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ACC

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Notes to Accounts Year End : Dec '18

Corporate Information

ACC Limited (“the Company”), is a public company domiciled in India and was incorporated on August 01, 1936 under the provisions of the Companies Act, 1913 applicable in India. Its shares are listed on the National Stock Exchange of India (NSE) and the Bombay Stock Exchange Limited (BSE) of India. The registered office of the Company is located at Cement House, 121, Maharshi Karve Road, Mumbai - 400020, India.

The Company is principally engaged in the business of manufacturing and selling of Cement and Ready Mix Concrete. The Company has manufacturing facilities across India and caters mainly to the domestic market.

Loans are non-derivative financial assets which generate a fixed or variable interest income for the Company. The carrying value may be affected by changes in the credit risk of the counterparties.

No loans are due from directors or other officers of the Company or any of them either severally or jointly with any other person. Further, no loans are due from firms or private companies in which any director is a partner, a director or a member.

Refer Note 50 for information about credit risk of loans

*Margin money deposit is against bank guarantees given to Government authorities. Refer Note 50 for information about credit risk of other financial assets

The Company follows suitable provisioning norms for writing down the value of Inventories towards slow moving, non-moving and surplus inventory. Provision for slow and non moving Stores and Spares in the current year is Rs.4.42 Crore. In the previous year reversal of write-down of inventories of Rs.6.39 Crore was consequent to consumption of inventories which were earlier written down.

No trade receivables are due from directors or other officers of the Company or any of them either severally or jointly with any other person. Further, no trade receivables are due from firms or private companies in which any director is a partner, a director or a member.

Refer Note 50 for information about credit risk of trade receivables.

*Includes fixed deposit with lien in favour of National Company Law Appellate Tribunal (NCLAT) of Rs.114.76 Crore {(Previous year - Rs.121.21 Crore) - Refer Note -40 (A) (a)}.

**Margin money deposit is against bank guarantees given to Government authorities.

#These balances are available for use only towards settlement of corresponding unpaid dividend liabilities.

NOTE 1. CURRENT - LOANS

Considered good - unsecured

Refer Note 1 (X) for accounting policy on Loans

No loans are due from directors or other officers of the Company or any of them either severally or jointly with any other person. Further, no loans are due from firms or private companies in which any director is a partner, a director or a member.

Refer Note 50 for information about credit risk of loans

No advances are due from directors or other officers of the Company or any of them either severally or jointly with any other person. Further, no advances are due from firms or private companies in which any director is a partner, a director or a member.

(i) The Company intends to dispose off plant and equipment in the next 12 months which it no longer intends to utilise. It was previously used in its manufacturing facility at plants. A selection of potential buyers is underway. No impairment loss was recognised on reclassification of the plant and equipment as held for sale and the Company expects the fair value less cost to sell to be higher than carrying amount.

(ii) The Company intends to dispose off buildings (mainly residential flats) in the next 12 months which it no longer intends to utilise. These were previously used for residential purpose. A selection of potential buyers is underway. Impairment loss of Rs.0.28 Crore (Previous year - Rs.0.28 Crore) is recognised in the Statement of Profit and Loss under other expenses.

ii) Terms / rights attached to equity shares

The Company has only one class of equity shares having par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

v) There are no shares allotted as fully paid up by way of bonus shares or allotted as fully paid up pursuant to contract without payment being received in cash, or bought back during the period of five years immediately preceding the reporting date.

There are no securities which are convertible into equity shares.

The description of the nature and purpose of each reserve within equity is as follows:

Capital Reserve: It represents the gains of capital nature which mainly includes the excess of value of net assets acquired over consideration paid by the Company for business amalgamation transaction in earlier years.

Securities Premium: The amount received in excess of face value of the equity shares is recognised in Securities Premium. The reserve is utilised in accordance with the specific provisions of the Companies Act, 2013.

General Reserve: The General reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the General reserve will not be reclassified subsequently to the Statement of Profit and Loss. As per Companies Act 2013, transfer of profits to General reserve is not mandatory. General reserve is a free reserve available to the Company.

Retained earnings: Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings includes re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Profit and Loss. Retained earnings is a free reserve available to the Company.

NOTE 2. NON-CURRENT PROVISIONS

Refer Note 1 (XIII) for accounting policy on provisions

Refer Note 1 (XIV) for accounting policy on Site restoration provisions

Provision for Site Restoration

Site restoration expenditure is incurred on an ongoing basis until the closure of the site. The actual expenses may vary based on the nature of restoration and the estimate of restoration expenditure.

NOTE 3. INCOME TAX

Refer Note 1 (XX) for accounting policy on Taxation

Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for December 31, 2018:

The tax rate used for reconciliation above is the corporate tax rate payable by corporate entities in India on taxable profits under Indian tax law.

1. The Company was eligible for Investment allowance on new plant and machinery which was applicable upto assessment year 2017-2018.

2. Tax adjustments for earlier years

The Company was entitled to incentives in the form of excise duty benefit for its Gagal Plant in the state of Himachal Pradesh, in respect of Income Tax Assessment Years 2006-07 to 2015-16. The Company contended in its income tax returns that the said incentives are in the nature of capital receipts, and hence not liable to income tax. The Income Tax department had, for the assessment years 2006-07 to 2012-13, consistently not accepted this position and appeals were filed by the Company against the orders of the Assessing officer, with the Commissioner of Income Tax - Appeals (CIT-A). The Company had received favourable order from the assessing officer in one instance (Assessment Year 2013-14), but considering the several unfavourable orders by the tax department, the Company had up to December 31, 2017, classified the risk of an ultimate outflow of economic benefits for this matter as probable and provided for the same.

During the current year, the CIT-A decided the issue in favour of the Company for two assessment years, 200809 and 2012-13. Appeals in respect of these two and other years are pending with different levels of appellate authorities for disposal. Additionally for the Assessment year 2014-15, the department had accepted the Company’s contention that these incentives are capital receipts in the assessment order received during the current year. During the current year, however, for the two assessment years with favourable orders by the Assessing officer, the department has issued show cause notices for revisionary proceedings under Section 263 of the Income-tax Act in respect of this claim, which are being contested.

In view of the series of repeated favourable orders from the tax department, in the current year the Company again reviewed the matter and, after considering the legal merits of the Company’s claim, including inter-alia, the ratio of the decisions of Hon’ble Supreme Court, and the pattern of favourable orders by the department including favourable disposal of the Company’s appeal by the CIT-A during the current year, as mentioned above, the Company has reassessed the risk and concluded that the risk of an ultimate outflow of economic benefits for this matter is no longer probable.

Accordingly the Company has reversed the existing provisions of Rs.500.63 Crore resulting in reduction in Current Tax Liabilities by Rs.200.30 Crore, increase in MAT Credit Entitlement (net) of Rs.34.72 Crore and an increase in Non-Current Tax Assets (Net) by Rs.265.61 Crore.

Pending final legal closure of this matter the said amount has been disclosed under contingent liabilities in the financial statements.

Deferred tax:

Deferred tax relates to the following:

The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities related to income taxes levied by the same tax authority.

The Company expects to utilize the MAT credit within the next year.

*The Government of India introduced the Goods and Services tax (GST) with effect from July 01, 2017.

Sales for the previous year include excise duty up to June 30, 2017 of Rs.937.60 Crore.

Excise Duty expense of Rs.915.59 Crore upto June 30, 2017 is shown separately on the face of the Statement of Profit and Loss. Excise Duty expense includes excise duty variation on opening and closing stock.

**Government grants have been accrued for the GST / VAT refund claim under various State Investment Promotion Schemes. There are no unfulfilled conditions or contingencies attached to these grants.

Notes

1. Royalties on minerals expense is net of ‘ Nil (Previous year - Rs.34.20 Crore) related to provision for contribution towards District Mineral Foundation (DMF) under the Mines and Minerals (Development and Regulation)

Amendment Act, 2015, written back on the basis of Supreme Court’s favourable Judgement dated October 23, 2017.

2. (i) Does not include any item of expenditure with a value of more than 1% of Revenue from operations..

(ii) Miscellaneous expenses includes Grinding facility charges, Commission on sales, Information technology services, Traveling expenses, Other third party services, etc.

(iii) Miscellaneous expenses includes net loss of Rs.3.23 Crore (Previous year - Rs.4.23 Crore) on foreign currency transaction and translation.

(iv) Miscellaneous expenses includes net loss of Rs.2.12 Crore (Previous year - ‘ Nil) on foreign currency forward contract.

(v) Miscellaneous expenses includes Loss on sale / write off of Property, Plant and Equipment (net) of ‘ Nil (Previous year - Rs.2.89 Crore).

(vi) Payments to Statutory Auditors (excluding applicable taxes)

3. Details of Corporate Social Responsibility expenses:

The Company has spent Rs.20.45 Crore (Previous Year - Rs.21.82 Crore) towards various schemes of Corporate Social Responsibility. The details are:

(a) The amount required to be spent under Section 135 of the Companies Act, 2013 for the year is Rs.19.60 Crore (Previous year - Rs.18.73 Crore) i.e. 2% of average net profits for last three financial years, calculated as per section 198 of the Companies Act, 2013.

(b) No amount has been spent on construction / acquisition of an asset of the company.

NOTE 4. EARNINGS PER SHARE - [EPS]

Basic EPS amounts are calculated by dividing the profit for the year attributable to equity shareholders by the weighted average number of Equity shares outstanding during the year.

Diluted EPS amounts are calculated by dividing the profit attributable to equity shareholders by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.

The following reflects the income and share data used in the basic and diluted EPS computations:

NOTE 5. EMPLOYEE BENEFITS

Refer Note 1 (XVII) for accounting policy on Employee benefits

a) Defined Contribution Plans - Amount recognised and included in Note 31 “Contributions to Provident and other Funds” of Statement of Profit and Loss Rs.16.92 Crore (Previous year - Rs.17.94 Crore)

b) Defined Benefit Plans - As per actuarial valuation on December 31, 2018.

The Company has defined benefit gratuity, additional gratuity, post employment medical benefit plans and Trust managed provident fund plan as given below:

i. The Company operates a Gratuity Plan through a trust for its all employees. Every employee who has completed minimum five years of service is entitled to gratuity at 15 days salary for each completed year of service in accordance with Payment of Gratuity Act, 1972. The scheme is funded with insurance companies in the form of qualifying insurance policies.

ii. Every employee who has joined before December 01, 2005 and separates from service of the Company on Superannuation or on medical grounds is entitled to additional gratuity. The scheme is Non Funded.

iii. Benefits under Post Employment Medical Benefit plans are payable for actual domiciliary treatment / hospitalization for employees and their specified relatives. The scheme is Non Funded.

Investment Strategy

The Company’s investment strategy in respect of its funded plans is implemented within the framework of the applicable statutory requirements. The Company has developed policy guidelines for the allocation of assets to different classes with the objective of controlling risk and maintaining the right balance between risk and long-term returns in order to limit the cost to the Company of the benefits provided. To achieve this, investments are well diversified, such that the failure of any single investment would not have a material impact on the overall level of assets.

The plans in India typically expose the Company to actuarial risks such as : investment risk, interest rate risk, longevity risk and salary risk.

Investment risk - As the plan assets include significant investments in quoted debt and equity instruments, the Company is exposed to the risk of impacts arising from fluctuation in interest rates and risks associated with equity market.

Interest risk - A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan’s debt investments.

Longevity risk - The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

Salary risk - The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

VI Sensitivity Analysis:

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the Defined Benefit Obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the Balance Sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from previous year.

c) The discount rate is based on the prevailing market yields of Government of India securities as at the Balance Sheet date for the estimated term of the obligations.

d) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

f) Post employment defined benefit plan expenses are included under employee benefit expenses in the Statement of Profit and Loss.

g) Amount recognised as an expense under employee benefit expenses in the Statement of Profit and Loss in respect of compensated absences and long service award is Rs.14.08 Crore (Previous year - Rs.9.07 Crore).

c) Provident Fund

Provident Fund for certain eligible employees is managed by the Company through a Trust “The Provident Fund of ACC Ltd.” in line with the Provident Fund and Miscellaneous Provisions Act, 1952. The plan guarantees interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and employee together with the interest accumulated thereon are payable to employees at the time of separation from the company or retirement, whichever is earlier. The benefits vests immediately on rendering of the services by the employee. The minimum interest rate payable by the Trust to the beneficiaries every year is being notified by the Government. The Company has an obligation to make good the shortfall, if any, between the return from the investments of the trust and the notified interest rate.

The Company has obtained the actuarial valuation of interest rate obligation in respect of Provident Fund and shortfall of Rs.0.03 Crore (Previous year - Nil) is recognised in the Statement of Profit and Loss .

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the Balance Sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from previous year.

IX The Company expects to contribute Rs.24.00 Crore (Previous year - Rs.24.95 Crore) to Trust managed Provident Fund in next year.

NOTE 6. LEASES

Operating lease commitments - Company as lessee

The Company has entered into operating leases on certain assets (grinding facility, godowns, flats, land, office premises and other premises). The Company has the option, under some of its leases, to lease the assets for additional terms of three to five years.

Future lease rentals are determined on the basis of agreed terms. There is no escalation clause in the lease agreements. There are no restrictions imposed by lease arrangements. There are no subleases. At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.

Operating lease payment recognised in the Statement of Profit and Loss amounts to Rs.127.80 Crore (Previous year -Rs.121.01 Crore) .

The Company has arrangement with an associate company whereby it sells clinker and purchases cement manufactured out of such clinker. The Company has evaluated such arrangement based on facts and circumstances existing at the date of transition to Ind AS and have identified them in the nature of lease as the Company takes more than an insignificant amount of the cement that will be produced or generated by the asset during the term of the arrangement and the price for the output is neither contractually fixed per unit of output nor equal to the current market price per unit of output as of the time of delivery of the output.

The Company has further assessed the other terms of the arrangement for classification as operating or finance lease and the arrangement is classified as operating lease.

The Company has concluded that it is impracticable to separate the lease payments from other payments made under this arrangement reliably and hence all payments under this arrangement are considered as lease payments. There are no minimum lease payments under such arrangement.

Finance lease

The Company has entered into long-term leasing arrangements for land which has been assessed as finance lease since the present value of the minimum lease payments is substantially similar to the fair value of the leasehold land. These arrangements do not involve any material recurring payments hence other disclosures are not given.

NOTE 7. CONTINGENT LIABILITIES NOT PROVIDED FOR -

Refer Note 1 (XIII) for accounting policy on Contingent liabilities.

(A) Claims against the Company not acknowledged as debt:

Disputed claims / levies in respect of:

In respect of above matters, future cash outflows are determinable only on receipt of judgments pending at various forums / authorities.

The Company does not expect any reimbursements in respect of the above contingent liabilities.

The Company has reviewed all its pending litigations and proceedings, and has adequately provided where required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.

a) In 2012, the Competition Commission of India (‘CCI’) issued an Order imposing penalty on certain cement manufacturers, including the Company, concerning alleged contravention of the provisions of the Competition Act, 2002, and imposed a penalty of Rs.1,147.59 Crore on the Company. On Company’s appeal, Competition Appellate Tribunal (‘COMPAT’), initially stayed the penalty, and by its final order dated December 11, 2015, set aside the order of the CCI, remanding the matter back to the CCI for fresh adjudication and for passing a fresh order.

After hearing the matter, the CCI had, by its order dated August 31, 2016, held that the cement companies and the Cement Manufacturers Association (CMA) are guilty and in violation of the Section 3(1) read with Section 3 (3)(a) and Section 3 (3)(b) of the Competition Act and imposed a penalty of Rs.1,147.59 Crore on the Company. The Company had appealed against the penalty to the Competition Appellate Tribunal (‘COMPAT’) which granted a stay with a condition to deposit 10% of the penalty amount, which was deposited and levy of interest of 12% p.a. in case the appeal is decided against the appellant (the “Interim order”). Interest amount on penalty as on December 31, 2018 is Rs.325.45 Crore (Previous Year - Rs.183.74 Crore). COMPAT was replaced by the National Company Law Appellate Tribunal (NCLAT) effective May 26, 2017, who vide its judgment dated July 25, 2018, dismissed the Company’s appeal and upheld the CCI’s order.

Against the above judgment of NCLAT, the Company appealed before the Hon’ble Supreme Court, which by its order dated October 05, 2018 had admitted the appeal and directed that the interim order passed by the Tribunal in this case will continue in the meantime.

Based on the advice of external legal counsel, the Company believes it has a strong case on merits for successful appeal in this matter. Accordingly, the Company is of the view that no provision is necessary in the financial statements.

b) In a separate matter, the Director, Supplies and Disposal, Haryana filed information that seven cement companies had engaged in collusive bidding in contravention of the Competition Act. CCI by its order dated January 19, 2017 imposed a penalty of Rs.35.32 Crore on the Company. On Company’s filing an appeal, COMPAT had stayed the penalty. Matter is now listed before NCLAT and is pending for hearing.

Based on the advice of external legal counsel, the Company believes it has a strong case on merits for successful appeal in this matter. Accordingly, the Company is of the view that no provision is necessary in the financial statements.

c) The dispute is regarding whether the “place of removal” is the “factory gate / Depot” or “destination point of customer” for availment of Service Tax Credit on “Outward Transportation cost” of Cement when sales is on F.O.R. basis. The Department has alleged that, the freight cost for transportation of Cement beyond factory gate and Depot being the place of removal, is not “Input Service” and therefore the Service Tax Credit on such services cannot be availed. The Service Tax Department issued show cause notice (SCN) and demand orders against which the Company has filed Appeal with the CESTAT.

In the case of Gujarat Ambuja Cement Limited, the Punjab & Haryana (P&H) High Court has decided that the matter in favour of assesse relying on Board Circular dated August 23, 2017, to which Department has not challenged and hence the same has attained finality. Hon’ble Supreme Court, vide Order dated January 01, 2018 in the case of Commissioner, of Central Excise (CCE), Raipur V/s. Ultratech Cement (Chattishgarh State) has allowed Service Tax Credit on GTA Services and dismissed the Departmental Appeal. In another decision, Hon’ble Supreme court, vide Order dated February 01, 2018 in the case of CCE Bangalore V/S Ultratech Cement (Karnataka state) has disallowed such Service Tax Credit on GTA Services. Similar matter of M/s Mangalam Cement is pending before Hon’ble Supreme Court which is likely to be referred to three member bench.

Based on the advice of the external legal counsel, conflicting decisions of various courts and CBIC Circular, the Company believes that matter is a possible case. The Company strongly believes no provision is considered necessary at this stage.

d) The Company had received a demand letter dated May 10, 2013 from the Government of Tamil Nadu, seeking annual compensation for the period 01.04.1997 to 31.03.2014 for use of the Government land for mining, which land the Company occupies on the basis of the Mining Leases. Despite the Company paying royalty at the prescribed rate for the Minerals extracted from the leased land and paying surface rent regularly as per Rules, the Authorities have issued the demand letter calling upon the company to pay a sum of Rs.73.46 Crore as compensation for use of Government land. The Company has challenged the demand by way of Revision under the Mineral Concession Rules and in a Writ Petition before the Hon’ble High Court of Tamil Nadu at Chennai, and has obtained orders restraining the State from taking any coercive steps. The Company is of the view and has been advised legally, that the merits are strongly in its favour.

NOTE 8. MATERIAL DEMANDS AND DISPUTES RELATING TO ASSETS AND LIABILITIES CONSIDERED AS REMOTE BY THE COMPANY

a) The Company had availed sales tax incentives in respect of its new 1 MTPA Plant (Gagal II) under the Himachal Pradesh (HP) State Industrial Policy, 1991. The Company had accrued sales tax incentives aggregating Rs.56 Crore. The Sales tax authorities introduced certain restrictive conditions after commissioning of the unit stipulating that incentive is available only for incremental amount over the base revenue and production of Gagal I prior to the commissioning of Gagal II. The Company contends that such restrictions are not applicable to the unit as Gagal II is a new unit, as decided by the HP Hon’ble High Court and confirmed by the Hon’ble Supreme Court while determining the eligibility for transport subsidy. The Department recovered Rs.64 Crore (tax of Rs.56 Crore and interest of Rs.8 Crore) which is considered as recoverable.

The HP Hon’ble High Court, had, in 2012, dismissed the Company’s appeal. The Company believes the Hon’ble High Court’s judgment was based on an erroneous understanding of certain facts and legal positions and that it also failed to consider certain key facts. The Company has been advised by legal experts that there is no change in the merits of the Company’s case. Based on such advice, the Company filed a Special Leave Petition (SLP) before the Hon’ble Supreme Court, which is pending for hearing.

b) The Company was eligible for certain incentives in respect of its investment towards modernization and expansion of the Chaibasa Cement Unit pursuant to confirmation received under the State Industrial Policy of Jharkhand. Accordingly, the Company has made claims for refund of VAT paid for each financial year. However, no disbursals were made (except an amount of Rs.7 Crore representing part of the One Time Lumpsum capital subsidy claim of Rs.15 Crore) as the authorities have raised new conditions and restrictions, that were extraneous to the approvals and confirmations expressly received by the Company. The Company had filed two writ appeals before the Jharkhand Hon’ble High Court against these conditions, restrictions and disputes to the extent of the eligible claims which are now being sought to be effected/ raised by the Government.

The Division Bench of the Jharkhand Hon’ble High Court, while dealing with appeals by both the Company and the State Government, against a single bench order only partially allowing the Company’s claim, in its order dated February 24, 2015, allowed the Company’s appeal in totality while dismissing the Government’s appeal, thereby confirming that the entire amount claimed by the Company is correct and hence payable immediately.

The Government of Jharkhand had filed an Special Leave petition (SLP) in the Hon’ble Supreme Court against the order of the division bench, which was admitted. In its interim order, the Supreme Court had, while not staying the Division Bench Order, had only stayed disbursement of 40% of the amount due. Consequently, as of date, the Company received only Rs.64 Crore out of total Rs.235 Crore in part disbursement from the Government of Jharkhand.

The Company is pursuing the matter of disbursement of further amounts outstanding.

The Company is of the view and has been advised legally, that the merits are strongly in its favour and it expects that the SLP shall be rejected upholding the order of the Division bench of the Jharkhand Hon’ble High Court by the Apex Court.

c) The Company is eligible for incentives for one of its cement plants situated in Maharashtra, under a Package Scheme of Incentives of the Government of Maharashtra. The scheme inter alia, includes refund of royalty paid by the Company on extraction or procurement of various raw materials (minerals). The Department of Industries has disputed the Company’s claim for refund of royalty on an erroneous technical interpretation of the sanction letter issued to the Company, that only the higher of the amount of (i) VAT refund and (ii) royalty refund claim amounts, each year, shall be considered. The Company maintains that such annual restriction is not applicable as long as the cumulative limit of claim does not exceed the amount of eligible investment. The Company has accrued an amount of Rs.133 Crore (Previous year - Rs.133 Crore) on this account. The Company has filed an appeal before the Bombay High Court challenging the stand of the Government, which is admitted and pending before the High Court for hearing on merit. The Company believes that the merits of the claim are strong.

d) The Company had set up a captive power plant (‘Wadi TG 2’) in the year 1995-96. This plant was sold to Tata Power Co. Ltd., in the year 1998-99 and was subsequently repurchased from it in the year 2004-05. The Company had purchased another captive power plant (‘Wadi TG 3, set up by Tata Power Co. Ltd. in the year 2002-03) in 2004-05. Both these power plants were eligible for tax holiday under the provisions of Section 80-IA of the Income-tax Act, 1961. The Income tax department has disputed the Company’s claim of deduction under Section 80-IA of the Act, on the ground that the conditions prescribed under the section are not fulfilled. In case of Wadi TG 2, in respect of the demand of Rs.56.66 Crore (net of provision) (Previous Year - Rs.56.66 Crore) , the Company is in appeal before the ITAT and in case of Wadi TG 3 in respect of the demand of Rs.115.62 Crore (Previous Year - Rs.115.62 Crore), which was set aside by the ITAT, the Department is in appeal against the decision in favour of the Company. The Company believes that the merits of the claims are strong and will be allowed.

e) One of the Company’s cement manufacturing plants located in Himachal Pradesh was eligible, under the State Industrial Policy for deferral of its sales tax liability arising on sale of cement manufactured at that plant. The Excise and Taxation department of the Government of Himachal Pradesh, disputed the eligibility of the Company to such deferment on the ground that the Company also manufactures an intermediate product, viz. Clinker, arising in the manufacture of cement, and such intermediate product was in the negative list. A demand of Rs.82.37 Crore (Previous year - Rs.82.37 Crore) was raised. The Company filed a writ petition before the Hon’ble High Court of Himachal Pradesh against the demand. The case has been admitted and the hearing is in process. The Company believes its case is strong and the demand shall not sustain under law.

f) The Company was contesting the renewal of mining lease in state of Jharkhand for two of its quarries on lease. There was an unfavourable order by the Hon’ble Supreme Court in judgement on Goa Foundation case, restricting the “deemed renewal” provision of captive mining leases to the first renewal period. The Company received demand from District Mining Officer for Rs.881 Crore as penalty for alleged illegal mining activities carried out by the Company during January 1991 to September 2014.

On January 02, 2015, the Central Government promulgated the Mines and Minerals (Development and Regulation) Amendment) Ordinance, 2015 [subsequently enacted as Mines and Minerals (Development and Regulation) (Amendment) Act, 2015 in March 2015] amending mining laws with retrospective effect, and decided that all leases granted prior to ordinance will deemed to have been automatically renewed until prescribed period therein.

The Company then filed a writ petition with High Court of Jharkhand, challenging the aforesaid memos from the State Government for directing the State government to renew both the leases upto march 2030 as per the Ordinance.

On October 31, 2015 the High Court passed an interim order in terms of Section 8A(5) of the Ordinance for quarry II extending the lease upto March 2030 permitting the Company to commence mining operations after depositing Rs.48 Crore, being assessed value of materials dispatched between April 2014 to September 2014 (being the alleged period of illegality) subject to the outcome of the petition filed by the Company.

The Company believes that the case shall not stand the test of judicial scrutiny basis the automatic renewal coupled with legal advice.

* Provision for contribution to gratuity fund, leave encashment on retirement and other defined benefits which are made based on actuarial valuation on an overall Company basis are not included in remuneration to key management personnel.

**Remuneration does not include performance incentive for respective years, pending finalisation. Current year remuneration includes Rs.2.44 Crore performance incentive paid for 2017.

#Mr Martin Kriegner has waived his right to receive Directors’ commission from the year 2018 and sitting fees with effect from the meeting held on October 17, 2018.

The Company makes monthly contributions to provident fund managed by “The Provident Fund of ACC Ltd”“ for certain eligible employees. Under the scheme, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. During the year, the Company contributed Rs.22.71 Crore (Previous Year - Rs.22.35 Crore).

The Company maintains gratuity trust for the purpose of administering the gratuity payment to its employees (ACC limited Employees Group Gratuity scheme). During the year, the Company contributed Rs.21.00 Crore (Previous Year - Rs.7.19 Crore).

Terms and conditions of transactions with related parties Sales and purchases

The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length transactions. For the year ended December 31, 2018, the Company has not recorded any loss allowances for trade receivables from related parties (Previous year - Nil).

Loans to subsidiaries:

The Company had given loans to subsidiaries for general corporate purposes. Outstanding balances at the year-end are unsecured and carry an interest rate of 9% (Previous year - 9%) and repayable on demand.

Guarantees given on behalf of subsidiary:

Guarantee given on behalf of Singhania Minerals Private Limited, wholly owned subsidiary company is for the purpose of approval of mining plan.

NOTE 9. SEGMENT REPORTING

For management purposes, the Company is organised into business units based on the nature of the products, the differing risks and returns. The organization structure and internal reporting system has two reportable segments, as follows:

(a) Cement - Cement is a product which is obtained from clinker resulting from mixing the raw material such as limestone, clay, iron ore, fly ash, bauxite, etc; in determined ratios. Clinker is then mixed with certain amount of setting regulator (generally gypsum) which is ground together and set after mixing with water and gains strength to make Cement. In general, it is used in construction activities.

(b) Ready Mix Concrete - Ready Mix Concrete is concrete that is manufactured in a batch plant, according to a set engineered mix design. In general, it is used in construction activities.

No operating segments have been aggregated to form the above reportable operating segments.

The Chief Operating Decision Maker (“CODM”) monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. However, the Company’s financing (including finance costs and finance income) and income taxes are managed on a Company basis and are not allocated to operating segments.

Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions with third parties.

No single customer contributed 10% or more to the Company’s revenue for the year ended December 31, 2018 and December 31, 2017.

* Sales outside India are in functional currency.

All the non current assets are located within India.

*This information has been determined to the extent such parties have been identified on the basis intimation received from the “suppliers” regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006.

NOTE 10.

In assessing the carrying amounts of Investments (net of impairment loss) in companies which are currently not in operation, the Company considered various factors as detailed below and concluded that no further impairment is necessary.

(i) The Company has invested Rs.38.10 Crore (Previous year - Rs.38.10 Crore) in equity shares of Lucky Minmat Limited (LML), a wholly owned subsidiary company. LML is engaged in the extraction of limestone. The Company has determined the value in use of investment based on discounted future cash flow approach. In making the said projections, reliance has been placed on current market analysis, estimates of future prices of mineable resources (Limestone), mining leases and assumptions relating to operational performance.

(ii) The Company has invested Rs.14.02 Crore (Previous year - Rs.14.02 Crore) in equity shares of National Limestone Company Private Limited (NLCPL) a wholly owned subsidiary company. NLCPL is engaged in the extraction of limestone. The Company has determined the value in use of investment based on discounted future cash flow approach. In making the said projections, reliance has been placed on current market analysis, estimates of future prices of mineable resources (Limestone), mining leases and assumptions relating to operational performance.

As at December 31, 2018, the cash flows are estimated over the life of respective mines.

Following are the key assumptions considered for value in use calculation:

(a) Production of mines is estimated as per the production schedule in the mining plans submitted to the regulatory authorities.

(b) Limestone is a commodity for which there is no market existing. Average selling price of the limestone considered based on the information available from the Indian Bureau of Mines (“IBM”). Expected increase in selling price is considered at 3% every year.

(c) The cost of production is given an inflation effect of 4% every year for first five years and 3% every year thereafter and royalty rate is increased by 10% in every five year.

(d) Weighted average cost of capital (WACC) estimated as 15.51%.

The management believes that any reasonably possible change in the key assumptions would not cause the carrying amount to exceed the recoverable amount of the cash generating unit.

Based on the Company’s assessment there is no impairment of investments.

(iii) The Company has investment in ACC Mineral Resources Limited (AMRL), a wholly-owned subsidiary of Rs.106.80 Crore. AMRL, through its joint operations had secured development for four coal blocks allocated to Madhya Pradesh State Mining Corporation Ltd. These allocations stand cancelled pursuant to the judgment of Supreme Court dated August 25, 2014 read with its order dated September 24, 2014.

The Government of India has commenced auctioning process for all such blocks in a phased manner. The auctioning for Bicharpur, being one of the four blocks, was completed, with the block being awarded to the successful bidder vide vesting order dated March 23, 2015. In respect of Bicharpur coal block, AMRL had filed a writ petition with the Delhi High Court against the compensation fixed by Ministry of Coal up to March 31, 2014. The Hon’ble Delhi High Court issued its judgment on March 09, 2017 wherein the court has said that “whatever has transpired after March 31, 2014 and goes towards affecting the quantum of compensation for mine infrastructure, must also be taken into account.” Accordingly a fresh claim has been filed with Ministry of Coal for re-imbursement of expenses incurred up to the date of vesting order. The auction of remaining three coal blocks has not yet taken place.

The Company had assessed the recoverability of amount incurred on development of these coal blocks and accordingly investment of Rs.42.81 Crore was impaired in the previous years.

Based on above the Company has concluded that no further impairment is necessary.

NOTE 11.

(i) The Company has arrangements with an associate company whereby it sells clinker and purchases cement manufactured out of such clinker. While the transactions are considered as individual sale / purchase transactions for determination of taxable turnover and tax under VAT / GST laws, considering the accounting treatment prescribed under various accounting guidance, revenue for sale of such clinker of Rs.20.63 Crore (Previous year - Rs.22.84 Crore) has not been recognised as a part of the turnover but has been adjusted against cost of purchase of cement so converted. This transaction has been identified in the nature of lease. (Refer Note - 38).

(ii) The Company has arrangement with a Joint venture company whereby it purchases Ready Mix Concrete and sells that to external customers. While the transactions are considered as individual sale / purchase transactions for determination of taxable turnover and tax under VAT / GST laws, considering the Joint venture essentially operates as a risk bearing licensed manufacturer of Ready Mix Concrete in relation to the Company’s local sales, this arrangement is considered in nature of royalty arrangement and revenue for sale of such Ready Mix Concrete to customer of Rs.87.91 Crore (Previous year - Rs.83.61 Crore) has not been recognised as a part of the turnover but has been adjusted against cost of purchase of Ready Mix Concrete.

* Balance does not include interest

(b) Details of Investments made are given in Note 4.

(c) Guarantee given on behalf of Singhania Minerals Private Limited, wholly owned subsidiary company, of Rs.0.04 Crore (Previous Year - Rs.0.04 Crore) are for the purpose of approval of mining plan.

(d) The loanees have not made any investments in the shares of the Company.

(e) The above loans are repayable on demand and carries rate of interest at 9% p.a. (Previous year - 9% p.a.).

NOTE 12. CAPITALISATION OF EXPENDITURE

During the year, the Company has capitalised the following expenses of revenue nature to the cost of Property, Plant and Equipment / Capital work-in-progress (CWIP). Consequently, expenses disclosed under the respective notes are net of amounts capitalised by the company.

Management assessed the carrying values of Other Cash and cash equivalents, Bank balances other than cash and cash equivalents, trade receivables, trade payables and other financial liabilities (except derivative financial instruments) approximate their carrying amounts largely due to the short-term maturities of these instruments.

(B) Income, Expenses, Gains or Losses on Financial Instruments

Interest income and expenses, gains or losses recognised on financial assets and liabilities in the Statement of Profit and Loss are as follows:

(C) Fair Value Hierarchy

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments:

Level 1: inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

Level 2: inputs other than quoted prices included within level 1, that are observable for the asset or liability, either directly or indirectly; and

Level 3: inputs that are unobservable for the asset or liability

During the reporting year ending December 31, 2018 and December 31, 2017, there was no transfer between level 1 and level 2 fair value measurement.

The following methods and assumptions were used to estimate the fair values:

Level 1: Quoted bid prices in an active market - Unadjusted Quoted price in principle market in which equity instrument is actively traded.

Level 1: Investments in liquid and short-term mutual funds, which are classified as FVTPL are measured using net asset values at the reporting date multiplied by the quantity held.

Level 2: The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates at the reporting date.

Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required)

Other financial assets and liabilities

Management consider the carrying values of Other Cash and cash equivalents, Bank balances other than cash and cash equivalents, trade receivables, trade payables and other financial liabilities (except derivative financial instruments) approximate their carrying amounts largely due to the short-term maturities of these instruments.

NOTE 13. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Financial Risk Evaluation and Management is an ongoing process within the Company. The Company has a robust risk management framework to identify, monitor, mitigate and minimize risks arising from financial instruments.

The Company is exposed to market, credit and liquidity risks. The Board of Directors (‘Board’) oversee the management of these risks through its Risk Management Committee. The Company’s Risk Management Policy has been formulated by the Risk Management Committee and approved by the Board. The Policy articulates on the Company’s approach to address uncertainties in its endeavour to achieve its stated and implicit objectives. It also prescribes the roles and responsibilities of the Company’s management, the structure for managing risks and the framework for risk management. The framework seeks to identify, assess and mitigate risks in order to minimize potential adverse effects on the Company’s financial performance.

All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company’s policy that no trading in derivatives for speculative purposes shall be undertaken. The Board of Directors reviews and agrees on policies for managing each of these risks, which are summarized below. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

(i) Credit risk

Credit risk is the risk that the counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits placed with banks and financial institutions and other financial instruments.

Financial assets other than trade receivables

Credit risk from balances with banks and financial institutions is managed by the Company’s Treasury department in accordance with it’s policy. Surplus funds are parked only within approved investment categories with well defined limits. Investment category is periodically reviewed by the Company’s Board of Directors.

Credit risk arising from short term liquid funds, other balances with banks and other cash equivalents is limited and no collaterals are held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the credit rating agencies. None of the financial instruments of the Company result in material concentration of credit risks.

Other financial assets mainly include incentives receivable from the government, loans and security deposits given. There are no indications that defaults in payment obligations would occur in respect of these financial assets.

Trade receivables

Customer credit risk is managed as per the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit or other forms of collaterals. The requirement for impairment is analysed at each reporting date on an individual basis for major customers. The management is also monitoring the receivables levels by having frequent interactions with responsible persons for highlighting potential instances where receivables might become overdue.

Trade receivables consist of a large number of customers spread across India with no significant concentration of credit risk. Ongoing credit evaluation is performed on the financial condition of accounts receivable. The Company has adopted a policy of only dealing in creditworthy counterparties and obtaining collateral i.e. security deposit. No single customer accounted for 10% or more of the Company’s net sales. Therefore, the Company does not expect any material risk on account of non-performance by any of its counterparties.

For expected credit loss as at each reporting date the Company assesses position for the assets for which credit risk has not significantly increased from initial recognition, assets for which credit risk has increased significantly but are not credit impaired and for assets for which credit risk has increased significantly and are credit impaired. Based on the assessment of the observable data the management believes that there are no financial assets which are credit impaired.

Summary of the Company’s exposure to credit risk by age of the outstanding from various customers is as follows:

Expected credit loss assessment

For trade receivables, as a practical expedient, the Company compute credit loss allowance based on a provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates. At each reporting date, the historically observed default rates and changes in the forward-looking estimates are updated. Accordingly, loss allowances on trade receivables are measured using provision matrix at an amount equal to life time expected losses i.e. expected cash shortfall.

No significant changes in estimation techniques or assumptions were made during the reporting period. Credit impaired

For expected credit loss as at each reporting date the Company assesses position for the assets for which credit risk has not significantly increased from initial recognition, assets for which credit risk has increased significantly but are not credit impaired and for assets for which credit risk has increased significantly and are credit impaired. The Company assesses detrimental impacts on the estimated future cash flows of the financial asset including loans, receivables and other assets. Based on the assessment of the observable data relating to significant financial difficulty and creditworthiness of the counterparties, the management believes that there are no financial assets which are credit impaired.

(ii) Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company’s treasury team is responsible for liquidity, funding as well as settlement management.

In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s liquidity position through rolling forecasts on the basis of expected cash flows. The Company has large investments in short term liquid funds which can be redeemed on a very short notice and hence carried negligible liquidity risk.

The table summarises the details regarding the remaining contractual maturities of financial liabilities at the reporting date based on the contracted undiscounted cash payments.

#Borrowing consists of short term loan taken from a wholly owned subsidiary. Amount included in the above maturity analysis assumes interest outflows based on the year end benchmark interest rates, the actual interest rates may differ based on the changes in the benchmark interest rates.

*Other financial liabilities includes deposits received from customers amounting to Rs.499.77 Crore (Previous year Rs.459.30 Crore). These deposits do not have a contractual re-payment term but are repayable on demand. Since, the Company does not have an unconditional right to defer the payment beyond 12 months from reporting date, these deposits have been classified under current financial liabilities. For including these amounts in the above mentioned maturity analysis, the Company has assumed that these deposits, including interest thereon, will be repayable at the end of the next reporting period. The actual maturity period for the deposit amount and the interest thereon can differ based on the date on which these deposits are settled to the customers.

(iii) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of three types of risk: interest rate risks, currency risk and other price risk, such as equity price risks and commodity risk. Financial instruments affected by market risk include loans and borrowings, investments, deposits, trade payables.

Foreign currency risk

Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to change in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates primarily relate to import of raw materials, fuels and capital items.

Based on sensitivity analysis, the Company has well defined forex exposure threshold limit approved by Board of Directors, beyond which all forex exposure are fully hedged.

The carrying amounts of the Company’s foreign currency denominated monetary assets at the end of the reporting periods expressed in ‘, are as follows:

Foreign currency sensitivity

The following tables demonstrate the sensitivity into a reasonably possible change in exchange rates, with all other variables held constant. A positive number below indicates an increase in profit where the ‘ strengthens 5% against the relevant currency. For a 5% weakening of the ‘ against the relevant currency, there would be a comparable impact on the profit and the balances below would be negative.

5% represent management assessment of reasonably possible change in foreign currency exchange rate. Market Risk- Price risk

Other price risk is the risk that the fair value of financial instruments will fluctuate due to change in marked traded prices. Other price risk arises from the financial assets such as investments in equity instruments and bonds.

The Company was exposed to equity price risks arising from equity investment in Shiva Cement Limited. Company’s equity investments were held for strategic rather than trading purposes. During the previous year, the Company sold investment in Shiva Cement Limited.

Commodity price risk

Commodity price risk for the Company is mainly related to fluctuations in coal and pet coke prices linked to various external factors, which can affect the production cost of the Company. Since the Energy costs is one of the primary costs drivers, any fluctuation in fuel prices can lead to drop in operating margin. To manage this risk, the Company take steps to optimize the fuel mix and to pursue longer term and fixed contracts, where considered necessary. Additionally, processes and policies related to such risks are reviewed and controlled by senior management and fuel requirement are monitored by the central procurement team.

Market Risk- Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company’s exposure to the interest rate risk arises primarily from their loans and borrowings. Since the Company has insignificant interest bearing borrowings, the exposure to risk of changes in market interest rates is minimal. The Company has not used any interest rate derivatives.

The Company has taken interest bearing security deposit from dealers. If interest rate had been 0.50% higher/ lower the Profit for the year ended December 31, 2018 would decrease / increase by Rs.2.50 Crore (Previous year - Rs.2.30 Crore).

Unrepresentativeness of Sensitivity analysis

In management’s opinion the sensitivity analysis is unrepresentative of the above inherent risks because the exposure at the end of the reporting periods does not reflect the exposure during the year.

NOTE 14. CAPITAL MANAGEMENT

The Company’s objectives when managing capital are to (a) maximise shareholder value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital.

For the purposes of the Company’s capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders.

As stated in the below table, the Company is a Zero debt company with no long-term borrowings. The Company is not subject to any externally imposed capital requirements.

* Dividend distribution tax on proposed dividend for previous year has been changed due to change in Dividend distribution tax rate w. e. f. April 01, 2018.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability (including Dividend distribution tax thereon) as at December 31.

NOTE 15. The Company has accrued Incentives Receivable under Government Schemes in the form of GST / VAT refunds from the various state governments (Refer Notes 7 and 15). Consequent to clarification issued by The Ind AS Transition Facilitation Group (ITFG) of the Institute of Chartered Accountants of India on April 04, 2018 on above incentives, the Company has further evaluated the classification of these incentives in the financial statements. Considering that the Company has complied with the conditions attached to the scheme and hence entitled to the incentives as per the scheme, such incentive receivable falls under the definition of financial instruments. Accordingly the Company has reclassified the said receivables from non-financial assets to financial assets as per Ind AS 109. Consequently, all comparative periods presented have been reclassified as per current year presentation. The Management believes that the reclassification has no material effect on the information in the Balance Sheet.

NOTE 16. Figures for the previous year have been regrouped / reclassified wherever necessary to conform to the current year’s presentation.

Source : Dion Global Solutions Limited
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