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Notes to Accounts of Cox & Kings Ltd.

Mar 31, 2015

1. Segment Reporting:

The Company is mainly engaged in Tours and Travel activity. All activity of the company revolve around this main business. As such, there are no seperate reportable segments as per the Accounting Standard 17 (Segment Reporting).

2. As per the Accounting Standard 18, the disclosure of transactions with the related parties as defined in the accounting standards, are given below

(a) List of the related parties where control exists and related parties with whom transactions have taken place and relationship.

Disclosure in respect of significant related party transaction during the year.

1 Purchase/subscription of Investments includes Rs.Nil (Previous Year Rs.2,999 Lacs) in Quoprro Global Services Pvt. Ltd., Rs.117 Lacs (Previous year Rs.174 Lacsl) in Cox and Kings Destination Management Services Pvt. Ltd.

2 Subscription of share warrants includes Rs.5615 lacs ( Previous year Rs.Nil ) from Standford Trading Private Limited.

3 Loan given during the year inlcludes Rs.1,095 Lacs (Previous year Rs.3,345 Lacs) to Cox and Kings Asia Pacific Travel Ltd., Rs.2,403 Lacs (Previous Year Rs.4,990 Lacs) to Cox and Kings Global Service Pvt. Ltd., Rs.4,453 Lacs (Previous Year Rs.1,064 Lacs) to Cox and Kings Global Services (Singapore) Pte. Ltd. and Rs.28,167 Lacs (Previous year Rs.Nil Lacs) to Prometheon Enterprise Ltd.Rs.20,583 Lacs (Previous Year Rs.1,064 Lacs) to Cox and Kings Global Service (Singapore) Pty. Ltd.

Loan returned during the year includes Rs.Nil (Previous year Rs.12,556 Lacs) by Prometheon Enterprise Ltd., Rs.Nil (Previous Year Rs.3,333 Lacs) by Cox and Kings Singapore Pvt. Ltd., Rs.Nil (Previous Year Rs.9,058 Lacs) and by Cox and Kings Australia Pvt. Ltd. Rs.1,399 Lacs (Previous year Rs.Nil ) by Prometheon Holdings (UK) Ltd. and by Ezeego One Travels & Tours Ltd. Rs.2,216 Lacs (Previous year Rs.Nil).

4 Guarantees issued during the year includes those for Cox and Kings PGL Camps Pty. Ltd. Rs.4,364 Lacs (Previous year Rs.Nil), Cox and Kings Singapre Pvt. Ltd. Rs.Nil (Previous Year Rs.61,460 Lacs) and Rs.170,967 (Previous Year Rs.Nil) for Prometheon Enterprise Ltd.

5 Purchases include Cox & Kings Destination Management Services Ltd. Rs.1,193 Lacs (Previous year Rs.1,621 Lacs), Cox & Kings Tours (L.L.C.) Rs.2,443 Lacs (Previous year Rs.2,062 Lacs), Ezeego One Travels and Tours Ltd. Rs.48,628 Lacs (Previous year Rs.37,081 Lacs) and Cox & kings Destination Management Pvt. Ltd. Singapore Rs.1 Lacs (Previous year Rs.408 Lacs)

6 Sales include Ezeego One Travels and Tours Ltd. Rs.51,628 Lacs (Previous year Rs.31,541 Lacs), Cox & Kings Travel Ltd. Rs.2,012 Lacs (Previous year Rs.1,763 Lacs), Cox and Kings LLC Dubai Rs.1,144 Lacs (Previous Year Rs.1,323 Lacs) and Cox and Kings Global Service Pvt. Ltd. Rs.695 Lacs (Previous year Rs.165 Lacs)

7 Other Operating Income includes Rs.358 Lacs (Previous Year Rs.142 Lacs) from Cox & Kings Global Services Pvt. Ltd. Rs.191 Lacs (Previous Year Rs.80 Lacs) from Tempo Hoildays Pty. Ltd., Cox & Kings Tours LLC Rs.105 Lacs (Previous Year Rs.62 Lacs) and East India Travel Inc. Rs.119 Lacs (Previous Year Rs.32 Lacs).

8 Payment to Key Managerial Person includes Rs.162 Lacs (Previous year Rs.160 Lacs) paid to Ms. Urrshila Kerkar.

9 Director Sitting fees paid to Key Managerial Person includes Rs.1 Lacs (Previous year Rs.2 Lacs) paid to Mr. A.B.M.Good and Rs.1 Lacs (Previous year Rs.1 Lacs) to Mr. Peter Kerkar.

10 Interest received includes Rs.225 Lacs (Previous Year Rs.471 Lacs) from Cox and Kings (Singapore) Pte. Ltd., Rs.592 Lacs (Previous Year Rs.455 Lacs) from Prometheon Enterprise Ltd. Rs.391 Lacs (Previous Year Rs.356 Lacs) from Cox and Kings Asia Pacific Travel Ltd. and Rs.544 Lacs (Previous Year Rs.90 Lacs) from Cox and Kings Global Service (Singapore) Pty. Ltd.

11 Guarantee Commission received from Prometheon Holdings (UK) Limited for Rs.256 Lacs (Previous Year Rs.596 Lacs) and Prometheon Enterprise Limited Rs.596 Lacs (Previous Year Rs.599 Lacs).

3. Contingent Liabilities: (Rs. in lakhs)

As at March 31

2015 2014

I. Guarantees:

Corporate Guarantee given on behalf of wholly owned subsidiaries 175,331 357,560

Guarantees given by Bank 6,046 12,313

II. Legal Disputes

Disputed income Tax Demand 762 438

Disputed Service Tax demand 12,908 12,908

Claim against the Company not acknowledged as debts 1,126 1,393

Total 196,173 384,612

4. Balances of Trade Receivables and Trade Payables are as per books of accounts and subject to confirmation & reconciliation, if any.

5. Other Notes

(a) Previous year's figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification/disclosure.

(b) The Royale India Rail Tours Ltd. (RIRTL) is a 50:50 joint venture between Indian Railway Catering and Tourism Corporation (IRCTC) and Cox & Kings Ltd. IRCTC has terminated the joint venture agreement on August 12, 2011. The Supreme Court has dismissed the Special Leave Petition filed by the company and directed both the parties to go for arbitration. It also made it clear that the observations made by the Courts shall not, in any way, influence the outcome of the arbitral proceedings, if resorted to by the parties. The arbitration proceedings were continuing as at the year end. Company has invested Rs.250 lacs in equity capital, Rs.3958.10 lacs as loans and has trade receivable of Rs.519.03 lacs as at March 31, 2015. Based on the legal opinion, the company is confident of favourable outcome of the arbitration proceeding and no provision is considered necessary in the accounts.

(c) In the opinion of the Board of Directors, other current assets have a value on realisation in the ordinary course of the company's business, which is at least equal to the amount at which they are stated in the balance sheet.


Mar 31, 2014

1. Terms/rights attached to equity shares:

The company has only one class of equity shares having a par value of '' 5/- per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

2. Long Term Borrowings:

(a) Secured Non Convertible debentures to the extent Rs. 17,000 Lacs (Previous Year Rs. 17,000 Lacs) are secured by First Pari Passu charge on all Fixed and Current Assets of the Company.

(b) Secured Non Convertible debentures to the extent Rs. 10,000 Lacs (Previous Year Rs. 10,000 Lacs) are secured by First Pari Passu charge on all Current Assets of the Company.

(c) Secured Non Convertible debentures to the extent Rs. 7,500 Lacs (Previous Year Rs. Nil) are secured by Pari Passu charge on receivables of the Company.

(d) Secured Non Convertible debentures to the extent Rs. 7,500 Lacs (Previous Year Rs. Nil) are secured by Subservient charge on Current Assets of the Company.

(e) Secured Term Loan from Financial Institution to the extent of Rs. 5,136 Lacs (Previous Year Rs. Nil) is secured by subservient charge on the fixed assets, second charge on current assets & pledge of 14,02,500 equity shares of Tulip star Hotel Ltd. held by the company.

(f) Vehicle Loans are secured by hypothecation of respective vehicles purchased.

(g) Two of the Promoter Directors has given Personal Guarantee for Unsecured Loan from Bank.

3. Segment Reporting:

The Company is mainly engaged in Tours and Travels activity. All activity of the company revolve around this main business. As such, there are no seperate reportable segments as per the Accounting Standard 17 (Segment Reporting) notified by Companies (Accounting Standard) Rules, 2006.

Note : The Figures in Italics are in respect of previous year

Disclosure in respect of significant related party transaction during the year.

1 Purchase/subscription of Investments includes Rs. 2,999 Lacs (Previous Year Rs. Nil) in Quoprro Global Services Pvt. Ltd., Rs. 174 Lacs (Previous year Rs. Nil) in Cox and Kings Destination Management Services Pvt. Ltd., Rs. Nil (Previous year Rs. 1,799 Lacs) in Prometheon Holdings (UK) Limited, Rs. Nil (Previous year Rs. 9 Lacs) in Prometheon Enterprises Ltd. UK.

2 Loan given during the year includes Rs. 3,345 Lacs (Previous year Rs. 3,377 Lacs) to Cox and Kings Asia Pacific Travel Ltd., Rs. 4,990 Lacs (Previous Year Rs. 472 Lacs) to Cox and Kings Global Service Pvt. Ltd., Rs. 1,064 Lacs (Previous Year Rs. 997 Lacs) to Cox and Kings Global Services (Singapore) Pte. Ltd. and Rs. Nil (Previous year Rs. 19,450 Lacs) to Prometheon Enterprise Ltd.

Loan returned during the year includes Rs. 12,556 Lacs (Previous year Rs. Nil) by Prometheon Enterprise Ltd., Rs. 3,333 Lacs (Previous Year Rs. Nil) by Cox and Kings Singapore Pvt. Ltd., Rs. 9,058 Lacs (Previous Year Nil) Cox and Kings Australia Pvt. Ltd. and Rs. Nil (Previous year Rs. 98,851 Lacs) by Prometheon Holdings (UK) Ltd.

3 Guarantees issued during the year includes those for Cox and Kings Singapore Pvt. Ltd. Rs. 61,460 Lacs (Previous Year Rs. 4,032 Lacs) and Rs. Nil (Previous Year Rs. 130,284 Lacs) for Prometheon Enterprise Ltd.

4 Purchases include Cox & Kings Destination Management Services Ltd. Rs. 1,621 Lacs (Previous year Rs. 3,058 Lacs), Cox & Kings Tours L.L.C. Rs. 2,062 Lacs (Previous year Rs. 1,432 Lacs), Ezeego One Travels and Tours Ltd. Rs. 37,081 Lacs (Previous year Rs. 1,988 Lacs) and Cox & kings Destination Management Pvt. Ltd. Singapore Rs. 408 Lacs (Previous year Rs. 827 Lacs)

5 Sales include Ezeego One Travels and Tours Ltd. Rs. 31,612 Lacs (Previous year Rs. 32,367 Lacs), Cox & Kings Travel Ltd. Rs. 1,763 Lacs (Previous year Rs. 1,547 Lacs) and Cox and Kings LLC Dubai Rs. 1,385 Lacs (Previous Year Rs. 1,181 Lacs).

6 Payment to Key Managerial Person includes Rs. 160 Lacs (Previous year Rs. 161 Lacs) paid to Ms. Urrshila Kerkar.

7 Director Sitting fees paid to Key Managerial Person includes Rs. 2 Lacs (Previous year Rs. 1 Lacs) paid to Mr. A.B.M. Good and Rs. 1 Lacs (Previous year Rs. 2 Lacs) to Mr. Peter Kerkar.

8 Interest received includes Rs. 471 Lacs (Previous Year Rs. Nil) from Cox and Kings (Singapore) Pte. Ltd., Rs. 455 Lacs (Previous Year Rs. Nil) from Prometheon Enterprise Ltd. and Rs. 356 Lacs (Previous Year Rs. Nil) from Cox and Kings Asia Pacific Travel Ltd.

9 Guarantee Commission received from Prometheon Holdings (UK) Limited for Rs. 596 Lacs (Previous Year Rs. 797 Lacs) and Prometheon Enterprise Limited Rs. 599 Lacs (Previous Year Rs. 140 Lacs).

4. Contingent Liabilities:

(Rs. in Lacs)

Particulars As at As at 31st March, 31st March, 2014 2013

Guarantees:

Corporate Guarantee given on behalf of wholly owned subsidiaries 3,57,560 2,84,685

Guarantees given by Bank 12,313 20,751

Tax demands:

Disputed Income Tax Demand 438 954

Disputed Service Tax Demand 12,908 12,908

Legal Claims:

Claim against the Company not acknowledged as debts 1,393 1,071

Total 3,84,612 3,20,369

5. Balances of Trade Receivables and Trade Payables are as per books of accounts and subject to confirmation & reconciliation, if any.

6. Other Notes

(a) Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.

(b) The Royale India Rail Tours Ltd. (RRITL) is a 50:50 joint venture between Indian Railway Catering and Tourism Corporation (IRCTC) and Cox & Kings Ltd. The Supreme Court has dismissed the Special Leave Petition filed by the company and directed both the parties to go for arbitration. It also made it clear that the observations made by the Courts shall not, in any way, influence the outcome of the arbitral proceedings, if resorted to by the parties. The arbitration proceedings were continuing as at the year end.

(c) In the opinion of the Board of Directors, other current assets have a value on realisation in the ordinary course of the company''s business, which is at least equal to the amount at which they are stated in the balance sheet.

(d) The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with section 212 of the companies Act 1956, subject to fulfilment of conditions stipulated in the circular. The company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2013

1. Segment Reporting:

The Company is mainly engaged in Tours and Travel activity. All activity of the company revolve around this main business. As such, there are no seperate reportable segments as per the Accounting Standard 17 (Segment Reporting) notified by Companies (Accounting Standard) Rules, 2006.

2. Leases

The company has operating lease in respect of office premises. Future lease rentals payable in respect of the above which are non cancellable is as follows :

3. Remittances In Foreign Currency on Account of Dividend

The company has paid dividend in respect of shares held by Non-Residents on repatriation basis. This inter-alia includes portfolio investment and direct investment, where the amount is also credited to Non-Resident External Account (NRE A/c). The exact amount of dividend remitted in foreign currency cannot be ascertained. The total amount remit table in this respect is given herein below:

4. Commitments

A. Estimated amount of contracts remaining to be executed on capital account and not provided for Rs.271 Lacs (Previous year Rs.189 Lacs).

5. Financial Derivative Instruments:

A. Derivative contract entered into by the company for hedging currency risk and outstanding as on 31st March, 2013. Nominal amount of forward contract entered into by the company and outstanding as on 31st March, 2013 amounting to Rs. 274 Lacs (Previous year Rs. 205 Lacs)

B. Foreign Currency Exposure that are not hedged by derivative instruments as on 31st March, 2013 amounting to Rs. 16,169 Lacs (Previous year Rs. 6,743 Lacs)

6. Other Notes

A. Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.

B. The Royale India Rail Tours Ltd.(RRITL) is a 50:50 joint venture between Indian Railway Catering and Tourism Corporation (IRCTC) and Cox and Kings Ltd. The Supreme Court has dismissed the Special Leave Petition filed by the company and directed both the parties to go for arbitration which is on going process. It also made it clear that the observations made by the Courts shall not, in any way, influence the outcome of the arbitral proceedings, if resorted to by the parties. The arbitration proceedings were continuing as at the year end.

C. In the opinion of the Board of Directors, other current assets have a value on realisation in the ordinary course of the company''s business, which is at least to the amount at which they are stated in the balance sheet.

D. The Ministry of Corporate Affairs, Government of India, Vide General Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with section 212 of the companies Act 1956, subject to fulfilment of conditions stipulated in the circular. The company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2012

1.1 38,887,890 equity shares of face value Rs.5/- each (Previous Year 19,443,945 equity shares of face value Rs. 10/- each) out of issued, subscribed & paid up share capital were alloted as bonus shares in the past five years by capitalisation of reserves.

1.2 2,399,630 equity shares of face value Rs.5/- each (Previous Year 1,199,815 equity shares of face value Rs. 10/- each) out of issued, subscribed & paid up share capital were alloted as bonus shares in the past five years pursuant to the contract without payment being received in cash.

1.3 The equity shares of the Company of Face value of Rs. 10/- each were sub-divided into equity shares of Rs.5/- with effect from June 22, 2011

1.4 Terms/rights attached to equity shares:

The Company has only one class of equity shares having a par value of Rs. 5/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

2.1 Long Term Borrowings:

(a) Secured Non Convertible debentures to the extent Rs.50,000 Lacs (Previous Year Nil) are secured by First Pari Passu charge on Fixed and Current Assets of the Company.

(b) Secured Non Convertible debentures to the extent Rs. 10,000 Lacs (Previous Year Nil ) are secured by First Pari Passu charge on Current Assets of the Company.

(c) Secured Term Loan from Bank to the extent Rs.4,735 Lacs (Previous Year Rs.6,662 Lacs) is secured against Credit Card Receivables, second charge on the current assets of the Company, present and future, and Personal Guarantee of two Directors.

(d) Secured Term Loan from Bank to the extent Rs.950 Lacs (Previous Year Rs.1,250 Lacs) is secured by pledge of shares held by Company in JV Company and Personal Guarantee of two directors.

(e) Secured Term Loan from Bank to the extent Rs.5,000 Lacs (Previous Year Nil) is secured by Subservient charge on Present and Future Fixed assets and Second pari passu charge on Current Assets of the Company.

(f) Secured Term Loan from Bank to the extent Rs.3,331 Lacs (Previous Year Rs. 4,004 Lacs) is secured by first ranking charge on all Current Assets, both present and future, excluding credit card receivables.

3.1 Micro and Small Entities

The particulars required to be disclosed under the Micro, Small and Medium Enterprises Act, 2006 (MSMED Act) in respect of principal amount remaining unpaid to any supplier as at the end of the year, amount due to the suppliers beyond the appointed day during the year, amount of interest if any, accrued and remaining unpaid as at the end of the year etc. could not be disclosed for want of information whether sundry creditors include dues payable to any such undertakings. The Company has initiated the exercise of identifying the status of the suppliers as required under MSMED Act where supplier confirmations are awaited.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The expected rate of return on plan assets is determined considering several applicable factors, mainly the composition of plan assets held, assessed risks, historical results of return on plan assets and the Company's policy for plan assets management.

4 - Segment Reporting:

The Company is mainly engaged in Tours and Travel activity. All activities of the Company revolve around this main business. As such, there are no separate reportable segments as per the Accounting Standard 17 (Segment Reporting) notified by Companies (Accounting Standard) Rules, 2006.

5 - As per the Accounting Standard 18, the disclosure of transactions with the related parties as defined in the accounting standards, are given below (Contd.)

Sr. Name of the Related Party No.

B Associate / Group Company:

1 12 Tulip Star Hotels Ltd.

1 13 Radius Global Travel Ltd.

C Key Managerial Personnel:

1 14 Mr. A.B.M Good - Chairman 115 Mr. Peter Kerkar - Director 1 16 Ms. Urrshila Kerkar - Director D Others:

(i) Joint Venture:

1 17 Royale Indian Rail Tours Limited

(ii) Enterprises over which Key Management Personnel and their relatives exercise significant influence:

1 18 Far Pavilions Tours and Travels Pvt. Ltd.

1 19 Ezeego One Travel and Tours Limited

(iii) Relatives of Key Managerial Personnel:

120 Mrs Elizabeth Kerkar

Disclosure in respect of significant related party transaction during the year.

1 Purchase/subscription of Investments includes Rs. 944 Lacs made in Cox & Kings Japan Ltd. (Previous year Rs. NIL), Rs.NIL made in Quoprro Global Service Private Limited (Previous year Rs. 520 Lacs).

2 Loan given during the year includes Rs. 99,648 Lacs (Previous year Rs. NIL) to Prometheon Holding Ltd. UK, Rs. 84 Lacs (Previous year Rs. 929 Lacs) to Royale Indian Rail Tours Ltd. and Rs.Nil (Previous year Rs.14,030 Lacs) to Cox and Kings Asia Pacific Travel Ltd.

Loan returned during the year includes Rs. 10,350 Lacs (Previous year Rs.Nil) by Cox and Kings Asia Pacific Travel Ltd. and Rs.Nil (Previous year Rs. 9,050 Lacs) by Ezeego One Tours & Travels Ltd.

3 Purchases include Cox & Kings Destination Management Services Ltd. Rs. 2,927 Lacs (Previous year Rs. 1,273 Lacs), Royal Indian Rail Tours Ltd, for Rs.1,772 Lacs (Previous year Rs.1,205 Lacs), Cox & Kings Tours (L.L.C.) Rs. 1,422 Lacs (Previous year Rs. 1,333 Lacs) and Ezeego One Travels and Tours Ltd. Rs.3,184 Lacs (Previous year Rs. 1,606 Lacs).

4 Sales include Ezeego One Travels and Tours Ltd. Rs. 38,577 Lacs (Previous year Rs. 21,873 Lacs) and Cox & Kings Travel Ltd. Rs. 2,200 Lacs (Previous year Rs.2,017 Lacs)

5 Payment to Key Management Person paid includes Rs.181 Lacs paid to Ms. Urrshila Kerkar (Previous year Rs. 96 Lacs).

6 Interest received includes Quoprro Global Service Private Limited for Rs.382 Lacs (Previous year Rs. 211 Lacs), Tulip Star Hotels Ltd. Rs. 245 Lacs (Previous year Rs. 305 Lacs), Royale Indian Rail Tours Ltd. Rs. 241 Lacs (Previous year Rs.81 Lacs), Far Pavilion Tours & Travels Ltd. Rs. 98 Lacs (Previous year Rs. 66 Lacs) and Ezeego One Tours & Travels Ltd. Rs.586 Lacs (Previous year Rs.481 Lacs)

7 Bank Guarantees includes Prometheon Holdings Ltd. UK Rs. 201,445 Lacs (Previous year NIL), Cox and Kings (Australia) Pty Ltd. Rs. 16,278 Lacs (Previous year Rs. 14,527 Lacs) and Cox and Kings Travel Ltd. Rs. 12,718 Lacs (Previous year Rs. 11,349 Lacs.)

6 - Remittances In Foreign Currency on Account of Dividend

The Company has paid dividend in respect of shares held by Non-Residents on repatriation basis. This inter-alia includes portfolio investment and direct investment, where the amount is also credited to Non-Resident External Account (NRE A/c). The exact amount of dividend remitted in foreign currency cannot be ascertained. The total amount remit table in this respect is given herein below:

7 - Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 189 Lacs (Previous year Rs Nil).

8. Financial Derivative Instruments:

A. Derivative contracts entered into by the Company for hedgeing currency risk and outstanding as on 31st March, 2012.

Nominal amount of forward contracts entered into by the Company and outstanding as on 31st March 2012 amounting to Rs.205 Lacs (Previous year Rs. 121 Lacs)

9 - Contingent Liabilities: (Rupees in Lacs)

As at As at Particulars 31st March, 2012 31st March, 201

Guarantees:

Corporate Guarantee given on behalf of following wholly owned subsidiaries: 230,441 25,877

Guarantees given by Bank 27,625 31,589 Tax demands

Disputed income Tax Demand 754 770

Advance income Tax paid against demand 269 121

Disputed Service Tax demand 12,907 - Legal Claims

Claim against the Company not acknowledged as debts 1,053 853

Total 273,049 59,210

10 - Other Notes

(a) The Revised Schedule VI has become effective from 1 April, 201 1 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

(b) The Royale India Rail Tours Ltd.(RIRTL) is a 50:50 joint venture between Indian Railway Catering and Tourism Corporation (IRCTC) and Cox and Kings Ltd. The Supreme Court has dismissed the Special Leave Petition filed by the Company and directed both the parties to go for arbitration which commenced on 6th July 2012. It also made it clear that the observations made by the Courts shall not, in any way, influence the outcome of the arbitral proceedings, if resorted to by the parties.

(c) In the opinion of the Board of Directors, other current assets have a value on realisation in the ordinary course of the Company's business, which is at least to the amount at which they are stated in the balance sheet.

(d) The Ministry of Corporate Affairs, Government of India, Vide General Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act 1956, subject to fulfilment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2010

1. CONTINGENT LIABILITIES

a) Guarantees given by banks Rs.12,924.02 Lacs (Previous Year Rs.106.72 Lacs)

b) Claims against the Company not acknowledged as debts estimated at Rs.1,279.37 Lacs (Previous Year Rs.1,406.34 Lacs)

c) Disputed income tax demand Rs.295.67 Lacs (Previous Year Rs.1,276.76 Lacs). The Company has made advance payment of Rs.50.91 Lacs (Previous Year Rs.618.95 Lacs) against the same.

d) Guarantees given to bank for loan taken by wholly owned subsidiaries company Rs.25,667.16 Lacs equivalent to USD 57 Million (Previous Year Rs.13,607.64 lacs equivalent to USD 32 Million)

2. Unsecured loan to the extent of Rs.9,000.00 Lacs (Previous Year Rs.10,000.00 Lacs) is secured by personal guarantee of a director.

Notes:

(a) Loans and Advances shown above, to Subsidiaries fall under the category of Loans & Advances in nature of Loans where there is no repayment schedule and are re-payable on demand.

(b) Some of the above loans and advances are interest bearing.

(c) Loans to employees as per Companys policy are not considered.

B) Investment by the loanee in the shares of the Company

(i) None of the loanees and / or subsidiary companies of loanees have, per se, made investments in shares of the Company. Investment by Cox & Kings Limited UK in equity shares of subsidiaries:

3. Related party disclosures with respect of transactions during the period: I. List of related parties:

Subsidiaries/Fellow Subsidiary

Clearmine Limited

ETN Services Limited

Cox & Kings Singapore Pvt. Ltd. (Earlier known as "CNK Internet Pte. Ltd")

Cox & Kings Tours (L.L.C)

Cox & Kings Ltd.

Cox & Kings Travel Ltd.

Cox & Kings Japan Ltd.

Cox & Kings (Shipping) Ltd.

Cox & Kings Special Interest Holidays Ltd.

Cox & Kings Tours Ltd.

Cox & Kings Enterprises Ltd.

Cox & Kings Holdings Ltd.

Cox & Kings Investments Ltd.

Cox & Kings Finance Ltd.

Cox & Kings (Mauritius) Ltd.

Cox & Kings (Agents) Limited

C&K Investments Limited

Grand Tours Ltd.

East India Travel Company Inc, (with effect from 08th April, 2009)

Cox & Kings (Australia) PTY Ltd.

Tempo Holidays Pty Ltd.

Tempo Holidays NZ Ltd.

Quoprro Global Services Pte ltd.

Quoprro Global Services Pvt. Ltd.

Quoprro Global Limited, UK (with effect from 28th August 2009)

Quoprro Global Services Pvt. Ltd, Hongkong (with effect from 28th August 2009)

Quoprro Global Hellas, Greece (with effect from 23rd July 2009)

Cox and Kings Gmbh, (with effect from 22nd October 2009)

MyPlanet Australia Pty Ltd, Australia (with effect from 29th December 2009)

Bentours International Pty Ltd, Australia (with effect from 29th December 2009)

Associates:

Tulip Star Hotels Ltd.

Joint Venture:

Royale Indian Rail Tours Limited

Key management Personnel

Mr. A.B.M Good - Chairman

Mr. Peter Kerkar - Director

Ms. Urrshila Kerkar - Director

relatives of Key management Personnel

Ms. Elizabeth Kerkar

Enterprises over which Key management Personnel and their relatives exercise significant influence

Far Pavilions Tours and Travels Pvt. Ltd. Ezeego One Travel and Tours Limited

Disclosures in respect of material related party transactions during the year:

1. Purchases include ETN Services Ltd Rs.734.75 Lacs (Previous year Rs.3,139.74 Lacs), Cox & Kings Tours (L.L.C.) Rs.1721.16 Lacs (Previous year Rs.678.49 Lacs) and Ezeego One Travels and Tours Ltd. Rs.1154.50 Lacs (Previous year Rs. 946.38 Lacs).

2. Remuneration paid includes Rs.95.43 Lacs paid to Ms. Urrshila Kerkar. (Previous year Rs.55.83 Lacs )

3. Sales include sales to Cox & Kings Travel Ltd. Rs.1,671.66 Lacs (Previous year Rs. 2,198.54 Lacs), Cox & Kings Japan Ltd. Rs.480.16 Lacs (Previous year Rs.575.62 Lacs) and Ezeego One Travels and Tours Ltd. Rs.12,181.84 Lacs (Previous year Rs.8,935.51 Lacs).

4. Interest received includes Cox & Kings Tours (L.L.C.) Rs.173.87 Lacs (Previous year Rs.26.75 Lacs), Cox & Kings (Australia) PTY Ltd. Rs.200.44 Lacs (Previous year Rs.45.93 Lacs), Tulip Star Hotels Ltd. Rs.263.01 Lacs (Previous year Rs.214.53 Lacs), Far Pavilions Tours & Travels Limited Rs.137.98 Lacs (Previous year Rs.117.70 Lacs) and Ezeego One Tours & Travels Ltd. Rs.848.93 Lacs (Previous year Rs.239.66 Lacs).

5. Investments during the year are Rs.22.22 Lacs made in Quoprro Global Services Pvt. Ltd. UK (Previous year Rs.1.00 Lacs in Quoprro Global Services Pvt. Ltd. India).

6. Movement in Loans/ advances include: -

a) Advance to Royale Indian Rail Tours Ltd. for Rs.2,481.13 Lacs (Previous year Rs.456.53 Lacs), Cox and Kings (Australia) Pty. Ltd. Rs.1,912.49 Lacs (Previous year Rs.884.12 Lacs) Quoprro Global Services Pvt. Ltd. Rs.646.41 Lacs (Previous year Rs.543.49 Lacs), and Cox and Kings Travel Ltd. Rs.738.53 Lacs (Previous year NIL)

b) Repayment from Cox and Kings Tours LLC Dubai for Rs.986.40 Lacs (Previous Year Rs.899.45 Lacs), repayment from Ezeego One Travel and Tours Ltd. Rs.676.68 Lacs (Previous year repayment of Rs. 2,439.70 Lacs), repayment from Far Pavilion Tours & Travels Pvt. Ltd. For Rs.346.67 Lacs (Pre- vious year Rs.147.77 Lacs) and repayment from Liz Investment Pvt. Ltd. Rs.324.63 Lacs (Previous year Rs.63.41 Lacs)

7. Bank Guarantees includes Cox and Kings (Australia) Pty Ltd. Rs.14,409.63 Lacs (Previous year Rs.13,607.64 Lacs and Cox and Kings Travel Ltd. Rs.11,257.53 Lacs (Previous year Nil.)

The total remuneration as stated in (a) above is within the maximum permissible limit under the Act

8. The Company operates in only one business segment, namely Tours and Travel as defined in Accounting Standard 17 (Segment Reporting) notified by Companies (Accounting Standard) Rules, 2006.

9. Disclosure as per Accounting Standard 15 (Revised) "Employee Benefts" notified by company (Accounting Standard) Rules, 2006 are as under:

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The expected rate of return on plan assets is determined considering several applicable factors mainly the composition of plan assets held, assessed risks historical results of return on plan assets and the Companys policy for plan asset management.

10. Financial and Derivatives Instruments:

Derivative contracts entered into by the company and outstanding as on 31st March, 2010

(1) For hedging currency related risk:

Nominal amount of Forward contracts entered into by the company and outstanding as on 31st March, 2010 amounted to Rs. 306.63 lacs (Previous year Rs. NIL)

(2) Foreign Currency exposure that are not hedged by derivative instrument as on 31st March, 2010 amount to Rs.2,158.59 Lacs only (Previous year Rs. 1,852.79 Lacs only) in terms of Debtors and Rs.182.41 Lacs only (Previous year Rs.781.13 Lacs only) in terms of Creditors.

11. Proceeds from IPO

Pursuant to the approval of the shareholders of the Company in an AGM held on 10th August, 2009 the Company has issued and allotted through Initial Public Offering (IPO) 18,496,640 equity shares of Rs.10 each at a premium of Rs.320 per share to all categories of investors. The issue has been made in accordance with the terms of the Companys prospectus dated 27th November 2009.

12. The Ministry corporate affairs, Government of India vide its order no. 47/328/2010-CL-III dated 5th May, 2010 has granted approval that the requirement to attach various documents in respect of subsidiary companies, as set out in subsection (1) of section 212 of the Companies Act, 1956, shall not apply to the company. As per the order, financial information of each subsidiary is attached.

13. In the opinion of the Board of Directors, the current assets and loans & advances have a value on realisation in ordinary course of business at least equal to the amount at which they are stated.

14. Information as required under Part II of Schedule VI of the Companies Act, 1956 is given to the extent applicable.

15. Particulars required to be furnished in terms of Part IV of Schedule VI to the Companies Act, 1956 is enclosed in the Annexure.

16. Debtors include Rs.5,944.50 lacs (Previous year Rs.5,908.78 lacs) receivable from following company under same management:

i. Ezeego One Travel and Tours Limited

ii. Royale Indian Rail Tours Limited

17. Previous years figures have been regrouped / rearranged where necessary to conform to current reporting period classification.

 
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