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Notes to Accounts of Autoline Industries Ltd.

Mar 31, 2015

1. Terms of Repayment & Security for Secured Loan.

The Bankers of the Company have restructured various facilities sanctioned to the Company and have granted a moratorium period of 2 years from 01.12.2014 to 31.11.2016 on repayment of Term Loan and servicing Interest on all sanctioned facilities to the Company and have accorded their sanction for Reschedulement for repayment thereof. Further the excess amount of present Working Capital facilities as per the Banking norms have been converted into Working Capital Term Loans and these WCTL are also repayble as per the revised repayment schedule.

Accordingly as per the Revised Repayment Schedule, the future repayments to Banks and details of Securities offered to them are as follows:-

2. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot No. 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand and Second Charge on Fixed assets of the Company situated at S.No. 313/314, Nanekarwadi, Chakan, Pune. Term Loan-1 is repayable at monthly installment of Rs.8 lacs for first 3 years from November, 2016 till March, 2019, Rs. 10 lacs for next 2 years till March, 2021 and remaining amount at Rs. 20 lacs per month in 8 installments in Financial year 2021 - 22. WCTL- is repayable at monthly installment of Rs. 63 lacs in 60 months till December, 2021. Funded Interest Term Loan is repayable at monthly installment of Rs.13 lacs for first 3 years from November, 2016 till March 2019, Rs. 18 lacs for next 2 years till March, 2021 and remaining amount at Rs. 33 lacs per month in 8 installments in Financial year 2021 - 22.

3. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot no. 5, 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and S. No. 313/314, Nanekarwadi, Chakan. Term Loan -1 is repayable in monthly installment of Rs. 24 lacs for first 3 years from November, 2016 till March 2019, at monthly installment of Rs. 32 lacs till March, 2021 and at monthly installment of Rs.59 lacs till December, 2021. Term Loan - 2 is Corporate loans of Rs. 10 Cr. is repayable at monthly installment of Rs. 13 lacs for first 3 years from November, 2016 till March, 2019, at monthly installment of Rs. 17 lacs till March, 2021 and at monthly installment of Rs. 31 lacs till December, 2021. Term Loan - 3 is Corporate loans of Rs10 Cr. is repayable in 10 equal quarterly installment of Rs. 1 Crore during the period November, 2011 till June 2017. Funded Intrest Term Loan is repayable in monthly installment of Rs. 9 lacs for first 3 years from November, 2016 till March, 2019, at monthly installment of Rs. 13 lacs till March, 2021 and at monthly installment of Rs. 23 lacs till December, 2021.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd. has been secured by charge on Fixed assets of the Company at Plot No. E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, TML Vendor Park, Rudrapur, Uttarakhand.

5. Term Loans from NKGSB are repayable as follows:-

NKGSB term loan LNM/19 is repayable (including Interest) in 60 monthly installment of Rs.1 Lacs

NKGSB term loan LNM/46 is repayable (including Interest) in 60 monthly installment of Rs. 2 Lacs

NKGSB term loan LNM/69 is repayable (including Interest) in 60 monthly installment of Rs. 3 Lacs.

NKGSB term loan LNM/70 is repayable (including Interest) in 60 monthly installment of Rs. 1 Lacs.

NKGSB term loan WCTL is repayable (including Interest) in 60 monthly installment of Rs. 4 Lacs.

NKGSB term loan FITL is repayable (including Interest) in 60 monthly installment of Rs. 3 Lacs.

6. Vidya Sahakari Bank is in the process of according it's approval for Restructuring of Loans sanctioned by them and present repayment schedule is as follows:-

Vidya Saha.Bank term loanTL/HPL/432 is repayable (including Interest) in 60 monthly installment of Rs. 2.33 Lacs.

Vidya Saha.Bank term loan TL/HPL/483 is repayable (including Interest) in 60 monthly installment of Rs. 2.40 Lacs.

Vidya Saha.Bank term loan TL/HPL/486 is repayable (including Interest) in 60 monthly installment of Rs. 0.60 Lacs.

Vidya Saha.Bank term loan TL/HPL/515 is repayable (including Interest) in 60 monthly installment of Rs. 4.76 Lacs.

7. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at S. No. 313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, TML Vendor Park, Rudrapur, Uttarakhand. Term Loan -1 is repayable at monthly installment of Rs.8 lacs for first 3 years from November, 2016 till March, 2019, Rs. 10 lacs for next 2 years till March, 2021 and remaining amount at Rs. 20 lacs per month in 8 installments in Financial year 2021 - 22, Term Loan - 2 is repayable at monthly installment of Rs.5 lacs for first 3 years from November, 2016 till March, 2019, Rs. 6 lacs for next 2 years till March, 2021 and remaining amount at Rs. 12 lacs per month in 8 installments in Financial year 2021 - 22, Term Loan - 3 is repayable at monthly installment of Rs. 9 lacs for first 3 years from November, 2016 till March, 2019, Rs. 12 lacs for next 2 years till March, 2021 and remaining amount at Rs. 22 lacs per month in 8 installments in Financial year 2021 - 22, WCTL is repayable at monthly installment of Rs. 43 lacs from 2016 to March, 2017, at monthly installment of Rs. 14 lacs in FY 2017 - 18, at monthly installment of Rs. 21 lacs in FY 2018 - 19, at monthly installment of Rs. 28 lacs in FY 2019 to 21 and at monthly installment of Rs. 53 lacs till December, 2021, Funded Intrest Term Loan is repayable at monthly installment of Rs.10 lacs for first 3 years from November, 2016 till March, 2019, Rs. 14 lacs for next 2 years till March, 2021 and remaining amount at Rs. 25 lacs per month in 8 installments in Financial year 2021 - 22,

8. Vehicle Loans have been secured by hypothecation of Vehicles.

9. Hire Purchase Loan taken from Tata Capital Financial Services Ltd of Rs. 5 Cr. for fully automatic machinery installed at Plot No. 6 at Uttarakhand. As per Hire Purchase Agreement, loan is secured by same fully automatic machine.

10. All Term Loans sanctioned by Consortium / Multiple Bankers of the Company are presently carrying Interest Rate of 12%

11. All Term Loans are further guaranteed in the personal capacity by two Promoter Directors of the Company and also by Executive Director & CEO of the Company

12. For all sanctioned Term Loans, Bankers are having second charge on all Current Assets of the Company.

Term of Repayment & Security for Secured Loan

13. All working capital borrowings from the banks have been secured with first charge by hypothecation of current assets of the company and further secured with Second Charge by Mortgage / Hypothecation of Fixed Assets of the Company.

14. Working Capital Facilities sanctioned by Consortium / Multiple Bankers of the Company are presently carrying Interest Rate of 12%

15. Working capital borrowings from Banks are further guaranteed in the personal capacity by two Promoter Directors of the Company and also by Executive Director & CEO of the Company

16. Employee benefit plans

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

17. Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India Ltd.

Based on the Accounting Standard - 17 on "Segment Reporting" (AS-17), issued by the Institute of Chartered Accountants of India, business segment of the company is the primary segment comprises of business of manufacturing sheet metal auto components and assemblies thereof. As the company operates only in a single primary business segment, therefore the disclosure requirements as per Accounting Standard 17 "Segment Reporting" are not applicable to the Company.

18. Disclosures under Accounting Standards - 18 (Related party transactions)

1. Details of related parties:

Description of relationship Names of related parties

i) Associates Indian - Foreign -

2) Key Management Personnel (KMP)

Chairman Emeritus Mr. Vilas Lande

Chairman (Non-executive Director) Mr. Prakash B. Nimbalkar

Managing Director Mr. Shivaji Akhade

Managing Director & CEO Mr. M. Radhakrishnan*

Wholetime Director Mr. Sudhir Mungase

Executive Director & CEO Mr. Umesh Chavan

3) Relatives of KMP Key Management Personnel - Mr. Vilas Lande, Mr. Shivaji Akhade and Mr. Sudhir Mungase are related to each other. 4) Companies/Entities in which KMP / Relatives of KMP can exercise significant influence i) Balaji Enterprises

ii) Shreeja Enterprises

iii) Sumeet Packers Pvt. Ltd.

iv) Siddhai Platers Pvt. Ltd.

v) Om Sai Transport Co.

vi) Hotel Vishwa Vilas

vii) Hotel Aishwarya Restaurant

viii) Lincwise Software Pvt. Ltd.

* He was Managing Director & CEO till May 31, 2014 Notes:

19. Related parties have been identified by the Management and relied upon by the Auditors.

20. The Company is holding 43.78% Equity Share of AIPL, however since it controls the composition of Board of Directors, AIPL is treated as Subsidiary Company.

a) In the 12th Annual general meeting held on Sept 27, 2008, the shareholders approved the issue of 8.50.000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP allows the issue of options to Employees of the Company and it's Subsidiary Companies (whether in India or abroad) and also to the Directors of the Company /Subsidiary Companies. Each option comprises one underlying equity share.

As per the Scheme. the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The options granted vest over a period of 5 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

21. Previous year's figures

Disclosure and presentation made in the financial statements as per Revised Schedule VI. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

22. Additional information to the financial statements 1. Contingent liabilities and commitments

PARTICULARS As at As at March March 31, 2015 31, 2014 Rs. Rs.

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

* Income Tax Department 43,852,594 43,852,594

* Sales Tax Duties 368,922,759 474,248,452

* Electricity Charges (Maharashtra State Electricity Dist. Co. Ltd.) 2,277,021 1,832,588

(b) Bank Guarantees

* In Favour of Tata Motors Limited 2,875,472 -

(c) Corporate Guarantees on behalf of Autoline Industries Indiana LLC,

USA (wholly owned subsidiary of Autoline Industries USA, Inc)

* In Favour of NP First Financial Bank - $10,500,000

(d) Letter of Credit

* In Favour of Bank of Baroda 66,100,821 133,251,858

(ii) Commitments

Estimated amount of contracts remaining to be executed on capital 3,365,000 - account and not provided for :

* Tangible assets


Mar 31, 2014

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India Ltd.

ii. Other defined benefit plans - Medi Claim

Note 2 Disclosures under Accounting Standards - 17 (Segment Reporting)

The company is in the business of dealing and manufacturing of pressed sheet metal auto components and assemblies which are used in the manufacturing of the main product and labour charges for manufacturing of the main product. All other activities of the company revolve around the main business. The entire operations are governed by the same set of risk and returns. Further export of good being negligible, the company is considered to be operating in one geographical segment. Hence operations have been considered as representing a single segment. As such there are no reportable segments as defined by Accounting Standard 17 on the segment reporting as issued by the Institute of Chartered Accountants of India.

Note 3 Additional information to the financial statements

1.Contingent liabilities and commitments

PARTICULARS As at As at

31 March, 2014 31 March, 2013

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

Income Tax Department 43,852,594 4,113,836

Sales Tax Duties 474,248,452 23,500,000

Arbitration Petition filed by Uppal Builders P. Ltd. - 18,489,510

Electricity Charges (Maharashtra State Electricity Dist. Co. 1,832,588

Ltd.)

(b) Bank Guarantees

In Favour of Ashok Leyland Nissan Vehicles Ltd, Chennai. - 5,200,000

In Favour of Regional officer Maharashtra Polluation Control - 500,000

Board, Mumbai

In Favour of Tata Motors Limited - 1,950,000

(c) Corporate Guarantees on behalf of Tata Motors Limited 150,000,000

(d) Corporate Guarantees on behalf of Autoline Industries Indiana LLC, USA (wholly owned subsidiary of Autoline Industries USA, Inc)

In Favour of NP First Financial Bank $10,500,000 $10,500,000

(e) Bill Discounting

In Favour of Tata Capital Limited 600,000,000 800,000,000

(f) Letter of Credit

In Favour of Bank of Baroda 133,251,858 52,512,038

(ii) Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for

Tangible assets - 75,000,000

Intangible assets


Mar 31, 2013

Note 1 Disclosures on Employee share based payments - (Guidelines notes issued by ICAI)

a) In the 12th Annual General Meeting held on 27th Sept, 2008, the shareholders approved the issue of 8,50,000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP allows the issue of options to employees of the Company and its subsidiaries (whether in India or abroad), & Companies Directors. Each option comprises one underlying equity share.

As per the Scheme, the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The options granted vest over a period of 5 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

2.1 Letters for confirmation of balances with respect to Sundry Debtors and Sundry Creditors have been sent for which confirmations are yet to be received for reconciliation and no consequential adjustments, if any, have been made in the books of accounts and the balances are as per books of accounts.


Mar 31, 2012

Term of Repayment & Security for Secured Loan.

1. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot Nos. 6 & 8, Uttarakhand and Second Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan. Loan is repayable in 69 monthly installment of Rs. 28.60 Lacs and 1 monthly installment of Rs. 26.60 Lacs.

2. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot no.5, 6 &

8, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and Survey No.313/314, Nanekarwadi, Chakan. Term Loan - I is repayable in 13 quarterly installment of Rs. 2 Crores, next 3 quarterly installment of Rs. 5 Crores and 1 installment of Rs. 4 Crores. Term Loan - II is repayable in 8 quarterly installment of Rs. 1.875 Crores each.

3. Vehicle Loans have been secured by hypothecation of Vehicles.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd.has been secured by charge on Fixed assets of the Company at Plot No E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, Uttarakhand. Loan is repayable 60 monthly installment of Rs. 22.65 Lacs (including Interest) & 48 monthly installment of Rs.10.79 Lacs each.

5. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, Uttarakhand. Term Loan - I is repayable in 57 monthly installment of Rs. 61.41 Lacs each and Term Loan

- II is repayable in 60 monthly installment of Rs. 16.67 Lacs each

Term of Repayment & Security for Secured Loan.

1. Bank of Baroda's loans are secured by First Charge on Fixed assets of the Company situated at Plot nos. 6 & 8, Uttarakhand and Second Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan. Loan is repayable in 69 monthly installment of Rs. 28.60 Lacs and 1 monthly installment of Rs. 26.60 Lacs.

2. Axis Bank Ltd.'s loans are secured by charge on all Fixed assets of the Company except situated at Plot Nos.5, 6

& 8, Uttarakhand and Plot No. E-12 (17) (8), M.I.D.C., Bhosari, Pune-411026 and Survey no.313,314, Nanekarwadi, Chakan. Term Loan - I is repayable in 13 quarterly installment of Rs. 2 Crores, next 3 quarterly installment of Rs. 5 Crores and 1 installment of Rs. 4 Crores. Term Loan - II is repayable in 8 quarterly installment of Rs. 1.875 Crores each.

3. Vehicle Loans have been secured by hypothecation of Vehicles.

4. The term loan from NKGSB Co-op. Bank Ltd. & Vidya Sahakari Bank Ltd.has been secured by charge on Fixed assets of the Company at Plot No E-12 (17) (8), M.I.D.C. Bhosari, Pune-411026 & Plot No 5, Uttarakhand. Loan is repayable in 60 monthly installment of Rs. 22.65 Lacs (including Interest) 48 monthly installment of Rs. 10.79 Lacs each.

5. The Catholic Syrian Bank Ltd.'s loans are secured by First Charge on Fixed assets of the Company situated at Survey No.313/314, Nanekarwadi, Chakan and Second Charge on Fixed assets of the Company situated at Plot No. 6 & 8, Uttarakhand. Term Loan - I is repayable in 57 monthly installment of Rs. 61.41 Lacs each and Term Loan

- II is repayable in 60 monthly installment of Rs. 16.67 Lacs each.

6. The working capital loan from the above banks have been secured by hypothication of current assets of the company.

7. 'During the last year, the company has created and pledged fixed deposits with CITI Bank NA of the amount which together with interest on fixed deposit will take care of installments of ECB loan from Citi Bank NA and amount due along with interest. The last installment is due on 11th Oct 2012. During the year, same accounting policy is followed. The total balance of loan amount outstanding as on 31st March, 2012 of Rs.9,27,47,365/- which has been reduced from the amount of fixed deposits with Bank. The interest on ECB loan and interest due on Fixed deposit is accounted as per the amount credited/ debited by the Bank.

Same treatment is also made with Bank of Baroda Overdraft account against FDR. The total balance of loan amount outstanding as on 31st March, 2012 of Rs.5,15,74,319/- which has been reduced from the amount of fixed deposits with Bank. The interest on overdraft account and interest due on Fixed deposit is accounted as per the amount credited/ debited by the Bank.

"* Sub-note to Note 9 - Investments in subsidiary / associate companies are shown at cost and the profit and loss of the subsidiary companies are not dealt with in the books of the company."The Company has invested Euro 4.80 Million including acquisition expenses ( Bal on 31.03.2012 in INR Rs. 33,83,50,511) in wholly owned subsidiary, Koderat Investments Ltd. (Cyprus). In turn the subsidiary utilized the same for investment in S.Z. Design SRL and Zagato SRL Milan Italy. S.Z. Design SRL and Zagato SRL Milan Italy have issued 49% of equity shares to Koderat Investments Ltd(Cyprus)."Further to Note-10 on page-77 in Notes to Accounts of the Annual Report 2010, Concordato Preventivo procedure under Italian Laws, originally scheduled on 20th September, 2011 was postponed to 20th October, 2011 and was finally held on 23rd February, 2012 however the tribunal/Italian courts had reserved the decision. Till date the Concordato Preventivo has not given any decision."

** Sub-note to Note 9 - Out of the above, 5 lacs preference shares each are redeemable on 23rd , 25th April, 2012 respectivelly & balance 412926 preference shares on 27th April, 2012.

Note 25 Disclosures under Accounting Standard - 15 ( Employee benefit plans )

Employee benefit plans

Defined contribution plans

The Company makes Provident Fund contributions to Employee Provident Fund Organisation for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes. Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity - Contribution in respect of Gratuity is made to the approved Gratuity Fund maintained by Life Insurance Corporation of India.

ii. Other defined benefit plans - Medi Claim and Personal Accident Policy.

The following table sets out the funded status of the defined benefit schemes and the amount recognised in the financial statements:

Note 27 Disclosures under Accounting Standards - 17 (Segment Reporting)

The company is in the business of dealing and manufacturing of pressed sheet metal auto components and assemblies which are used in the manufacturing of the main product and labour charges for manufacturing of the main product. All other activities of the company revolve around the main business. The entire operations are governed by the same set of risk and returns. Further export of good being negligible, the company is considered to be operating in one geographical segment. Hence operations have been considered as representing a single segment. As such there are no reportable segments as defined by Accounting Standard 17 on the segment reporting as issued by the Institute of Chartered Accountants of India.

The deferred tax liability (Net) for the year under consideration amounting to Rs. 3,02,50,000/- has been recoginzed in Profit and Loss Account. The Provision for Deferred Tax Liability for the current year of Rs. 3,02,50,000/- is provided on the timing difference of the expenditure, depreciation and write offs.

Note 31 Disclosures on Employee share based payments - (Guidelines notes issued by ICAI)

a) In the extraordinary general meeting held on 27th Sept, 2008, the shareholders approved the issue of 8,50,000 options under the Scheme titled "Autoline ESOS 2008" (ESOP A).

The ESOP A allows the issue of options to employees of the Company and its subsidiaries (whether in India or abroad). Each option comprises one underlying equity share.

As per the Scheme, the Remuneration / Compensation Committee grants the options to the employees deemed eligible. The exercise price of each option shall not be less than 85 per cent of the "Market Price" as defined in the Scheme. The options granted vest over a period of 6 years from the date of the grant in proportions specified in the Scheme. Options may be exercised within 5 years from the date of vesting.

The difference between the fair price of the share underlying the options granted on the date of grant of option and the exercise price of the option (being the intrinsic value of the option) representing Stock compensation expense is expensed over the vesting period.

Note 32 Previous year's figures

The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

Note 33 Additional information to the financial statements

1. Contingent liabilities and commitments

Particulars As at 31 As at 31 March, 2012 March, 2011

(i) Contingent liabilities

(a) Claims against the Company not acknowledged as debt

- Income Tax Department For Assessment Year 08-09 29,296,660 34,296,660

- Sales Tax Duties For Assessment Year 01-02 & 02-03 23,500,000 -

(d) Corporate Guarantees on behalf of Autoline Industries Indiana LLC, USA (wholly owned subsidiary of Autoline Industries USA, Inc)

- In Favour of Tower Bank Trust Company $6,150,000 $6,150,000

- In Favour of Mill Steel Co. - $1,000,000

(ii) Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for Tangible assets 100,000,000 800,000,000

Intangible assets - -

Note :- Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.


Mar 31, 2004

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