NATURE OF OPERATIONS
United Phosphorus Limited is engaged in the business of agrochemicals,
industrial chemicals, chemical intermediates and specialty chemicals.
As at 31st As at 31st
March, 2011 March, 2010
Rs. in lacs Rs. in lacs
1. CONTINGENT LIABILITIES NOT PROVIDED FOR:
(a) Disputed Income-tax Liability (excluding
interest) 69 90
(b) Disputed Excise Duty / Service Tax
Liability (excluding interest) 7,123 5,470
(c) Disputed Sales-tax Liability 1,157 1,052
(d) Disputed Custom Duty Liability 2,331 2,331
(e) Disputed Fiscal Penalty for cancellation
of licences 3,348 3,348
(f) Disputed Penalty on water tax 161 161
(g) Bills discounted under Letter of Credit
and remaining unpaid at the date of the
Balance Sheet 361 858
(h) Guarantees given by Companys Bankers on
behalf of the Company to third parties 11,253 1,736
(i) Corporate guarantees given on behalf of
subsidiary companies:
(i) United Phosphorus Limited, U.K. 15,760 15,091
(ii) United Phosphorus Limited, Hong Kong 3,791 3,816
(iii) United Phosphorus Inc. USA 5,452 5,488
(iv) United Phosphorus Inc. USA/Cerexagri Inc (PA) 1,115 1,122
(v) Evofarms SA - Columbia 1,115 1,122
(vi) United Phosphorus Limited, Columbia 669 673
(vii) United Phosphorus Limited, Australia 1,561 1,571
(viii) Bio-Win Corporation Limited, Mauritius 7,581 12,122
(ix) Cerexagri Italia, SRL, Italy 7,605 7,283
(x) Ceraxagri SAS., France 12,676 12,138
(xi) Ceraxagri B.V., Netherlands 13,309 12,745
(xii) Icona S.A. Argentina 4,460 -
(xiii) Uniphos Columbia Plant Limited, Columbia 6,689 -
(j) Claims against the Company not acknowledged
as debts 424 428
14. A Scheme of Arrangement between the Company and SWAL Corporation
Ltd. and their respective Shareholders under Sections 391 to 394 read
with Section 78 and Sections 100 to 103 of the Companies Act, 1956 with
the Appointed Date of 1st April 2007, was sanctioned by the Honble
Bombay High Court on 29th February 2008 and High Court of Judicature at
Gujarat on 16th April 2008 and became effective from 30th April 2008.
As per the said scheme, reduction of Capital under Sections 100 to 103
of the Companies Act, 1956 was sanctioned and accordingly the debit
balance aggregating to Rs. 56,212 lacs in respect of Product
Registrations and Product Acquisitions appearing as on 31st March 2007,
has been debited to the Securities Premium Account and the General
Reserve after adjusting for Deferred Tax arising on account of these
assets amounting to Rs. 2,525 lacs on that date.
As per the ICAI announcement, expense adjusted directly to reserve is
net of its tax effect. As per the Court order and legal advice
obtained, the Company has taken a consistent view that the tax benefit
available is not to be adjusted in respect of amortization of the
product registrations and product acquisitions adjusted to the
Reserves. The difference in provision for taxation for the year due to
this is Rs. 1,709 lacs (Previous Year: Rs 2,332 lacs) though overall,
there is no impact on the aggregate of Reserves and Surplus of the
Company.
Notes:
1. Licensed and Installed Capacities are as certified by a Director on
which the Auditors have relied, being a technical matter.
2. Licensed capacity represents registered capacity with Directorate
General of Technical Development (D.G.T.D.), capacity intimated to
D.G.T.D. under Industrial Licensing Policy and/or capacity intimated to
Secretary for Industrial Approvals.
3. Production includes quantities produced for captive consumption.
4. During the year, the Company has produced 1,96,85,239 Litres
(Previous Year: 1,31,18,838 Litres), 3,25,15,560 Kilograms (Previous
Year: 2,52,88,625 Kilograms) and 37,15,270 numbers (Previous Year:
27,68,165 numbers) of formulations out of Technical Grade Products
manufactured/purchased by the Company
5. Production includes 3,091 Tonnes (Previous Year: 3,302 Tonnes)
produced on Job-Work basis for outside parties.
(B) The Company has availed the exemption as per the notification dated
February 8, 2011 issued by Ministry of Corporate Affairs and
accordingly, the additional information pursuant to the provisions of
paragraphs 3(i)(a), 3(ii)(a), 3(ii)(b), 3(ii)(d) of Part II of Schedule
VI to the Companies Act, 1956 has not been disclosed in the financial
statements.
* In giving the above information, the Company has taken the view that
Components and Spare Parts as referred to in Clause 4(c) of Part II of
Schedule VI cover only such items as go directly into production and
not those used as spares for repairs and maintenance of Plant and
Machinery.
3. Notes
(1) The Company is organised into three main business segments namely :
a) Agro Chemicals - comprising of Agrochemicals Technicals and
Formulations.
b) Industrial Chemicals - comprising of Industrial Chemicals and
Speciality Chemicals.
c) Others - primarily comprising of Traded Products.
(2) Segment Revenue in the above segments includes sales, processing
charges, rental income and export incentives.
(3) Inter Segment Revenue is taken as comparable third party average
selling price for the year.
(4) Segment Revenue in the geographical segments considered for
disclosure are as follows:
a) Revenue within India includes sales to customers located within
India.
b) Revenue outside India includes sales to customers located outside
india
(5) Segment Revenue, Results, Assets and Liabilities include the
respective amounts identifiable to each of the segments and amounts
allocated on an appropriate basis.
23. Related party disclosure as required by Accounting Standard (AS) -
18 Related Party Disclosures notified by the Companies (Accounting
Standards) Rules, 2006 are given below:
(a) Relationship:
(i) Name of the Subsidiary Companies:
Uniphos Limited, Mauritius
United Phosphorus (Korea) Limited
United Phosphorus (Shanghai) Company Limited
United Phosphorus (Taiwan) Limited
United Phosphorus Cayman Limited
United Phosphorus de Mexico, S.A. de C.V.
United Phosphorus do Brasil Ltda
United Phosphorus GMBH - Germany
United Phosphorus Holdings B.V., Netherlands
United Phosphorus Holdings Cooperatief U.A.
United Phosphorus Inc., U.S.A.
United Phosphorus Italy S.R.L.
United Phosphorus Limited Mauritius.
United Phosphorus Limited, Australia
United Phosphorus Limited, Belgium S P R L
United Phosphorus Limited, Colombia
United Phosphorus Limited, Gibraltar
United Phosphorus Limited, Hongkong
United Phosphorus Limited, Japan
United Phosphorus Limited, New Zealand
United Phosphorus Limited, U.K.
United Phosphorus Limited, Zambia
United Phosphorus Polska Sp.z o.o - Poland
United Phosphorus Sole Partner Limited, Greece
United Phosphorus Switzerland Limited.
United Phosphorus Vietnam Co., Limited
UPL Investment Private Limited
Agri pack Zambia Limited
Agrindustrial, S.A., Spain
Agrodan, ApS
Anning Decco Fine Chemical Co. Limited, China
Bio-win Corporation Limited, Mauritius
Canegrass LLC, USA
Cerexagri B.V. - Netherlands
Cerexagri Costa Rica, S.A.
Cerexagri Delaware, Inc.,USA
Cerexagri Italia S.R.L.
Cerexagri S.A.S., France
Cerexagri Ziraat Ve Kimya Sanayi Ve Ticaret Limited Sirketi, Turkey
Cerexagri, Inc. (PA)
Citrashine (Pty) Ltd, South Africa
Compania Espanola Industrial Quimica de Productos Agricolas Y
Domesticos, S.A.U.,Spain
Cropserve Zambia Limited
Decco Iberica Postcosecha, S.A.U., Spain (formerly Cerexagri Iberica)
Decco Italia SRL,Italy
Decco US Post-Harvest Inc (US)
Decco Worldwide Post-Harvest Holdings B.V.
Decco Worldwide Post-Harvest Holdings Cooperatief U.A.
Desarrollo Quimico Industrial, S.A., Spain
Eddyville Consultants Group, Inc. Panama
Evofarms Colombia SA
Evofarms S.A. - Colombia
Friedshelf 1114 (Pty) Ltd
Global Chem Trade Corp., Panama
Icona S A - Argentina
Icona Sanluis S A - Argentina
Jiangsu Kaznam Chemical Group.,Panama
JSC United Phosphorus Limited, Russia
Phosfonia, S.L.,Spain
Prime Agri Centre Zambia Limited
PT Catur Agrodaya Mandiri, Indonesia
PT. United Phosphorus Indonesia
Regentstreet B.V.
Reposo S.A.I.C., Argentina
Riceco LLC
Safepack Products Limited
Samma International S.R.L.,Italy
Samrod Chemicals (Pty) Ltd
Shroffs United Chemicals Limited
SWAL Corporation Limited
Transterra Invest, S. L. U., Spain
Universal Pestochem Limited
Tatva Global Environment (Deonar) Limited
(ii) Name of other related parties with whom transactions have taken
place during the year
a) Associate Companies:
Advanta India Limited
Advanta Seed International, Mauritius
Advanta Semilas SAIC, Argentina
Agrinet Solutions Limited
Chemisynth (Vapi) Limited
Kerala Enviro Infrastructure Limited
Pacific Seeds Pty Limited, Australia
Unicorn Seeds Private Limited
b) Joint Venture Companies:
United Phosphorus (Bangladesh) Limited.
Hodogaya UPL Co. Limited, Japan
Nisso TM LLC
c) Enterprises over which key management personnel and their relatives
have significant influence:
Bharuch Enviro Infrastructure Limited
Bloom Packaging Private Limited
Bloom Seal Containers Private Limited
Coimbatore Integrated Waste Management Co. Private Limited
Daman Ganga Pulp and Papers Private Limited
Demuric Holdings Private Limited
Entrust Environment Limited
Enviro Technology Limited
Gabo Products Private Limited
Gharpure Engineering and Construction Private Limited
Uniphos Envirotronic Private Limited
Jai Research Foundation
Jai Trust
JRF Biogenomics Limited
Nerka Chemicals Private Limited
Pot Plants
Sanguine Holdings Private Limited
Tatva Global Enviroment Limited
Ultima Search
Uniphos Agro Industries Limited
Uniphos Enterprises Limited
UPL Environmental Engineers Limited
Vikram Farm
d) Key Management Personnel and their relatives :
Whole Time Directors and their relatives
Mr. Rajnikant.D. Shroff
Mrs. Sandra R. Shroff
Mr. Kalyan Banerjee
Mr. Jaidev R. Shroff
Mr. Arun C. Ashar
Mr. Vikram R. Shroff
Mrs. Shilpa Sagar
Mrs. Asha Ashar
Mr. Navin Ashar
27. Foreign Currency Convertible Bonds
200 Series B Foreign Currency Convertible Bonds of USD 10,000 each have
been redeemed on maturity date of 7.1.2011 at 130.87 percent of its
principal amount. The premium paid on redemption amounting to Rs. 187
lacs (Net of tax) has been adjusted against Securities Premium Account.
28. Previous Years figures have been regrouped/rearranged wherever
necessary. |