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Notes to Accounts of Andrew Yule & Company Ltd.

Mar 31, 2015

Note 1

1.01 Estimated amount of contracts remaining to be executed on Capital Account Rs.13.24 lakh (net of advances) (Rs.146.53 lakh) and Other Commitments Rs.Nil (Rs.Nil) not provided for.

1.02 Contingent liabilities not provided for in respect of :

[a] Claims against the Company not acknowledged as debts Rs.146.96 lakh (Rs.68.77 lakh)

[b] Guarantees and Indemnities given to various Institutions and Authorities in connection with Company's operations amounting to Rs.2451.37 lakh (Rs.2159.51 lakh).

[c] Guarantees given to Banks on behalf of other Group and/or Associate Companies :

[i] *India Paper Pulp Co. Ltd. - Rs.265.00 lakh (Rs.265.00 lakhs).

[ii] Other Companies — Rs.334.70 lakh (Rs.411.45 lakhs) on behalf of Hooghly Printing Co. Ltd., a Subsidiary of the Company.

* In respect of item Nos.(i) above, although the notice of invocation of guarantees has been received neither any payment nor any provision has been made as the matter is sub-judice.

[d] Disputed Sales Tax aggregating to Rs.2844.75 lakh (Rs.2851.75 lakh). The demand under the WBST, CST, AGST and OST Acts are according to the opinion of the Company, erroneously raised for which appeals have been preferred at higher Forums of Sales Tax Authority.

[e] Aggregate Income Tax demands including penalty amounting to Rs.485.04 lakh (Rs.438.49 lakh) excluding interest not admitted, against which appeals have been preferred by the Company.

[f] Disputed Excise/Customs Duty/Service Tax claims Rs.447.33 lakh (Rs.447.28 lakh) excluding interest against which appeal have been preferred by the Company.

[g] Unexpired Letter of Credit opened by the Company's Bankers — Rs.2301.11 lakh (Rs.1979.41 lakh).

1.03 Sanctioned Rehabilitation Scheme approved by Board for Industrial and Financial Reconstruction (BIFR) vide Order dated 30th October, 2007 with the cut-off date of 31st March, 2006 is under implementation.

Pursuant to Sanctioned Rehabilitation Scheme (hereinafter SRS) of BIFR stated above, the necessary effects have been given in the Accounts as under :—

[a] [i] Shares pending allotment appearing in Note No.3 for Rs.2857.00 lakh representing 14,28,50,000 number of shares at a face value of Rs.2/- each to be issued to Government of India (GOI) arising out of conversion of non-plan GOI loan of Rs.4152.00 lakh after writing off Rs.1295.00 lakh against accumulated loss as a part of financial restructuring package approved by GOI and BIFR.

[ii] During the year the Company has issued 75,00,000 Equity Shares at face value of Rs.2/- each to State Bank of India towards Conversion of Funded Interest in terms of BIFR Order dated 30.10.2007.

[iii] The above pending shares will be allotted upon enhancement of Company's authorised capital from Rs.7500.00 lakh to Rs.11000.00 lakh after disposal of Company's application for waiver of ROC filing fee for enhancement of authorised capital by BIFR and completion of ROC formalities, though approval for enhancement of authorised capital was already obtained in Annual General Meeting held on 20.09.2013.

[iv] During the year the Company has written back an amount of Rs.1200.12 lakh towards interest payable to State Bank of India.

[b] In terms of the aforesaid order 46% of unsecured creditors amounting to Rs.2.11 lakh (Rs.58.47 lakh) except sub-judice matters has been written back during the year.

[c] 9.1% Secured Non-convertible 10 Years Bond is secured by specified indenture.

if the concerned employee does not avail it. The liability towards such unavailed quantum of medical benefits has been determined on actual basis instead of actuarial valuation method since the eligible amount will remain fixed during the next block. The total amount of liability as on 31st March, 2015 is Rs.550.09 lakh (Rs.196.06 lakh) has been taken into account.

1.04 Provision for Liquidated damages amounting to Rs.2217.02 lakh (Rs.2075.26 lakh) has been set off against Trade Receivables.

1.05 Diminution in the value of Long Term Investments in Equity Shares of WEBFIL Ltd. amounting to Rs.14.50 lakh is in the opinion of the management not of a permanent nature. Accordingly, no provision has been made in the Accounts.

1.06 Confirmation for balances of Trade Receivables, Deposits and Advances to the parties, Trade Paybles, dues to and from Govt. Undertakings and stock with third parties have been sought from the concerned parties, with stipulation that in case of non receipt of confirmation within 20 days of despatch, the book balance is to be considered as confirmed. The financial statements have been drawn up accordingly.

[c] In computing deferred tax liability of the Company for the financial year 2014-15, unabsorbed depreciation, business loss, as well as disallowances u/s.43B as per Income Tax Act, 1961 has not been recognised as deferred tax assets.

Notes: [1] The business segments comprise of the following major product groups :—

_ Industrial Fans.

Engineering _ Air Pollution and Water Pollution Control equipments.

_ Turn-key projects involving the above products.

_ HT and LT Switchgears.

_ Transformers

Electrical

_ Relay and Contactors _ Turn-key projects on power distribution.

Tea _ Tea growing and manufacturing.

[2] The information relating to erstwhile Belting Division has been considered as part of the corporate information for the purpose of the above reporting as the related business has been discontinued earlier.

[3] Information relating to "Project" has been reported after being clubbed with Engineering Division.

[4] Figures in bracket pertaining to previous year.

1.07 Particulars relating to discontinued operations.

[a] Description of discontinued operations

Business Segments Discontinued Operations

_ Air Handling Unit (AHU)

[i] Engineering Division _ Core Lamination Project (CLP)

_ Project

_ Port Engineering Works (PEW)

[ii] Electrical Division _ Turnkey

_ Agency

1.08 Related party disclosure :

[i] Names of Related Parties with whom Company had transactions during the year :

_ Tide Water Oil Co. (I) Ltd.

_ Bengal Coal Co. Ltd.

_ New Beerbhoom Coal Co. Ltd.

Associate Companies _ Katras |herriah Coal Co. Ltd.

_ Yule Agro Industries Ltd.

_ WEBFIL Ltd.

_ Yule Financing and Leasing Co. Ltd.

[ii] Key Management Personnel :

[a] Kallol Datta _ Chairman and Managing Director

[b] S. Swaminathan _ Director (Planning)

[c] Sunil Munshi _ Director (Personnel)

[d] Late Amitava Dhar _ Director (Finance) till 29.07.2014

J[e] R. C. Sen _ Director (Finance) w.e.f.19.03.2015

[f] D. Bandyopadhyay _ Company Secretary

1.9 [a] Previous year's figures have been re-arranged and/or re-grouped wherever necessary.

[b] The figures in these accounts have been rounded off to nearest lakhs of rupees and, as such, the balances in certain heads of account amounting to Rs.500 or less, although maintained in the Books of Accounts of the Company, do not appear in these Accounts,

1.10 There is no investor Education and Protection Fund transferable by the Company as on 31st March, 2015.

1.11 During the year, the Company has revised its estimates of useful life of its fixed assets as prescribed in Part-C of Schedule-II of the Companies Act, 2013, except for certain assets of Tea Division for which different useful lifes have been considered based on independent Technical Evaluation, which Management believes best represent the period over which the assets are expected to be used economically, carrying amount less residual value of the assets whose remaining useful life has become "Nil" at the beginning of the period amounting to Rs.183.86 lakh (Net of Deferred Tax of Rs.97.30 lakh) has been adjusted with opening balance of retained earnings.

1.12 Pending transfer of Assets and Liabilities of Engineering and Electrical Divisions to two 100% subsidiaries incorporated in the name of Yule Engineering Ltd. and Yule Electrical Ltd. as per Sanctioned Rehabilitation Scheme (SRS) all transactions for the year ended 31st March, 2015 relating to aforesaid Divisions entered into by the Company in the name of Andrew Yule & Company Limited (AYCL) have been accounted for in the Books of Accounts of AYCL.

1.13 The Company has decided to increase the moratorium period in respect of 6% Cumulative Redeemable Preference Shares- WEBFIL of Rs.204.40 lakh and WEBFIL Ltd. Zero Rate Unsecured Redeemable Bond of Rs.305.00 lakh for a period of 7 (Seven) years commencing from 1st April, 2014 and 20th December, 2014 respectively.


Mar 31, 2014

01 Estimated amount of contracts remaining to be executed on Capital Account Rs. 146.53 lakh (net of advances) (Rs.191.05 lakh) and Other Commitments Rs. Nil (Rs. Nil) not provided for.

02 Contingent liabilities not provided for in respect of :

[a] Claims against the Company not acknowledged as debts Rs. 68.77 lakh (Rs. 68.77 lakh)

[b] Guarantees and Indemnities given to various Institutions and Authorities in connection with Company''s operations amounting to Rs. 2159.51 lakh (Rs. 1469.65 lakh).

[c] Guarantees given to Banks on behalf of other Group and/or Associate Companies :

[i] *India Paper Pulp Co. Ltd. — Rs. 265.00 lakh (Rs. 265.00 lakhs).

[ii] Other Companies — Rs. 411.45 lakh (Rs. 328.00 lakhs) on behalf of Hooghly Printing Co. Ltd., a Subsidiary of the Company.

* In respect of item Nos.(i) above, although the notice of invocation of guarantees has been received neither any payment nor any provision has been made as the matter is sub-judice.

[d] Disputed Sales Tax aggregating to Rs. 2851.75 lakh (Rs. 4178.60 lakh). The demand under the WBST, CST, AGST and OST Acts are according to the opinion of the Company, erroneously raised for which appeals have been preferred at higher Forums of Sales Tax Authority.

[e] Aggregate Income Tax demands including penalty amounting to Rs. 438.49 lakh (Rs. 533.11 lakh) excluding interest not admitted, against which appeals have been preferred by the Company.

[f] Disputed Excise/Customs Duty/Service Tax claims ''447.28 lakh (''447.28 lakh) excluding interest against which appeal have been preferred by the Company.

[g] Unexpired Letter of Credit opened by the Company''s Bankers — Rs. 1979.41 lakh (Rs. 1372.47 lakh).

03 Sanctioned Rehabilitation Scheme approved by Board for Industrial and Financial Reconstruction (BIFR) vide Order dated 30th October, 2007 with the cut-off date of 31st March, 2006 is under implementation.

Pursuant to Sanctioned Rehabilitation Scheme (hereinafter SRS) of BIFR stated above, the necessary effects have been given in the Accounts as under :—

[a] [i] Shares pending allotment appearing in Note No.3 for Rs. 3007.00 lakh includes Rs. 150.00 lakh representing 75,00,000 number of shares at a face value of Rs. 2/- each arising out of conversion of funded interest to be issued to State Bank of India as a part of SRS and Rs. 2857.00 lakh representing 14,28,50,000 number of shares at a face value of Rs. 2/- each to be issued to Government of India (GOI) arising out of conversion of non-plan GOI loan of Rs. 4152.00 lakh after writing off Rs.1295.00 lakh against accumulated loss as a part of financial restructuring package approved by GOI and BIFR.

[ii] The above pending shares will be allotted upon enhancement of Company''s authorised capital from Rs. 7500.00 lakh to Rs. 11000.00 lakh after disposal of Company''s application for waiver of ROC filing fee for enhancement of authorised capital by BIFR and completion of requisite formalities, though approval for enhancement of authorised capital was already obtained in Annual General Meeting held on 20.09.2013.

[iii] The other operational income appearing in Note No.8.1 includes Rs. 2622.87 lakh on account of waiver of interest on Government of India Loan from 01.04.2007 to 31.03.2012 pursuant to BIFR Order No.501/2003 dated 15.07.2013.

[b] In terms of the aforesaid order 46% of unsecured creditors amounting to Rs. 58.47 lakh (Rs. 29.36 lakh) except sub-judice matters has been written back during the year.

[c] 9.1% Secured Non-convertible 10 Years Bond is secured by specified indenture.

04 [a] Employee Benefits :

The Company''s contribution to Defined Contribution Plans aggregated to Rs. 990.96 lakh (Rs. 840.19 lakh) for the year ended 31st March, 2014 has been recognised under the line item Contribution to Provident and Other Funds included in Note No.9.3 above. 2013-14 2012-13

Contribution to Provident Fund 989.09 831.09

Contribution to Employees State 1.87 9.10 Insurance Fund

05 The medical benefits for the employees for domiciliary treatment is for a block of three years and shall lapse yearly thereafter if the concerned employee does not avail it. The liability towards such unavailed quantum of medical benefits has been determined on actual basis instead of actuarial valuation method since the eligible amount will remain fixed during the next block. The total amount of liability as on 31st March, 2014 is Rs. 196.06 lakh (Rs. 170.66 lakh) has been taken into account.

06 Provision for Liquidated damages amounting to Rs. 2075.26 lakh (Rs. 2093.82 lakh) has been set off against Trade Receivables.

07 Diminution in the value of Long Term Investments in Equity Shares of WEBFIL Ltd. amounting to Rs.14.50 lakh is in the opinion of the management not of a permanent nature accordingly no provision has been made in the Accounts.

08 Confirmation for balances of Trade Receivables, Deposits and Advances to the parties, Trade Paybles, dues to and from Govt. Undertakings and stock with third parties have been sought from the concerned parties, with stipulation that in case of non receipt of confirmation within 20 days of despatch, the book balance is to be considered as confirmed. The financial statements have been drawn up accordingly.


Mar 31, 2013

1.01 Estimated amount of contracts remaining to be executed on Capital Account Rs.191.05 lakh (net of advances) (Rs.70.64 lakh) and Other Commitments Rs.Nil (Rs. Nil) not provided for.

1.02 Contingent liabilities not provided for in respect of:

[a] Claims against the Company not acknowledged as debts :

[i] Accrued interest of Rs.555.96 lakh upto 31st March,2007 being the difference between Rs.2728.96 lakh, the interest including penal interest due upto 31st March,2007 as per books of DHI and the interest waived amounting to Rs.2173.00 lakh. The proposal for waiver of Rs.555.96 lakh based on the principle of sanction by BIFRhas been approved by GOI subject to approval of BIFRand also other contingent liability as described in Note No.10.11.

[ii] Others Rs.68.77 lakhs (Rs.68.77 lakh)

[b] Guarantees and Indemnities given to various Institutions and Authorities in connection with Company''s operations amounting to Rs.1469.65 lakh (Rs.1932.23 lakh).

[c] Guarantees given to Banks on behalf of other Group and/or Associate Companies : [i] "India Paper Pulp Co. Ltd. - Rs.265.00 lakh (Rs.265.00 lakhs).

[ii] Other Companies - Rs.328.00 lakh (f328.00 lakhs) on behalf of Hooghfy Printing Co. Ltd., a Subsidiary of the Company.

*ln respect of item Nos.(i) above, although the notice of invocation of guarantees has been received neither any payment nor any provision has been made as the matter is sub-judice.

[d] Disputed Sales Tax aggregating to Rs.4178.60 lakh (Rs.4212.78 lakh). The demand under the WBST, CST, AGST and OST Acts are according to the opinion of the Company, erroneously raised for which appeals have been preferred at higher Forums of Sales Tax Authority.

[e] Aggregate Income Tax demands including penalty amounting to T533.11 lakh (Rs.183.27 lakh) excluding interest not admitted, against which appeals have been preferred by the Company.

[f] Disputed Excise/Customs Duty /Service Tax claims Rs.447.28 lakh (Rs.551.81 lakh) excluding interest against which appeal have been preferred by the Company.

[g] Unexpired Letter of Credit opened by the Company''s Bankers - Rs.1372.47 lakh (Rs.1392.80 lakh).

1.03 Sanctioned Rehabilitation Scheme approved by Board for Industrial and Financial Reconstruction (BIFR) vide Order dated 30th October, 2007 with the cut-off date of 31st March, 2006 which is under implementation and Accounts for the year have been prepared on going concern basis.

Pursuant to Sanctioned Rehabilitation Scheme (hereinafter SRS) of BIFR stated above, the necessary effects have been given in the Accounts as under :—

[a] Rs.150.00 lakh appearing in the Accounts as Share Pending Allotment represents 20% of funded interest upto cut off date i.e. 31st March, 2006 amounting to Rs.748.00 lakh which was sanctioned by State Bank of India (S8I) as per terms of Sanctioned Rehabilitation Scheme dated 30th October, 2007 for conversion into Equity. Allotment of 7500000 Shares at Face Value of Rs.2/- each aggregating to Rs.150.00 lakh will be made on receipt of Sanction Letter from SBI and approval of the same by Company''s Competent Authority.

[b] In terms of the aforesaid order 46% of unsecured creditors amounting to Rs.29.36 lakh (Rs.113.93 lakh) except sub-judice matters has been written back during the year.

[c] 9.1% Secured Non-convertible 10 Years Bond is secured by specified indenture.

1.04 [a] Employee Benefits

The Company''s contribution to Defined Contribution Plans aggregated to Rs.840.19 lakhs (Rs.824.36 lakhs) for the year ended 31st March, 2013 has been recognised under the line item Contribution to Provident and Other Funds included in Note No.9.3 above.

1.05 The medical benefits for the employees for domiciliary treatment is for a block of three years and shall lapse yearly thereafter if the concerned employee does not avail it. The liability towards such unavailed quantum of medical benefits has been determined on actual basis instead of actuarial valuation method since the eligible amount will remain fixed during the next block. The total amount of liability as on 31st March, 2013 is 7170.66 lakh (7178.38 lakh) has been taken into account.

1.06 Provision for Liquidated damages amounting to 72093.82 lakh (71888.14 lakh) has been set off against Trade Receivables.

1.07 [i] Diminution in the value of long term investment amounting to 727.88 lakh in Yule Financing & Leasing Co. Ltd. (YFLC) is in the opinion of the Management not of a permanent nature and accordingly no provision has been made in the Accounts.

[ii] Diminution in the value of Long Term Investments in Equity Shares of VVEBFIL Ltd. amounting to Rs.14.50 lakh is in the opinion of the management not of a permanent nature accordingly no provision has been made in the Accounts.

1.08 Confirmation for balances of Trade Receivables, Deposits and Advances to the parties.Trade Paybles, dues to and from Govt. Undertakings and stock with third parties have been sought from the concerned parties, with stipulation that in case of non receipt of confirmation within 20 days of despatch, the book balance is to be considered as confirmed. The financial statements have been drawn up accordingly.

1.09 Interest on Non-plan Loan of Govt, of India (GOI) have not been considered during theyear since the entire loan as on 31 st March, 2012 would be converted into Equity and 77.20 crore being the difference between 733.43 crore, the interest including penal interest due upto 31st March, 2012 as per Books of Department of Heavy Industries and the interest of 726.23 crore as per Books of Accounts of the Company, have not been considered to facilitate implementation of Financial Restructuring Package approved by the Cabinet Committee of Economic Affaire (CCEA), Government of India, on 02.05.2013, subject to approval of BIFR, which inter-alia, includes conversion of Non-plan loan of 741.52 crore into Equity at face value of 72/- per share and write off accumulated loss of 712.95 crore against Equity Share Capital of GOI. The above write off amount was arrived at after considering interest on Non-plan loan of 726.23 crore as per Company''s Books of Account as on 31st March, 2012.

1.10 Related party disclosure:

[i] Names of Related Parties with whom Company had transactions during the year: Associate Companies — Tide Water Oil Co. (I) Ltd.

- Bengal Coal Co. Ltd.

- New Beerbhoom Coal Co. Ltd.

- Katras |herriah Coal Co. Ltd.

- Yule Agro Industries Ltd. WEBFIL Ltd.

- Yule Financing and Leasing Co. Ltd.

[ii] Key Management Personnel:

[a] Kallol Datta - Chairman and Managing Director

[b] I. Sengupta - Director (Personnel) (upto 30.06.2012)

[b] S. Swaminathan - Director (Planning)

[c] Amitava Dhar - Director (Finance)

[d] SunilMunshi - Director, (Personnel) (w.e.f.01.07.2012)

1.11 la] Previous year''s figures have been re-arranged and/or re-grouped wherever necessary.

[b] The figures in these accounts have been rounded off to nearest lakhs of rupees and, as such, the balances in certain heads of account amounting to T500 or less, although maintained in the Books of Accounts of the Company, do not appear in these Accounts.

1.12 The Annual Accounts for the year ended 31st March, 2013 have been approved by the Board of Directors in the meeting held on .30th May, 2013.

1.13 The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956, 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.

1.14 Pending transfer of Assets and Liabilities of Engineering and Electrical Divisions to two 100% subsidiaries incorporated in the name of Yule Engineering Ltd. and Yule Electrical Ltd. as per Sanctioned Rehabilitation Scheme (SRS) all transactions for the year ended 31st March, 2013 relating to aforesaid Divisions entered into by the Company in the name of Andrew Yule & Co. Ltd. (AYCL) have been accounted for in the Books of Accounts of AYCL.


Mar 31, 2012

In respect of a section of employees, the Company's liability towards Defined Benefit for Provident Fund is determined and accounted for on the basis of prescribed contributions to the respective Trustee managed Funds and shortfall, if any, in plan assets as per Audited Accounts of such Fund.

In respect of post retirement Defined Benefit Scheme of Leave Encashment, the Company's liability is determined and accounted for on the basis of independent actuarial valuation as required by Accounting Standard-15 (Revised 2005) though there is no funding for such liability.

[a] Leave encashment and Pension fund is unfunded but benefits have been determined and accounted for in accordance with Accounting Standard-15 (Revised 2005).

[1] Suitable modifications have been made in the prescribed form to provide for adequate information. [4] Figures of the previous year have been re-grouped/re-arranged wherever necessary.

2.01 Estimated amount of contracts remaining to be executed on Capital Account Rs.70.64 lakh (net of advances) (Rs.342.01 lakh) and Other Commitments Rs. Nil (Rs. Nil) not provided for.

2.02 Contingent liabilities not provided for in respect of:

[a] Claims against the Company not acknowledged as debts:

[i] Accrued interest of Rs.555.96 lakh upto 31 st March,2007 being the difference between Rs.2728.96 lakh, the /: .est including penal interest due upto 31st March,2007 as per books of DHI and the interest waived amouist-ng to Rs.2173.00 lakh. The proposal for waiver of Rs.555.96 lakh based on the principle of sanction by BIFR is . nder consideration of the GOI.

[ii] Others Rs.68.77 lakhs (Rs.416.98 lakh)

[b] Guarantees and Indemnities given to various Institutions and Authorities in connection with Company's operations amounting to Rs.1932.23 lakh (Rs.1909.23 lakh).

[c] Guarantees given to Banks on behalf of other Group and/or Associate Companies:

[i] India Paper Pulp Co. Ltd.-Rs.265.00 lakh (Rs.265.00 lakhs).

[ii] Other Companies-Rs.328.00 lakh (Rs.328.00 lakhs) on behalf of Hooghly Printing Co. Ltd., a Subsidiary of the Company.

*In respect of item Nos.(i) above, although the notice of invocation of guarantees has been received neither any payment nor any provision has been made as the matter is sub-judice.

[d] Disputed Sales Tax aggregating to Rs.4212.78 lakh (Rs.6686.40 lakh). The demand under the WBST, CST, AGST and OST Acts are according to the opinion of the Company, erroneously raised for which appeals have been preferred at higher Forums of Sales Tax Authority.

[e] Aggregate Income Tax demands including penalty amounting to Rs.183.27 lakh (Rs.50.53 lakh) excluding interest not admitted, against which appeals have been preferred by the Company.

[f] Disputed Excise/Customs Duty claims Rs.551.81 lakh (Rs.538.95 lakh) excluding interest against which appeal have been preferred by the Company.

[g] Unexpired Letter of Credit opened by the Company's Bankers - Rs.1392.80 lakh (Rs.828.18 lakh).

2.03 Sanctioned Rehabilitation Scheme approved by Board for Industrial and Financial Reconstruction (BIFR) vide Order dated 30th October, 2007 with the cut-off date of 31st March, 2006.

Pursuant to Sanctioned Rehabilitation Scheme (hereinafter SRS) of BIFR stated above, the necessary effects have been given during the year in the Accounts as under :-

[a] Rs.150.00 lakh appearing in the Accounts as Share Pending Allotment represents 20% of funded interest upto cut off date i.e. 31 st March, 2006 amounting to Rs.748.00 lakh which was sanctioned by State Bank of India (SBI) as per terms of Sanctioned Rehabilitation Scheme dated 30th October, 2007 for conversion into Equity. Allotment of 7500000 Shares at Face Value of Rs.2/- each aggregating to Rs.150.00 lakh will be made on receipt of Sanction Letter from SBI and approval of the same by Company's Competent Authority.

[b] In terms of the aforesaid order 46% of unsecured creditors amounting to Rs.113.93 lakh (Rs.110.21 lakh) except sub-judice matters has been written back during the year.

2.04 The medical benefits for the employees for domiciliary treatment is for a block of three years and shall lapse yearly thereafter if the concerned employee does not avail it. The liability towards such unavailed quantum of medical benefits has been determined on actual basis instead of actuarial valuation method since the eligible amount will remain fixed during the next block. The total amount of liability as on 31 st March, 2012 is Rs.178.38 lakh (Rs.138.35 lakh) has been taken into account.

2.05 Provision for Liquidated damages amounting to Rs.1888.14 lakh (Rs.1749.96 lakh) has been set off against Trade Receivables.

2.06 [i] Diminution in the value of long term investment amounting to Rs.27.88 lakh in Yule Financing & Leasing Co. Ltd.

(YFLC) is in the opinion of the Management not of a permanent nature and accordingly no provision has been made in the Accounts.

[ii] Diminution in the value of Long Term Investments in Equity Shares of WEBFIL Ltd. is not of a permanent nature. The possible loss, if any, is not ascertainable at this stage and accordingly no provision has been made in the Accounts.

2.07 Confirmation for balances of Trade Receivables, Deposits and Advances to the parties, Trade Paybles, dues to and from Govt. Undertakings and stock with third parties have been sought from the concerned parties, with stipulation that in case of non receipt of confirmation within 20 days of despatch, the book balance is to be considered as confirmed. The financial statements have been drawn up accordingly.

2.08 Provision in respect of Income Tax (including capital gains) has not been made as the Company's application for relief/concession on various grounds based on sanction of BIFR, is still under the consideration of CBDT.

2.09 Consequent to acquisition of leasehold land by Govt, of Assam measuring about 9.07 hectresfrom RajgarhTea Estate for which compensation amounting to Rs.280.37 lakh (net of charges) received by the Company consisting of Rs.19.50 lakh for leasehold land and Rs.260.87 lakh for loss of revenue arising out of tea bushes. The Company considered the loss of revenue as "Exceptional Item" in the Statement of Profit and Loss Account.

2.10 Proposal for conversion of Government of India Non-plan loan amounting to Rs.4152.00 lakh into Equity and waiver of interest accrued thereon as on 31 st March, 2012 amounting to Rs.2622.00 lakh is under consideration of Govt, of India. However, out of aforesaid non-plan loan of Rs.4152.00 lakh appearing as "Other Current Liabilities", four yearly instalment of Rs.830.40 lakh each has fallen due consecutively since 2008-09 aggregating Rs.3321.60 lakh. Final instalment of Rs.830.40 lakh will fall due in 2012-13. The rate of interest is 14.50% p.a. and penalty of 2.75% in case of default.

2.11 In view of downturn in the business of one of its Units, Company approached Consortium Bank for extension of the period of repayment of Short Term Borrowing due for the period from January, 2012 to March, 2012, amounting to Rs.353.79 lakh. Accordingly, the said amount could not be settled as on the Balance Sheet date.

2.12 Related party disclosure

[i] Names of Related Parties with whom Company had transactions during the year:

Associate Companies - Tide Water Oil Co. (I) Ltd.

- Bengal Coal Co. Ltd.

New Beerbhoom Coal Co. Ltd. Katras Jherriah Coal Co. Ltd. Yule Agro Industries Ltd.

- WEBFIL Ltd.

Yule Financing and Leasing Co. Ltd.

[ii] Key Management Personnel:

(a) Kallol Datta - Chairman and Managing Director

(b) I. Sengupta - Director (Personnel)

(c) S. Swaminathan - Director (Planning)

(d) AmitavaDhar - Director (Finance) (w.e.f. 20.12.2011)

(e) Sunil Munshi - Executive Director, Tea Division

(f) Sri Frakash Kar - Director (Finance) (from 01.04.2011 to 19.04.2011)

2.13 [a] Previous year's figures have been re-arranged and/or re-grouped wherever necessary.

[b] The figures in these accounts have been rounded off to nearest lakhs of rupees and, as such, the balances in certain heads of account amounting to Rs.500 or less, although maintained in the Books of Accounts of the Company, do not appear in these Accounts.

2.14 The Annual Accounts for the year ended 31st March, 2012 have been approved by the Board of Directors in the meeting held on 29th June, 2012.

2.15 The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956, 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.

2.16 Consequent to the notification of Revised Schedule VI under the Companies Act, 1956, the Financial Statements for the'year ended 31 st March, 2012 are prepared as per Revised Schedule VI. Accordingly, previous year figures have also been reclassified to conform to this year's classification and also have been regrouped, recast and rearranged wherever necessary to make it comparable with the current year figures. The adoption of Revised Schedule VI for the previous year figures does not impact recognition and measurement principles followed for preparation of Financial Statements.

2.17 Pending transfer of Assets and Liabilities of Engineering and Electrical Divisions to two 100% subsidiaries incorporated in the name of Yule Engineering Ltd. and Yule Electrical Ltd. as per Sanctioned Rehabilitation Scheme (SRS) all transactions for the year ended 31 st March, 2012 relating to aforesaid Divisions entered into by the Company in the name of Andrew Yule & Co. Ltd. (AYCL) have been accounted for in the Books of Accounts of AYCL.

[1] Name of the Subsidiary Company

HOOGHLY PRINTING COMPANY LIMITED YULE ENGINEERING LIMITED YULE ELECTRICAL LIMITED

[2) Holding Company's Interest:

[A] Hooghly Printing Co. Ltd.

Entire issued Share Capital of 10,27,128 Ordinary Shares of ^10 each, fully paid.

[R] Yule Engineering Ltd.

Entire issued Share Capital of 50,000 Ordinary Shares of Rs.10 each, fully paid.

[C] Yule Electrical Ltd.

Entire issued Share Capital of 50,000 Ordinary Shares of Rs.10 each, fully paid.


Mar 31, 2011

(Rs. in lakhs)

1. Estimated amount of contracts remaining to be executed on Capital Account and not provided for (net of advances) Rs.342.01 lakhs (Rs.247.23 lakhs).

2. Contingent liabilities not provided for in respect of:

(a) Claims against the Company not acknowledged as debts : (i) Disputed labour matters (amount not ascertainable).

(ii) Accrued interest of Rs.5.56 crore upto 31.03.2007 being the difference between Rs.27.29 crore, the interest including penal interest due upto 31.03.2007 as per books of DHI and the interest waived amounting to Rs.21.73 crore. The proposal for waiver of Rs.5.56 crore based on the principle of sanction by BIFRis under consideration of the GOI.

(iii) Others Rs.416.98 lakhs (Rs.415.05 lakh)

(b) Guarantees and Indemnities given to various Institutions and Authorities in connection with Company's operations amounting toRs.1909.23 lakh (Rs.1545.81 lakh).

(c) Guarantees given to banks on behalf of other Group and/or Associate Companies ; (i) "India Paper Pulp Co. Ltd. -Rs.265.00 lakh (Rs.265.00 lakhs).

(ii) Other Companies - Rs.328.00 lakh (Rs.328.00 lakhs) on behalf of Hooghly Printing Co. Ltd., a Subsidiary of the Company.

*In respect of item Nos. (i) above, although the notice of invocation of guarantees has been received neither any payment nor any provision has been made as the matter is sub-judice.

(d) Disputed Sales Tax aggregating to Rs.6686.40 lakh (Rs.6994.55 lakh). The demand under the WBST and CST Acts are according to the opinion of the Company, erroneously raised for which appeals have been preferred at higher Forums of Sales Tax Authority.

(e) Aggregate Income Tax demands (penalty) amounting to Rs.50.53 lakh (Rs.50.53 lakh) excluding interest not admitted, against which appeals have been preferred by the Company.

(f) Disputed Excise/Customs Duty claims Rs.538.95 lakh (Rs.582.40 lakh) excluding interest against which appeal have been preferred by the Company.

(g) Unexpired Letter of Credit opened by the Company's bankers - Rs.828.18 lakh (Rs.209.19 lakh).

3. Sanctioned Rehabilitation Scheme approved by Board for Industrial and Financial Reconstruction (BIFR) vide Order dated 30th October, 2007 with the cut-off date of 31st March, 2006.

Pursuant to Sanctioned Rehebilitation Scheme (hereinafter SRS) of BIFR stated above, the necessary effects have been given during the year in the Accounts as under :-

(a) Funded interest upto cut-off date (31.03.2006) amounting to Rs.748.00 lakhs which was sanctioned by State Bank of India as per terms of Sanctioned Rehabilitation Scheme dated 30.10.2007 for conversion into equity to the extent of Rs.150.00 lakh i.e. 20% of the funded interest comprising 75,00,000 shares @ Rs.2/- per share has been kept in Share Pending Allotment Account. Balance 80% of funded interest i.e. Rs.598.00 lakh arising out of remission of funded interest, charged to Profit and Loss Account in earlier years, has been accounted for an exceptional item in the Profit and Loss Account during the year.

(b) In terms of the aforesaid order 46% of unsecured creditors amounting to Rs.110.21 lakh except sub-judice matters has been written back during the year.

4. Extra-ordinary income consist of -

(a) Rs.598.00 lakh as stated in Note No.3(a).

(b) (-)Rs.188.10 lakh being difference between amount of Rs.1003.20 lakh (i.e. 80% of accrued interest from the cut off date i.e. 31.03.2006 to 31.03.2009 amounting to Rs.1254.00 lakh) credited to Profit and Loss Account for the year ended 31st March, 2009 on account of Bank of Baroda consequent upon the Bank agreeing to accept equity for 20% of the value after writing down the amount by 80% and Rs.815.10 lakh (65% of the said Rs.1254.00 lakh) in full and final settlement of the claim, in lieu of issue of equity sanctioned by Bank of Baroda and approved by the Board of Directors of the Company.

5. Share pending allotment consists of -

(i) Rs.150.00 lakh in favour of Govt, of India, which vide letter 10(3)/2008-PE-I dated 31st March, 2008 and No.l0(26)/ 2005-PE-I dated 18th March, 2008 allocated Rs.150.00 lakhs towards Equity @ Rs.10 per share as investment in the Company for upgradation of Engineering Division and West Bengal Gardens. Since in terms of BIFR order dated 30th October, 2007 the face value of Equity share of the Company has been reduced to Rs.2 in place of Rs.10, the decision of issuance of fresh shares @ Rs.2 per share after diminution has been kept pending till revised order in this regard is received from Govt, of India.

(ii) Rs.150.00 lakh as shown in point no.3(a).

6. [a] Employee Benefits

The Company's contribution to Defined Contribution Plans aggregated to Rs.813.21 lakhs (Rs.696.24 lakhs) for the year ended 31st March, 2011 has been recognised under the line item Contribution to Provident and Other Funds on Schedule 17 above.

7. The medical benefits for the employees for domiciliary treatment is for a block of three years and shall lapse yearly thereafter if the concerned employee does not avail it. The liability towards such unavailed quantum of medical benefits has been determined on actual basis instead of actuarial valuation method since the eligible amount will remain fixed during the next block. The total amount of liability as on 31st March, 2011 is Rs.138.35 lakh (Rs.122.49 lakh) has been taken into account.

8. Inventories include Rs.106.51 lakh (Rs.115.46 lakh) worth of stocks lying with thrid parties for which confirmations are awaited and/or under reconciliation and the same has been fully provided for.

9. Disclosure of quantitative information relating to each class of goods dealt with by the Company has not been made pursuant to Notification No.SO301(E) dated 8th February, 2011.

10. Provision for Liquidated damages amounting to Rs.1749.96 lakh (Rs.1645.48 lakh) has been set off against Sundry Debtors.

11. No provision is made in the Books for possible losses that may arise in respect of long term investments made in Yule Financing & Leasing Co. Ltd., amounting to Rs.27.88 lakh (Rs.27.88 lakh). The possible loss, if any, will be accounted for as and when it arises.

12. Confirmation for balances of Sundry debtors, deposits and advances to the parties. Trade Creditors, dues to and from Govt. Undertakings and stock with third parties have been sought from the concerned parties, with stipulation that incase of non receipt of confirmation within 20 days of despatch, the book balance is to be considered as confirmed. The financial statements have been drawn up accordingly.

13. The major component of the respective balances of Deferred Tax Assets and Liabilities are disclosed in the Accounts.

(b) In computing deferred tax liability of the Company for the financial year 2010-11, unabsorbed depreciation, business loss, as well as disallowances u/s.43B as per Income Tax Act, 1961 has not been recognised as deferred tax assets.

14. Provision in respect of Income Tax (including capital gains) has not been made as the Company's application for relief/ concession on various grounds based on sanction of BIFR, is still under the consideration of CBDT.

Engineering

Industrial Fans.

Tea Machinery.

Air Pollution and Water Pollution Control equipments.

Turn-key projects involving the above products.

Electrical

HT and LT Switchgears.

Transformers

Relay and Contactors

Turn-key projects on power distribution.

Tea - Tea growing and manufacturing.

(2) The information relating to erstwhile Belting Division has been considered as part of the corporate information for the purpose of the above reporting as the related business has been discontinued earlier.

(3) Information relating to "Project" has been reported after being clubbed with Engineering Division.

15. Particulars relating to discontinued operations. (a) Description of discontinued operations

Business Segments

(i) Engiheering Division

(ii) Electrical Division

Discontinued Operations

Air Handling Unit (AHU) Core Lamination Project (CLP) Project

Port Engineering Works (PEW)

Turnkey

Agency

16. Related party disclosure

(i) Names of Related Parties with whom Company had transactions during the year :

Associate Companies

- Tide Water Oil Co. (I) Ltd. Bengal Coal Co. Ltd.

New Beerbhoom Coal Co. Ltd. Katras Jherriah Coal Co. Ltd. Yule Agro Industries Ltd.

- WEBFIL Ltd.

Yule Financing and Leasing Co. Ltd.

(ii) Key Management Personnel:

(a) Kallol Datta - Chairman and Managing Director

(b) I. Sengupta - Director (Personnel)

(c) S. P. Kar - Director (Finance)

(d) S. Swaminathan - Director (Planning)

(f) Sunil Munshi - Chief Executive, Tea Division

17.Fixed Assets have been physically verified by outside agencies and discrepancies (shortage) noticed on such verification valuing Rs.19.48 lakhs has been adjusted in the Books of Accounts.

18.On review of old statutory liabilities appearing in the books over the years, the admitted liabilities have been paid. However, liabilities in the nature of provision, which are not statutory liabilities, have been retained for further review and adjustment thereof.

19.(a) Previous year's figures have been re-arranged and/or re-grouped wherever necessary.

(b) The figures in these accounts have been rounded off to nearest lakhs of rupees and, as such, the balances in certain heads of account amounting to Rs.500 or less, although maintained in the books of accounts of the Company, do not appear in these accounts.

20. Othei come includes Rs.2397.00 lakh, considered as prior period item, being the amount received from two Associate Companies, against their realisation ol sale proceeds in excess of Rs.10/- per Share for 3.42 lakh shares of DPSC Ltd. for revival of the Company, pursuant to BIFR Order dated 26.11.2008, following a bidding conducted by Special Officer appointed by Hon'ble Calcutta High Court.

 
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