Home  »  Company  »  Clariant Chemicals (  »  Quotes  »  Notes to Account
Enter the first few characters of Company and click 'Go'

Notes to Accounts of Clariant Chemicals (India) Ltd.

Mar 31, 2016

Shares bought back during the IS months period ended March 31,2016:

The Board of Directors at its meeting held on April 22, 2015 approved the proposal of buyback of 35,78,947 equity shares of X 10
each from shareholders of the Company in accordance with the relevant provisions of Companies Act, 2013 and Securities and
Exchange Board of India (Buy Back of Securities) Regulations, 1988 at a price of X 950 per equity share, aggregating to X 34000
Lakhs. Consequently, a sum of X 3545.65 Lakhs and X 30096.45 Lakhs has been utilized in respect of the buy back from Securities
premium account and General reserve respectively. Further a sum of X 357.89 Lakhs has been appropriated from General reserve to
Capital redemption reserve and the same has been reduced from the paid up share capital.

1.Rights, preferences and restrictions attached to shares

The Company has one class of equity share having a par value oiX 10/- per share. Each shareholder is eligible for one vote per
share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual
general meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive
the remaining asset of the Company after distribution of all preferential amounts, in proportion to their shareholding.


Notes:

1. Buildings include X 450/- ( Previous year: X 450/-) being the cost of shares in co-operative housing society

2. Additions include assets acquired on acquisition of Lanxess India Private Limited (Refer note 43 )

3. Deductions include fixed assets transferred on sale of business of Industrial and Consumer Specialties (ICS) (Refer note 42 )

4. The Company has revised its estimate of useful life of tangible assets as prescribed in Part C of Schedule II of the
Companies Act, 2013, w.e.f January 01,2015, except for certain assets for which different useful life has been considered based
on a technical evaluation, which management believes best represents the period over which assets are expected to be used by the
Company. As prescribed in the said Schedule II, an amount of X 250.46 Lakhs has been charged to the opening balance of retained
earnings (net of deferred tax of X 85.12 Lakhs) for the assets in respect of which the remaining useful life became Nil as on
January 01, 2015 and in respect of other assets on that date, depreciation has been calculated based on the remaining useful life
on a prospective basis. Had the Company continued with the useful life adopted in earlier years, charge for depreciation for
thel5 months ended March 31,2016 would have been lower by X 300.48 Lakhs and the net profit for the same period would have

been higher by the same amount.


2. Segment Information :

(As required by Accounting Standard (AS) -17 Segment Reporting) :

(a) The Company is organized into two primary business segments as follows: (i) Pigments and Colors :

Includes pigments, pigment preparations, additives and master batches. (ii) Dyes and Specialty Chemicals :

Includes dyestuff, synthetic resins, binder materials, functional effects and coating, auxiliaries and chemicals.

(b) The secondary segments of the Company are geographical segments mainly: (i) India

(ii) Outside India

(c) Segments have been identified and reported taking into account the nature of products and services, the differing risks and
returns, the organization structure, and the internal financial reporting system.

(d) (i) Segment revenue and results :

Segment revenue and expenses are directly attributable to segments. It does not include interest income, interest expense and
income tax. Revenue and expenses which relate to the company as a whole and are not allocable to segments on a reasonable basis
have been included under "Unallocated corporate expenses (Net)".

(ii) Segment assets and liabilities :

Segment assets include all operating assets used by the business segments and consist principally of fixed assets, trade
receivable and inventories. Segment liabilities primarily include trade payables and other current and non-current liabilities.

Assets and liabilities that cannot be allocated among the segments are shown as a part of unallowable corporate assets and
liabilities respectively.


As Less or:

The company has given certain buildings on operating lease. The lease arrangements for 11 months to 4 years are cancellable and
are generally renewable by mutual consent or mutually agreeable terms. The rental income of X 278.10 Lakhs (Previous year X
195.04 Lakhs) on such lease is included in Other Income (Refer note 22).

3. Disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). This information has
been determined to the extent such parties have been identified on the basis of intimations received from suppliers. This has
been relied upon by the auditors


4. Discontinuing operations

(a) The Company has executed the Business Transfer Agreement on July 31, 2015 and has sold/transferred on August 01, 2015 the
business of Industrial and Consumer Specialties (ICS), included in the Dyes and Specialty Chemicals Segment, along with
employees, assets, liabilities and including all licenses, permits, consents and approvals on a going concern basis by way of a
slump sale on a "as is where is basis" to Clariant India Ltd. for an aggregate consideration of X 4200 Lakhs. The profit on sale
of the ICS business amounting to X 2656 Lakhs is shown under "Exceptional Items, credit (net)" (Refer note 29). The Capital Gains
tax arising from the transaction is included in "Tax Expense".

(b) The company had sold its Leather services business, relating to Dyes and Specialty Chemicals Segment, to Stahl India Private
Ltd. on April 30, 2014.

5. The Company after obtaining necessary approvals from the Board of Directors, vide an agreement dated March 31, 2015, acquired
the "Carbon Black Business" from Lanxess India Private Limited (Lanxess) effective close of business hours on March 31, 2015,
comprising the Carbon Black Dispersion plant located at Nagda, India, together with its respective assets, liabilities and
employees as a going concern on a slump sale basis for a lump sum consideration ofRs, 1346 Lakhs (including non compete fees)
after working capital adjustment, as at March 31, 2015. The excess of consideration paid to Lanxess over the fair value of net
assets acquired is considered as goodwill.

6. Pursuant to the sale of Industrial and Consumer Specialties business in the current period and sale of Leather Services
business in the previous year (Refer note 42), acquisition of Carbon Black business in current period (Refer note 43) and change
in accounting year of the company [Refer note 1 (a)], the figures of the current period are not comparable with those of the
previous year. Figures for the previous year have been regrouped / reclassified wherever necessary to correspond with the current
period''s classification / disclosure.


Dec 31, 2013

1. 31-12-2013 31-12-2012 Rs. Lakhs Rs. Lakhs

CONTINGENT LIABILITIES AND COMMITMENTS (to the extent not provided for)

(a) Contingent liabilities :

(i) in respect of income tax matters

- decided against the Company, in respect of which the Company is in further appeal 1156.85 763.05

- decided in favor of the Company against which the department is in appeal 524.40 593.75

(ii) in respect of sales tax / VAT matters 5366.10 4765.10

(iii) in respect of excise / service tax matters 1107.99 1062.54

(iv) in respect of bills of exchange discounted with banks 581.62 2200.22 (since realised Rs. 581.62 Lakhs [ Rs. 2198.57 Lakhs])

(v) Other matters in dispute 186.77 2.25

(vi) Disputed labor matters - Amount not ascertained

In respect of items (i) to (iii), (v) & (vi) future cash outflows in respect of contingent liabilities is determinable only on receipt of judgments pending at various forums/authorities

(b) Commitments :

(i) Estimated amount of contracts remaining to be executed on capital account and not provided 1924.74 2575.43 for (net of capital advances)

(ii) Others - amount of future minimum lease payments under non-cancellable operating 3580.22 297.95 leases

2 SEGMENT INFORMATION :

(As required by Accounting Standard (AS) - 17 Segment Reporting) :

(a) The Company is organised into two primary business segments mainly: (i) Pigments and Colors :

Includes pigment, pigment preparations, additives and master batches. (ii) Dyes and Specialty Chemicals :

Includes dyestuff, synthetic resins, binder materials, functional effects and coating, auxiliaries and chemicals. (See Note 41)

(b) The secondary segments of the Company are geographical segments mainly:

(i) India

(ii) Outside India

(c) Segments have been identified and reported taking into account the nature of products and services, the differing risk and returns, the organisation structure, and the internal financial reporting system.

(d) (i) Segment revenue and results :

Segment revenue and expenses are directly attributable to segment. It does not include interest income, interest expense and income tax. The expenses which are not directly attributable to the business segment are shown as unallocated corporate cost.

(ii) Segment assets and liabilities :

Segment assets include all operating assets used by the business segment and consist principally of fixed assets, trade receivable and inventories. Segment liabilities primarily include trade payables and other current and non-current liabilities.

Assets and liabilities that cannot be allocated among the segments are shown as a part of unallowable corporate assets and liabilities respectively.

3 Discontinuing Operations

(a) In terms of the Agreement for Transfer of business entered in to by the Company on September 28, 2013 with Archroma India Private Limited (Archroma), the business of textile chemicals, paper specialties and emulsions (TPE Business), included in the Dyes and Specialty Chemicals Segment, has been transferred as on the closing date (September 30, 2013) as a going concern on slump sale basis for a lump sum consideration of Rs. 209.15 crores. The profit of Rs. 114.45 crores (net of Rs. 24.98 crores expenses incurred/committed to be incurred) on sale of the TPE Business, recognized during the year has been disclosed as an exceptional item under Note 28 "Exceptional Items". Current tax thereon of Rs. 2660.19 Lakhs is included in tax expense for the year in the Statement of Profit and Loss.

Pending receipt of certain approvals required for carrying on of the TPE Business by Archroma post the closing date, the Company and Archroma entered in to a Business Continuation Agreement (BCA) in terms of which the Company has carried on the TPE Business in trust for Archroma till January 31, 2014, and the BCA is automatically terminated.

(b) The Board of Directors at its meeting held on December 16, 2013 has, subject to approval of members of the Company and such other approvals, as may be required, accorded its consent to transfer, sell or otherwise dispose of the business of leather services, included in the Dyes and Specialty Chemicals Segment, consisting of production facility for manufacture at Kanchipuram in Tamilnadu and laboratories, along with employees, assets, liabilities and including all licenses, land leases, permits, consents and approvals thereto as a going concern by way of a slump sale to Stahl India Pvt. Ltd. (SIPL), a company incorporated in India under the Companies Act, 1956, being an affiliate of Stahl Holdings B.V. Group for a consideration of not less than Rs. 156 crores, subject to necessary adjustment, if any, as on the effective date.

Subsequent to the year end, the members approved the proposed sale of business by passing a special resolution through postal ballot.

4 In accordance with the approval of the Board of Directors at its meeting held on December 16, 2013, the company has entered into an agreement with M/s. Plastichemix Industries (PI) for purchase of Masterbatches business as going concern on slump sale basis for a consideration of about Rs. 135 crores subject to adjustment, if any, as on the effective date. The company expects to close the transaction as of April 1, 2014.

5 As per the resolution passed through postal ballot by the members of the Company on October 5, 2013, consent was accorded, subject to such approvals as may be required, to transfer, sell or otherwise dispose of the whole or substantially whole of the Company''s assets consisting of property / land / undertaking located at Sandoz Baug, Kolshet, Thane, at a price and on such terms and conditions, as may be deemed ft by the Board in the best interest of the Company.

6 Pursuant to the sale of TPE Business in the current year, referred to in Note 41, the figures of the current year are not strictly comparable with those of the previous year. Figures for the previous


Dec 31, 2012

1a The company has not allotted any equity shares for consideration other than cash, bonus shares, nor have any shares been bought back during the period of five years immediately preceding the Balance sheet date.

1b Rights, preferences and restrictions attached to the shares

The Company has only one class of equity share having a par value of Rs. 10/- per share. Each shareholder has the following voting rights (i) On a show of hands: one vote for a member present in person and (ii) On a poll: one vote for each equity share registered in the name of the member or held by the beneficial owner. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing annual general meeting, except in case of interim dividend. In the event of winding up, the liquidator may, with the sanction of a special resolution of the company and any other sanction required by the Act, divide amongst the members, in specie or kind, the whole or any part of the assets of the company, whether they shall consist of property of the same kind or not.

(i) Gratuity is administered through duly constituted and approved independent trusts and also through Group gratuity scheme with Life Insurance Corporation of India

(ii) Future salary increases considered in actuarial valuation take into account inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market

(iii) Basis used to determine expected rate of return on plan assets :

The expected rate of return on plan assets is based on market expectation at the beginning of the year for returns over the entire life of the related obligation.

(vi) Accounting standard 15 "Employee Benefits" requires the disclosure of experience adjustments for past four years, however, the information is given only for the current and previous three year.

2 RELATED PARTY DISCLOSURES AS REQUIRED BY AS-18 "RELATED PARTY DISCLOSURES" ARE GIVEN BELOW :-

(a) Holding company:

EBITO Chemiebeteiligungen AG, Clariant International AG and Clariant Participations AG, together hold 63.40% equity shares in the Company, the ultimate holding company being Clariant AG, Switzerland.

(b) Subsidiary of the Company:

The Company had a subsidiary Chemtreat Composites India Pvt. Ltd. -100% shareholding (upto 02.10.2011)

3 SEGMENT INFORMATION :

(As required by Accounting Standard (AS) -17 Segment Reporting) :

(a) The Company is organised into two primary business segments mainly:

(i) Pigments and Colors :

Includes pigment, pigment preparations, additives and masterbatches.

(ii) Dyes and Specialty Chemicals :

Includes dyestuff, synthetic resins, binder materials, functional effects and coating, auxiliaries and chemicals. (See Note 41)

(b) The secondary segments of the Company are geographical segments mainly:

(i) India

(ii) Outside India

(c) Segments have been identified and reported taking into account the nature of products and services, the differing risk and returns, the organisation structure and the internal financial reporting system.

(d) (i) Segment revenue and results :

Segment revenue and expenses are directly attributable to segment. It does not include interest income, interest expense and income tax. The expenses which are not directly attributable to the business segment are shown as unallocated corporate cost.

(ii) Segment assets and liabilities:

Segment assets include all operating assets used by the business segment and consist principally of fixed assets, trade receivable and inventories. Segment liabilities primarily include trade payables and other current and non-current liabilities.

Assets and liabilities that cannot be allocated among the segments are shown as a part of unallocable corporate assets and liabilities respectively.

4 Clariant AG Switzerland, the ultimate Holding Company (Clariant) has announced that USA based SK Capital has agreed to purchase the business units textile chemicals, paper specialties and business line emulsions from Clariant and that this will include the transfer of the whole R&D, applications, sales and marketing organisation along with production plants and sites worldwide.

Clariant Chemicals (India) Ltd. has production facilities for manufacture of textile chemicals and produces paper specialties and emulsion products at its Roha plant. These businesses are included in the Dyes and Specialty segment. The decision to sell the businesses including a manufacturing plant for textile products situated at Roha and other assets dedicated to the businesses under divestment will be considered by the Board and approval of shareholders will be sought at appropriate time in accordance with the requirements of the Companies Act, 1956.

5 The Revised Schedule VI has become effective from April 01, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Figures for the previous year have been regrouped/reclassified wherever necessary to correspond with the current year''s classification/disclosure.


Dec 31, 2011

1. Segment Information for the year ended 31st December, 2011 (As required by Accounting Standard (AS)-17 Segment Reporting) :

(a) The Company is organised into two primary business segments mainly:

(i) Intermediates and Colours :

Includes pigment dyestuffs and their dispersion, Intermediates for dyes, pesticides and pharmaceuticals and masterbatches for plastics and nylon fibers.

(ii) Dyes and Specialty Chemicals :

Includes dyestuff synthetic resins, binder materials, auxiliaries and chemicals.

(b) The secondary segments of the Company are geographical segments mainly :

(i) India

(ii) Outside India

(c) Segments have been identified and reported taking into account the nature of products and services, the differing risk and returns, the organisation structure, and the internal financial reporting system.

(d) (i) Segment Revenue and Results :

The expenses which are not directly attributable to the business segment are shown as unallocated corporate cost.

(ii) Segment assets and liabilities :

Segment assets include all operating assets used by the business segment and consist principally of fixed assets, debtors and inventories. Segment liabilities primarily include creditors and other liabilities.

(iii) Assets and liabilities that cannot be allocated among the segments are shown as a part of unallocable corporate assets and liabilities respectively.

2. Related Party Disclosure as required by AS-18 "Related Party Disclosures" are given below :- Relationship :

a) Holding Company :

EBITO Chemiebeteiligungen AG, Clariant International AG and Clariant Participations AG, together hold 63.40% equity shares in the Company, the ultimate holding company being Clariant AG, Switzerland.

b) Subsidiary of the Company :

The Company has subsidiary Chemtreat Composites India Pvt. Ltd. - 100% shareholding (upto 02.10.2011)

Notes :

1 The classification between the class of goods and the installed capacities have been certified by the Vice-Chairman & Managing Director on which the auditors have placed reliance, this being a technical matter.

2 Licensed capacity per annum not indicated due to the abolition of Industrial Licenses as per Notification No. 477(E) dated 25th July, 1991 issued under The Industries (Development and Regulations) Act, 1951.

 
Subscribe now to get personal finance updates in your inbox!