has been used for computing the weighted
average fair value considering the following inputs:
vi) Segment Reporting:
The Company is predominantly engaged in the business of manufacture and
sale of Indian Made Foreign Liquor and its related products which
constitute a single business segment.
vii) Provision of excise duty on finished goods manufactured but yet to
be cleared from the factory as at March 31, 2012 estimated at Rs. 92.05
million (P.Y. Rs. 0.53 million) has been provided in the books and also
been considered in valuation of closing stock of finished goods.
Provision for excise duty on finished goods charged in the Statement of
Profit and Loss for the financial year is as follows :
viii) There are no amounts outstanding in respect of unpaid dividend /
fixed deposits for more than seven years to be transferred to Investor
Education & Protection Fund.
ix) The Company has not received the required information from
suppliers regarding their status under the Micro, Small and Medium
Enterprises Development Act, 2006 and hence disclosures relating to
Micro, Small and Medium Enterprises have not been made.
x) Other Significant notes
(a) The Company''s glass manufacturing unit was given to Ramnath Glass
Containers Pvt. Ltd (RGCPL) managed by Mehta Brothers on lease for
carrying out their business, which had discontinued the operations in
the year 2003 and handed over the unit back to the Company in totally
unworkable conditions without fulfilling their legal obligations under
the agreement. Due to this the Company had to pay the statutory
liabilities and settle the dues of the workmen on behalf of RGCPL /
Mehta Brothers. The Company has initiated the legal action against the
RGCPL / Mehta Brothers for recovery of amount paid together with
interest and damages amounting to Rs.76.20 million.
(b) The Company''s distributor Ding Dong Liquors has filed a winding up
petition on the Company in the High Court of Judicature of Bombay for
recovery of Security Deposit of Rs.25 million. The Company withheld the
Security Deposit on the grounds that Ding Dong Liquors had failed to
deliver the ''C'' Forms and other amounts due to the Company. The
Hon''ble High Court vide its Order directed the Company to deposit a sum
of Rs.12.70 million out of the total amount claimed by Ding Dong Liquors.
The Company has deposited the above sum with the Court and filed an
appeal against the said Order.
Further, the Company has filed a separate suit for recovery of dues of
Rs.39.00 million and C-forms against Ding Dong Liquors which has been
upheld by the Bombay High court by dismissing the winding up petition
and directed Ding Dong Liquors to avail remedy from the Hon''ble Court
for recovery of the amount failing which the Company will be entitled
to an amount of Rs. 12.70 million deposited with the Court.
(c) Anupama Wine Distributors has filed a suit before the City Civil
Court, Bangalore claiming Rs.73.11 million towards refund of security
deposit and other dues. The Hon''ble Court vide its Order dated December
22, 2007 dismissed their application for attachment of property for
recovery of the above dues. The Company has filed a counter claim for
Rs.119.30 million against Anupama Wine Distributors and the matter is
pending before City Civil Court, Bangalore.
(d) Anupama Wine Distributors has filed a Company petition against the
Company before Bombay High Court and against that the Hon''ble Bombay
High Court has vide order dated March 16, 2009 directed to the Company
to Deposit a security worth Rs.42.10 million. The Company deposited a
Bank Guarantee worth the said amount with the High Court, Mumbai and
filed an appeal against the said Order which has been upheld the
Hon''ble Bombay High Court by dismissing the winding up petition and
allowed the Company to discharge the bank guarantee. The said order of
Bombay High Court was challenged by Anupama Wine Distributors by filing
a Special Leave Application at Hon''ble Supreme Court. The Hon''ble
Supreme Court has rejected their Special Leave Application.
Accordingly, Company has discharged the said bank guarantee.
xi) During the year, the Company has allotted 4,284,236 equity shares
to Promoters of the Company against conversion of warrants at a price
of Rs. 73/- per equity share.
xii) During the year, the Company has acquired 100% stake in Mykingdom
Ventures Pvt. Ltd., P. P. Caps Private Limited, Studd Projects P. Ltd.,
Srirampur Grains Private Limited and 90% stake in Shivprabha Sugars
Ltd. on March 19, 2012 and these companies have become subsidiaries of
the Company w.e.f March 19, 2012.
xiii) The Company has been granted Mega Project status for its new
facilities at Shrirampur Factory under Package Scheme of Incentives
(PSI) 2007 by the Government of Maharashtra. With its mega project
status, the Company is entitled to monetary benefits which includes
Industrial Promotional Subsidy in the form of refunds equivalent to
100% of eligible investment of Rs. 2,546.21 million or to the extent of
taxes payable under Maharashtra Value Added Tax Act, 2002 and Central
Sales Tax Act, 1956 in respect of sale of finished goods eligible for
incentives after adjustment of set off or other credit available within
a period of seven years whichever is lower.
xiv) The Ministry of Corporate affairs, Government of India, vide
General Circular No 2 and 3 dated February 8, 2011 and February 21,
2011 respectively has granted a general exemption from compliance with
section 212 of the Companies Act, 1956, subject to fulfillment of
conditions stipulated in the circular. The Company has satisfied the
conditions stipulated in the circular and is entitled to the exemption.
Necessary information relating to the subsidiaries has been included in
the Consolidated Financial Statements.
xv) During the year ended March 31, 2012, the revised Schedule VI
notified under the Companies Act, 1956 has become applicable to the
Company for preparation and presentation of its financial statements.
The adoption of revised Schedule VI does not impact recognition and
measurement principles followed for the preparation of financial
statements. The Company has also reclassified the previous year figures
in accordance with the requirements applicable in the current year.
xvi) Figures of previous year have been regrouped, reclassified and
recast, wherever considered necessary.