Mar 31, 2023
The recoverable amount of the CGU is determined based on a value in use calculation which uses cash flow projections covering a five-year period and a discount rate 11.00% per annum (31-03-2022 : 11.87% per annum). Cash flow projections during the five year period are based on the histrorical growth rate and margins. The cash flows beyond that five-year period have been extrapolated using a steady 5% per annum (31-03-2022 : 5% per annum) growth rate which is the projected longterm average growth rate.
The Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cash-generating unit.
There are no shareholders holding more than 5% of the aggregate equity shares of the Company except above.
There are no change in promoters shareholding
16c The Company has not allotted any equity shares for consideration other than cash and bonus shares during the period of five financial years immediately preceding the Balance Sheet date.
16d Shares bought back (during 5 financial years immediately preceding March 31, 2023)
No Equity Shares bought back during 5 financial years immediately preceding March 31, 2023.
16 e Rights, preferences and restrictions attached to shares
The Company has one class of equity share having a par value of '' 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.
The Company has recorded tax expense '' 892 Lakhs and interest thereon '' 630 aggregating to '' 1,522 Lakhs in respect of AY 2012-13 against the final assessment order dated November 22, 2022 consequent to âââMutual Agreement Procedure (MAP)ââ resolution agreed between Indian and Singapore competent authorities in accordance with rule 44G(6) of the Income Tax Rules, 1962. This case is primarily related to transfer pricing adjustment arising from international transactions with Associated Enterprise âClariant (Singapore) Pte Limitedâ. The Company had deposited '' 1,832 Lakhss under protest with Income Tax Authorities in earlier years. The tax expenses and interest thereon have been disclosed under ââ Tax expense of prior years ââ and Exceptional itemââ respectively for the year ended March 31, 2023.
33 FINANCIAL INSTRUMENTS AND RISK REVIEW
Capital management
The Company''s objectives when managing capital are to :
(i) Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders; and
(ii) Maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.
The capital structure of the Company consists of equity of the Company (comprising issued capital, reserves and retained earnings as detailed in notes 16 and 17). The Company is a zero debt Company with no long-term borrowings as at 31-03-2023. The Company is not subject to any externally imposed capital requirements.
At the end of the reporting period, there are no significant concentrations of credit risk for financial assets measured at FVTPL. The carrying amount reflected above represents the Company''s maximum exposure to credit risk for such Financial assets.
Financial risk management framework
The Company is primarily exposed to financial risks, market risk (including foreign exchange risk and price risk), credit risk and liquidity risk. The Company''s overall risk management program focuses on the unpredictability of financial markets and addresses the risk associated with the financial asset and liabilities.
Management identifies, evaluates and hedges financial risks under approved policies to manage overall foreign exchange risk, credit risk and investing surplus liquidity (counterparty risk).
Market risksForeign exchange risk
The Company has exports to and imports from other countries and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Euro and the US-dollar. Foreign exchange risk arise from recognized assets and liabilities, when they are denominated in a currency other than Indian Rupee.
The exchange rates have been volatile in the recent years and may continue to be volatile in the future. The Company mitigates the foreign exchange risk by setting appropriate exposure limits, periodic monitoring of the exposures etc.
Credit risk arises from entering into derivative financial instruments, from deposits with banks and financial institutions, as well as from credit exposures to customers, including outstanding receivables.
Customer credit risk exposure is triggered by customer default risk and country risk. As at balance sheet date, the Company does not have significant concentration of credit risk either due to size of customers or due to country risk. Company has a credit risk policy in place to ensure that sales are made to customers only after an appropriate credit risk rating and credit line allocation process. Procedures are standardised within credit risk policy and supported by the IT system with respective credit management tools. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining collaterals viz Security Deposit or bank Guarantee as per Credit Policy, as a means of mitigating the risk of financial loss from defaults.The average credit period on sales of goods is 60 to 90 days.
The credit risk on Cash & cash equivalents and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies. Also, the credit risk on security deposits for rental premises and loans to employees have low credit risk because of no history of defaults and no concerns for the counterparties to meet their obligations in the future.
Liquidity risk management:
The Company is currently debt free having no long term financial liabilities. Management monitors the forecasts of the Company''s liquidity requirements to ensure it has sufficient cash to meet its operational needs while maintaining sufficient headroom on its undrawn borrowing facilities. Considering the liquidity advantage funds surplus to the operational needs are invested in the short term bank deposits . The cash & cash equivalents and bank deposits are highly liquid and are readily available for payment of liabilities.
The following table analysis the maturity profile of the Company''s financial liabilities. The amounts disclosed are the contractual undiscounted cash flows. The contractual maturity is based on the earliest date on which the Company may be required to pay.
35 CONTiNGENT LiABiLiTiES AND COMMITMENTS (TO THE EXTENT NOT PROViDED FOR) ('' in Lakhs) |
||
Particulars |
march 31, 2023 |
march 31, 2022 |
(a) Contingent liabilities : |
||
(i) in respect of income tax matters * |
1,658.21 |
4,381.13 |
(ii) in respect of sales tax / VAT matters |
395.18 |
481.02 |
(iii) in respect of excise / service tax matters |
3,655.57 |
542.60 |
(iv) Other matters in dispute |
274.36 |
234.82 |
The Company has various ongoing Income tax and Indirect tax matters under litigation. The assessment of likely outcome of tax matters and related outflow of resources involves significant judgement on positions undertaken by the Management which are based on the application and interpretation of law. |
||
(b) Commitments : |
||
(i) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of capital advances) |
188.64 |
377.58 |
* The Company has received a demand notice of '' 92.41 Lakhs, '' 306.07 Lakhs and '' 923.70 Lakhs including interest of '' 3.55 Lakhs, '' 11.77 Lakhs and '' 34.90 Lakhs respectively against alleged short deduction of TDS on the dividend payments made to then parent companies during the quarter ended December 31, 2021, September 30, 2021 and year ended March 31, 2021 respectively.
The Company is confident that, on the basis of its technical evaluation and indemnification letter received from erstwhile promoter shareholders'', there will be no liability that will devolve on the Company and accordingly no provision has been made in books of accounts in respect of this demand.
34 FAIR VALUE MEASUREMENT AND RELATED DISCLOSURESFair value of the Company''s financial assets that are measured at fair value on a recurring basis:
Some of the Company''s financial assets are measured at fair value at the end of each reporting period.
The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used).
The Board, at their meeting held on April 22, 2022, based on recommendation of the Nomination & Remuneration Committee and subject to approval of shareholders through Postal Ballot, appointed Mr. Bharath R. Sesha as the Managing Director; Mr. Ravi Kapoor as a Non-Executive Director, acting as the Chairman of the Company; and Mr. Abhijit Naik as the Whole Time Director of the Company, effective from April 23, 2022. Moreover, consequent to acquisition of the Company (refer note 49) by S K Capital and Heubach Group, Mr. Alfred Muench, Mr. Thomas
Wenger and Mr. Sanjay Ghadge, Non-Executive Directors of the Company, being Clariant''s representatives, have resigned from Directorship of the Company effective form April 23, 2022.
The Board, at their meeting held on February 03, 2023, based on recommendation of the Nomination & Remuneration Committee, approved the appointment of Mr. Jugal Sahu, Chief Financial Officer of the Company as Executive Director and Chief Financial Officer for a period of 3 years from February 03, 2023 to February 02, 2026, which was approved by the shareholders by way of a Special Resolution through Postal Ballot on March 24, 2023. Moreover, Mr.Abhijit Naik has resigned from the post of Whole-time Director due to change in work profile within the organisation w.e.f. February 03, 2023.
41 SEGMENT iNFORMATiON :
(a) Information reported to the Chief operating decision maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. No operating segments have been aggregated in arriving at the reportable segments of the Company.
The Company''s reportable segments under Ind AS 108 are as follows:
Includes pigments, pigment preparations, additives and masterbatches.
Includes dyestuff, synthetic resins, functional effects and coating, auxiliaries and chemicals.
(b) The following is an analysis of the Company''s revenue and results from operations by reportable segment and reconciliation of segment revenue and Segment profit with total revenue and profit before tax respectively:
(c) Segment revenue reported above represents revenue generated from external customers. There were no inter -segment sales.
(d) The accounting policies of the reportable segments are the same as the Company''s accounting policies described in note 1. Segment results represents the profit before tax earned by each reportable segment without allocation of central administration costs, other income, finance costs as well as exceptional items. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.
(f) For the purposes of monitoring segment performance and allocating resources between segments:
All assets are allocated to reportable segments other than investments, loans, certain financial assets and current and deferred tax assets. Goodwill is allocated to reportable segments; and
All liabilities are allocated to reportable segments other than borrowings, other financial liabilities, current and deferred tax liabilities.
42 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stake holders which are under active consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
44 OTHER STATUTORY INFORMATION
i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
ii) There are no assets hypothecated against the bank limits sanctioned. The bank limits are unsecured. Hence, the Company is not obliged to send quarterly returns or statement of current assets.
iii) The Company has not been declared a wilful defaulter as defined by RBI Circular.
iv) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
v) Since, the Company does not have any subsidiary, the provisions of Section 2(87) of the Companies Act, 2013, read with the Companies (Restriction on number of Layers) Rules, 2017, are not applicable;
vi) The Company has not entered into scheme of arrangement during the financial year 2022-23
vii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
viii) (i) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
ix) (ii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
x) During the year, the Company has not surrendered or disclosed any income in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961). Accordingly,there are no transaction which are not recorded in the books of accounts.
45 The Company do not have transactions with Struck off Companies under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
47 The Clariant Group, globally, announced on January 03, 2022 that it has completed the sale of its Pigments business to a consortium of Heubach Group (''''Heubachâ) and SK Capital Partners (âSK Capitalâ) (hereinafter referred to as âthe acquirersâ).
Consequent to the said acquisition and pursuant to the share purchase deal between Clariant and acquirers, the management and control of the Company has been indirectly divested with the acquirers. Due to the said indirect acquisition, an Open Offer was floated by Luxembourg Investment Company 428 S.a r.l. (âAcquirerâ), together with Luxembourg Investment Company 426 S.a r.l. (âPAC 1â), Clariant AG (âPAC 2â), Heubach Holding GmbH (âPAC 3â), Ravi Kapoor (âPAC 4â), Heubach Verwaltungs GmbH (âPAC 5â) and Colorants International AG (âPAC 6â and, along with PAC 1, PAC 2, PAC 3, PAC 4 and PAC 5, the âPACsâ), in their capacity as persons acting in concert with the Acquirer in compliance with Regulations 3(1), 4 and 5(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended (the âSEBI SAST Regulationsâ) (âOpen Offerâ or the âOfferâ). Pursuant to the Open Offer, Colorants International AG, one of the promoters, has acquired 7,76,761 equity shares, representing 3.36% of the voting share capital of the Company on March 16, 2022. Upon closure of the Open Offer, the promoters are holding 1,25,48,811 Equity Shares, representing 54.37% of the total issued share capital of the Company.
48 The figures for the previous year have been regrouped/recasted wherever necessary, to conform to the current year''s classification.
Mar 31, 2018
Company Information:
Clariant Chemicals (India) Limited (the âCompanyâ) is a public limited Company domiciled in India and is listed on the Bombay Stock Exchange Limited (âBSEâ) and the N ational Stock Exchange of India Limited (âNSEâ). Its registered office is situated at Reliable Tech Park, Gut no. 31, Village Elthan, off Thane-Belapur road, Airoli, Navi Mumbai - 400 708, Maharashtra, India. The Company is engaged interalia, in manufacturing and selling Specialty Chemicals. The Company has its own manufacturing sites in the State of Maharashtra,Tamil Nadu,Gujarat and Madhya Pradesh.
Note 1: Critical estimates and judgements
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Company''s accounting policies.
This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.
The areas involving critical estimates or judgements are:
- Estimation of taxes - Note 31
- Estimated goodwill impairment - Note 3B.
- Estimation for the accounting of employee benefits - Note 39
- Allowance for credit losses on trade receivable - Note 1 (l) and 9
- Measurement of useful lives for property, plant and equipment and intangible assets - Note 1 (n) (p) and (q).
- Estimation of Provision for Inventory - Note 7
Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.
The fair values of investment properties for previous year have been arrived at on the basis of a valuation carried out on the respective dates by an accredited independent valuer. The fair value for previous year was determined based on the market comparable approach based on market prices without any significant adjustments being made to the market observable data.
In November 2017, the directors of Clariant Chemicals (India) Limited decided to sale a site. The sell is expected to be completed before the end of June 30, 2018. The asset is presented within total asset of the Plastics and Coatings segment. Site classified as held for sale during the reporting period was measured at the lower of its carrying amount or fair value less cost to sale at the time of reclassification, resulting in the recognition of write down of INR 146.23 lakhs as impairment loss in the statement of profit and loss. The fair value of site was determined using the sales comparision approach. This is level 2 measurement as per the fair value hierarchy.
The Board of Directors at its meeting held on April 22, 2015 approved the proposal of buyback of 35,78,947 equity shares of Rs. 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 Rs. 950 per equity share, aggregating to Rs. 34000 Lakhs. Consequently, a sum of Rs. 3545.65 Lakhs and Rs. 30096.45 Lakhs has been utilised in respect of the buy back from Securities premium account and General reserve respectively. Further a sum of Rs. 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.
2 a Rights, preferences and restrictions attached to shares
The Company has one class of equity share having a par value of Rs. 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.
2 b Dividend on equity shares
The Board of Directors at its meeting held on May 23, 2017, recommended the payment of final dividend of Rs. 25 per equity share for the financial year ended March 31, 2017. The same was approved by the shareholders at the Annual general meeting held on August 11, 2017 and paid during the year, resulting in a cash outflow of Rs. 6945.20 Lakhs (including corporate dividend tax of Rs. 1174.75 Lakhs).
The Board of Directors at its meeting held on May 15, 2018, have recommended the payment of final dividend of Rs. 5 per equity share for the financial year ended March 31, 2018. The same is subject to approval by the shareholders at the forth coming Annual general meeting and if approved would result in a cash outflow of approximately Rs. 1391.32 Lakhs (including corporate dividend tax of Rs. 237.23 Lakhs).
* Sale of products of current year is not strictly comparable with previous year as sale of products in previous year is inclusive of excise duty, whereas current year sales of products for the period April 1, 2017 to June 30, 2017 only, is inclusive of excise duty . Further pursuant to introduction of Goods and Services Tax (GST) with effect from July 1, 2017, sale of products from July 1,2017 to March 31 , 2018 is net of Goods and Services Tax (GST).
3 Financial instruments and risk review Capital management
The Companyâs objectives when managing capital are to :
(i) Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders; and
(ii) Maintain an optimal capital strucrure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.
The capital structure of the Company consists of equity of the Company (comprising issued capital, reserves and retained earnings as detailed in notes 15 and 16). The Company is a zero debt Company with no long-term borrowings as at 31-03-2018. The Company is not subject to any externally imposed capital requirements.
At the end of the reporting period, there are no significant concentrations of credit risk for financial assets measured at FVTPL. The carrying amount reflected above represents the Companyâs maximum exposure to credit risk for such Financial assets.
Financial risk management framework
The Companyâs activities expose it to a variety of financial risks: market risk (including foreign exchange risk and price risk), credit risk, liquidity risk. The Companyâs overall risk management program focuses on the unpredictability of financial markets and seeks to reduce potential adverse effects on the Companyâs financial performance at reasonable hedging costs. The Company uses derivative financial instruments to hedge risks on net exposure basis.
Management identifies, evaluates and hedges financial risks under approved policies to manage overall foreign exchange risk, credit risk and investing surplus liquidity (counterparty risk).
Market risks Foreign exchange risk
The Company has exports to other countries and is exposed to foreign exchange risks arising from various currency exposures, primarily with respect to the Euro and the US-dollar. Foreign exchange risks arise from recognized assets and liabilities, when they are denominated in a currency other than Indian Rupee.
To manage the foreign exchange risk arising from recognized assets and liabilities, the Company uses spot transactions and foreign exchange forward contracts, on net exposure basis in major foreign currencies.
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.
The carrying amounts of the Companyâs foreign currency denominated monetary assets and monetary liabilities at the end of the reporting year are as follows:
Following is the analysis of foreign exchange risk sensitivity impacting the profit where the Indian Rupee strengthens and weakens by 1% against the relevant currency. A positive number below indicates an increase in profit and negative number below indicates a decrease in profit.:
Credit risk
Credit risk arises from entering into derivative financial instruments, from deposits with banks and financial institutions, as well as from credit exposures to customers, including outstanding receivables.
Customer credit risk exposure is triggered by customer default risk and country risk. As at balance sheet date, the Company does not have significant concentration of credit risk either due to size of customers or due to country risk.
Company has a credit risk policy in place to ensure that sales are made to customers only after an appropriate credit risk rating and credit line allocation process. Procedures are standardized within credit risk policy and supported by the IT system with respective credit management tools. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining collaterals viz Security Deposit or Bank Guarantee as per Credit Policy, as a means of mitigating the risk of financial loss from defaults. The average credit period on sales of goods is 60 to 90 days. The credit risk on Cash & cash equivalents and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies.
Liquidity risk
Liquidity risk management:
The Company is currently debt free having no long term financial liabilities. Management monitors the forecasts of the Companyâs liquidity requirements to ensure it has sufficient cash to meet its operational needs while maintaining sufficient headroom on its undrawn borrowing facilities. Considering the liquidity advantage ,funds surplus to the operational needs are invested in the liquid and liquid plus schemes of mutual funds and bank deposits . The cash & cash equivalents & investments in mutual funds are highly liquid and are readily available for payment of liabilities.
The following table analyze the maturity profile of the Companyâs financial liabilities. The amounts disclosed are the contractual undiscounted cash flows. The contractual maturity is based on the earliest date on which the Company may be required to pay.
4 Fair value measurement and related disclosures
Fair value of the Companyâs financial assets that are measured at fair value on a recurring basis:
Some of the Companyâs financial assets are measured at fair value at the end of each reporting period.
The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used).
Fair value of financial assets that are not measured at fair value (but fair value disclosures are required):
The management consider that the carrying amounts of financial assets and financial liabilities recognised in the balance sheet approximate at their fair values.
As Lessor:
The Company has given certain buildings on operating lease to third parties. The lease arrangements ranging from 11 months to 4 years are cancellable and are generally renewable by mutual consent or mutually agreeable terms. The rental income of Rs. 355.57 Lakhs (including Rs. 24.31 Lakhs relating to investment property) (Previous year Rs. 339.35 Lakhs, including Rs. 40.19 Lakhs relating to investment property) on such lease is included in Other Income (Refer note 24).
Company does not have any dilutive potential ordinary shares and therefore diluted earning per share is the same as basic earning per share.
5 Corporate Social responsibility
(a) Gross amount required to be spent by the Company during the year Rs. 51.63 Lakhs ( Previous year : Rs. 99.83 Lakhs)
(b) Amount spent during the year on :
* Gratuity :
i) change in ceiling limit from Rs.10 lakhs to Rs.20 lakhs pursuant to âThe payment of Gratuity (Amendment) Act, 2018 notified by the Central Government on 29 March 2018 &
ii) change in gratuity and ex-gratia benefit for certain employees
* Exgratia : on account of change in gratuity and ex-gratia benefit for certain employees
(d) Gratuity is administered through duly constituted and approved independent trusts and also through Group gratuity scheme with Life Insurance Corporation of India.
(e) 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.
(f) 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.
As per the actuarial valuation report, there is no liability as at the balance sheet date towards the Companyâs obligation to make good the shortfall in interest rate as compared to statutory rate of interest declared by the Central Government under the Employees Provident Funds and Miscellaneous Provisions Act, 1952.
6 Share based payments
Few of the employees under senior management level have right to participate in Clariant Stock Option Plans introduced by the ultimate holding Company, Clariant AG, Switzerland.
Under the Group Senior Management - Long Term Incentive Plan (GSM-LTIP) a certain percentage of the actual bonus is granted to the plan participants in the form of registered shares of Clariant (investment shares). These shares vest immediately upon grant, but are subject to a 3-year blocking period. The plan participants receive an additional share free of cost (matching share) for each investment share held at the end of the blocking period.
Performance Share Unit (PSU) plan is a three-year vesting period plan. The vesting is conditional upon achievement of the performance targets at the end of the vesting period. If the performance targets are achieved, each PSU will be converted into one Clariant share and the plan participants receive Clariant share free of cost.
The total amount to be expensed in the statement of profit or loss is determined by reference to the fair value of the options granted and is recognised over the vesting period. Assumptions are made concerning the forfeiture rate which is adjusted during the vesting period so that at the end of the vesting period there is only a charge for the vested amounts.
The weighted average share price at the date of exercise of options during the previous year ended on 31-03-18 was NIL per share (31-03-17 CHF 19 per share).
The fair value of shares granted is calculated based on market value of shares as at the grant date.
7 Segment Information :
(a) Information reported to the Chief operating decision maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. No operating segments have been aggregated in arriving at the reportable segments of the Company.
The Companyâs reportable segments under Ind AS 108 are as follows:
(i) Plastics & Coatings :
Includes pigments, pigment preparations, additives and masterbatches.
(ii) Specialty Chemicals :
Includes dyestuff, synthetic resins, functional effects and coating, auxiliaries and chemicals.
(b) During the previous year the Company has renamed itâs Segment names from âPigments and Colorsâ to âPlastics and Coatingsâ and âDyes and Specialty Chemicalsâ to âSpecialty Chemicalsâ.
(c) The following is an analysis of the Companyâs revenue and results from continuing operations by reportable segment and reconciliation of segment revenue and Segment profit with total revenue and profit before tax respectively:
(d) Segment revenue reported above represents revenue generated from external customers. There were no inter -segment sales.
(e) The accounting policies of the reportable segments are the same as the Companyâs accounting policies described in Note 1. Segment results represents the profit before tax earned by each reportable segment without allocation of central administration costs, other income, finance costs as well as exceptional items. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.
(f) For the purposes of monitoring segment performance and allocating resources between segments:
All assets are allocated to reportable segments other than investments, loans, certain financial assets and current and deferred tax assets. Goodwill is allocated to reportable segments; and
All liabilities are allocated to reportable segments other than borrowings, other financial liabilities, current and deferred tax liabilities.
(g) The secondary segments of the Company are geographical segments mainly:
(i) India
(ii) Outside India
(h) Non-current assets exclude financial assets.
(i) Revenues of approximately Rs. 22486.87 Lakhs (31.03.2017 : Rs. 20182.46 Lakhs) is arising from sales to the Companyâs largest customer of Plastics and Coatings segment. No other single customers contributed 10% or more to the Companyâs revenue.
Mar 31, 2017
Company Information:
Clariant Chemicals (India) Limited (the âCompanyâ) is a public limited Company domiciled in India and is listed on the BSE Limited (âBSEâ) and the National Stock Exchange of India Limited (âNSEâ). Its registered office is situated at Reliable Tech Park, Gut no. 31, Village Elthan, off Thane-Belapur road, Airoli, Navi Mumbai - 400 708, Maharashtra, India. The company is engaged interalia, in manufacturing and selling Specialty Chemicals. The Company has its own manufacturing sites in the State of Maharashtra, Tamil Nadu, Gujarat and Madhya Pradesh.
Note 1: Critical estimates and judgements
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Companyâs accounting policies.
This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.
The areas involving critical estimates or judgements are:
- Estimation of taxes â Note34
- Estimated goodwill impairment âNote 4B.
- Estimation for the accounting of employee benefits â Note 42
Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.
Note 2: First time adoption of Ind AS - mandatory exceptions, optional exemptions
These financial statements, for the year ended March 31, 2017 are the first the Company has prepared in accordance with Ind AS. The accounting policies set out in note 1 have been applied in preparing the financial statements for the year ended March 31, 2017, the comparative information presented in these financial statements for the 15 months period ended March 31, 2016 and in the preparation of an opening Ind AS balance sheet at January 1, 2015 (the Companyâs date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the groupâs financial position, financial performance and cash flows is set out in the notes.
Overall principle
The Company has prepared the opening balance sheet as per Ind AS as of January 01, 2015 (the transition date) by recognising all assets and liabilities whose recognition is required by Ind AS, not recognising items of assets or liabilities which are not permitted by Ind AS, by reclassifying items from previous GAAP to Ind AS as required under Ind AS, and applying Ind AS in measurement of recognised assets and liabilities. However, this principle is subject to the certain exception and certain optional exemptions availed by the Company as detailed below.
Estimates
An entityâs estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same in accordance with previous GAAP (after adjustment to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.
Ind AS estimates as at January 1,2015 are consistent with the estimates as at the same date in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:
- Investment in equity instruments carried at FVOCI and
- Impairment of financial assets based on expected credit loss model.
Past business combinations
The Company has elected not to apply Ind AS 103 Business Combinations retrospectively to past business combinations that occurred before the transition date of January 01, 2015. Consequently,
- The Company has kept the same classification for the past business combinations as in its previous GAAP financial statements;
- the Company has excluded from its opening balance sheet those items recognised in accordance with previous GAAP that do not qualify for recognition as an asset or liability under Ind AS;
- the Company has tested the goodwill for impairment at the transition date based on the conditions as of the transition date.
Derecognition of financial assets and financial liabilities
The Company has elected to apply the derecognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.
Deemed cost for property, plant and equipment, investment property, and intangible assets
The Company has elected to continue with the carrying value of all of its plant and equipment, investment property, and intangible assets recognised as of January 01, 2015 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as of the transition date.
Equity investments at FVOCI
The Company has designated investment in equity shares of Asahi Songw on Colors Limited and Akshar Chem (India) Limited as FVOCI on the basis of facts and circumstances that existed at the transition date.
Share-based payment transaction
The Company has not applied requirement of Ind AS 102 Share based payment to equity instruments that vested before the date of transition i.e. January 01, 2015.
Shares bought back during the 15 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 Rs.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 Rs.950 per equity share, aggregating to Rs.34000 Lakhs. Consequently, a sum of Rs. 3545.65 Lakhs and Rs.30096.45 Lakhs has been utilised in respect of the buy back from Securities premium account and General reserve respectively. Further a sum ofRs. 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.
3 a Rights, preferences and restrictions attached to shares
The Company has one class of equity share having a par value of Rs. 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.
4 b Dividend on equity shares
The Board of Directors at its meeting held on May 20,2016, recommended the payment of final dividend of Rs. 10 per equity share for the 15 months period ended March 31, 2016. The same was approved by the shareholders at the Annual general meeting held on August 12, 2016 and paid during the year, resulting in a cash outflow of Rs. 2778.08 Lakhs including corporate dividend tax. The final dividend with the interim dividend ofRs.140 per equity share paid in January 2015, made a total dividend of Rs.150 per equity share for the 15 months period ended March 31, 2016, resulting in a total cash outflow (including corporate dividend tax) of Rs. 47566.16 Lakhs over the two periods.
The Board of Directors at its meeting held on May 23,2017, have recommended the payment of final dividend of Rs. 25 per equity share for the financial year ended March 31, 2017. The same is subject to approval by the shareholders at the forth coming Annual general meeting and if approved would result in a cash outflow of approximately Rs. 6945.20 Lakhs (including corporate dividend tax of Rs. 1174.75 Lakhs).
5 Financial instruments and risk review Capital management
The Companyâs objectives when managing capital are to :
(i) Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders; and
(ii) Maintain an optimal capital strucrure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.
The capital structure of the Company consists of equity of the Company (comprising issued capital, reserves and retained earnings as detailed in notes 16 and 17). The Company is a zero debt company with no long-term borrowings as at 31.03.2017. The Company is not subject to any externally imposed capital requirements.
At the end of the reporting period, there are no significant concentrations of credit risk for financial assets measured at FVTPL. The carrying amount reflected above represents the Companyâs maximum exposure to credit risk for such Financial assets.
Financial risk management framework
The Companyâs activities expose it to a variety of financial risks: market risk (including foreign exchange risk and price risk), credit risk, liquidity risk. The Companyâs overall risk management program focuses on the unpredictability of financial markets and seeks to reduce potential adverse effects on the Companyâs financial performance at reasonable hedging costs. The Company uses derivative financial instruments to hedge risks on net exposure basis.
Management identifies, evaluates and hedges financial risks under approved policies to manage overall foreign exchange risk, credit risk and investing surplus liquidity (counterparty risk).
Market risks Foreign exchange risk
The Company has exports to other countries and is exposed to foreign exchange risks arising from various currency exposures, primarily with respect to the Euro and the US-dollar. Foreign exchange risks arise from recognized assets and liabilities, when they are denominated in a currency other than Indian Rupee.
To manage the foreign exchange risk arising from recognized assets and liabilities, Company use spot transactions foreign currencies / foreign exchange forward contracts, on net exposure basis in major foreign currencies.
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.
Following is the analysis of foreign exchange risk sensitivity impacting the profit where the Indian Rupee strengthens and weakens by 1% against the relevant currency. A positive number below indicates an increase in profit and negative number below indicates a decrease in profit.
Other price risks
The Company was exposed to equity price risks arising from equity investments. Equity investments were held for strategic rather than trading purposes. The Company does not actively trade in these investments.
Following is the sensitivity analysis as a result of the changes in fair value of equity investments measured at FVTOCI, determined based on the exposure to equity price risks at the end of the reporting period.
If equity prices had been 5% higher/lower, other comprehensive income would increase/decrease as follows for :
The year ended 31.03.17 : by Rs. Nil Lakhs 15 months ended 31.03.16 : by Rs. 58.36 Lakhs
Credit risk
Credit risk arises from entering into derivative financial instruments, from deposits with banks and financial institutions, as well as from credit exposures to customers, including outstanding receivables.
Customer credit risk exposure is triggered by customer default risk and country risk. As at balance sheet date, the Company does not have significant concentration of credit risk either due to size of customers or due to country risk.
Company has a credit risk policy in place to ensure that sales are made to customers only after an appropriate credit risk rating and credit line allocation process. Procedures are standardized within credit risk policy and supported by the IT system with respective credit management tools. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining collaterals viz Security Deposit or bank Guarantee as per Credit Policy, as a means of mitigating the risk of financial loss from defaults. The average credit period on sales of goods is 60 to 90 days.
The credit risk on Cash & cash equivalents and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies.
Liquidity risk
Liquidity risk management:
The Company is currently debt free having no long term financial liabilities. Management monitors the forecasts of the Companyâs liquidity requirements to ensure it has sufficient cash to meet its operational needs while maintaining sufficient headroom on its undrawn borrowing facilities. Considering the liquidity advantage, funds surplus to the operational needs are invested in the liquid and liquid plus schemes of mutual funds and bank deposits. The cash & cash equivalents and investments in mutual munds are highly liquid and are readily available for payment of liabilities.
The following table analyses the maturity profile of the Companyâs financial liabilities. The amounts disclosed are the contractual undiscounted cash flows. The contractual maturity is based on the earliest date on which the Company may be required to pay.
6 Fair value measurement and related disclosures Fair value of the Companyâs financial assets that are measured at fair value on a recurring basis:
Some of the Companyâs financial assets are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used).
Note: Investment in equity instruments are not held for trading. Instead, they are held for medium or long-term strategic purpose. Upon the application of Ind AS 109, the Company has chosen to designate investments in equity instruments at FVTOCI as the management believe that this provides a more meaningful presentation for medium or long-term strategic investments, rather than reflecting changes in fair value immediately in profit or loss.
Fair value of financial assets that are not measured at fair value (but fair value disclosures are required):
The management consider that the carrying amounts of financial assets and financial liabilities recognised in the balance sheet approximate at their fair values.
7 Corporate social responsibility
(a) Gross amount required tobe spent by the company during the year Rs.99.83 Lakhs (Previous period :Rs.161.77 Lakhs)
(b) Amount spent during the period on :
8 Share based payments
Few of the employees under senior management level have right to participate in Clariant Stock Option Plans introduced by the ultimate holding Company, Clariant AG, Switzerland.
Under the Group Senior Management - Long Term Incentive Plan (GSM-LTIP) a certain percentage of the actual bonus is granted to the plan participants in the form of registered shares of Clariant (investment shares). These shares vest immediately upon grant, but are subject to a 3-year blocking period. The plan participants receive an additional share free of cost (matching share) for each investment share held at the end of the blocking period.
Performance Share Unit (PSU) plan is a three-year vesting period plan. The vesting is conditional upon achievement of the performance targets at the end of the vesting period. If the performance targets are achieved, each PSU will be converted into one Clariant share and the plan participants receive Clariant share free of cost.
The total amount to be expensed in the statement of profit or loss is determined by reference to the fair value of the options granted and is recognised over the vesting period. Assumptions are made concerning the forfeiture rate which is adjusted during the vesting period so that at the end of the vesting period there is only a charge for the vested amounts.
Set out below is the summary of shares granted under the plans:
The weighted average share price at the date of exercise of options during the year ended 31.03.17 was CHF19 per share (31.03.16: Nil). The fair value of shares granted is calculated based on market value of shares as at the grant date.
9 Related party disclosures as required by Ind AS-24 âRelated Party Disclosuresâ are given below :
(a) Enterprises where control exists:
(i) Ultimate Holding Company
- Clariant AG, Switzerland
(ii) Principal Shareholders (subsidiaries of the Ultimate Holding Company) :
- EBITO Chemiebeteiligungen AG
- Clariant Plastic & CoatingAG (Erstwhile known as Clariant Participations AG)
- Clariant International AG
(b) Other related parties in the Clariant group with whom the Company has transactions:
Fellow subsidiary companies:
Clariant (Argentina) SA Clariant Plastics & Coatings (Argentina) SA
Clariant (Australia) Pty. Ltd. Clariant Masterbatches (Deutschland) GmbH
Clariant (China) Ltd. Clariant Masterbatches (Shanghai) Ltd.
Clariant (Gulf) FZE Clariant Masterbatches (Thailand) Ltd.
Clariant (Japan) K.K. Clariant Chemicals (Guangzhou) Ltd.
Clariant Plastics & Coatings, (Italia) S.p.A. Clariant Turkey Plastik Boya ve Kimyevi Maddeler ve
(Formerly Known as Clariant Materbatches (Italia) S.p.A) Madencilik Sanayi ve Ticaret A.S.
Clariant (Mexico) S.A. de C.V. Clariant Plastics & Coatings (Deutschland) GmbH
Clariant (Osterreich) GmbH Clariant Masterbatches (Saudi Arabia) Ltd.
Clariant (Singapore) Pte. Ltd. Clariant Medical Specialties India Limited
Clariant (Turkiye) Boya ve Kimyevi Maddeler Sanayi ve Clariant Plastics & Coatings (Argentina)
Ticaret A.S.
Clariant Chemicals (China) Ltd. Clariant Plastics & Coatings (Japan) K.K.
Clariant Plastics & Coatings Mexico, S.A. de C.V Clariant Plastics & Coatings AG
Clariant Chemicals (Taiwan) Co., Ltd. Clariant Polska, Sp. z.o.o.
Clariant Chemicals Pakistan (Pvt.) Ltd Clariant (New Zealand) Ltd.
Clariant Corporation Clariant S.A.
Clariant Masterbatches (Malaysia) Sdn Bhd Clariant Plastics & Coatings Polska Sp.z o.o.
Clariant India Limited Clariant Services (Poland) SP. z o.o.
Clariant Produkte (Deutschland) GmbH Clariant Plastics & Coatings Southern Africa (Pty) Ltd Clariant Plastics & Coatings USA Inc.
(c) Key management personnel:
Executive Directors
Dr. Deepak Parikh
B.L. Gaggar (upto 30.06.15)
Non-Executive Directors
Kewal Handa (from 05.11.15)
Sunirmal Talukdar (from 05.11.15)
Indu Shahani Alfred Muench Karl Holger Dierssen Mario Brocchi (from 12.02.15)
Bharat V. Patel (upto 20.10.15)
Y. H. Malegam (upto 15.10.15)
10 Segment information :
(a) Information reported to the Chief operating decision maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. No operating segments have been aggregated in arriving at the reportable segments of the Company.
The Companyâs reportable segments under Ind AS 108 are as follows:
(i) Plastics & Coatings :
Includes pigments, pigment preparations, additives and master batches.
(ii) Specialty Chemicals:
Includes dyestuff, synthetic resins, functional effects and coating, auxiliaries and chemicals.
(b) During the year the Company has renamed itâs Segment names from âPigments and Colorsâ to âPlastics and Coatingsâ and âDyes and Specialty Chemicalsâ to âSpecialty Chemicalsâ.
(c) The following is an analysis of the Companyâs revenue and results from continuing operations by reportable segment and reconciliation of segment revenue and Segment profit with total revenue and profit before tax respectively:
(d) Segment revenue reported above represents revenue generated from external customers. There were no inter -segment sales.
(e) The accounting policies of the reportable segments are the same as the Companyâs accounting policies described in note 1. Segment results represents the profit before tax earned by each reportable segment without allocation of central administration costs, other income, finance costs as well as exceptional items. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.
(f) For the purposes of monitoring segment performance and allocating resources between segments:
All assets are allocated to reportable segments other than investments, loans, certain financial assets and current and deferred tax assets. Goodwill is allocated to reportable segments; and
All liabilities are allocated to reportable segments other than borrowings, other financial liabilities, current and deferred tax liabilities.
(g) The secondary segments of the Company are geographical segments mainly:
(i) India
(ii) Outside India
(h) Non-current assets exclude financial assets.
(i) Revenues of approximately Rs.20182.46 Lakhs (31.03.16 : Rs.24004.57 Lakhs) is arising from sales to the Companyâs largest customer of Plastics and Coatings segment. No other single customers contributed 10% or more to the Companyâs revenue.
11 Discontinued Operations
(a) The Company 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 Specialty Chemicals (earlier known as 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 âas is where is basisâ to Clariant India Ltd. for an aggregate consideration of Rs. 4200.00 Lakhs. The profit on sale of the ICS business amounting to Rs.2656.23 Lakhs is shown under âExceptional Items, credit (net)â (Refer note 33). The Capital Gains tax arising from the transaction is included in âTax Expense of discontinued operationâ.
12 Business combinations
The Company after obtaining necessary approvals from the Board of Directors, vide an agreement dated March 31, 2015, acquired the âCarbon Black Businessâ 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 of Rs.1345.66 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 amounting to Rs.894.11 Lakhs. Goodwill recognised is on account of control premium, benefit of expected synergies, revenue growth and future market development. These benefits are not recognised separately from goodwill because they do not meet the recognition criteria for identifiable intangible assets.
This acquisition of business was strategic for the Company for survival of its current business in similar products. Entire consideration has been paid to the acquiree in cash. Since the Company has not obtained control on any cash and cash equivalent, the net cash outflow in the acquisition of the business is equal to the consideration paid. Company has not incurred any significant cost towards acquisition of this business.
Company''s current business and acquired business is in similar products and therefore Company does not maintain separate records for the acquired business. Hence it is impraticable to disclose the revenue and profit or loss of the combined business as though the acquisition date for business combination that occurred during the previous period was April 01, 2015.
13 Reconciliations
The following reconciliations provides the effect of transition to Ind AS from IGAAP in accordance with Ind AS 101
A. Equity as at 01-01-15 and 31-03-16
B. Net profit for the 15 months and year ended 31-03-16
C. Explanations for reconciliations
14A Explanations for reconciliation of balance sheet and profit and loss as previously reported under IGAAP to INDAS
1 Goodwill
Goodwill is not amortised since transition to Ind AS, but tested for impairment at the balance sheet date under Ind AS compared to it being amortised over the period of 5 years under IGAAP.
2 Investment
Investments in mutual funds are carried at fair value through profit and loss under Ind AS compared to being stated at lower of cost and fair value under IGAAP. The corresponding deferred tax liability has been recognised and disclosed under Deferred tax liabilities (Net)
Investment in equity instruments are carried at fair value through OCI under Ind AS compared to being stated at cost less diminution in value, other than temporary under IGAAP.
3 Other financial assets and current assets - Loans
Long term deposits paid for renting of premises are measured at their fair value at initial recognition and subsequently at amortised cost. Under IGAAP, these financial assets were carried at transaction price. The difference of fair value and the transaction price is debited to the unamortised rent expenses which is amortised as rent expenses over the lease term on straight line basis. The corresponding deferred tax liability has been recognised and disclosed under Deferred tax liabilities (Net).
4 Deferred tax liabilities (Net)
Under Ind AS, deferred tax is calculated using balance sheet approach comparing the tax base with book balance after considering the adjustments on account of transition to Ind AS and other tax effects shown in notes 2,3 and 7.
5 Provisions
Under Ind AS, dividend on equity shares (including corporate dividend tax) are recognised when declared by the shareholders in the Companyâs annual general meeting as compared to its recognition in the financials statement as a liability when recommended by the Board of directors after end of the reporting period. Adjustments reflect dividend (including corporate dividend tax), declared and approved post reporting period.
6 Employee share based payments
Under Ind AS, the cost of equity-settled employee share-based payments is recognised based on the fair value of the shares as on the grant date. Under IGAAP, such cost was not recognised in the statement of profit and loss since the share based payments transaction was at the parent company level.
7 Employee benefit cost
Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined benefit liability / asset and is recognised in other comprehensive income. Under IGAAP, actuarial gains and losses were recognised in profit or loss. Consequently, the deferred tax effect of the same has also been recognised in other comprehensive income under Ind AS instead of profit or loss.
8 Expenses on buy back of shares
Under Ind AS, expenses incurred for buy back of equity shares are accounted as reduction from equity. Under IGAAP, these expenses had been charged to statement of profit and loss under the head âexceptional itemsâ.
9 Other equity
Adjustments to retained earnings and other comprehensive income has been made in accordance with Ind AS, for the above mentioned line items.
15 Details of Specified Bank Notes (SBN) and other SBNs held and transacted during the period from November 08, 2016 to December 30, 2016.
16 Pursuant to change in accounting year of the Company from January-December to April-March with effect from 01-01-15, the figures for the twelve months ended 31-03-17 are not directly comparable with those of the 15 months period ended 31-03-16.
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.
Dec 31, 2010
1. Segment Information for the year ended 31st December, 2010 (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.
c) Other related parties in the Clariant group where common control
exists and with whom the company has transactions: Fellow Subsidiary
Companies :
Clariant (Argentina) SA Clariant Masterbatches (Deutschland) GmbH
Clariant (Australia) Pty. Ltd. Clariant Masterbatches (Italia) S.p.A.
Clariant (Canada) Inc. Clariant Masterbatches (Saudi Arabia) Ltd.
Clariant (China) Ltd. Clariant Masterbatches (Shanghai) Ltd.
Clariant (Colombia) SA Clariant Masterbatches (Thailand) Ltd.
Clariant (Egypt) SAE Clariant Masterbatches Benelux SA
Clariant (Guatemala) SA Clariant Masterbatches Huningue
Clariant (Gulf) FZE Clariant Masterbatches Ireland Limited
Clariant (Japan) K.K. Clariant Masterbatches Norden AB
Clariant (Korea) Ltd. Clariant Masterbatches UK Ltd.
Clariant (Malaysia) Sdn Bhd Clariant Oil Services UK Ltd
Clariant (Maroc) S.A. Clariant Pigments (Korea) Ltd.
Clariant (Mexico) S.A. de C.V. Clariant Pigments (Tianjin) Ltd.
Clariant (Pakistan) Ltd. Clariant Prodotti (Italia) S.p.A.
Clariant (Singapore) Pte. Ltd. Clariant Production (France)
Clariant (Thailand) Ltd. Clariant Production UK Ltd.
Clariant (Tianjin) Ltd. Clariant Produkte (Deutschland) GmbH
Clariant (Uruguay) SA Clariant Produkte (Schweiz) AG
Clariant Chemicals (China) Ltd. Clariant S.A.
Clariant Chemicals (Taiwan) Co., Ltd. Clariant Southern Africa (Pty.)
Ltd.
Clariant ColorquÃÂmica (Chile) Ltda. Clariant Specialty Chemicals
(Zhenjiang) Co., Ltd.
Clariant Corporation Clariant Trading (China) Ltd.
Clariant Export AG K.J. Quinn
Clariant Ibérica Producción S.A. PT Clariant Indonesia
Clariant Masterbatch Ibérica S.A. Clariant (Türkiye) Boya ve Kimyevi
Maddeler Sanayi ve Ticaret A.S. d) Key Management Personnel :
P. Palm : Vice-Chairman & Managing Director (From 01.01.2010)
H. Meier : Vice-Chairman & Managing Director (Upto 31.12.2009)
3. Contingent liabilities not provided for :
31-12-2010 31-12-2009
Rs. Lakhs Rs. Lakhs
I (a) in respect of income tax matters
decided against the Company, in respect
of which the Company is in further appeal 1893.82 1458.40
decided in favour of the Company against
which the department is in appeal 14.78 14.78
(b) in respect of sales tax matters 2440.58 578.58
(c) in respect of excise matters 615.26 448.03
(d) in respect of bills of exchange
discounted with banks 1138.96 1119.58
[since realised Rs. 874.44 lakhs
(Rs. 778.63 lakhs)]
(e) Other matters in dispute 2.25 2.25
(f) Disputed labour matters - Amount not ascertained.
In respect of items (a) to ( c), (e) & (f) future cash outflows in
respect of contingent liabilities is determinable only on receipt of
judgements pending at various forums/authorities.
4. Advances and loans to the subsidiary of Rs. 716.42 lakhs (Rs. 688.35
lakhs) is due from Chemtreat Composites India Private Ltd. Maximum
amount due during the year Rs. 782.03 lakhs (Rs. 750.22 lakhs). This amount
is interest free and repayable on demand.
5. Commission and Other discounts on sales included in ÃSchedule 16:
Other Expenditure are net of reversal of excess provision made in
earlier years of Rs. 77.07 lakhs and Rs. 247.66 lakhs respectively.
6. The Company had entered into an agreement with Laxmi Organic
Industries Ltd. on May 15, 2009 for the sale of its business of
Diketene and downstream intermediate products together with removable
plant and equipment and accordingly disclosed the net book value of the
removable plant and machinery in Balance Sheet as at 31st December 2009
as Fixed asset held for disposal. The transaction has been concluded in
January 2010.
During the year the Company has entered into a Memorandum of
Understanding (MOU) dated 25th August 2010 with M/s Ananta Landmarks
Private Limited for sale of Land together with infrastructure thereon
and accordingly the net book value of Land and Building has been
disclosed in the Balance Sheet as at 31st December 2010 as Fixed asset
held for disposal. The transaction has been concluded during February
2011 for a total consideration of Rs. 24000.00 lakhs.
7. Figures for the previous year have been regrouped wherever
necessary to conform to the current years classification.
8. The figures in brackets are those in respect of the previous
accounting year.
Dec 31, 2009
1. Segment Information for the year ended 31st December, 2009 (As
required by Accounting Standard (AS) Ã 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 fbers.
(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 identifed and reported taking into account the
nature of products and services, the differing risk and returns, the
organisation structure, and the internal fnancial 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 fxed 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 ÃRelated Party
Disclosuresà 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. Ã 100%
shareholding.
(c) Other related parties in the Clariant group where common control
exists and with whom the company has transactions : Fellow Subsidiary
Companies :
Clariant (Argentina) SA
Clariant (Australia) Pty. Ltd.
Clariant (Canada) Inc.
Clariant (China) Ltd.
Clariant (Colombia) SA
Clariant (Egypt) SAE
Clariant (Gulf) FZE
Clariant (Japan) K.K.
Clariant (Korea) Ltd.
Clariant (Malaysia) Sdn Bhd
Clariant (Maroc) S.A.
Clariant (Mexico) S.A. de C.V.
Clariant (Pakistan) Ltd.
Clariant (Singapore) Pte. Ltd.
Clariant (Thailand) Ltd.
Clariant (Tianjin) Ltd.
Clariant (Uruguay) SA
Clariant Chemicals (China) Ltd.
Clariant Chemicals (Taiwan) Co., Ltd.
Clariant ColorquÃÂmica (Chile) Ltd.
Clariant Corporation
Clariant Distribution UK Ltd.
Clariant Distribuzione (Italia) S.p.A.
Clariant Export AG
Clariant Ibérica Producción S.A.
Clariant Masterbatch Ibérica S.A.
Clariant Masterbatches (Deutschland) GmbH
Clariant Masterbatches (Italia) S.p.A.
Clariant Masterbatches (Shanghai) Ltd.
Clariant Masterbatches (Thailand) Ltd.
Clariant Masterbatches Benelux SA
Clariant Masterbatches Huningue
Clariant Masterbatches Ireland Limited
Clariant Masterbatches Norden AB
Clariant Masterbatches UK Ltd.
Clariant Oil Services UK Ltd.
Clariant Pigments (Korea) Ltd.
Clariant Pigments (Tianjin) Ltd.
Clariant Prodotti (Italia) S.p.A.
Clariant Production (France)
Clariant Production UK Ltd.
Clariant Produkte (Deutschland) GmbH
Clariant Produkte (Schweiz) AG
Clariant S.A.
Clariant Southern Africa (Pty.) Ltd.
Clariant Specialty Chemicals (Zhenjiang) Co., Ltd.
Clariant Specialty Fine Chemicals (France)
Clariant Trading (China) Ltd.
Clariant Venezuela, S.A.
Dick Peters B.V.
K.J. Quinn
PT Clariant Indonesia
Clariant (Türkiye) Boya ve Kimyevi Maddeler Sanayi ve Ticaret A.S.
(d) Key Management Personnel :
H. Meier : Vice-Chairman & Managing Director (upto 31.12.2009)
3. Contingent liabilities not provided for :
31-12-2009 31-12-2008
Rs. Lakhs Rs. Lakhs
I. (a) in respect of income tax matters
decided against the Company, in
respect of which the Company is in
further appeal 1458.40 856.16
decided in favour of the Company
against which the department
is in appeal 14.78 14.78
(b)in respect of sales
tax matters 578.58 494.22
(c) in respect of excise matters 448.03 455.66
(d) in respect of bills of exchange
discounted with banks 1119.58 29.60
[since realised Rs. 778.63 lakhs
(Rs. 17.73 lakhs)]
(e) Other matters in dispute 2.25 2.25
(f) Disputed Labour matters - Amount
not ascertained
In respect of items (a) to (c), (e) & (f) future cash outfows in
respect of contingent liabilities is determinable only on receipt of
judgements pending at various forums/authorities.
II. On 15th February 2005, the Company had received an order of the
Tahsildar, Thane demanding Rs. 120.70 lakhs for the lease of land to
Thane Municipal Corporation, Fire Brigade and Maharashtra State
Electricity Board without obtaining prior permission in writing against
which the Company had fled a writ petition on 23rd February 2005 before
the Bombay High Court. The HonÃble High Court has granted interim stay
in terms of the petition on 14th July 2005.
4. Advances and loans to the subsidiary of Rs. 688.35 lakhs (Rs.
709.47 lakhs) is due from Chemtreat Composites India Private Ltd.
Maximum amount due during the year Rs. 750.22 lakhs (Rs. 786.22 lakhs).
This amount is interest free and repayable on demand.
5. The Company has entered into an agreement with Laxmi Organic
Industries Ltd. on May 15, 2009 for the sale of its business of
Diketene and downstream intermediate products together with removable
plant and equipment. On receipt of full consideration, the transaction
has been concluded in January 2010.
6. Figures for the previous year have been regrouped wherever
necessary to conform to the current yearÃs classifcation.
7. The fgures in brackets are those in respect of the previous
accounting year.