Home  »  Company  »  Allcargo Logistics  »  Quotes  »  Notes to Account
Enter the first few characters of Company and click 'Go'

Notes to Accounts of Allcargo Logistics Ltd.

Mar 31, 2015

1 Company overview

Allcargo Logistics Limited (''the Company'') was incorporated on 18 August 1993 and is a leading multinational company engaged in providing integrated logistics solutions and offers specialised logistics services across Multimodal Transport Operations, Inland Container Depot, Container Freight Station Operations, Contract Logistics Operations and Project and Engineering Solutions. The Company is listed on Bombay Stock Exchange Limited and National Stock Exchange of India Limited.

2 Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time. During the year ended 31 March 2015, the Company has paid an interim dividend of 0.60 per equity share (previous year: dividend of RS. Nil per share) and also proposed final dividend of Rs. 1.40 per equity share (previous year: dividend of Rs. 1.50 per equity share). The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

Employee stock options

Terms attached to stock options granted to employees are described in note 44 regarding employee share based payments.

2 (A) Nature of the security

(i) Rupee term loans from banks are secured against equipments.

(ii) Buyers'' credit is secured against equipment financed by the Bank.

(iii) Vehicle finance loans are secured against vehicle financed by the Bank.

3 Long-term loans and advances (Continued)

Long-term loans and advances during the previous year ended 31 March 2014 includes the recoverables acquired from MHTC Logistics Private Limited, taken over pursuant to the scheme of amalgamation (refer note 46).

Security deposits (unsecured, considered good) of Rs. 594 lakhs (previous year : Rs. 2,467 lakhs) are placed with firms and private companies (either severally or jointly with any other person), in which any director is a partner or a director or member.

4 Contingent liabilities and commitments (Rs. in Lakhs)

Particulars 31 March 2015 31 March 2014

Contingent liabilities:

a. Disputed liabilities in Appeal

* Income Tax (refer note 1 below) - 6,729

* IncomeTax (refer note 2 below) 1,520 1,520

* Customs 211 211

* Service Tax 374 1,048

* Entry Tax 67 72

* Stamp duty 422 -

* Electricity dues 33 33

b. Corporate Guarantees given by the Company on behalf of its subsidiaries 24,223 42,728

c. Bank guarantees 19,758 28,489

Commitments:

d. Estimated amount of contracts 558 315 remaining to be executed on capital accounts (net of advances) and not provided for

e. During the year, the Company has issued letters of undertakings to provide need based unconditional financial support to its following subsidiaries:

1. South Asia Terminals Private Limited

2. Combiline Indian Agencies Private Limited

3. Ecu Line (India) Private Limited

Litigations:

f. Claims against the Company, not acknowledged as debts(Refer note 3 below) 232 357

Note 1 : The Income Tax Department had issued assessment orders against the Company, whereby, the claim of deduction by the Company under section 80-IA (4) was disallowed from assessment years 2004-05 to 2009-10 and raised demand of Rs. .6729 lakhs on the Company. The Company had filed an appeal against the said assessment orders. The Special Bench of Income Tax Appellate Tribunal vide its order dated July 6, 2012 and Divisional Bench of Income Tax Appellate Tribunal vide its order dated December 5, 2012 upheld the Company''s plea and accordingly the Company has continued to claim deduction u/s 80 IA (4) of the Income Tax Act, 1961. The Department has filed an appeal on May 31, 2013 with the Hon''ble Bombay High Court against the said order of the Divisional Bench of Income Tax Appellate Tribunal.

The Hon''ble Bombay High Court vide its order dated April 21, 2015 upheld the view taken by the Divisional Bench of Income Tax Appellate Tribunal and accordingly dismissed the appeals filed by the Revenue Authority and passed the order favouring the Company.

Note 2: Further, the Income tax department has issued assessment order for A.Y 2010-11 against the Company, whereby in addition to other matters, the claim of deduction made by the Company u/s 80-IA(4) of Income tax Act, 1961 was disallowed and a demand of Rs. 1,520 lakhs has been raised. The Company has filed an appeal CIT (A) level against the order.

Note 3: In addition, the Company is subject to legal proceedings and claims,which have arisen in the ordinary course of business. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liability, where applicable in its financial statements. The Company''s management does not reasonably expect that these legal actions, when ultimately concluded and determined, will have a material and adverse effect of the Company''s results of operations or financial condition.

5 Dues to micro and small suppliers

Under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) which came into force from 02 October 2006, certain disclosures are required to be made relating to MSME. On the basis of the information and records available with the Company, the following disclosures are made for the amounts due to the Micro and Small Enterprises.

6 Segment reporting

Disclosure of segment reporting as per the requirements of Account Standard (AS) 17 "Segment Reporting" is reported in the consolidated financial statements of the Company. Therefore, the same has not been separately disclosed in the standalone financial statements in line with the requirements of AS - 17.

7 Leases

Operating leases as lessee

The Company has taken commercial properties on non-cancellable operating lease. The lease agreement provides for an option to the Company to renew the lease period at the end of non-cancellable period. There are no exceptional/ restrictive covenants in the lease agreements. The future minimum lease payments in respect of lease property as at 31 March 2015.

8 Disclosure pursuant to Accounting Standard 15 (Revised) "Employee Benefits"

i. Defined Contribution Plans:

Contribution to Provident Fund and ESIC

Amount of Rs. 374 lakhs (previous year : Rs. 340 lakhs) contributed to Provident Fund, ESIC and other funds (refer note 25) is recognised as an expense and included in ''Contribution to provident and other funds'' under "Employee benefits expense" in the statement of profit and loss.

ii. Defined Benefit Plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on death or resignation or retirement at 15 days salary (last drawn salary) for each completed year of service subject to a maximum payment of RS. 10 lakhs.

9 Related party disclosures

A Name of related parties where control exists:

I. Subsidiaries (direct and indirect)

Hindustan Cargo Limited

Acex Logistics Limited (formerly known as HC Logistics Limited)

Credo Shipping Agencies (I) Private Limited

Contech Transport Services Private Limited

Comptech Solutions Private Limited

Amfin Consulting Private Limited

Ecu Line (India) Private Limited

Allcargo Shipping Co.Private Limited

South Asia Terminals Private Limited

Southern Terminal & Trading Private Limited

AGL Warehousing Private Limited

Allcargo Logistic Park Private Limited

Transindia Logistic Park Private Limited

ECU International (Asia) Private Limited

Combiline Indian Agencies Private Limited

Ecu-Line Algerie sarl

Ecu Logistics SA

Ecu-Line N.V.

Ecu-Logistics N.V.

FMA-LINe Holding N. V. (formerely known as Ecubro N.V.)

Ecu-Tech BVBA

Ecuhold N.V.

Ecu International N.V.

Ecu Global Services n.v.

HCL Logistics nv AGL N.V.

Allcargo Belgium N.V.

Ecu Logistics do Brasil Ltda.

Ecu-Line Bulgaria EOOD Ecu-Line Chile S.A.

Flamingo Line Chile S.A.

Ecu-Line Guangzhou Ltd

China Consolidation Services Shipping Ltd

Ecu-Line (CZ) s.r.o.

Ecu-Line del Ecuador S.A.

Flamingo Line del Ecuador SA

Ecu Line Egypt Ltd.

Flamingo Line El Salvador SA de CV

Ecu-Line Germany GmbH

ELWA Ghana Limited

Flamingo Line de Guatemala S.A.

Ecu-Line Hong Kong Ltd.

Ecu International Far East Ltd.

PT EKA Consol Utama Line

Ecu-Line Italia srl.

Eurocentre Milan srl.

Ecu-Line Cote d''Ivoire Sarl

Jordan Gulf for Freight Services Agencies Co.LLC

Ecu-Line Malta Ltd.

CELM Logistics SA de CV

Ecu Logistics de Mexico SA de CV

Ecu-Line Maroc S.A.

Ecu-Line Rotterdam BV

Rotterdam Freight Station BV

Ecu-Line de Panama SA

Ecu-Line Paraguay SA

Ecu-Line Philippines Inc.

Ecu-Line Polska SP Z.o.o.

Ecu-Line Doha W.L.L.

Ecu-Line Romania SRL

Ecu-Line Singapore Pte. Ltd.

Ecu-Line South Africa (Pty.) Ltd.

Ecu-Line Spain S.L.

Mediterranean Cargo Center S.L. (MCC)

Ecu Line Lanka (Pvt) Ltd.

Societe Ecu-Line Tunisie Sarl

Ecu Uluslarasi Tas. Ve Ticaret Ltd. Sti.

China Consolidated Company Ltd.

Star Express Company Ltd.

Ecu-Line UK Ltd.

DEOLIX S.A.

DLC

Guldary S.A.

Administradora House Line C.A.

Ecu-Line Mauritius Ltd. (formerly known as a Ecu Line (Indian Ocean Island) Ltd.

Asia Line Ltd

Consolidadora Ecu- Line C.A

Ecu Shipping Logistics (K) Ltd.

Ecu-Line Middle East LLC

Ecu-Line Malaysia Sdn. Bhd. (Formerly known as Ecu-Line (Johor Bahru) Sdn. Bhd.)

Eurocentre FZCO

Ecu-Line Hungary Kft.

Ecu-Line Kenya Ltd.

Ecu-Line Abu Dhabi LLC

CCS Shipping Ltd.

Flamingo Line del Peru SA

Ecu-Line Peru SA

Ecu-Line Saudi Arabia LLC

Ecu-Line Zimbabwe (Pvt) Ltd.

Ecu-Line Japan Ltd.

S.H.E. Maritime Services Ltd.

Ecu-Line Australia Pty Ltd.

Ecu-Line NZ Ltd.

Ecu-Line (Thailand) Co. Ltd.

Ecu-Line Mediterranean Ltd.

China Consolidation Services Ltd.

Ecu-Line Switzerland GmbH

Ecu-Line Canada Inc

Cargo Freight Stations, SA

Ocean House Ltd.

Ecu-Line de Colombia S.A

Conecli International S.A

European Customs Broker NV

Ecu-Line Vietnam Co.Ltd

Econocaribe Consolidators, Inc

OTI cargo Inc

Port International Inc

Ecoline Storage Corp

ECI Customs Brokerage, Inc

Integrity Enterprises Pty Ltd

PRISM Global, LLC

FCL Marine Agencies B.V

PRISM Global Ltd.(formerly known as Ecu Line Ltd)

FMA-LINE France S.A.S.

Centro Brasiliero de Armazenagem E Distribuigao Ltda

Allcargo Logistics LLC (w.e.f 19 October 2014)

II. Associates (direct and indirect)

Transworld Logistics & Shipping Services Inc. (ceased to be an Associate w.e.f 15 August 2013)

Sealand Warehousing Private Limited (ceased to be Associate w.e.f 29 November, 2013)

Gujarat Integrated Maritime Complex Pvt. Ltd (ceased to be Associate w.e.f 29 November, 2013)

FCL Marine Agencies Gmbh (Hamburg) (w.e.f 03 September 2014)

FCL Marine Agencies Gmbh (Bermen) (w.e.f 03 September 2014)

International Negotiation Associates N.V

FCL Marine Agencies Belgium bvba (w.e.f 19 March 2014)

Love All sports Holdings FZE (w.e.f 12 October 2014)

III. Joint Ventures (direct and indirect)

Transnepal Freight Services Private Limited Fasder S.A.(w.e.f 05 August 2014)

Ecu Logistics Peru SAC (w.e.f 29 December 2014

IV. Entities over which key managerial personnel or their relatives exercises significant influence:

Allcargo Movers (Bombay) Private Limited

Allcargo Shipping Services Private Limited

Allnet Infotech Private Limited

Alltrans Logistics Private Limited

Alltrans Port Management Private Limited

Avadh Marketing LLP

Avash Builders And Infrastructure Private Limited

Avashya Corporation Pvt.Ltd

FTL (India) Pvt.Ltd (formerly known as Avashya Enterprises Private Limited)

Avashya Holdings Pvt.Ltd

Contech Estate LLP

Indport Maritime Agencies Pvt.Ltd.

Jupiter Precious Gems and Jewellery Private Limited (formerly known as Jupiter Machines Pvt. Ltd.)

N.R. Holdings Private Limited

Poorn Estates Private Limited

Prominent Estate Holdings Private Limited

Sealand Crane Private Limited

SKS Netgate LLP

SKS Realty LLP

SKS Ventures Private Limited

Talentos (India) Private Limited

Talentos Entertainment Private Limited

Transindia Freight Private Limited

Transindia Freight Services Private Limited

Sealand Holdings Pvt. Ltd

Meridien Tradeplace Pvt.Ltd

Poorn Buildcon Pvt. Ltd

Panna Estates LLP

Black Soil Realty Investment advisors LLP

Container Freight Station Associations of India (upto 13 January 2014)

Panna Infracon Projects LLP

Avvashya Foundation

V. Key Managerial Personnel

Shashi Kiran Shetty

Umesh Shetty (till 6 November 2014)

Adarsh Hegde

VI. Relatives of Key Management Personnel

Arathi Shetty

Umesh Shetty (from 7 November 2014)

10 Dividend remittances in foreign currency:

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittances, if any, in foreign currencies on account of dividends have been made by / on behalf of non-resident shareholders. The particulars of dividends paid to non-resident shareholders which were declared during the year.

11 Investment in joint ventures

(A) The Company had entered into a share purchase agreement on 20 June 2012 with IL&FS Maritime Infrastructure Company Limited (IMICL) for sale of its 45% stake (representing 45,000 equity shares of RS. 10 each) in Gujarat Integrated Maritime Complex Private Limited (GIMCO) and 50% stake (representing 4,674,807 equity shares of RS. 10 each) in Sealand Warehousing Private Limited (SWPL). Accordingly, during the year ended 31 March 2013, the Company on fulfilment of certain terms and conditions contained in aforesaid agreement transferred 19,000 equity shares of GIMCO and 2,243,907 equity shares of SWPL to IMICL against agreed consideration.

During the previous year ended 31 March 2014, on fulfilment of all the contractual obligation and on receipt of the balance agreed consideration the Company has transferred the balance 26,000 equity shares of GIMCO and 2,430,900 equity shares of SWPL to IMICIL. The net income booked for the previous year was Rs. 27 lakhs.

The Company''s interest in joint ventures is accounted, in accordance with the principles and procedures set out in AS - 27, ''Financial Reporting of Interests in Joint Ventures'' specified in the Companies (Accounting Standards) Rules, 2006, which continue to apply under Section 133 of the Companies Act, 2013 read with rule 7 of the Companies (Accounts) Rules, 2014.

12 Transfer pricing

international and Specified domestic transactions with related parties

The Company''s international and specified domestic transactions with related parties are at arm''s length as per the independent accountants report for the year ended 31 March 2014. Management believes that the Company''s international and specified domestic transactions with related parties post 31 March 2014 continue to be at arm''s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision for taxation.

13 Employee stock options

a. In 2006, the Company had instituted an ''Allcargo Employee Stock Option Plan 2006'' (ESOS 2006) to attract, retain, motivate and reward its employees and to enable them to participate in the growth, development and success of the Company. The compensation/remuneration committee of the Board evaluates the performance and other criteria of employees and approves the grant of options. The employees are granted an option to purchase shares of the Company at the respective exercise price, subject to the requirements of vesting conditions. These options generally vest over a period of 24 to 48 months from the date of grant. Upon vesting, the employees can acquire one equity share for each option. The maximum contractual term for these stock option plan is generally 7 years. The Company granted stock options to be adjusted for subsequent bonus issue prior to its Initial Public Offering of equity shares, to its permanent employees and to few of the permanent employees of its foreign subsidiaries at varying numbers depending upon their grade.

b. The stock compensation cost is computed under the intrinsic value method and amortised on a straight line basis over the vesting period of 7 years.

c. The particulars of options granted under the said ESOS 2006 plans are tabulated

14 Derivative instruments

The Company uses derivative and forward contracts to hedge its risks associated with foreign currency fluctuations. Such transactions are governed by the strategy approved by the Board of Directors which provides principles on the use of these instruments consistent with the Company''s Risk Management Policy. The Company does not use these contracts for trading or speculative purposes. The Company has marked to market the derivative contracts outstanding as at 31 March 2015 which has resulted in a net gain to the Company. The Company has not recognised the resulted gain of Rs.94 lakhs (previous year: Rs. 2,111 lakhs), on prudent basis which is notional in nature.

15 Amalgamation of MHTC Logistics Private Limited with the Company

Scheme of Arrangement between MHTC Logistics Private Limited and the Company taken place during the previous year ended 31 March 2014:-

During the previous year ended 31 March 2014, MHTC logistics Private Limited (hereinafter referred to as "MHTC"), a wholly owned subsidiary of the Company, incorporated with the main object to do Project Logistics as well as Freight forwarding business, was amalgamated into the Company pursuant to the Scheme of Amalgamation (hereinafter referred to as "Scheme"), as on and from 01 April 2012, being the appointed date pursuant to the approval of Board of Directors of the Company and sanctioned by the Honourable High Court of Bombay vide its order dated 06 December 2013 which was filed with Registrar of Companies on 24 January 2014.

The Company has carried out the accounting treatment prescribed in the Scheme as approved by the Honourable High Court of Bombay. The required disclosures for accounting of Scheme as per the "Pooling of Interest Method" as given under Accounting Standard 14 (AS - 14) "Accounting for Amalgamations" as prescribed under the Companies (Accounting Standards) Rules 2006 have been provided.

Hence, in accordance with the Scheme:

i. The Company has taken over all the assets aggregating to RS. 3,539 lakhs and liabilities aggregating to Rs. 2,081 lakhs at their respective book values. Also, as per the Scheme, the identity of reserves of MHTC is required to be maintained by the Company as on the appointed date which was aggregating to Rs. 1,438 lakhs. On cancellation of investments made by the Company in MHTC against their share capital as on the appointed date, there was a deficit of Rs. 3,410 lakhs. As per the Scheme approved by the Honourable High Court of Bombay, such deficit is required to be debited to the "Goodwill Account" of the Company.

ii. No consideration is payable or receivable on implementation of the Scheme as the Scheme involves a wholly owned Subsidiary.

iii. Prior to appointed date, MHTC was holding 373,491 equity shares of the Company. As a consequence of and as per the Scheme the aforesaid investment of MHTC in the Company has been cancelled and accordingly the share capital of the Company stands reduced by Rs. 7 lakhs and the Securities Premium Account of the Company stands reduced by Rs. 635 lakhs.

iv. Had the Scheme not prescribed the aforementioned mentioned accounting treatment and the Company had followed the accounting treatment prescribed under AS 14, there would not have been any Goodwill on Merger arising out of deficit arising against cancellation of Investment against share capital of the amalgamating company, as mentioned in point no. (i) above and the General Reserves of the Company would have been lower by Rs. 3,410 lakhs.

In terms of the Scheme, the appointed date of the amalgamation being 1 April 2012, the net loss of MHTC for the financial year 2012-13 aggregating to RS. 88 lakhs has been adjusted in the surplus in statement of profit and loss under Reserves and Surplus.

16 Disclosure under section 186 of the Companies Act 2013

The operations of the Company are classified as ''infrastructure facilities '' as defined under Schedule VI to the Act. Accordingly, the disclosure requirements specified in sub-section 4 of Section 186 of the Act in respect of loans given, investment made or guarantee given or security provided and the related disclosures on purposes/ utilization by recipient companies, are not applicable to the Company.

17 Corporate social responsibility

As per Section 135 of the Act, a CSR committee has been formed by the Company. The funds are utilised throughout the year on the activities which are specified in Schedule VII of the Act. The utilisation is done either by way of direct contribution towards various activities or by way of contribution to a trust - Avvashya Foundation.

(a) Gross amount required to be spent by the Company during the year: RS. 310 Lakhs

18 Prior year comparatives

The figures for the previous year have been regrouped/ rearranged as necessary to confirm to the current year''s presentation.


Mar 31, 2014

1. Contingent liabilities and commitments

(to the extent not provided for) (Rs. in Lakhs)

Particulars March 31, 2014 March 31, 2013

Contingent liabilities:

a. Disputed liabilities in Appeal

Income Tax (refer note 1 below) 6,729 6,729

Income Tax (AY 10-11) 1,520 -

Customs 211 181

Service Tax 1,048 1,138

Entry Tax 72 -

b. Claims against the Company, not acknowledged as debts 357 132

c. Corporate guarantees given by the Company on behalf of its subsidiaries 42,728 18,139

d. Bank guarantees 28,489 7,960

Commitments:

a. Estimated amount of contracts remaining to be executed on capital accounts 315 901 (net of advances) and not provided for

Note 1: Disputed income tax liabilities in Appeal include one matter where the Income Tax Department had issued assessment orders against the Company, whereby, the claim of deduction by the Company under Section 80-IA (4) of The Income Tax Act, 1961 was disallowed from the assessment years 2004-05 to 2009-10 and raised a demand of Rs. 6,729 Lakhs on the Company. The Company had filed an appeal against the said assessment orders.

2. Contingencies and commitments (Continued)

The special bench of Income Tax Appellate Tribunal vide its order dated July 06, 2012 and divisional bench of Income Tax Appellate Tribunal vide its order dated December 05, 2012 upheld the Company''s plea and accordingly the Company has continued to claim deduction under Section 80IA (4) of the Income Tax Act, 1961.

In view of the foregoing, the Company continues to provide Current tax under the provisions of Minimum Alternate Tax. The Department has filed an appeal on May 31, 2013 with the High Court of Bombay against the said order of the Divisional Bench of Income Tax Appellate Tribunal.

3. Dues to micro and small suppliers

Under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) which came into force from Octoberr 02, 2006, certain disclosures are required to be made relating to MSME. On the basis of the information and records available with the Company, the following disclosures are made for the amounts due to the Micro and Small Enterprises.

4. Segment reporting

Disclosure as per Account Standard (AS) 17” Segment Reporting” is reported in consolidated financial statements of the Company. Therefore, the same has not been separately disclosed in line with the provision of AS 17.

5. Disclosure pursuant to Accounting Standard - 15 (Revised) ''Employee Benefits''

i) Defined Contribution Plans:

Contribution to Provident Fund and ESIC

Amount of Rs. 340 Lakhs (previous year : Rs. 338 Lakhs) contributed to Provident Fund, ESIC and other funds (refer note 25) is recognised as an expense and included in "Contribution to Provident & Other Funds'' under ''Employee benefits” in the statement of Profit and loss.

ii) Defined Benefit Plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on death or resignation or retirement at 15 days salary (last drawn salary) for each completed year of service subject to a maximum payment of Rs. 10 Lakhs.

Assumptions regarding future mortality are based on published statistics and mortality tables. The calculation of the defined benefit obligation is sensitive to the mortality assumptions.

The Company continues to fund the trust in next year by reimbursing the actual payout.

iii) Compensated leave absences-

Following amounts are recognized in respect of unfunded obligations towards compensated leave absences:

6. Related party disclosures

A Name of related parties where control exists:

I. Subsidiaries

Hindustan Cargo Ltd

HC Logistics Ltd

Credo Shipping Agencies (I) Private Limited

Contech Transport Services Private Limited

Comptech Solutions Private Limited

Amfn Consulting Private Limited

Ecu Line (India) Private Limited

Allcargo Shipping Co.Private Limited

South Asia Terminals Pvt. Ltd.

Southern Terminals & Trading Private Limited

AGL Warehousing Private Limited

Allcargo Logistic Park Private Limited

Transindia Logistic Park Private Limited

ECU International (Asia) Private Limited

Combiline Indian Agencies Private Limited

Ecu-Line Algerie sarl

Ecu Logistics SA

Ecu-Line N.V.

Ecu-Logistics N.V.

Ecubro N.V.

Ecu-Tech BVBA

Ecuhold N.V.

Ecu International N.V.

Ecu Global Services N.V.

HCL Logistics N.V.

AGL N.V.

Allcargo Belgium N.V.

Ecu Logistics do Brasil Ltd.a

Flamingo Line do Brasil Ltd.a

Ecu-Line Bulgaria EOOD

Ecu-Line Chile S.A.

Flamingo Line Chile S.A.

Ecu-Line Guangzhou Ltd

China Consolidation Services Shipping Ltd

Ecu-Line (CZ) s.r.o.

Ecu-Line del Ecuador S.A.

Flamingo Line del Ecuador SA

Ecu Line Egypt Ltd.

Flamingo Line El Salvador SA de CV

Ecu-Line Germany GmbH

ELWA Ghana Limited

Flamingo Line de Guatemala S.A.

Ecu-Line Hong Kong Ltd.

Ecu International Far East Ltd.

CCS China Consolidation Services Company Ltd.

PT EKA Consol Utama Line

Ecu-Line Italia srl.

Eurocentre Milan srl.

Ecu-Line Côte d''Ivoire Sarl

Jordan Gulf for Freight Services Agencies Co.LLC

Ecu-Line Malta Ltd.

CELM Logistics SA de CV

Ecu Logistics de Mexico SA de CV

Ecu-Line Maroc S.A.

Ecu-Line Rotterdam BV

Rotterdam Freight Station BV

Ecu-Line de Panama S.A.

Ecu-Line Paraguay S.A.

Ecu-Line Philippines Inc.

Ecu-Line Polska SP Z.o.o.

Ecu-Line Doha W.L.L.

Ecu-Line Romania SRL

Ecu-Line Singapore Pte. Ltd.

Ecu-Line South Africa (Pty) Ltd.

Ecu-Line Spain S.L.

Mediterranean Cargo Center S.L. (MCC)

Ecu Line Lanka (Pvt) Ltd.

Société Ecu-Line Tunisie Sarl

Ecu Uluslarasi Tas. Ve Ticaret Ltd. Sti.

China Consolidated Company Ltd.

Star Express Company Ltd.

Ecu-Line UK Ltd.

DEOLIX S.A.

DLC

Guldary S.A.

ELV Multimodal C.A.

Administradora House Line C.A.

aEcu-Line (Indian Ocean Islands) Ltd.

Asia Line Ltd

Consolidadora Ecu- Line C.A

Ecu Shipping Logistics (K) Ltd.

Ecu-Line Middle East LLC

Ecu-Line (Johor Bahru) Snd. Bhd.

Eurocentre FZCO

Ecu-Line Kenya Ltd.

Ecu-Line Abu Dhabi LLC

CCS Shipping Ltd.

Flamingo Line del Peru S.A.

Ecu-Line Peru S.A.

Ecu-Line Saudi Arabia LLC

Ecu-Line Zimbabwe (Pvt) Ltd.

Ecu-Line Japan Ltd.

S.H.E. Maritime Services Ltd.

Translogistik Internationale Spedition GmbH

Ecu-Line Australia Pty Ltd.

Ecu-Line NZ Ltd.

Ecu-Line (Thailand) Co. Ltd.

Ecu-Line Mediterranean Ltd.

China Consolidation Services Ltd.

Ecu-Line Switzerland GmbH

Ecu-Line Canada Inc

Cargo Freight Stations, S.A.

Ocean House Ltd.

Ecu-Line de Colombia S.A

Conecli International S.A.

European Customs Broker NV

Ecu-Line Vietnam Co.Ltd

Econocaribe Consolidators, Inc

OTI cargo Inc

Port International Inc

Ecoline Storage Corp

ECI Customs Brokerage, Inc

Integrity Enterprises Pty Ltd

PRISM Global, LLC

FCL Marine Agencies B.V.

II. Associates

Transworld Logistics & Shipping Services Inc. (ceased to be an Associate w.e.f August 15, 2013) Sealand Warehousing Private Limited (ceased to be Associate w.e.f November 29, 2013) Gujarat Integrated Maritime Complex Pvt. Ltd (ceased to be Associate w.e.f November 29, 2013)

III. Joint Ventures

Transnepal Freight Services Private Limited

IV. Entities over which key managerial personnel or their relatives exercises significant infuence:

Allcargo Movers (Bombay) Private Limited

Allcargo Shipping Services Private Limited

Allnet Infotech Private Limited

Alltrans Logistics Private Limited

Alltrans Port Management Private Limited

Avadh Marketing LLP

Avash Builders And Infrastructure Private Limited

Avashya Corporation Pvt.Ltd

FTL (India) Pvt.Ltd (formerly known as Avashya Enterprises Private Limited)

Avashya Holdings Pvt.Ltd

Contech Estate LLP

Indport Maritime Agencies Pvt.Ltd.

Jupiter Precious Gems and Jewellery Private Limited (formerly Jupiter Machines Pvt. Ltd.)

N.R. Holdings Private Limited

Poorn Estates Private Limited

Prominent Estate Holdings Private Limited

Sealand Crane Private Limited

SKS Netgate LLP

SKS Realty LLP

SKS Ventures Private Limited

Talentos (India) Private Limited

Talentos Entertainment Private Limited

Transindia Freight Private Limited

Transindia Freight Services Private Limited

Sealand Holdings Pvt. Ltd

Meridien Tradeplace Pvt.Ltd

Poorn Buildcon Pvt. Ltd

Panna Estates LLP

Black Soil Realty Investment advisors LLP

Container Freight Station Associations of India (upto 13 January 2014)

Panna Infracon Projects LLP

V. Key Managerial Personnel

Shashi Kiran Shetty

Umesh Shetty

Adarsh Hegde

VI. Relatives of Key Management Personnel

Arathi Shetty

Details of material related party transactions which are more than 10 % of the total transactions of the same type with a related party during the year ended March 31, 2014

1. Multimodal transport income includes income from Allcargo Belgium NV Group Rs. 5,131 Lakhs (Multimodal transport income during the previous year includes income earned from Allcargo Belgium NV group Rs. 5,645 Lakhs)

2. Project and Engineering Solution Income includes South Asia Terminals Pvt. Ltd. Rs. 1,429 Lakhs, Hindustan Cargo Limited Rs. 19 Lakhs, Asia Lines Limited Rs. 1 lakh

(Project and Engineering Solution Income during the previous year includes income from South Asia Terminals Pvt. Ltd. Rs. 1,878 Lakhs, Hindustan Cargo Limited Rs. 135 Lakhs, Asia Lines Limited Rs. 892 Lakhs)

3. Container Freight Station income includes income from Hindustan Cargo Limited Rs. 224 Lakhs, Transindia Logistic Park Private Limited Rs. 236 Lakhs

(Container Freight Station income during the previous year includes income from Hindustan Cargo Limited Rs. 125 Lakhs, Transindia Logistic Park Private Limited Rs. 59 Lakhs)

4. Third Party Logistics Income includes income from Hindustan Cargo Limited Rs. 133 Lakhs

(Third Party Logistics Income includes income from Hindustan Cargo Limited Rs. 109 Lakhs)

5. Management Fees received includes amount received from Allcargo Belgium NV Group Rs. 123 Lakhs

(Management Fees received during the previous year includes amount received from Allcargo Belgium NV Group Rs. 105 Lakhs)

6. Business Support Charges received includes amount received from ECU International Far East Private Limited Rs. 810 Lakhs

(Business Support Charges received during the previous year includes amount received from ECU International Far East Private Limited Rs. 493 Lakhs)

7. Corporate guarantee fees received includes amount received from Allcargo Belgium NV Group Rs. 689 Lakhs , ECU Hold NV Rs. 139 Lakhs

(Corporate guarantee fees received during the previous year Rs. Nil).

8. a) Interest received on Loans include income from South Asia Terminals Pvt Ltd Rs. 75 Lakhs, Transindia Logistic Park Private Limited Rs. 37 Lakhs, Allcargo Logistics Park Pvt. Ltd. Rs. 18 Lakhs, AGL Warehousing Private Limited Rs. 2 Lakhs, Asia Line Ltd Rs. Nil)

(Interest received during the previous year includes income from South Asia Terminals Pvt. Ltd Rs. 77 Lakhs, Transindia Logistic Park Private Limited Rs. Nil, Allcargo Logistics Park Pvt Ltd Rs. 22 Lakhs, AGL Warehousing Private Limited Rs. 40 Lakhs, Asia Line Ltd Rs. 40 Lakhs)

b) Interest received on Advances include income from AGL Warehousing Private Limited Rs. 4 Lakhs, Transindia Logistic Park Private Limited Rs. 3 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 3 Lakhs.

(Interest received on Advances previous year include income from AGL Warehousing Private Limited Rs. Nil, Transindia Logistic Park Private Limited Rs. Nil, Allcargo Shipping Co. Pvt Ltd Rs. Nil.)

9. Multimodal transport operation expenses includes expenses paid/payable to Allcargo Belgium NV Group Rs. 5,902 Lakhs, Tran world Logistics & Shipping Services Inc Rs. 110 Lakhs

(Multimodal transport operation expenses during the previous year includes Allcargo Belgium NV Group Rs. 5,754 Lakhs, Tran world Logistics & Shipping Services Inc Rs. 742 lakh)

10. Project and Engineering Solution Expense includes expenses paid/payable to Hindustan Cargo Limited Rs. 2089 Lakhs, Allcargo Belgium NV Group Rs. 202 Lakhs, MHTC Logistics Private Limited Rs. Nil

(Project and Engineering Solution Expense during the previous year includes expenses paid to Hindustan Cargo Limited Rs. 973 Lakhs, Allcargo Belgium NV Group Rs. 214 Lakhs, MHTC Logistics Private Limited Rs. 420 Lakhs)

11. Container freight station expense includes expenses paid/payable to South Asia Terminals Pvt. Ltd. Rs. 2,590 Lakhs

(Container freight station expense during the previous year includes South Asia Terminals Pvt. Ltd. Rs. 2,998 Lakhs)

12. Third Party Logistics Expense includes expenses paid/payable to Hindustan Cargo Limited Rs. 1 lakh,

(Third Party Logistics Expense during the previous year includes Hindustan Cargo Ltd Rs. Nil)

13. Remuneration to Directors includes Mr.Shashi Kiran Shetty Rs. 310 Lakhs, Mr.Umesh Shetty Rs. 164 Lakhs, Mr.Adarsh Hegde Rs. 134 Lakhs)

(Remuneration to Directors during the previous year includes Mr. Shashi Kiran ShettyRs. 313 Lakhs, Mr.Umesh Shetty Rs. 126 Lakhs, Mr. Adarsh Hegde Rs. 117 Lakhs,)

14. Commission to Directors includes Mr. Shashi Kiran Shetty Rs. 150 Lakhs, Mr.Umesh Shetty Rs. 75 Lakhs, Mr. Adarsh Hegde Rs. 75 Lakhs, Mrs.Arathi Shetty Rs. Nil)

(Commission to Directors during the previous year includes Mr. Shashi Kiran ShettyRs. 338 Lakhs, Mr.Umesh Shetty Rs. 225 Lakhs, Mr. Adarsh Hegde Rs. 225 Lakhs, Mrs. Arathi Shetty Rs. 5 Lakhs)

15. Salary Paid Nil

[Salary Paid during the previous year includes payment made to Mr. Umesh Shetty till May 30, 2012 Rs. 21 Lakhs. (With effect from June 01, 2012 Board of Directors has appointed Mr.Umesh Shetty as a Whole time Director and the remuneration paid/payable to them Rs. 126 Lakhs)]

16. Rent Paid includes expenses paid to Avash Builders and Infrastructure Pvt Ltd Rs. 196 Lakhs, Sealand Cranes Private Limited Rs. 102 Lakhs, Allnet Infotech Private Limited Rs. 94 Lakhs, Talentos (India) Private Limited Rs. 191 Lakhs, Mr. Shashi Kiran Shetty Rs. Nil

(Rent Paid during the previous year includes rent paid Avash Builders and Infrastructure Pvt Ltd Rs. 262 Lakhs, Sealand Cranes Private Limited Rs. 136 Lakhs, Allnet Infotech Private Limited Rs. 126 Lakhs, Talentos (India) Private Limited Rs. 14 Lakhs, Mr. Shashi Kiran Shetty Rs. 24 Lakhs)

17. Dividend paid during the year to Mr. Shashi Kiran Shetty Rs. 1,224 Lakhs, MHTC Logistics Private Limited Rs. Nil.

(Dividend Paid during the previous year includes payment made to Mr. Shashi Kiran Shetty Rs. 408 Lakhs, MHTC Logistics Private Limited Rs. 2 Lakhs).

18. Car hire charges include expense paid during the year Rs. Nil

(Car hire charges during the previous year includes Transindia Freight Services Private Limited Rs. 6 Lakhs).

19. Professional fees include expense paid during the year Rs. Nil

(Professional fees during the previous year includes Mrs.Shobha Shetty Rs. 7 Lakhs).

20. a) Loans given includes amount paid to Transindia Logistic Park Pvt Ltd Rs. 1,532 Lakhs, Hindustan Cargo Ltd Rs. 400 Lakhs, MHTC Logistics Private Limited Rs. Nil, Allcargo Logistics Park Pvt. Ltd. Rs. Nil, Allcargo Belgium NV Rs. Nil)

(Loans given during the previous year includes amount paid to Transindia Logistics Park Private Limited Nil, Hindustan Cargo Limited Nil, MHTC Logistics Private LimitedRs. 750 Lakhs, Allcargo Logistics Park Pvt. Ltd. Rs. 20 Lakhs, Allcargo Belgium NV Rs. 10 Lakhs)

b) Loans received back includes amount received from Hindustan Cargo Ltd Rs. 400 Lakhs,Allcargo Belgium NV Rs. 10 Lakhs, Allcargo Logistics Park Pvt. Ltd. Rs. 125 Lakhs

(Loans received back during the previous year includes amount received from Hindustan Cargo Limited Rs. Nil, Allcargo Belgium NVRs. 5,078 Lakhs, Allcargo Logistic Park Private Limited Rs. 7 Lakhs)

c) Loans adjusted on account of amalgamation scheme of arrangement- MHTC Logistics Private Limited of Rs. 734 Lakhs.

d) Loans converted into Preference shares during the year Nil

(Loans converted into Preference shares during the previous year includes Contech Transport Services Pvt Ltd. Rs. 1,505 Lakhs)

e) Closing Balance of Loan includes Transindia Logistics Park Pvt Ltd Rs. 1,532 Lakhs, South Asia Terminals Pvt. Ltd. Rs. 846 Lakhs, Allcargo Logistics Park Pvt. Ltd. Rs. 50 Lakhs, MHTC Logistics Private LimitedRs. Nil, Allcargo Belgium NV Rs. Nil

(Closing Balance of Loan during the previous year includes Transindia Logistics Park Pvt Ltd Rs. Nil, South Asia Terminals Pvt. Ltd. Rs. 846 Lakhs, Allcargo Logistics Park Pvt Ltd. Rs. 188 Lakhs, MHTC Logistics Private Limited Rs. 734 Lakhs, Allcargo Belgium N.VRs. 10 Lakhs)

21. a) Advances given includes amount paid to Allcargo Belgium NV Group Rs. 867 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 122 Lakhs, Transindia Logistic Park Pvt Ltd Rs. 84 Lakhs.

(Advances given during the previous year includes amount paid to Allcargo Belgium NV Group Rs. 861 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 669 Lakhs, Transindia Logistic Park Pvt Ltd Rs. 366 Lakhs)

b) Advance received back includes amount received from Allcargo Belgium NV Group Rs. 1,027 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 220 Lakhs, Transindia Logistic Park Pvt Ltd Rs. 79 Lakhs.

(Advance received back during the previous year includes amount received from Allcargo Belgium NV Group Rs. 661 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 573 Lakhs, Transindia Logistic Park Pvt Ltd. Rs. 353 Lakhs)

c) Advances converted into Preference shares during the year includes Rs. Nil

(Advances converted into Preference shares during the previous year includes Hindustan Cargo Ltd Rs. 100 Lakhs)

d) Advances converted into Preference Share Application money includes Rs. Nil

(Advances converted into Preference Share Application money during the previous year includes Contech transport Services Pvt. Ltd. Rs. 81 Lakhs)

e) Advances closing balance includes Allcargo Belgium NV Group Rs. 159 Lakhs, AGL Warehousing Private Limited Rs. 34 Lakhs and Transindia Logistic Park Pvt Ltd Rs. 29 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 18 Lakhs, South Asia Terminals Pvt Ltd Rs. 4 Lakhs

(Advances closing balance during the previous year includes Allcargo Belgium NV Group Rs. 318 Lakhs, AGL Warehousing Private Limited Rs. 53 Lakhs, Transindia Logistic Park Pvt Ltd Rs. 17 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 116 Lakhs, South Asia Terminals Pvt. Ltd. Rs. 97 Lakhs)

22. a) Interest charged on loan given includes South Asia Terminals Pvt Ltd Rs. 70 Lakhs, Transindia Logistics Park Pvt Ltd Rs. 33 Lakhs, Allcargo Logistics Park Pvt Ltd Rs. 16 Lakhs.

(Interest charged on loan given to Allcargo Logistics Park Pvt Ltd in previous year is Rs. 20 Lakhs)

b) Interest receivable on loan received back includes amount received from South Asia Terminals Pvt Ltd Rs. 66 Lakhs, Allcargo Logistics Park Pvt Ltd Rs. 28 Lakhs, Transindia Logistics Park Pvt Ltd Rs. 23 Lakhs.

(Interest receivable on loan received from Allcargo Logistics Park Pvt Ltd during previous year is Rs. 7 Lakhs)

c) Interest receivable on loan closing balance includes Transindia Logistics Park Pvt Ltd Rs. 10 Lakhs, Hindustan Cargo Ltd Rs. 6 Lakhs and South Asia Terminals Pvt Ltd Rs. 4 Lakhs

(Interest receivable on loan closing balance from Allcargo Logistics Park Pvt Ltd during previous year isRs. 13 Lakhs)

23. a) Interest charged on advances given includes AGL Warehousing Private Limited Rs. 4 Lakhs, Transindia Logistics Park Pvt Ltd Rs. 3 Lakhs, Allcargo Shipping Co. Pvt Ltd Rs. 3 Lakhs.

(Interest charged on advances given to South Asia Terminals Pvt Ltd during previous year is Rs. 70 Lakhs)

b) Interest charged on advances received back includes amount received from South Asia Terminals Pvt Ltd Rs. 70 Lakhs

(Interest charged on advances received back during previous year is Nil)

c) Interest charged on advances closing balance includes Allcargo Shipping Co. Pvt Ltd Rs. 3 Lakhs, Transindia Logistics Park Pvt Ltd Rs. 3 Lakhs, AGL Warehousing Private Limited Rs. 4 Lakhs

(Interest charged on advances closing balance given to South Asia Terminals Pvt Ltd during previous year is Rs. 70 Lakhs)

24. a) Deposit given includes amount paid to Adarsh Hegde Rs. 5 Lakhs, Panna Estates LLP Rs. 5 Lakhs, SKS Netgate LLP Rs. Nil)

(Deposit given during the previous year includes amount paid to Adarsh Hegde Rs. Nil, SKS Netgate LLP Rs. 38,000)

b) Deposits received back during the year includes Comptech Solutions Pvt Ltd Rs. 112 Lakhs, Mr.Shashi Kiran Shetty Rs. Nil

(Deposits received back during the previous year includes Mr.Shashi Kiran Shetty Rs. 300 Lakhs)

c) Deposit receivables includes deposit paid to Avash Builders and Infrastructure Private Limited Rs. 720 Lakhs, Talentos (India) Private Limited Rs. 701 Lakhs, Sealand Cranes Private Limited Rs. 374 Lakhs, Allnet Infotech Private Limited Rs. 346 Lakhs

(Deposit receivables during the previous year includes deposit paid to Avash Builders and Infrastructure Private Limited Rs. 720 Lakhs, Talentos (India) Private Limited Rs. 701 Lakhs, Sealand Cranes Private Limited Rs. 374 Lakhs, Allnet Infotech Private Limited Rs. 346 Lakhs)

25. Share application money pending allotment includes Contech Transport Services Pvt Ltd Rs. 81 Lakhs, Transindia Logistic Park Private Limited Rs. Nil

(Share application money pending Allotment during the previous year includes Contech Transport Services Pvt Ltd Rs. Nil, Transindia Logistic Park Private Limited Rs. 1,540 Lakhs)

26. Share application money given during the year includes Transindia Logistics Park Pvt Ltd Rs. 140 Lakhs

(Share application money given during previous year is Rs. Nil)

27. Share application money refund received during the year includes Prominent Estate Holdings Pvt Ltd Rs. 35 Lakhs.

(Share application money refund during previous year is Rs. Nil)

28. Share application money converted into preference shares during the year includes Transindia Logistic Park Private Limited Rs. 1,680 Lakhs, Allcargo Shipping Co Pvt. Ltd Rs. Nil

(Share application money converted into preference shares during the previous year includes Transindia Logistic Park Private Limited Rs. 1,540 Lakhs, Allcargo Shipping Co Pvt. Ltd Rs. 3,370 Lakhs)

29. a) Investments-Equity shares includes Allcargo Belgium NV Group Rs. 6,848 Lakhs, Transindia Logistic Park Private Limited Rs. 5,552 Lakhs, MHTC Logistics Private Limited Rs. Nil, Gujarat Integrated Maritime Complex Private Limited Rs. Nil.

(Investments-Equity shares during the previous year includes Allcargo Belgium NV Group Rs. 6,848 Lakhs, Transindia Logistic Park Private Limited Rs. 5,552 Lakhs, MHTC Logistics Private Limited Rs. 3,430 Lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 3,062 Lakhs)

b) Investments-Preference shares includes Allcargo Shipping Co. Private Limited Rs. 7,067 Lakhs, AGL Warehousing Private Limited Rs. 3,736 Lakhs, Hindustan Cargo Limited Rs. 2,320 Lakhs

(Investments-Preference shares during the previous year includes Allcargo Shipping Co. Private Limited Rs. 7,067 Lakhs, AGL Warehousing Private Limited Rs. 3,736 Lakhs, Hindustan Cargo Limited Rs. 2,320 Lakhs)

30. Trade advances received during the year includes Allcargo Belgium NV Group Rs. 447 Lakhs

(Trade advances received during the previous year includes Allcargo Belgium NV Group Rs. 4,295 Lakhs)

31. Corporate Guarantees given includes Transindia Logistic Park Private Limited Rs. 8,874 Lakhs, Allcargo Belgium NV Rs. 30,504 Lakhs

(Corporate Guarantees given during the previous year includes Transindia Logistic Park Private Limited Rs. 9,500 Lakhs, Allcargo Belgium NV Rs. 7,472 Lakhs)

32. a) Trade Receivables includes Allcargo Belgium NV Group Rs. 428 Lakhs, Contech Transport Services Pvt Ltd Rs. 217 Lakhs, ECU International Far East Private Limited Rs. 213 Lakhs, South Asia Terminals Pvt. Ltd. Rs. 159 Lakhs, Hindustan Cargo Limited Rs. 57 Lakhs, Asia Line Limited Rs. 20 Lakhs.

(Trade Receivables during the previous year includes Allcargo Belgium NV Group Rs. 771 Lakhs, Contech Transport Services Pvt Ltd Rs. 143 Lakhs, ECU International Far East Private Limited Rs. 171 Lakhs, South Asia Terminals Pvt. Ltd. Rs. 85 Lakhs, Hindustan Cargo Limited Rs. 326 Lakhs, Asia Line Limited Rs. 476 Lakhs)

b) Advance to supplier includes Allcargo Belgium NV Group Rs. 11 Lakhs, Hindustan Cargo Ltd Rs. 49 Lakhs Advance to Supplier includes during previous year is Nil

33. a) Trade Payables includes Allcargo Belgium NV Group Rs. 486 Lakhs, South Asia Terminals Pvt Ltd Rs. 251 Lakhs, MHTC Logistics Private Limited Rs. Nil, Hindustan Cargo Limited Rs. 38 Lakhs

(Trade Payables during the previous year includes Allcargo Belgium NV Group Rs. 372 Lakhs, South Asia Terminals Pvt Ltd Rs. 239 Lakhs, MHTC Logistics Private Limited Rs. 515 Lakhs, Hindustan Cargo Limited Rs. 179 Lakhs)

b) Directors commission payable includes Mr. Shashi Kiran Shetty Rs. 150 Lakhs, Mr. Adarsh Hegde Rs. 75 Lakhs, Mr. Umesh Shetty Rs. 75 Lakhs

(Directors commission payable during the previous year includes Mr. Shashi Kiran Shetty Rs. 338 Lakhs, Mr. Adarsh Hegde Rs. 225 Lakhs, Mr Umesh Shetty Rs. 225 Lakhs)

c) Deposit payable includes South Asia Terminals Pvt. Ltd. Rs. 51 Lakhs

(Deposit payable during the previous year includes South Asia Terminals Pvt. Ltd. Rs. 134 Lakhs)

34. Fixed Assets sold to Transindia Logistic Park Private Limited Rs. 91 Lakhs

(Fixed Assets sold during previous year is Nil)

35. Fixed Assets purchase from Hindustan Cargo Limited Rs. 1 Lakh

(Fixed Assets Purchase during previous year is Nil)

36. Investment in joint ventures

The Company has entered into a share purchase agreement on June 20, 2012 with IL&FS Maritime Infrastructure Company Limited (IMICL) for sale of its 45% stake (representing 45,000 equity shares of Rs. 10 each) in Gujarat Integrated Maritime Complex Private Limited (GIMCO) and 50% stake (representing 4,674,807 equity shares of Rs. 10 each) in Sealand Warehousing Private Limited (SWPL). During previous period, the Company has, in accordance with the provisions of the said Agreement and on fulfilment of certain terms and conditions, transferred 19,000 equity shares of GIMCO and 2,243,907 equity shares of SWPL to IMICL against agreed consideration. W.e.f June 21, 2012 post sale and transfer of equity shares as aforesaid, the Company was holding 26% stake in GIMCO and SWPL and accordingly the interests in the joint ventures are reported as non-current investments (refer note 15) and stated at cost.

(A) During the current year, on fulfilment of all the contractual obligation and on receipt of the balance agreed consideration the Company has transferred the balance 26,000 equity shares of GIMCO and 2,430,900 equity shares of SWPL to IMICIL. The net income booked for the current year is Rs. 27 Lakhs (previous year: Rs. 20 Lakhs)

The Company''s interests in joint ventures is accounted, in accordance with the principles and procedures set out in AS - 27, ''Financial Reporting of Interests in Joint Ventures'' specified in the Companies (Accounting Standards) Rules, 2006.

37. Transfer pricing

International and Specified domestic transactions with related parties

The Company''s international and Specified domestic transactions with related parties are at arm''s length as per the independent accountants report for the year ended March 31, 2013. Management believes that the Company''s international and Specified domestic transactions with related parties post March 31, 2013 continue to be at arm''s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision for taxation.

38. Employee stock options

a) In 2006, the Company had instituted an ''Allcargo Employee Stock Option Plan 2006'' (ESOS 2006) to attract, retain, motivate and reward its employees and to enable them to participate in the growth, development and success of the Company. The compensation/remuneration committee of the Board evaluates the performance and other criteria of employees and approves the grant of options. The employees are granted an option to purchase shares of the Company at the respective exercise price, subject to the requirements of vesting conditions. These options generally vest over a period of 24 to 48 months from the date of grant. Upon vesting, the employees can acquire one equity share for each option. The maximum contractual term for these stock option plan is generally 7 years. The Company granted stock options to be adjusted for subsequent bonus issue prior to its Initial Public Offering of equity shares, to its permanent employees and to few of the permanent employees of its foreign subsidiaries at varying numbers depending upon their grade.

b) The stock compensation cost is computed under the intrinsic value method and amortised on a straight line basis over the vesting period of 7 years.

39. Amalgamation of MHTC Logistics Private Limited with the Company Scheme of Arrangement between MHTC Logistics Private Limited and the Company:-

During the year, MHTC logistics Private Limited (hereinafter referred to as "MHTC”), a wholly owned subsidiary of the Company, incorporated with the main object to do Project Logistics as well as Freight forwarding business, was amalgamated into the Company pursuant to the Scheme of Amalgamation (hereinafter referred to as "Scheme”), as on and from April 01, 2012, being the appointed date pursuant to the approval of Board of Directors and shareholders of the Company and sanctioned by the Honourable High Court of Bombay vide its order dated December 06, 2013 which was filed with Registrar of Companies on January 24, 2014.

The Company has carried out the accounting treatment prescribed in the Scheme as approved by the Honourable High Court of Bombay. The required disclosures for accounting of Scheme as per the "Pooling of Interest Method” as given under Accounting Standard 14 (AS 14) "Accounting for Amalgamations” as prescribed under the Companies (Accounting Standards) Rules 2006 have been provided.

Hence, in accordance with the Scheme:

i. The Company has taken over all the assets aggregating to Rs. 3,539 Lakhs and liabilities aggregating to Rs. 2,081 Lakhs at their respective book values. Also, as per the Scheme, the identity of reserves of MHTC is required to be maintained by the Company as on the appointed date which was aggregating to Rs. 1,438 Lakhs. On cancellation of investments made by the Company in MHTC against their share capital as on the appointed date, there was a deficit of Rs. 3,410 Lakhs. As per the Scheme approved by the Honourable High Court of Bombay, such deficit is required to be debited to the "Goodwill Account” of the Company.

ii. No consideration is payable or receivable on implementation of the Scheme as the Scheme involves a wholly owned Subsidiary.

iii. Prior to appointed date, MHTC was holding 373,491 equity shares of the Company. As a consequence of and as per the Scheme the aforesaid investment of MHTC in the Company has been cancelled and accordingly the share capital of the Company stands reduced by Rs. 7 Lakhs and the Securities Premium Account of the Company stands reduced by Rs. 635 Lakhs.

Had the Scheme not prescribed the aforementioned accounting treatment and the Company had followed the accounting treatment prescribed under AS 14, there would not have been any Goodwill on Merger arising out of deficit arising against cancellation of Investment against share capital of the amalgamating company, as mentioned in point no. (i) above and the General Reserves of the Company would have been lower by Rs. 3,410 Lakhs.

In terms of the Scheme, the appointed date of the amalgamation being April 01, 2012, the net loss of MHTC for the financial year 2012-13 aggregating to Rs. 88 Lakhs has been adjusted in the surplus in Statement of Profit and loss under Reserves and Surplus.

During the year, as MHTC carried on its existing business in trust for and on behalf of the Company, all vouchers, documents etc. for the year are in the name of MHTC Logistics Private Limited. Further, the title deeds for the immovable properties pertaining to amalgamating company are pending conveyance in the name of the Company.

The Goodwill arising on account of merger amounting to Rs. 3,410 Lakhs has been fully amortised by the Company during the current year.

40. Buy back of shares

The Board of Directors of the Company in its meeting held on June 20, 2012 approved the buyback of 5,263,158 equity shares of Rs. 2 each fully paid at prices not exceeding Rs. 142.50 per equity shares payable in cash, up to an aggregate amount not exceeding Rs. 7,500 Lakhs from the open market through stock exchange(s).

During the previous year, the Company has bought back and extinguished 4,136,449 equity shares at an average price of Rs. 139.69 per equity share for an aggregate amount of Rs. 5,817 Lakhs (inclusive of transaction cost). Since the Company had completed 78% of the buyback offer within a period of 8 months, the Company has announced closure of buyback of its shares with effect from March 04, 2013.

During the previous year, pursuant to the buy back of shares as aforesaid, the issued, subscribed and paid up capital of the Company reduced from Rs. 2,604 Lakhs comprising of 130,173,831 equity shares of Rs. 2 each fully paid-up to Rs. 2,521 Lakhs comprising of 126,037,382 shares of Rs. 2 each fully paid-up.

41. a) Loans and advances include Rs. 2,668 Lakhs (previous year: Rs. 1,343 Lakhs) due by directors or other officers of the company or any of them either severally or jointly with any other persons or amounts due by firms or private companies respectively in which any director is a partner or a director or a member should be separately stated.

42. The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated February 08, 2011 and February 21, 2011 respectively has granted a general exemption from compliance with Section 212 of the Act, subject to fulfilment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

43. Prior year comparatives

Pursuant to the amalgamation of MHTC Logistics Private Limited, the figures for the current year are not strictly comparable to those of the previous year.


Mar 31, 2013

1. Company overview

Allcargo Logistics Limited(''the Company'') was incorporated on 18 August 1993 and is a leading multinational company engaged in providing integrated logistics solutions and offers specialised logistics services across Multimodal Transport Operations, Inland Container Depot, Container Freight Station Operations, Third Party Logistics Operations and Project and Engineering Solutions. The Company is listed on Bombay Stock Exchange Limited and National Stock Exchange of India Limited.

2. Changes in accounting policies

Exchange differences on long term foreign currency monetary items

Pursuant to the notifcation dated 29 December 2011, issued by the Ministry of Corporate Affairs inserting the paragraph 46A of the AS 11 ''The Effects of Changes in Foreign Exchange Rates'', notifed under the Companies (Accounting Standards) Rules, 2006, the Company opted to record, from the current period foreign exchange transaction for all long term monetary liabilities, as per paragraph 46 A of AS -11. As a result, exchange difference on long term monetary liabilities arising subsequent to April 01, 2011 is restated as per paragraph 46A.

The change has resulted in increase of depreciation of Rs. 91 lakhs, reduction in the fnance charge of Rs. 820 lakhs and increase in proft after tax of Rs. 747 lakhs for the year ended March 31, 2013.

The above adjustment includes interest reversal of Rs. 820 lakhs and incremental depreciation of Rs. 28 lakhs for the period ended March 31, 2012.

3. Dues to micro and small suppliers

Under the Micro, Small and Medium Enterprises Development Act,2006 (MSMED) which came into force from 02 October 2006, certain disclosures are required to be made relating to MSME. On the basis of the information and records available with the Company, the following disclosures are made for the amounts due to the Micro and Small Enterprises.

4. Segment reporting

Disclosure as per Account Standard (AS) 17" Segment reporting" is reported in Consolidated Accounts of the Company. Therefore, the same has not been separately disclosed in line with the provision of AS.

5. Leases

Operating leases as lessee

The Company has taken a commercial property on non-cancellable operating lease. The lease agreement provides for an option to the Company to renew the lease period at the end of non-cancellable period. There are no exceptional/restrictive covenants in the lease agreements. The future minimum lease payments in respect of lease property as at 31 March 2013 is as follows:

6. Disclosure pursuant to Accounting Standard -15 (Revised) ''Employee Benefts''

i) Defned Contribution Plans:

Contribution to Provident Fund and ESIC

Amount of Rs. 338 lakhs (previous period : Rs. 350 lakhs) contributed to Provident Fund, ESIC and other funds (refer note 26) is recognised as an expense and included in "Contribution to Provident & Other Funds'' under ''Employee benefts" in the statement of proft and loss.

ii) Defned Beneft Plans

The Company has a defned beneft gratuity plan. Every employee who has completed fve years or more of service gets a gratuity on death or resignation or retirement at 15 days salary (last drawn salary) for each completed year of service subject to a maximum payment of Rs. 10 lakhs.

7. Related party disclosures

A Name of related parties where control exists: I. subsidiaries

Hindustan Cargo Ltd.

Contech Transport Services Pvt. Ltd.

Ecu Line (India) Pvt. Ltd.

Allcargo Shipping Co.Pvt.Ltd.

South Asia Terminals Pvt.Ltd.

Southern Terminals & Trading Pvt. Ltd.

AGL Warehousing Pvt. Ltd.

Allcargo Logistics Park Pvt.Ltd.

Ecu International (Asia) Pvt. Ltd.

Comptech Solutions Pvt.Ltd.

Amfn Consulting Pvt. Ltd.

Transindia Logistic Park Pvt Ltd.

MHTC Logistics Pvt. Ltd.

Combi Line Indian Agencies Pvt. Ltd.

HC Logistics Ltd.

Credo Shipping Agencies (I) Pvt. Ltd.

Ecu Line Abu Dhabi LLC

Ecu-Line Algerie sarl

Ecu Logistics SA

Ecu-Line Australia Pty.Ltd.

Ecuhold NV

Allcargo Belgium N.V.

Ecubro N.V.

Ecu International N.V.

Ecu-Tech BVBA

Ecu-Line N.V.

Ecu-Logistics N.V.

AGL N.V

HCL Logistics nv

Ecu Global Services NV

Ecu Logistics do Brasil Ltd.a

Flamingo Line do Brazil Ltd.a

Ecu Line Bulgaria EOOD

Ecu-Line Canada Inc.

Ecu Line Chile S.A.

Cargo Freight Station S.A.

Flamingo Line Chile S.A

Ecu Line Guangzhou Ltd.

Ecu Line De Colombia S.A.

Conecli International S.A.

Ecu Line Middleeast LLC

Eurocentre FZCO

Ecu Line Del Ecuador S.A.

Flamingo Line del Ecuador S.A.

Ecu Line Egypt Ltd.

Flamingo Line El Salvador SA de CV

Ecu-Line Germany GmbH

ELWA (Ghana) Ltd.

Flamingo Line Guatemala S.A.

Ecu-Line Hong Kong Ltd.

Ecu International Far East Ltd.

Ecu Line Italia srl

Ecu Line Cote d''lvoire Sarl

Ecu Line Japan Ltd.

Jordan Gulf for Freight Services

Ecu Line Kenya Ltd.

Ecu Shipping Logistic (K) Ltd.

Ecu-Line (Johar Bahora) Sdn Bhd

Ecu-Line Malta Ltd.

aEcu-Line (Indian Ocean Islands) Ltd.

Ecu Line Meditterranean Ltd.

CELM Logistics S.A. De C.V.

Ecu Logistics de Mexico SA de CV

Ecu Line Maroc S.A.

Ecu-Line Rotterdam BV

Ecu Line NZ Ltd.

Ecu-Line de Panama S.A.

Ecu-Line Paraguay S.A.

Ecu-Line Peru S.A.

Flamingo Line Peru S.A

Ecu Line Philippines Inc.

Ecu-Line Polska Sp. z.o.o.

Ecu Line Doha W.L.L.

Ecu-Line Romania SRL

Rotterdam Freight Station BV

Ecu Line Singapore Pte. Ltd.

Ecu Line South Africa (Pty.) Ltd.

Ecu Line Spain S.L.

Mediterranean Cargo Centers S.L.

Ecu Line (Thailand) Co.Ltd.

Société Ecu-Line Tunisie Sarl

Ecu Uluslarasi Tas. Ve Ticaret Ltd. Sti.

Ecu-Line UK Ltd.

Deolix SA

DLC

ELV Multimodal C.A.

Administradora House Line C.A.

Consolidadora Ecu Line CA

Ecu-Line Vietnam Co., Ltd.

Ecu Line Zimbabwe (Pty.) Ltd.

Ecu Line China Ltd.

Eurocentre Milan SRL

Ecu Line Switzerland GmBH

Guldary s.a.

S.H.E. Maritime Services Ltd.

CCC Ltd.

Star Express Company Ltd.

CCS Shipping Ltd.

CCSS Ltd.

Ecu Line Lanka (Pvt.) Ltd.

PT Eka Consol Utama Line

Ecu Line Czeche s.r.o

Ecu Line Hungary Kft

Translogistik International Spedition GmbH

European Customs Brokers N.V.

Contech Transport Services (Pvt) Ltd.

Ecu-Line Saudi Arabia LLC

Asia Line Ltd.

Ocean House Ltd.

II. associates

Transworld Logistics & Shipping Services Inc.

Sealand Warehousing Private Limited (w.e.f 21 June 2012)

Gujarat Integrated Maritime Complex Pvt. Ltd (w.e.f 21 June 2012)

III Joint Venturers

Sealand Warehousing Private Limited (ceased to be Joint Venturer w.e.f 20 June 2012) Gujarat Integrated Maritime Complex Pvt. Ltd (ceased to be Joint Venturer w.e.f 20 June 2012)

IV. Entities over which key managerial personnel or their relatives exercises signifcant infuence:

Allcargo Movers (Bombay) Private Limited

Allcargo Shipping Services Private Limited

Allnet Infotech Private Limited

Alltrans Logistics Private Limited

Alltrans Port Management Private Limited

Avadh Marketing LLP

Avash Builders And Infrastructure Private Limited

Avash Logistic Park Private Limited (upto 20 June 2012)

Avashya Corproation Pvt.Ltd

Avashya Enterprises Pvt.Ltd

Avashya Holdings Pvt.Ltd

Contech Estate LLP

India Tourist And Heritage Village Private Limited (upto 20 June 2012)

Indport Maritime Agencies Pvt.Ltd.

Jupiter Precious Gems and Jewellery Private Limited (formerly Jupiter Machines Pvt. Ltd.)

N.R. Holdings Private Limited

Panna Estates Private Limited (Converted into Panna Estates LLP w.e.f 01 December 2011)

Poorn Estates Private Limited

Prominent Estate Holdings Private Limited

Sealand Crane Private Limited

Sealand Ports Private Limited (upto 20 June 2012)

SKS Netgate LLP

SKS Realty LLP

SKS Ventures Private Limited

Talentos (India) Private Limited

Talentos Entertainment Private Limited

Transindia Freight Private Limited

Transindia Freight Services Private Limited

Sealand Holdings Pvt. Ltd

Meridien Tradeplace Pvt.Ltd

Poorn Buildcon Pvt. Ltd

Beyond Properties Pvt.Ltd

Panna Infracon Projects LLP V.

V. Key Managerial Personnel

Shashi Kiran Shetty

Umesh Shetty (Appointed as a Whole time Director w.e.f 01 June 2012)

Adarsh Hegde

VI. Relatives of Key Management Personnel

Shobha Shetty

Arathi Shetty (Executive Director till March 31, 2012)

Details of material related party transactions which are more than 10 % of the total transactions of the same type with a related party during the year ended March 31, 2013

1. MTO income includes income from Allcargo Belgium NV Group Rs. 5,645 lakhs

(MTO income during the previous period includes income earned from Allcargo Belgium NV group Rs. 7,738 lakhs)

2. Project and Engineering Solution Income includes South Asia Terminals Private Limited Rs. 1,878 lakhs, asia Lines Limited Rs. 892 lakhs, hindustan cargo ltd Rs. 135 lakhs

(Project and Engineering Solution Income during the previous period includes income from South Asia Terminals Private Limited Rs. 1,505 lakhs, Asia Lines Limited Rs. 526 lakhs, Hindustan Cargo Limited Rs. 397 lakhs)

3. Container Freight Station income includes income from Hindustan Cargo Limited Rs. 125 lakhs, transindia logistic Park Pvt. ltd.Rs. 59 lakhs

(Container Freight Station income during the previous period includes income from Hindustan Cargo Limited Rs. 53 lakhs, Transindia Logistic Park Pvt. Ltd.Rs. 1 lakh )

4. Third Party Logistics Income includes income from Hindustan Cargo Limited Rs. 109 lakhs, Allcargo Belgium NV Group Rs. 50 lakhs,

(Third Party Logistics Income includes income from Hindustan Cargo Limited Rs. 143 lakhs, Allcargo Belgium NV Group Rs. Nil)

5. Management Fees received includes amount received from Allcargo Belgium NV Group Rs. 105 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. Nil, Sealand Warehousing Pvt Limited Rs. nil

(Management Fees received during the previous period includes amount received from Allcargo Belgium NV Group Rs. 123 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 400 lakhs , Sealand Warehousing Pvt Limited Rs. 300 lakhs)

6. Business Support Charges received includes amount received from Allcargo Belgium NV Group Rs. 493 lakhs

(Business Support Charges received during the previous period includes amount received from Allcargo Belgium NV Group Rs. 394 lakhs)

7. Interest received include income from South Asia Terminals Pvt Ltd Rs. 77 lakhs, aGl warehousing Private Limited Rs. 40 lakhs, asia line ltd Rs. 40 lakhs, allcargo logistics Park Pvt. ltd. Rs. 22 lakhs, Allcargo Shipping Co. Pvt. ltd Rs. nil, hindustan cargo ltd Rs. nil)

(Interest received during the previous period includes income from South Asia Terminals Pvt. Ltd Rs. Nil, AGL Warehousing Private Limited Rs. 274 lakhs, Asia Line Ltd Rs.1 L, Allcargo Logistics Park Pvt.Ltd Rs.12 lakhs, Allcargo Shipping Co. Private Limited Rs. 366 lakhs, Hindustan Cargo Limited Rs. 217 lakhs)

8. MTO Operation Expenses includes expenses paid/payable to Allcargo Belgium NV Group Rs. 5,754 lakhs, Transworld Logistics & Shipping Services Inc Rs. 742 lakh

(MTO Operation Expenses during the previous period includes Allcargo Belgium NV Group Rs. 9,591 lakhs, Transworld Logistics & Shipping Services Inc Rs. 745 lakh)

9. Project and Engineering Solution Expense includes expenses paid/payable to MHTC Logistics Private Limited Rs. 420 lakhs, Hindustan Cargo Limited Rs. 335 lakhs, Allcargo Belgium NV Group Rs. 106 lakhs

(Project and Engineering Solution Expense during the previous period includes expenses paid to MHTC Logistics Private Limited Rs. 568 lakhs, Hindustan Cargo Limited Rs. 384 lakhs, Allcargo Belgium NV Group Rs. Nil)

10. Container freight station expense includes expenses paid/payable to South Asia Terminal Private Limited Rs. 2,998 lakhs

(Container freight station expense during the previous period includes South Asia Terminal Private Limited Rs. 1,893 lakhs)

11. Third Party Logistics Expense includes expenses paid/payable to Hindustan Cargo Limited Rs. 638 lakhs, Allcargo Belgium NV Group Rs. 108 lakhs.

(Third Party Logistics Expense during the previous period includes Hindustan Cargo Ltd Rs. 694 lakhs, Allcargo Belgium NV Group Rs. 63 lakhs)

12. Remuneration to Directors includes Mr.Shashi Kiran Shetty Rs. 313 lakhs, Mr.Umesh Shetty Rs. 126 lakhs, Mr. adarsh hegde Rs. 117 lakhs, , Mrs.arathi shetty Rs. nil)

(Remuneration to Directors during the previous period includes Mr. Shashi Kiran Shetty Rs. 374 lakhs, Mr.Umesh Shetty Rs. Nil, Mr. Adarsh Hegde Rs. 146 lakhs, Mrs. Arathi Shetty(Executive Director till March 31, 2012) Rs. 25 lakhs)

13. Commission to Directors includes Mr. Shashi Kiran Shetty Rs. 338 lakhs, Mr.Umesh Shetty Rs. 225 lakhs, Mr. adarsh hegde Rs. 225 lakhs, Mrs.arathi shetty Rs. 5 lakhs)

(Commission to Directors during the previous period includes Mr. Shashi Kiran Shetty Rs. 264 lakhs, Mr.Umesh Shetty Rs. Nil, Mr. Adarsh Hegde Rs. 231 lakhs, Mrs. Arathi Shetty(Executive Director till March 31, 2012) Rs. 198 lakhs)

14. Salary Paid includes payment made to Mr. Umesh Shetty till 30 May 2012 Rs. 21 lakhs. (With effect from 01 June 2012 Board of Directors has appointed Mr.Umesh Shetty as a Whole time Director and the remuneration paid/ payable to them Rs. 126 lakhs)

(Salary Paid during the previous period includes Mr.Umesh Shetty Rs. 355 lakhs)

15. Rent Paid includes expenses paid/payable to Avash Builders and Infrastructure Pvt Ltd Rs. 262 lakhs, sealand Cranes Private Limited Rs. 136 lakhs, Allnet Infotech Private Limited Rs. 126 lakhs, Mr. shashi Kiran shetty Rs. 24 lakhs.

(Rent Paid during the previous period includes rent paid Avash Builders and Infrastructure Pvt Ltd Rs. Nil, Sealand Cranes Private Limited Rs. 159 lakhs, Allnet Infotech Private Limited Rs. 147 lakhs, Mr. Shashi Kiran Shetty Rs. 54 lakhs)

16. Professional Fees Paid includes Mrs. shobha shetty Rs. 7 lakhs

(Professional Fees Paid during the previous period includes Mrs. Shobha Shetty Rs. 9 lakhs)

17. Dividend Paid includes payment made to MHTC Logistics Private Limited Rs. 2 lakhs

(Dividend Paid during the previous period includes payment made to MHTC Logistics Private Limited Rs. 13 lakhs)

18. Car hire Charge includes expenses paid/payable to Transindia Freight Services Private Limited Rs. 6 lakhs (Car hire Charges during the previous period includes Transindia Freight Services Private Limited Rs. 8 lakhs)

19. Reimbursement of Expenses includes amount received from Transnepal Freight Services Private Limited Rs. nil

(Reimbursement of Expenses during the previous period includes Transnepal Freight Services Private Limited Rs. 5 lakhs)

20. Loans given includes amount paid to MHTC Logistics Pvt Ltd. Rs. 750 lakhs, allcargo logistics Park Pvt ltd Rs. 20 lakhs, Allcargo Belgium NV Rs. 10 lakhs, Allcargo Shipping Company Private Limited Rs. Nil, Contech Transport Services Private Limited Rs. nil (Loans given during the previous period includes amount paid to MHTC Logistics Pvt. Ltd Rs. 350 lakhs, Allcargo Logistics Park Private Limited Rs. 1,445 lakhs, Allcargo Belgium NV Rs. 5,207 lakhs, , Allcargo Shipping Company Private Limited Rs. 1,876 lakhs, Contech Transport Services Private Limited Rs. 1,676 lakhs,)

20 a. Loans received back includes amount received from Allcargo Belgium NV Rs. 5,078 lakhs , allcargo logistics Park Pvt.ltd Rs. 7 lakhs, Allcargo Shipping Co. Private Limited Rs. Nil, Contech Transport Services Private Limited Rs. nil (Loans received back during the previous period includes amount received from Allcargo Belgium NV Rs. 6,044 lakhs, Allcargo Logistic Park Private Limited Rs. 1,270 lakhs, Allcargo Shipping Co. Private Limited Rs. 1,890 lakhs, Contech Transport Services Private Limited Rs. 1,394 lakhs)

20 b. Loans converted into Preference shares during the year includes Contech Transport Services Pvt ltd. Rs. 1,505 lakhs, AGL Warehousing Private Limited Rs. Nil, Allcargo Shipping Co. Private Limited Rs. Nil, Hindustan Cargo Limited Rs. nil (Loans converted into Preference shares during the previous period includes Contech Transport Services Pvt Ltd. Rs. Nil, AGL Warehousing Private Limited Rs. 3,670 lakhs, Allcargo Shipping Co. Private Limited Rs. 3,661 lakhs, Hindustan Cargo Limited Rs. 2,220 lakhs)

20 c. Closing Balance of Loan includes balance outstanding South Asia Terminal Private Limited Rs. 846 lakhs, MHTC Logistics Private Limited Rs. 734 lakhs, allcargo logistics Park Pvt ltd. Rs. 188 lakhs, Allcargo Belgium N.V Rs. 10 lakhs, Contech Transport Services Private Limited Rs. nil (Closing Balance of Loan during the previous period includes South Asia Terminal Private Limited Rs. 896 lakhs, MHTC Logistics Private Limited Rs. 350 lakhs, Allcargo Logistics Park Pvt Ltd.Rs. 175 lakhs, Allcargo Belgium N.V Rs. 5,078 lakhs, Contech Transport Services Private Limited Rs. 1,505 lakhs,)

21. Advances given includes amount paid to Allcargo Belgium NV Group Rs. 861 lakhs, Allcargo Shipping Co Pvt. ltd. Rs. 669 lakhs, transindia logistic Park Pvt ltd. Rs. 366 lakhs

(Advances given during the previous period includes amount paid to Allcargo Belgium NV Group Rs. 1,811 lakhs, Allcargo Shipping Company Pvt Ltd Rs. 20 lakhs, Transindia Logistic Park Pvt Ltd Rs. 33 lakhs)

21 a. Advance received back includes amount received from Allcargo Belgium NV Group Rs. 661 lakhs, Allcargo Shipping Co Pvt. Ltd.Rs. 573 lakhs, transindia logistic Park Pvt ltd. Rs. 353 lakhs (Advance received back during the previous period includes amount received from Allcargo Belgium NV Group Rs. 1,878 lakhs, Allcargo Shipping Co Pvt. Ltd. Rs. Nil, Transindia Logistic Park Pvt Ltd. Rs. 21 lakhs)

21 b. advances converted into Preference shares during the year includes hindustan cargo ltd Rs. 100 lakhs (Advances converted into Preference shares during the previous period includes Hindustan Cargo Ltd Rs. Nil, AGL Warehousing Private Limited Rs. 66 lakhs, Allcargo Shipping Company Private Limited Rs. 36 lakhs)

21 c. Advances converted into Preference Share Application money includes Contech transport Services Pvt. ltd. Rs. 81 lakhs (Advances converted into Preference Share Application money during the previous period includes Contech transport Services Pvt. Ltd. Rs. Nil)

21 d. Advances Closing balance includes Allcargo Belgium NV Group Rs. 318 lakhs, Allcargo Shipping Co Pvt ltd. Rs. 116 lakhs, South Asia Termials Private Limited Rs. 97 lakhs, Contech Transport services Private Limited Rs. Nil, Hindustan Cargo Limited Rs. 36 lakhs (Advances Closing balance during the previous period includes Allcargo Belgium NV Group Rs. 119 lakhs, Allcargo Shipping Co Pvt Ltd Rs. 20 lakhs, South Asia Terminals Private Limited Rs. 123 lakhs, Contech Transport services Private Limited Rs. 78 lakhs, Hindustan Cargo Limited Rs. 97 lakhs,)

22. Deposit given includes amount paid to SKS Netgate LLP Rs. 38,000, avash Builders and Infrastructure Private Limited Rs. Nil, Talentos (India) Private Limited Rs. nil

(Deposit given during the previous period includes amount paid to SKS Netgate LLP Rs. Nil, Avash Builders and Infrastructure Private Limited Rs. 720 lakhs, Talentos (India) Private Limited Rs. 701 lakhs,)

22 a. Deposits received back during the year includes Mr. Shashi Kiran Shetty Rs. 300 lakhs.

(Deposits received back during the previous period includes Mr.Shashi Kiran Shetty Rs. 300 lakhs)

22 b. Deposit Receivables includes deposit paid to Avash Builders and Infrastructure Private Limited Rs. 720 lakhs, Talentos (India) Private Limited Rs. 701 lakhs, Sealand Cranes Private Limited Rs. 374 lakhs, allnet Infotech Private Limited Rs. 346 lakhs, Mr.shashi Kiran shetty Rs. nil

(Deposit Receivables during the previous period includes deposit paid to Avash Builders and Infrastructure Private Limited Rs. 720 lakhs, Talentos (India) Private Limited Rs. 701 lakhs, Sealand Cranes Private Limited Rs. 374 lakhs, Allnet Infotech Private Limited Rs. 346 lakhs, Mr. Shashi Kiran Shetty Rs. 300 lakhs)

23. Share Application Money Pending Allotment includes Transindia Logistic Park Pvt Ltd Rs. 1,540 lakhs, Gujarat Integrated Maritime Complex private Limited Rs. nil

(Share Application Money Pending Allotment during the previous period includes Transindia Logistic Park Private Limited Rs. 1,540 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 785 lakhs)

24. Share application money converted into preference shares during the year includes Allcargo Shipping Co Pvt. ltd. Rs. 3,370 lakhs, transindia logistic Park Pvt ltd. Rs. 1,540 lakhs,

(Share application money converted into preference shares during the previous period includes Allcargo Shipping Co Pvt. Ltd Rs. Nil, Transindia Logistic Park Private Limited Rs. Nil)

25. Investments during the year includes Gujarat Integrated Maritime Complex Private Limited Rs. nil, Mhtc Logistics Private Limited Rs. nil, transindia logistic Park Pvt ltd. Rs. nil

(Investments during the previous period includes Gujarat Integrated Maritime Complex Private Limited Rs. 5,300 lakhs, MHTC Logistics Private Limited Rs. 3,430 lakhs, Transindia Logistic Park Private Limited Rs. 5,552 lakhs)

26. Trade Advances Received during the year includes Allcargo Belgium NV Group Rs. 4,295 lakhs (Trade Advances Received during the previous period includes Allcargo Belgium NV Group Rs. Nil)

27. Corporate Guarantees given includes Transindia Logistic Park Private Limited – Rs. 9,500 lakhs, allcargo Belgium NV Rs. 7,472 lakhs

(Corporate Guarantees given during the previous period includes Transindia Logistic Park Private Limited Rs. 9,500 lakhs, Allcargo Belgium NV Rs. 11,543 lakhs,)

28. Trade Receivables includes Allcargo Belgium NV Group Rs. 942 lakhs, Asia Line Limited Rs. 476 lakhs, hindustan Cargo Limited Rs. 326 lakhs, South Asia Terminal Private Limited Rs. 85 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. nil

(Trade Receivables during the previous period includes Allcargo Belgium NV Group Rs. 150 lakhs Asia Line Limited Rs. 346 lakhs, Hindustan Cargo Limited Rs. 210 lakhs, South Asia Terminal Private Limited Rs. 145 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 397 lakhs)

29. Trade Payables includes MHTC Logistics Private Limited Rs. 515 lakhs, Allcargo Belgium NV Group Rs. 372 lakhs, South Asia Terminals Pvt Ltd Rs. 239 lakhs, Hindustan Cargo Limited Rs. 179 lakhs

(Trade Payables during the previous period includes MHTC Logistics Private Limited Rs. 423 lakhs, Allcargo Belgium NV Group Rs. Nil, South Asia Terminals Pvt Ltd Rs. Nil, Hindustan Cargo Limited Rs. Nil)

29 a. Directors commission payable includes Mr.Shashi Kiran Shetty Rs. 338 lakhs, Mr. adarsh hegde Rs. 225 lakhs, Mr Umesh Shetty Rs. 225 lakhs, Mrs. arathi shetty Rs. nil

(Directors commission payable during the previous period includes Mr. Shashi Kiran Shetty Rs. 264 lakhs, Mr. Adarsh Hegde Rs. 231 lakhs, Mr Umesh Shetty Rs. Nil, Mrs. Arathi Shetty Rs. 198 lakhs)

29 b. Deposit payable includes South Asia Terminals Private Limited Rs. 134 lakhs

(Deposit payable during the previous period includes South Asia Terminals Private Limited Rs. 204 lakhs)

29 c. Investments-Equity shares includes Allcargo Belgium NV Group Rs. 6,848 lakhs, transindia logistic Park Private Limited Rs. 5,552 lakhs, MHTC Logistics Private Limited Rs. 3,430 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 3,062 lakhs

(Investments-Equity shares during the previous period includes Allcargo Belgium NV Group Rs. 6,848 lakhs, Transindia Logistic Park Private Limited Rs. 5,552 lakhs, MHTC Logistics Private Limited Rs. 3,430 lakhs, Gujarat Integrated Maritime Complex Private Limited Rs. 5,300 lakhs)

29 d. Investments-Preference shares includes Allcargo Shipping Company Private Limited Rs. 7,067 lakhs, AGL Warehousing Private Limited Rs. 3,736 lakhs, Hindustan Cargo Limited Rs. 2,320 lakhs

(Investments-Preference shares during the previous period includes Allcargo Shipping Company Private Limited Rs. 3,697 lakhs, AGL Warehousing Private Limited Rs. 3,736 lakhs, Hindustan Cargo Limited Rs. 2,220 lakhs)

8. Dividend remittances in foreign currency :

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittances, if any, in foreign currencies on account of dividends have been made by / on behalf of non-resident shareholders. The particulars of dividends paid to non-resident shareholders which were declared during the year/period, are as under :

9. Investment in joint ventures

The Company has entered into a Share Purchase Agreement on 20 June 2012 with IL&FS Maritime Infrastructure Company Limited (IMICL) for sale of its 45% stake (representing 45,000 equity shares of Rs. 10 each) in Gujarat Integrated Maritime Complex Private Limited (GIMCO) and 50% stake (representing 4,674,807 equity shares of Rs. 10 each) in Sealand Warehousing Private Limited (SWPL). The sale of stake in GIMCO and SWPL are subject to fulfllment of certain terms and conditions by the Company as stipulated in the aforesaid agreement. During the year, the Company has, in accordance with the provisions of the said Agreement and on fulfllment of certain terms and conditions, transferred 19,000 equity shares of GIMCO and 2,243,907 equity shares of SWPL to IMICL against agreed consideration. Post sale and transfer of equity shares as aforesaid, the Company holds 26% stake in GIMCO and SWPL.

Till the previous period ended March 31, 2012, the Company''s interests in joint ventures have been accounted for in accordance with the principles and procedures set out in AS – 27, Financial Reporting of Interests in Joint Ventures specifed in the Companies (Accounting Standards) Rules, 2006.

10. Transfer pricing

a) International Transaction with related parties

The Company''s international transactions with related parties are at arm''s length as per the independent accountants report for the year ended March 31, 2012. Management believes that the Company''s international transactions with related parties post March 31, 2012 continue to be at arm''s length and that the transfer pricing legislation will not have any impact on these fnancial statements, particularly on amount of tax expense and that of provision for taxation.

b) Specifed Domestic Transactions with related parties

The Transfer Pricing amendments which are applicable from April 01, 2012 cover specifed domestic transactions. Accordingly, transactions between the Company with its various group companies will be covered under the above regulations with effect from April 01, 2012.

Management believes that the Company''s transactions with domestic related parties during the year are at arms length and that the Transfer Pricing legislation will not have any impact on the fnancial statements, particularly on amount of tax expense and that of provision of taxation.

11. Employee stock options

a) In 2006, the Company had instituted an ''Allcargo Employee Stock Option Plan 2006'' (ESOS 2006) to attract, retain, motivate and reward its employees and to enable them to participate in the growth, development and success of the Company. The compensation/remuneration committee of the Board evaluates the performance and other criteria of employees and approves the grant of options .The employees are granted an option to purchase shares of the Company at the respective exercise price, subject to the requirements of vesting conditions. These options generally vest over a period of 24 to 48 months from the date of grant. Upon vesting, the employees can acquire one equity share for each option. The maximum contractual term for these stock option plan is generally 7 years. The Company granted stock options to be adjusted for subsequent bonus issue prior to its Initial Public Offering of equity shares, to its permanent employees and to few of the permanent employees of its foreign subsidiaries at varying numbers depending upon their grades.

b) The stock compensation cost is computed under the intrinsic value method and amortised on a straight line basis over the vesting period of 7 years.

As permitted by the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (''SEBI guidelines'') as well as by the guidance note on the subject issued by the Institute of Chartered Accounts of India, the Company has elected to account for stock options based on their intrinsic value (i.e. the excess of quoted market price of the underlying share over the exercise price) at the grant date rather than their fair value at that date. Had the compensation cost for employee stock options been determined on the basis of the fair value approach as described in the SEBI guidelines (and ICAI guidance note), the Company''s net proft after tax and basic and diluted earnings per share would have been as per the proforma amounts shown below:

12. Derivative instruments

The Company uses derivative and forward contracts to hedge its risks associated with foreign currency fuctuations. Such transactions are governed by the strategy approved by the Board of Directors which provides principles on the use of these instruments consistent with the Company''s Risk Management Policy. The Company does not use these contracts for trading or speculative purposes. The Company has marked to market the derivative contract outstanding as at March 31, 2013 which has resulted in a net gain to the Company. The Company has not recognised the resulted gain on prudent basis.

13. Buy back of shares

The Board of Directors of the Company in its meeting held on 20 June 2012 approved the buyback of 5,263,158 equity shares of Rs. 2 each fully paid at prices not exceeding Rs. 142.50 per equity shares payable in cash, up to an aggregate amount not exceeding Rs. 7,500 lakhs from the open market through stock exchange(s).

During the year, the Company has bought back and extinguished 4,136,449 equity shares at an average price of Rs. 139.69 per equity share for an aggregate amount of Rs. 5,817 lakhs (inclusive of transaction cost). Since the Company had completed 78% of the buyback offer within a period of 8 months, the Company has announced closure of buyback of its shares with effect from 04 March 2013.

Pursuant to the buy back of shares as aforesaid, the issued, subscribed and paid up capital of the Company reduced from Rs. 2,610 lakhs comprising of 130,547,322 equity shares of Rs. 2 each fully paid to Rs. 2,528 lakhs comprising of 126,410,873 shares of Rs. 2 each fully paid.

14. Proposed amalgamation of MHTC Logistics Private Limited with the Company

The Board of Directors at its meeting held on 14 February 2012 had approved de-merger of the Project Division of MHTC Logistics Pvt.Ltd., the wholly owned subsidiary of the Company, with the Company effective from April 01, 2012, subject to obtaining necessary approvals of the stake holders and the Hon''ble Bombay High Court. The Board of Directors of the Company at its meeting held on 07 August 2012 reconsidered its decision and approved amalgamation of MHTC Logistics Pvt. Ltd. under Sections 391 to 394 read with sections 78, 100 to 103 of the Companies Act, 1956 with the Company effective from April 01, 2012 ("the appointed Date"), subject to necessary approvals of the stake holders and the Hon''ble Bombay High Court.

The Company has obtained the consent of the Shareholders of the Company to the proposed amalgamation of MHTC Logistics Pvt.Ltd. with the Company at their meeting convened on 25 February 2013 pursuant to directions of the Hon''ble Bombay High Court. Pending the approval of the Hon''ble Bombay High Court and other statutory and regulatory authorities, no impact of the amalgamation is given in the fnancial statements of the Company for the year ended March 31, 2013.

15. The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 08 February 2011 and 21 February 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act, 1956 subject to fulfllment of conditions stipulated in the circular. The Company has satisfed the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

16. Prior year comparatives

The previous period fnancials were for the period January 01, 2011 to March 31, 2012. As such, the previous period fnancials are not strictly comparable with those of the current year fnancial statements.


Mar 31, 2012

BACKGROUND

The Company was incorporated on August 18, 1993 as a private company under the name of All Cargo Movers (India) Private Limited under the Companies Act, 1956. Subsequently the name of the Company was changed to All cargo Movers (India) Private Limited on June 25, 2004. Thereafter, on December 8, 2005, the name of the Company changed to All cargo Global Logistics Private Limited and on January 17, 2006, the Company was converted into a public limited company. The Company is a leading multinational company engaged in providing integrated logistics solutions and offers specialized logistics services across Multimodal Transport Operations, Inland Container Depot & Container Freight Station Operations and Project & Engineering Solutions. The Company is listed on BSE Limited and National Stock Exchange of India Limited On May 2, 2008, pursuant to a Scheme of Arrangement as approved by the Hon'ble Bombay High Court, the project and equipment division of Transindia Freight Services Private Limited ('TFSPL'), were transferred to the Company.

On September 30, 2010, pursuant to a Scheme of Arrangement as approved by the Hon'ble Bombay High Court, the assets, liabilities and reserves of Sealand Terminals Private Limited, wholly owned subsidiary of the Company, were transferred to the Company.

During the period ended March 31, 2012, the name of the Company was changed from All cargo Global Logistics Limited to All cargo Logistics Limited The fresh certificate of incorporation with the current name was issued on July 29, 2011 by the Registrar of Companies, Maharashtra, Mumbai.

1 CONTINGENCIES AND COMMITMENTS

(Rs. in 000's) March 31, December 31, 2012 2010

a Estimated Amount of contracts remaining to be executed on capital accounts 105,587 148,275

(Net of Advances) and not provided for

b Disputed Liabilities in Appeal

Income Tax (Refer Note 1 below) 672,860 672,860

Customs 18,300 -

Service Tax 114,202 113,985

c Claims against the Company, not acknowledged as debts 55,241 82,184

d Corporate Guarantees given by the Company on behalf of its subsidiaries 2,322,744 1,832,637

e Bank Guarantees 812,888 451,838

f Continuity Bond executed in favor of the President of India through the 4,577,030 3,927,000

Commissioner of Customs in respect of its Container Freight Station operations

A One 1:The Income Tax Department issued assessment orders against the Company, whereby, the claim of deduction by the Company under Section 80 - IA (4) was disallowed from the assessment years 2004 - 05 to 2009 - 10. The Company has filed an appeal against the assessment orders. Accordingly, the Income Tax liability of the Company pending in Appeal and not provided for is Rs. 672,860 thousand (Previous Year Rs. 672,860) . The Company is advised that it has a strong case for claiming deduction under Section 80 IA (4) of the Income Tax Act,1961. Company's appeal was heard by the Tribunal and order is pending. Recently, the Delhi High Court has ruled in one of the similar case that Inland Container Depots (ICD) and Container Freight Stations (CFS) are eligible for deduction under Section 80 IA as these are 'Inland Ports'. Based on this decision, the Company is confident of favorable decision. In view of the foregoing, the Company has continue to provide Current Tax under the provisions of Minimum Alternate Tax.

2 SEGMENT REPORTING

The Company has identified four reporting segments viz. Multimodal Transport Operations, Container Freight Station, Project & Engineering Solutions Division and Others. The segments have been identified and reported taking into account the nature of services provided, the differing risks and returns and the internal business reporting systems, in terms to the information required by the Accounting Standard 17 on 'Segment Reporting'. The accounting policies adopted for segment reporting are in line with the accounting policy of the Company with following additional policies for segment reporting:

a) Revenue and expenses have been identified to a segment on the basis of relationship to operating activities of the segment. Revenue and expenses, which relate to the enterprise as a whole and are not allocable to a segment on reasonable basis have been disclosed as "Unallowable".

b) Segment assets and liabilities represent the assets and liabilities in respective segments. Tax related assets and other assets and liabilities that cannot be allocated to a segment on reasonable basis have been disclosed as "Unallowable".

3.1 Remuneration to relatives of Directors

Mr. Umesh Shetty, who is relative of Mr. Shashi Kiran Shetty and Mrs. Arathi Shetty, Directors of the Company, has been appointed as Chief Executive Officer of Equipment Hiring Division of the Company for a period of 3 years commencing from January 1, 2009 on the terms and conditions and remuneration approved by the Members of the Company at the 16th Annual General Meeting held on June 12, 2009. The position occupied by Mr. Umesh Shetty is a place of profit as prescribed under Section 314(1 B) of the Companies Act, 1956 and the same is subject to approval by Central Government.

Considering the contribution made by Mr. Umesh Shetty in achieving the phenomenal growth by Equipment Hiring Division vis - a - vis performance and growth achieved by the Company during his tenure, the Company has, subject to Central Government's approval, re - appointed Mr. Umesh Shetty as Chief Executive Officer of the Project & Engineering Solutions Division of the Company for a further period of 3 years effective from January 1, 2012 on the same terms & conditions and remuneration as recommended by the Compensation / Remuneration Committee, Board of Directors and approved by the Members of the Company by Postal Ballot voting. Further, with a view to broad - base the Board composition and to optimize and further enhance the existing corporate governance practices of the Company and considering the growth oriented performance and contribution made by Mr. Umesh Shetty, the Board of Directors has, subject to approval by the Members of the Company at the ensuing Annual General Meeting, appointed Mr. Umesh Shetty as Whole Time Director of the Company for a period of 5 years commencing from June 1, 2012 on the terms and condition and remuneration as recommended by the Compensation / Remuneration Committee.

Also, during the period under review, the Company has, subject to Central Governments approval, appointed Mr. Armin Kalyaniwalla, a relative of a Director, as Chief Executive Officer - Project Division of the Company, for a period of 3 years commencing from January 1, 2012 on the terms & conditions and remuneration as recommended by the Compensation / Remuneration Committee, Board of Directors and approved by the Members of the Company by Postal Ballot voting.

The Company has made necessary applications to the Central Government seeking approval for the said appointment of Mr. Umesh Shetty and Mr. Armin Kalyaniwalla under Section 314 of the Companies Act, 1956 and the same are under consideration. Pending the Central Government approvals, the Company has paid remuneration aggregating to Rs. 37,726 thousand (Previous Year Rs. 24,340 thousand) to the appointees as approved by the Members and the Board of Directors of the Company with a condition that such remuneration or part thereof shall be refunded if the Central Government declines to approve or modifies the remuneration payable to them.

4 Leases

Operating Lease

The Company has taken a commercial property on non - cancellable operating lease. The lease agreement provides for an option to the Company to renew the lease period at the end of non-cancellable period. There are no exceptional/ restrictive covenants in the lease agreements. The future minimum lease payments in respect of lease property as at March 31, 2012 is as follows:

5 disclosure pursuant to accounting standard - 15 (revised) 'employee benefits'

a) Defined Contribution Plans:

Contribution to Provident Fund and ESIC

Amount of Rs. 34,816 thousand (Previous Year Rs. 18,631 thousand) contributed to Provident Funds, ESIC and other funds (Refer Schedule 17) is recognized as an expense and included in "Contribution to Provident & Other Funds' under 'Employee Cost" in the Profit and Loss account. .

6 RELATED PARTY DISCLOSURES

A Parties Where Control Exists:

I. Subsidiaries

Hindustan Cargo Limited HC Logistics Limited

Credo Shipping Agencies (I) Private Limited Contech Transport Services Private Limited Comptech Solutions Private Limited Amfin Consulting Private Limited Ecu Line (India) Private Limited

All cargo Shipping Co.Private Limited (Formerly known as AGL Ports Private Limited)

South Asia Terminals Private Limited

Southern Terminal & Trading Private Limited (Formerly known as AGL Terminals Private Limited)

AGL Warehousing Private Limited All cargo Logistics Park Private Limited Ecu International (Asia) Private Limited

Transindia Logistic Park Private Limited (Formerly known as Universal Container Freight Station Private Limited)

MHTC Logistics Private Limited

Combiline Indain Agencies Private Limited

Ecu-Line Algerie sarl

Ecu Logistics SA

Ecu-Line N.V.

Ecu-Logistics N.V Ecubro N.V Ecu-Tech BVBA Ecuhold N.V Ecu International N.V Ecu Global Services N.V HCL Logistics N.V. AGL N.V Allcargo Belgium N.V Ecu Logistics do Brasil Ltda Flamingo Line do Brasil Ltda Ecu-Line Bulgaria EOOD Ecu-Line Chile S.A.

Flamingo Line Chile S.A.

Ecu-Line Guangzhou Limited CCSS Limited CCS Limited

Ecu-Line de Colombia S.A.S.

Conecli International S.A.

Ecu-Line (CZ) s.r.o.

Ecu-Line del Ecuador S.A.

Flamingo Line del Ecuador SA Ecu Line Egypt Limited Ecu-Line Canada Inc.

Flamingo Line El Salvador SA de CV Ecu-Line Germany GmbH ELWA Ghana Limited Flamingo Line de Guatemala S.A.

Ecu-Line Hong Kong Limited Ecu International Far East Limited CCS Limited

PT EKA Consol Utama Line Ecu-Line Italia srl.

Eurocentre Milan srl.

Ecu-Line Cote d'Ivoire Sarl Jordan Gulf for Freight Services Ecu-Line Malta Limited CELM Logistics SA de CV Ecu Logistics de Mexico SA de CV Ecu-Line Maroc S.A.

Ecu-Line Rotterdam BV Rotterdam Freight Station BV

Ecu-Line de Panama SA Ecu-Line Paraguay SA Ecu-Line Philippines Inc.

Ecu-Line Polska SP. Z.o.o.

Ecu-Line Doha W.L.L.

Ecu-Line Romania SRL Ecu-Line Singapore Pte. Limited Ecu-Line South Africa (Pty.) Limited Ecu-Line Spain S.L.

Mediterranean Cargo Center S.L. (MCC)

Ecu Line Lanka (Pvt) Limited Society Ecu-Line Tunisie Sarl Ecu Uluslarasi Tas. Ve Ticaret Limited Sti.

CCC Limited

Star Express Company Limited Ecu-Line UK Limited DEOLIX S.A.

DLC

Guldary S.A.

ELV Multimodal C.A.

Administrator House Line C.A.

Consolidator Ecu-Line C.A. aEcu-Line (Indian Ocean Islands) Limited Asia Line Limited Ecu Heavylift WLL

Contech Transport Services (Pvt) Limited Ecu Shipping Logistics (K) Limited Ecu-Line Middle East LLC Ecu-Line (Johor Bahru) Snd. Bhd.

Eurocentre FZCO

Ecu-Line Kenya Limited

Ecu-Line Abu Dhabi LLC

SSCC Limited

Flamingo Line del Peru SA

Ecu-Line Peru SA

Ecu-Line Saudi Arabia LLC

Ecu-Line Zimbabwe (Pvt) Limited

Ecu-Line Japan Limited

S.H.E. Maritime Services Limited

Translogistik Internationale Spedition GmbH

Ecu-Line Australia Pty Limited

Ecu-Line New Zealand Limited

Ecu-Line (Thailand) Co. Limited

Ecu-Line Mediterranean Limited

Ecu-Line China Limited

Ecu-Line Hungary Kft

Ecu-Line Switzerland GmbH

Ecu Line Vietnam Joint Venture Company Limited

Ocean House Limited

Transnepal Freight Services Private Limited

II. Associates

Transworld Logistics & Shipping Services Inc.

III. Joint Venturers

Sealand Warehousing Private Limited

Gujarat Integrated Maritime Complex Private Limited

IV. Entities over which key managerial personnel or their relatives exercises significant influence:

Allcargo Movers (Bombay) Private Limited Allcargo Shipping Services Private Limited Allnet Infotech Private Limited Alltrans Logistics Private Limited Alltrans Port Management Private Limited

Avadh Marketing Private Limited (Converted into Avadh Marketing LLP w.e.f. December 30, 2011)

Avash Builders And Infrastructure Private Limited

Avash Builders Private Limited (Amalgamated with SKS Netgate Private Limited w.e.f. April 1, 2010)

Avash Logistic Park Private Limited Avashya Corproation Private Limited Avashya Enterprises Private Limited Avashya Holdings Private Limited

Conserve Infratech Private Limited (Formerly known as Nature care Properties Private Limited) - Resigned w.e.f. January 30, 2011)

Contech Estate Private Limited (Converted into Contech Estate LLP w.e.f. December 5, 2011)

Energy Health Spas Private Limited (Amalgamated with SKS Netgate Private Limited w.e.f. April 1, 2010)

India Tourist And Heritage Village Private Limited Import Maritime Egencies Private Limited

Jupiter Precious Gems and Jewellery Private Limited (Formerly known as Jupiter Machines Private Limited) N.R. Holdings Private Limited

Panna Estates Private Limited (Converted into Panna Estates LLP w.e.f. December 1, 2011)

Poorn Estates Private Limited Prominent Estate Holdings Private Limited Sealand Crane Private Limited Sealand Ports Private Limited

SKS Netgate Private Limited (Converted into SKS Netgate LLP w.e.f. August 1, 2011)

SKS Realty Private Limited (Converted into SKS Realty LLP w.e.f. December 1, 2011)

SKS Ventures Private Limited Talentos (India) Private Limited Talentos Entertainment Private Limited Transindia Freight Private Limited Transindia Freight Services Private Limited

V. Key Managerial Personnel

Shashi Kiran Shetty Arathi Shetty Adarsh Hegde

VI. Relatives of Key Management Personnel

Umesh Shetty Shobha Shetty

7 RELATED PARTY Disclosures (CoNTINuED)

Details of material related party transactions which are more than 10% of the total transactions of the same type with a related party during the period ended March 31, 2012

I. Interest received include income from Hindustan Cargo Limited Rs 21,670 thousand, All cargo Shipping Co. Private Limited - Rs 36,609 thousand, AGL Warehousing Private Limited Rs 27,386 thousand.

(Interest received during previous year includes income from Hindustan Cargo Limited Rs 8,637 thousand, All cargo Shipping Co. Private Limited Rs 10,837 thousand, AGL Warehousing Private Limited Rs 20,323 thousand, All cargo Belgium NV Rs. 7,602 thousand)

II. MTO income includes income from All cargo Belgium NV group - Rs 773,791 thousand (MTO income during the previous year includes income earned from All cargo Belgium NV group Rs 482,892 thousand)

III. Container Freight Station Income includes income from Hindustan Cargo Limited Rs 5,316 thousand.

IV. Warehousing Income includes income from Hindustan Cargo Limited Rs 14,348 thousand.

V. Project and Engineering Solutions income includes income from South Asia Terminals Private Limited - Rs 150,463 thousand, Hindustan Cargo Limited - Rs 39,737 thousand, Asia Line Limited Rs 52,645 thousand (Project and Engineering Solutions income during the previous year includes South Asia Terminals Private Limited Rs 12,053 thousand)

VI. Project and Engineering Solutions expense includes expenses paid/payable to MHTC Logistics Private Limited - Rs 56,780 thousand, Hindustan Cargo Limited - Rs 107,821 thousand

VII. Rent Paid includes expenses paid/payable to Mr. Shashi Kiran Shetty - Rs. 5,400 thousand, Sealand Cranes Private Limited - Rs 15,860 thousand, Allnet InfoTech Private Limited - Rs 14,679 thousand

(Rent Paid during the previous year includes rent paid to Mr. Shashi Kiran Shetty - Rs 7,200 thousand, Sealand Cranes Private Limited - Rs. 12,084 thousand, Allnet InfoTech Pvt Limited - Rs. 11,184 thousand)

VIII. Remuneration to Directors includes payment made to Mrs. Arathi Shetty - Rs 22,342 thousand, Mr. Adarsh Hegde - Rs 37,711 thousand, Mr. Shashi Kiran Shetty - Rs 63,820 thousand (Remuneration to Directors during the previous year includes Mrs. Arathi Shetty - Rs 17,016 thousand, Mr. Adarsh Hegde - Rs 26,062 thousand, Mr. Shashi Kiran Shetty - Rs 40,817 thousand)

IX. Salary Paid includes payment made to Mr. Umesh Shetty - Rs 35,477 thousand.

(Salary Paid during the previous year includes Mr.Umesh Shetty - Rs 24,340 thousand)

X. Car hire Charge includes expenses paid/payable to Transindia Freight Services Private Limited - Rs 750 thousand (Car hire Charges during the previous year includes Transindia Freight Services Private Limited - Rs 600 thousand)

XI. MTO Operation Expenses includes expenses paid/payable to Allcargo Belgium NV Group - Rs 959,064 thousand

(MTO Operation Expenses during the previous year includes Allcargo Belgium NV Group - Rs 405,406 thousand, Hindustan Cargo Limited - Rs 81,053 thousand)

XII. Container Freight Station Expenses includes expenses paid/payable to South Asia Terminal Private Limited - Rs 189,337 thousand

(Container Freight Station Expenses during the previous year includes South Asia Terminal Private Limited - Rs 55,204 thousand)

XIII. Dividend Paid includes payment made to MHTC Logistics Private Limited - Rs 1,307 thousand

XIV. Loans received back includes amount received from All cargo Belgium NV - Rs. 604,387 thousand, All cargo Logistic Park Private Limited - Rs. 127,000 thousand, All cargo Shipping Co. Private Limited - Rs. 188,955 thousand, Contech Transport Services Private Limited - Rs. 139,418 thousand

(Loans received back during the previous year includes amount received from Hindustan Cargo Limited - Rs. 60,708 thousand, South Asia Terminals Pvt. Limited - Rs. 138,201 thousand)

XV. Advance received back includes amount received from ECU International Far East Private Limited - Rs. 168,230 thousand.

(Advance received back during the previous year includes amount received from All cargo Shipping Co. Private Limited - Rs. 7,455 thousand, All cargo Belgium N.V Group. - Rs. 13,388 thousand, Asia Line Pty Limited - Rs. 10,140 thousand)

XVI. Loans given includes amount paid to All cargo Belgium NV - Rs. 520,746 thousand, All cargo Logistics Park Private Limited - Rs. 144,500 thousand, All cargo Shipping Co. Private Limited - Rs. 187,637 thousand, Contech Transport Services Private Limited - Rs. 167,583 thousand.

(Loans given during the previous year includes amount paid to All cargo Belgium NV group -Rs. 598,132 thousand, All cargo Shipping Co. Private Limited - Rs. 367,403 thousand, AGL Warehousing Private Limited - Rs. 270,184 thousand)

XVII. Advances given includes amount paid to ECU International Far East Private Limited - Rs. 175,127 thousand

(Advances given during the previous year includes amount paid to All cargo Belgium N.V Group - Rs. 30,883 thousand, Allcargo Shipping Co. Private Limited - Rs. 11,019 thousand, Contac Transport Services Private Limited - Rs. 9,070 thousand, AGL Warehousing Private Limited - Rs. 8,605 thousand)

XVIII. Deposit Receivables includes deposit received from Allnet Infotech Private Limited - Rs. 34,601 thousand, Avash Builders and Infrastructure Private Limited - Rs. 71,985 thousand, Sealand Cranes Private Limited - Rs. 37,385 thousand, Mr. Shashi Kiran Shetty - Rs. 30,000 thousand, Talentos (India) Private Limited - Rs. 70,129 thousand

(Deposit Receivables during the previous year includes deposit received from Allnet InfoTech Private Limited - Rs. 30,756 thousand, Sealand Cranes Private Limited - Rs. 33,231 thousand, Mr. Shashi Kiran Shetty - Rs. 60,000 thousand)

XIX. Deposit given includes amount paid to Avash Builders and Infrastructure Private Limited - Rs. 71,985 thousand, Talentos (India) Private Limited - Rs. 70,129 thousand

(Deposit given during the previous year includes amount paid to Coptic Solutions Private Limited Rs. 11,200 thousand)

XX. Share Application Money Pending Allotment includes Gujarat Integrated Maritime Complex Private Limited - Rs. 78,500 thousand, Transindia Logistic Park Private Limited - Rs. 154,000 thousand.

(Share Application Money Pending Allotment during the previous year includes Gujarat Integrated Maritime Complex Private Limited Rs. 530,000 thousand)

XXI. Investments during the year includes investment made in Gujarat Integrated Maritime Complex Private Limited - Rs. 530,000 thousand, MHTC Logistics Private Limited - Rs. 343,000 thousand, Transindia Logistic Park Private Limited - Rs. 555,240 thousand

XXII. Management Fees received includes amount received from ECU International Far East Private Limited - Rs. 12,331 thousand, Gujarat Integrated Maritime Complex Private Limited - Rs. 40,000 thousand , Sealand Warehousing Pvt Limited - Rs. 30,000 thousand

(Management Fees received during the previous year includes amount received from ECU International Far East Private Limited - Rs. 9,036 thousand, Sealand Warehousing Private Limited - Rs. 40,000 thousand)

XXIII. Business Support Charges received includes amount received from Ecu International Far East Private Limited - Rs. 39,388 thousand

(Business Support Charges received during the previous year includes amount received from Ecu international Far East Private Limited - Rs. 15,617 thousand)

XXIV. Reimbursement of Expenses includes amount received from Transnepal Freight Services Private Limited - Rs. 548 thousand.

(Reimbursement of Expenses includes received during the previous year includes amount received from South Asia Terminals Private Limited - Rs. 1,285 thousand)

XXV. Professional Fees Paid Mrs. Shobha Shetty - Rs. 900 thousand

(Professional Fees Paid during the previous year includes Mrs. Shobha Shetty - Rs. 720 thousand)

XXVI. Trade Debtors includes Gujarat Integrated Maritime Complex Private Limited - Rs. 39,708 thousand, Asia Line Limited - Rs. 34,632 thousand, South Asia Terminal Private Limited Rs. 14,542 thousand, Hindustan Cargo Limited

- Rs. 20,964 thousand

(Trade Debtors during the previous year includes Allcargo Belgium N.V Group - Rs. 97,992 thousand)

XXVII. Trade Payables includes MHTC Logistics Private Limited - Rs. 42,276 thousand.

(Trade payables during the previous year includes amount received from South Asia Terminals Private Limited - Rs. 8,293 thousand)

XXVIII. Loans Converted into Preference shares during the year includes AGL Warehousing Private Limited - Rs. 366,969 thousand, Allcargo Shipping Co. Private Limited - Rs. 366,085 thousand, Hindustan Cargo Limited - Rs. 221,963 thousand.

XXIX. Advances Converted into Preference shares during the year includes AGL Warehousing Private Limited - Rs. 6,581 thousand, All cargo Shipping Co. Private Limited - Rs. 3,565 thousand.

XXX. Closing Balance of Loan includes balance outstanding from All cargo Belgium N.V - Rs. 507,799 thousand, Contech Transport Services Private Limited - Rs. 150,489 thousand, South Asia Terminal Private Limited - Rs. 89,611 thousand.

(Closing Balance of Loan during the previous year includes All cargo Belgium NV -Rs. 591,440 thousand, All cargo Shipping Co. Private Limited - Rs. 367,403 thousand, AGL Warehousing Private Limited - Rs. 342,322 thousand)

XXXI. Advances Closing balance includes Contech Transport services Private Limited - Rs. 7,820 thousand, Ecu International Far East Private Limited - Rs. 11,749 thousand, South Asia Terminals Private Limited - Rs. 12,265 thousand, Hindustan Cargo Limited - Rs. 9,652 thousand.

(Advances Closing balance during the previous year includes All cargo Shipping Private Limited - Rs. 3,565 thousand, Ecu international Far East Private Limited - Rs. 18,542 thousand, AGL Warehousing Private Limited - Rs. 6,552 thousand)

XXXII. Deposit Repaid back during the year includes Mr. Shashi Kiran Shetty - Rs. 30,000 thousand.

XXXIII. Corporate Guarantees given includes All cargo Belgium NV - Rs. 1,154,336 thousand, Transindia Logistic Park Private Limited - Rs. 950,000 thousand

(Corporate Guarantees given during the previous year includes Allcargo Belgium NV - Rs. 1,832,637 thousand)

XXXIV. Deposit payable includes South Asia Terminals Private Limited - Rs. 20,431 thousand.

(Deposit payable during the previous year includes South Asia Terminals Private Limited - Rs. 30,008 thousand)

XXXV. Remuneration payable includes Mrs. Arathi Shetty - Rs. 19,822 thousand , Mr. Adarsh Hegde - Rs. 23,125 thousand ,Mr. Shashi Kiran Shetty - Rs. 26,428 thousand

(Remuneration payable during the previous year includes Mrs. Arathi Shetty - Rs. 15,000 thousand, Mr. Adarsh Hegde - Rs. 17,500 thousand, Mr. Shashi Kiran Shetty - Rs. 20,000 thousand)

8 quantitative information

The activities of the Company are not capable of being expressed in any generic unit and hence, it is not possible to give the quantitative details required under paragraphs 3, 4C and 4D of Part II of Schedule VI to the Act.

9 REMITTANCE IN FOREIGN CURRENCIES FOR DIVIDENDS

The Company has not remitted any amount in foreign currencies on account of dividends during the period and does not have information as to the extent to which remittances, if any, in foreign currencies on account of dividends have been made by / on behalf of non - resident shareholders. The particulars of dividends paid to non - resident shareholders which were declared during the period, are as under:

The interests in the joint ventures are reported as long - term investments (Refer Schedule 6) and stated at cost. However, the Company's share of each of the assets, liabilities, income and expenses, etc. (each without elimination of the effect of transactions between the Company and the joint venture) related to its interests in the joint ventures, based on audited financial statements, is;

10 TRANSFER PRICING

The Company's international transactions with related parties are at arm's length as per the independent accountants report for the year ended March 31, 2011. Management believes that the Company's international transactions with related parties post March 31, 2011 continue to be at arm's length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision for taxation.

11 EMPLOYEE STOCK OPTIONS

a) In 2006, the Company had instituted an 'All cargo Employee Stock Option Plan 2006' (ESOS 2006) to attract, retain, motivate and reward its employees and to enable them to participate in the growth, development and success of the Company. The compensation/remuneration committee of the Board evaluates the performance and other criteria of employees and approves the grant of options .The employees are granted an option to purchase shares of the Company at the respective exercise price, subject to the requirements of vesting conditions. These options generally vest over a period of 24 to 48 months from the date of grant. Upon vesting, the employees can acquire one equity share for each option. The maximum contractual term for these stock option plan is generally 7 years. The Company granted stock options to be adjusted for subsequent bonus issue prior to its Initial Public Offering of equity shares, to its permanent employees at varying numbers depending upon their grades.

b) The stock compensation cost is computed under the intrinsic value method and amortized on a straight line basis over the vesting period of 7 years.

c) The particulars of options granted under the said ESOS 2006 plans are tabulated below:

As permitted by the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 ('SEBI guidelines') as well as by the guidance note on the subject issued by the Institute of Chartered Accounts of India, the Company has elected to account for stock options based on their intrinsic value (i.e. the excess of quoted market price of the underlying share over the exercise price) at the grant date rather than their fair value at that date. Had the compensation cost for employee stock options been determined on the basis of the fair value approach as described in the SEBI guidelines (and ICAI guidance note), the Company's net profit after tax and basic and diluted earnings per share would have been as per the proforma amounts shown below:

12 SCHEME OF ARRANGEMENT OF THE EARLIER YEAR

During previous year ended December 31, 2010, pursuant to the Scheme of Arrangement ("the scheme") under sections 391 to 394 of the Companies Act, 1956 sanctioned by the Hon'ble Bombay High Court vide order dated September 30, 2010 and filed with the Registrar of Companies (RoC) on October 25, 2010, Sealand Terminals Private Limited, the wholly owned subsidiary of the Company, engaged in construction, development, maintenance of the Container Freight Stations, has been amalgamated into the Company with effect from the Appointed Date as on April 1, 2009. The amalgamation has been accounted as "Amalgamation in the nature of Merge".

The financial statements presented to Members of the Company comprise of the financials of Sealand Terminals Private Limited. The deficit of assets over liabilities of Sealand Terminals Private Limited amounting to Rs 33 thousand has been adjusted against the General Reserve of the Company. The net profit earned by Sealand Terminals Private Limited during the period from April 1, 2009 to December 31, 2009 amounting to Rs 123,807 thousand is recognized as earlier year Profit of merged entity in Profit & Loss Account. As envisaged in the Scheme, the Company did not issue any equity shares to the Members of Sealand Terminals Private Limited i.e. Contech Transport Services Private Limited, the wholly owned subsidiary of the Company.

13 PARTICULARS OF DERIVATIVE INSTRUMENTS

The Company uses derivative and forward contracts to hedge its risks associated with foreign currency fluctuations. Such transactions are governed by the strategy approved by the Board of Directors which provides principles on the use of these instruments consistent with the Company's Risk Management Policy. The Company does not use these contracts for speculative purposes.

14 During the previous year, the Company has re - assessed the estimated useful life of cranes from January 1, 2010. If the Company had continued with the old estimate of useful life of cranes, the depreciation and the profit before tax and exceptional items for the previous year would have been Rs. 648,380 thousand and Rs. 1,202,731 thousand respectively.

15 In April 8, 2011, one of the office premises of the Company, located on the 5th and 6th floors of Diamond Square, Kalina, Santacruz East was damaged by fire. The Company had filed a claim with the insurers, who have appointed surveyors to assess the extent of damage / loss to the assets located in the premises damaged by the fire. The claim is under process and accordingly pending finalization of the claim amount, the loss incurred on account of the fire in the current year aggregating to Rs. 1,005 thousand has been charged to the Profit and Loss Account.

16 a) Proposed Merger of MHTC Logistics Private Limited with the Company:

The Company acquired 100% equity stake of MHTC Logistics Private Limited ('MHTC') during the period under review. MHTC is engaged in the business of Project Logistics and Freight Forwarding. Considering the business synergy existing in the Project Logistics business of the Company and MHTC, the Board of Directors of both the companies thought it prudent in the best interest of both the companies to de - merge the Project Logistics business of MHTC in favour of the Company. Accordingly, the Board of Directors of the Company at its meeting held on February 14, 2012 approved de-merger of the Project Logistics business of MHTC in favour of the Company with effect from April 1, 2012 in accordance with provisions of Section 391 to 394 read with Section 78, 100 to 103 of the Companies Act, 1956.

The Scheme of Arrangement comprising of de-merger of the Project Logistics business duly approved by the Board of Directors of both the companies shall be subject to further approval by the Members and Creditors of both the companies and the approval by the Hon'ble Bombay High Court, as such, no impact of the merger is given in the above financial statements.

b) Proposed Demerger of NVOCC Business:

In the meeting held during February 14, 2012, the Board of Directors of the Company has discussed the de-merger of the NVOCC business of the Company and has constituted a Committee of Directors to advise the Board of Directors on determination of the valuation of the said business and suggest share entitlement ratio, formulation of scheme of the arrangements and matters incidental or related thereto. The said committee till date has not concluded on the valuation of the business and resulting scheme of de-merger, as such, no impact of the same is given in the above financial statements.

17 prior year comparatives

The figures for the previous year (12 months) are strictly not comparable to those of the current period, which comprises 15 months and have been regrouped/ rearranged as necessary to conform to current period's presentation.


Dec 31, 2010

1. Figures in rupees have been rounded off to the nearest thousands.

2. Previous period figures are regrouped wherever necessary to confirm to this years classification.

3. Pursuant to the resolution passed by the members of the Company at the Extra Ordinary General Meeting held on November 30, 2009 and the provisions of Section 81 (I A) and other applicable provisions of the Companies Act, 1956 and the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, the Company has issued 5,663,105 Equity Shares of Til- each at a premium ofRs. 182.80 per share aggregating to 11,046,542 thousand to Qualified Institutional Buyers (QIBs).

4. Contingent Liabilities not provided for:

i) Counter Guarantees to Banks against guarantees issued by themRs. 445,136 thousand (RYRs.470,129 thousand).

ii) Continuity Bond executed in favour of The President of India through the Commissioner of Customs Rs.3,927,000 thousand (RYRs.3,295,000 thousand).

iii) Guarantees issued to Bankers in respect of Nepal Intermodal Transport Development Board equivalent to Rs.6,702 thousand (RYRs.6,636 thousand).

iv) Guarantees issued to Bankers and outstanding in respect of Allcargo Belgium NY ECU International NV and ECU Hold NV equivalent to Rs. 1,363,129 thousand, Rs.299,050 thousand and Rs. 170,458 thousand respectively (RY Rs.458,160, Rs.332,000 and Rs.Nil respectively).

v) Suits filed against the Company towards operational claims Rs.82,184 thousand (RY Rs.34,013 thousand).

vi) Income Tax demand for the AY 2003-04 upto AY 2009-10 against which the Company has preferred an appeal is Rs.547,859 thousand (RYRs.650,000 thousand)aftersettingoffthenetAdvanceTaxof Rs. 177,641 thousand(RY Rs.52,641 thousands).

5. The Company has re-assessed the estimated useful life of Cranes from January 1, 2010. If the Company had continued with the old estimate of useful life of Cranes, the Depreciation and Profit Before Tax and Exceptional Items would have been Rs.648,380 thousand and Rs. 1,202,73 I thousand respectivelyforthe year ended December3 1,2010.

6. Amounts due to Micro, Small and Medium Enterprises:

i) The names of the Micro, Small and Medium Enterprises suppliers defined under "The Micro, Small and Medium Enterprises Development Act, 2006" could not be identified, as the necessary evidence is not in the possession of the Company.

ii) The names of the Small Scale Undertakings to whom the Company owes a sum exceeding Rs. 100 thousand which is outstanding for more than 30 days could not be identified, as the necessary information is not in the possession of the Company.

7. In the opinion of the management and to the best of its knowledge and belief, the Current Assets and Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet.

8. Segment Reporting

Information about Business Segments (Information provided in respect of revenue items for the year ended December 3 1,2010 and in respect of assets/liabilities as at December 3 1,2010):

9. RELATED PARTY DISCLOSURES

List of Related Parties and Relationships

(A) Relationships:

I) Subsidiary Companies:

Contech Transport Services Pvt Ltd

Comptech Solutions Pvt. Ltd.

Allcargo Belgium N.V

Hindustan Cargo Ltd.

ECU Line (India) Pvt. Ltd.

Allcargo Shipping Co. Pvt. Ltd. (Formerly known as AGL Ports Pvt Ltd)

South Asia Terminals Pvt. Ltd.

Southern Terminals & Trading Pvt. Ltd. (Formerly known as AGL Terminals Pvt. Ltd.)

AGL Warehousing Pvt. Ltd.

Allcargo Logistics Park Pvt. Ltd.

Asia Line Ltd.

ECU International (Asia) Pvt. Ltd.

ECU Line Abu Dhabi LLC

ECU Line Algerie

Ecu Logistics S.A.

Ecu-Line Australia Pty.Ltd.

ECUHOLD N.V

Ecu Bro N.V

ECU International N.V

ECU-TECH BVBA

ECU-LINE N.V

ECU-LOGISTICS N.V

ECU-TRANS N.V

D&ETransportN.V

AGL N.V (Formerly known as RMK N.V)

ECU Air N.V

Ecu Global Services N.V (formerly known as IPTS)

ECU Logistics do brasil Ltda

Flamingo Line do Brazil Ltda

Ecu Line Bulgaria EOOD

ECU-Line Canada Inc.

ECU Line Chile S.A.

Container Freight Station S.A.

Flamingo Line Chile S.A.

ECU Line Guangzhou Ltd.

ECU Line De Columbia S.A.

Conecli International S.A.

ECU Line Middleeast LLC

Euro Centre - Dubai

ECU Heavy Lift, VV.L.L.

ECU Line Del Ecuador S.A.

Flamingo Line Ecuador

ECU Line Egypt Ltd.

Flamingo Line El Salvador S.A. de C.V

ECU-Line (Germany) GmbH

ELWA(GH)Ltd.

ECU Line Guatemala

ECU-Line Hong Kong Ltd.

ECU International Far East Ltd.

ECU Line Italia srl

ECU Line Italy TRC srl

ECU Line Cote dlvoire Sari

ECU Line Japan Ltd.

ECU Line Jordan

ECU Line Kenya Ltd.

Ecu Shipping Logistic (K) Ltd.

ECU Line Malaysia ECU-Line (JB) SDN BHD

ECU-Line Malta Ltd.

ECU-Line (Indian Ocean Islands) Ltd.

AMI Ventures Ltd.

ECU Line Meditterranean Ltd.

CELM Logistics S.A. De C.V

Ecu Logistics de Mexico S.A. de C.V

ECU Line Maroc S.A.

ECU LINE Rotterdam

ECU Line New Zealand Ltd.

ECU-Line de Panama S.A.

ECU-Line Paraguay S.A.

ECU-Line Peru S.A.

Fiamingo Line Peru S.A.

ECU Line Philippines Inc.

ECU-Line Polska Sp. z.o.o. UL

ECU Line Doha W.L.L.

ECU-Line Romania SRL

Rotterdam Freight Station BV

ECU Line Singapore Pte. Ltd.

ECU LINE SA(Pty) Ltd.

ECU Line Spain S.L.Barcelona

Mediterranean Cargo Centers S.L. (MCC)

ECU Line (Thailand) Co. Ltd.

ECU Line Tunisie sari

ECU Line Turkey

ECU-Line UK Ltd.

ECU-Line Uruguay (Deolix SA)

DLC

ELV Multimodal C.A.

Venezuela - AHL

Consolidadora Ecu Line CA

Ecu Line Vietnam

ECU Line Zimbabwe (Pty.) Ltd.

Ecu Line China Ltd

Ecu Line Switzerland GmBH

Ecurocentre Milan SRL

Guldary S.A.

Ecu line Lanka Pvt. Ltd.

S.H.E Maritime services Ltd.

CCC Ltd.

Star Express Company Ltd.

CCSS Ltd.

SSCC Ltd.

PT Eka Consol Utama Line

Ecu Line Czeche s.r.o

Ecu Line Hungary Kft

Translogistik International Spedition GMBH

2) Joint Venture Companies:

Transworld Logistics & Shipping Services Inc. Sealand Warehousing Pvt. Ltd.

3) Associate Company :

Transnepal Freight Services Pvt. Ltd.

4) Key Management Personnel :

1) Mr. Shashi Kiran Shetty

2) Mrs. Arathi Shetty

3) Mr. Adarsh Hegde

5) Relatives of Key Management Personnel:

1) Mr. Umesh Shetty

2) Mrs. Shobha Shetty

6) Enterprises owned or significantly influenced by its key management personnel or their relatives :

Allcargo Shipping Services (P) Ltd.

Avadh Marketing (P) Ltd.

N.R.Holdings(P)Ltd.

Transindia Freight (P) Ltd.

Allcargo Movers (Bombay) (P) Ltd.

Allnet Infotech (P) Ltd.

Prominent Estate Holdings (P) Ltd.

Transindia Freight Services (P) Ltd.

Jupiter Machines (P) Ltd.

Sealand Cranes (P) Ltd.

Contech Estate (P) Ltd.

Alltrans Logistics Pvt. Ltd.

Alltrans Port Management Pvt. Ltd.

Logical Hotels Pvt. Ltd.

Indport Maritime Agencies Pvt. Ltd.

SKS Netgate Pvt. Ltd.

Avash Builders Pvt. Ltd.

Energy Health Spas Pvt. Ltd.

SKS Realty Pvt. Ltd.

India Tourist And Heritage Village Pvt. Ltd.

SKS Ventures Pvt. Ltd.

Talentos (India) Pvt. Ltd.

Talentos Entertainment Pvt. Ltd.

Sealand Holdings Pvt. Ltd.

Avash Builders And Infrastructure Pvt. Ltd.

Avash Logistic Park Pvt. Ltd.

Sealand Ports Pvt. Ltd.

Gujarat Integrated Maritime Complex Pvt. Ltd.

10. As the Company is not engaged in manufacturing, trading or processing activities, Quantitative information required by paras - 3 and 4c of part II of Schedule VI of the Companies Act, 1956 is not given.

11. Value of Imports calculated on QF basis in respect of Capital Goods is Rs.2,539,252 thousand (RY Rs.596,282 thousand)

12. Disclosure for lease

Companys lease agreements are mainly in respect of operating leases taken for offices, residential premises, warehouse, commercial vehicles and equipment. The lease agreements are for a period ranging from eleven months to nine years. The lease agreements are cancellable at the option of either party by giving one month to six months notice. The Company has given refundable interest free security deposits for certain agreements. Certain agreements provide for increase in Lease rent. Some of the agreements provide for renewal of lease by mutual consent. Lease payments recognised in the Profit and Loss Account are Rs.56,939 thousand (RY. Rs.49,953 thousand). The Company has leased out Cranes & Equipments and office premises. The Lease rental income recognised in the Profit and Loss Account is Rs. 852,905 thousand (RY Rs.536,467 thousand). The gross value of the Assets Leased out is Rs.4,I4I,I49 thousand (RY Rs.2,006,726 thousand). Accummulated Depreciation of the Asset Leased out is Rs.694,342 thousand (RY Rs.502,849 thousand). The depreciation recognised in the statement of Profit and Loss Account for the Assets Leased out during the year is Rs.240,185 thousand (RY Rs.239,883 thousand).

13. EmployeesStock Options Plan

In 2006, the Company had instituted an Employees Stock Options Plan (ESOP 2006) to attract, retain, motivate and reward its employees and to enable them to participate in the growth, development and success of the Company. The Company granted stock options to be adjusted for the subsequent bonus issue prior to its Initial Public Offering of equity shares, to its permanent employees and to few of the permanent employees of its foreign subsidiaries at varying numbers depending upon their grades.

14. MAT Entitlement

During the year, the Company has made provision for Minimum Alternate Tax (MAT) of Rs.283,600 thousand (RY. Rs. 168,730 thousand). Considering the future expected benefits, the Company has recognized Rs.265,277 thousand (RY Rs. 153,538 thousand) as MAT entitlement credit representing excess of MAT provision over Current Tax.

Accordingly and based on the legal opinion the Company has retained the MAT entitlement claim ofRs.288,700thousand uptotheAY2010-201 I.

15. Scheme of Arrangement

Pursuant to the Scheme of Arrangement approved by the Honble Bombay High Court vide order dated September 30, 2010, Sealand Terminals Private Limited, the wholly owned subsidiary of Contech Transport Services Pvt. Ltd, which is the wholly owned subsidiary of the Company, has been merged with the Company w.e.f. April 1, 2009, the Appointed Date. The amalgamation has been accounted as Amalgamation in the nature of Merger".

The financial statements presented to Members of the Company comprise of the financial of Sealand Terminals Private Limited. The deficit of assets over liabilities of Sealand Terminals Private Limited amountingto R.s.33 thousand has been adjusted against the General Reserve of the Company. The Profit earned by Sealand Terminals Private Limited during the period from April 1,2009 to December 3 1,2009 is recognised as Earlier year Profit of merged entity in Profit and Loss Account.

As envisaged in the Scheme, the Company did not issue any equity shares to the Members of Sealand Terminals Private Limited i.e. Contech Transport Services Private Limited, the wholly owned subsidiary ofthe Company.

 
Subscribe now to get personal finance updates in your inbox!