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Notes to Accounts of Dhampur Sugar Mills Ltd.

Mar 31, 2015

1 Corporate Information

Dhampur Sugar Mills Limited is a public company domiciled in India and incorporated under the provisions of the Companies Act,1913.

Its shares are listed on two stock exchanges in India namely, National Stock Exchange of India and Bombay Stock Exchange of India. The company is engaged in the manufacturing and selling of sugar, chemicals and co-generation of power.

2. A. Terms/right attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share.

The company declares and pays dividend in Indian rupees. The dividend if proposed by the Board of Directors, is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the shareholders of equity shares are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.

2. B. 33,08,960 Equity shares of Rs. 10 each and 18,01,817 8% Cumulative Redeemable Preference shares of Rs. 100 each were allotted during the year 2013-14 to the shareholders of J K Sugar Ltd pursuant to the scheme of amalgamation without payment being received in cash.

2. C. Right attached to Preference shares

(i) The Preference shares will constitute direct, unconditional, un-subordinated and unsecured obligations of the company and will at all times rank pari passu and without any preference among them.

(ii) No premature redemption option to the company, nor to the shareholders of Cumulative Redeemable Preference shares and no option to the shareholders to seek redemption in case of non-payment of dividend.

2. D . Terms of redemption of Preference shares

(i) 4,13,940 - 6% Cumulative Redeemable Preference Shares of Rs. 100 each are redeemable in 3 equal yearly installments commencing from December, 2013.

(ii) 4,69,013 - 1% Cumulative Redeemable Preference Shares of Rs. 100 each are redeemable in 12 equal quarterly installments commencing from December, 2012.

(iii) 18,01,817 - 8% Cumulative Redeemable Preference Shares of Rs. 100 each are redeemable in 3 equal yearly installments commencing from April 01, 2014.

2.E. a. Terms of share warrants issue:

1. The holder(s) of each warrant shall have an option to apply for and be allotted One equity share of Rs. 10 each at premium of Rs. 23 per share i.e. Rs. 33 per share at any time within 18 months from the date of allotment of warrant. i.e. 26th March 2014.

2. Application money of Rs. 8.25 per warrant shall be adjusted against the price payable subsequently for acquiring by exercising the option. Application money of Rs. 8.25 per warrant shall be forfeited if the option to acquire shares is not exercised.

3. The Equity shares issued and allotted upon exercise of option will be fully paid and will rank pari-passu with the existing equity shares.

4. During the current financial year option has been excercised for 15,00,000 equity share warrants.

5.a. Nature of security

Rupee term loan from bank under the Government sponsored subvention Scheme for Extending Financial Assistance to Sugar Undertakings (SEFASU), 2014 of Rs. 109.53 crores are secured by third parri passu charge on block/fixed assets of the company and personal guarantee of promoters directors.

Rupee term loans from Sugar Development Fund are secured by exclusive second charge on all movable and immovable assets excluding current assets of the company.

All other term loans from financial institutions and banks are secured by first parri passu charge on all movable and immovable assets except book debts, stock-in-trade, raw materials, spare parts and other current assets.

All the term loans are guaranted by promoter directors.

During the year Rupee Term Loan of Rs. 64.30 Crores from bank has been converted into Foreign Currency Term Loan (FCTL) of USD 11 Million for a period of 12 months. FCTL carry interest rate @ 6.547% p.a. After 12 months FCTL equivalent to Rs. 64.30 Crores will be reconverted into Rupee Term Loan and will be repaid according to original term of sanction of Rupee Term Loan. Accordingly Current Maturity of FCTL has been worked out on the basis of original term and condition of Rupee Term Loan and shown as current liability and in the details of "Maturity Profile" ofTerm Loans.

3. a. Nature of security

All Cash credit limits from banks other than District Co-operative Banks, Rs. 643.08 Crores are secured by pledge of stocks of sugar and hypothecation of consumable stores and spare parts, chemicals, molasses etc. and by parri passu third charge over the fixed assets of the company and personal guarantee of promoter directors.

Cash Credit accounts from District Co-operative Banks, Rs. 215.50 Crores are secured by pledge of stocks of sugar and by parri passu third charge over the fixed assets of the company and personal guarantee of promoter directors.

Rupee loans from banks of Rs. 30 Crores by subservient charge on Fixed assets & Current Assets of the company

4. a. In accordance with the Companies Act, 2013, the company has revised the useful life of its fixed assets to comply useful life as mentioned under Schedule II of the Companies Act, 2013. Based on the transitional provision given in Schedule II to the Companies Act, 2013, the carrying amount of assets (net of residual value) whose useful life has already exhausted as per revised useful life amounting to Rs. 5.08 Crores (net of deferred tax of Rs. 2.17 Crores) has been adjusted with the opening balance of Retained Earnings. Had there been no change in the useful life of the fixed assets, the charge to the Statement of Profit and Loss would have been higher by Rs. 27.80 Crores. The method of providing depreciation on fixed assets, other than plant and building, acquired after 31st March 2014 has also been changed during the year from written down method to straight line method over the useful life prescribed under Schedule II to the Companies Act, 2013. Had there been no change in the method of depreciation, the charge to the Statement of Profit and Loss would have been higher by Rs. 0.01 Crores."

5. a. The Central Government has initiated various steps to support the sugar industry like mandatory mixing of ethanol, increase in the price of ethanol, increase in import duty on sugar, cash subsidy for export of raw sugar. The State Government have also announced grants during the year linked with the price of sugar and by-products. The company has also initiated various steps including on cane development, enhancing plan efficiencies, cost reduction, increase in power and ethanol capacity etc. The company is confident that the financials of sugar segment will improve significantly in the coming years and the profitability of power and chemical segment will further improve due to increase in capacity utilisation and on account of increase in the power tariff and ethanol price. The company is certain that there would be sufficient taxable income in future and hence it has recognised net deferred tax assets of Rs. 45.10 Crores ( including the amount of net deferred tax assets for the year of Rs. 27.94 Crores) during the year.

6 a) During the year the Government of Uttar Pradesh has disbursed cash subsidy of Rs. 6.00 per quintal of cane for Sugar Season 2013-14 aggregating to Rs. 24.57 Crores.The same has been reduced from the cost of raw material consumed during the year.

b) The Government of Uttar Pradesh has also announced Subsidy of Rs. 40.00 per quintal of cane for the Sugar Industry for the Sugar Season 2014-15 linked to the average selling price of sugar and its by products during the period 1st Oct. 2014 to 31st May 2015 as per press release dtd.12 Nov. 2014. Under the scheme, the Government has notified subsidy of Rs. 20.00 per quintal of sugar cane by way of cash subsidy of Rs. 8.60 per quintal of sugar cane and balance Rs. 11.40 per quintal of sugar cane by way of remission of purchase tax and entry tax and reimbursement of sugar cane society commission. The remaining subsidy of Rs. 20.00 will be notified based on the recommendation of selected committee. The average selling price of Sugar and the by-products have been significantly lower than the thresholds specified in the scheme considering the actual and future realisation. In view of the above, the company has estimated and recognised entire subsidy (including additional subsidy of Rs. 20.00 per quintal, which is yet to be notified by the State Government) amounting to Rs. 122.61 Crores during the year. The company is confident of realizing the subsidy in view of the past and current price of sugar and the by-products.

c) The accounts have been prepared without accounting for any incentive entitlements under U.P. Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently withdrawn by the State Government. The Company has filed writ petition before Hon''ble Allahabad High Court (Lucknow Bench) for enforcement of the scheme and settlement of incentive claims. As per the erstwhile incentive policy, the company is eligible for capital subsidy of Rs. 89.89 crores i.e. @10% of the investments made (already vetted Rs. 50.80 crores) and revenue subsidy for reimbursement of taxes and other charges aggregating to Rs. 57.80 crores upto 31st March, 2015 (including Rs. 1.73 crores for the current year).

7 In the opinion of the Board, current assets and loans and advances have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

8 EMPLOYEES BENEFITS :

The required disclosures of employees benefits as per Accounting Standard -15 are given hereunder :-

(i) In respect of Short Term Employee Benefits :

The Company has at present only the scheme of cumulative benefit of leave encashment payable at the end of each calender year and the same have been provided for on accrual basis.

(ii) In respect of Defined Benefit Scheme (Based on Actuarial Valuation) of Gratuity :

9 RELATED PARTY DISCLOSURES:

A. List of Related Parties with whom transactions have taken place and relationships:

i) Enterprises where control exists:

Subsidiary -

1 Dhampur International Pte Limited

2 Dhampur Global Pte Limited (a subsidiary of Dhampur International Pte Limited)

ii) Enterprises which have significant influence and also owned or significantly influenced by Key Management Personnel

1 Goel investments Limited

2 Ujjwal Rural Services Limited

3 Saraswati Properties Limited

4 Ujjwal Infracon Limited

iii) Enterprises owned or significantly influenced by Key Management Personnel or their relatives

1 Sonitron Limited

2 Shudh Edible Products Limited

3 India Green Fuel Private Limited

iv) Key Management Personnel and their relatives

1 Mr.Vijay Kumar Goel, Executive Director Mrs Deepa Goel (Wife)

2 Mr. Ashok Kumar Goel,Vice Chairman Mrs Vinita Goel (Wife)

3 Mr. Gaurav Goel, Managing Director Mrs Priyanjali Goel (Wife)

4 Mr. Gautam Goel, Managing Director Mrs Bindu Vashist Goel (Wife)

5 Mr. Arhant Jain, Executive President (Finance) & Company secretary

Mrs. Brij Bala Jain (Mother), Mr. Arvind Jain (Brother), Mrs. Anita Jain (Wife), Mr. Anubhav Jain (Son), Mr. Ashish Jain (Son),

Mrs. Ankita Jain (Daughter in law), Mrs. Shruti Jain (Daughter in law),

Arhant Jain (HUF), Anubhav Jain (HUF), Ashish Jain (HUF), Arvind Jain (HUF).

6 Mr. Sandeep Sharma, Executive President

Mrs. Poonam Sharma (Wife), Mr. Rahul Sharma (Son), Ms. Sona Sharma (Daughter)

Sandeep Sharma (HUF)

7 Mr. Priya Brat, Director

Mrs. Shakuntala Brat (Wife), Ms. Anu Mahendru (Daughter)

8 V. K. Goel, H.U.F

9 A.K. Goel, H.U.F.

10 Gaurav Goel, H.U.F

11 Gautam Goel, H.U.F

10 Following are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act,2006:

(a) Sundry creditors include a sum aggregating Rs. 2.83 crores (Rs. 3.83 crores) due to micro and small enterprises is on account of principal only.

(b) The amount of interest paid by the company in terms of Section 16, along with the amount of payments made to the micro and small enterprise beyond the appointed date during the period - Rs. Nil.

(c) The amount of interest due and payable for the period of delay in making payment which have been paid but beyond the appointed day during the period but without adding the interest specified under this Act. - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years - Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding micro and small enterprises

have been determined to the extent such parties have been identified on the basis of information available with the Company.

11 DERIVATIVE INSTRUMENTS

i) The company has entered into following Forward Contract :

a) The Company used foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments.The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy.The Company does not use forward contracts for speculative purposes.

12 Details of loans and advances given; investment made; guarantee given and security provided as required to be disclosed as per provision of section 186(4) of Companies Act, 2013 have been disclosed under the respective heads.

13 Previous year figures in bracket have been regrouped wherever considered necessary.

14 CONTINGENT LIABILITIES AND COMMITMENTS : NOT PROVIDED FOR IN RESPECT OF :

As at 31.03.2015 As at 31.03.2014

I Contingent Liabilities

Claims/disputed liabilities not acknowledged as debt :

(A) In respect of some pending cases of employees under labour laws Amount not Amount not ascertainable ascertainable

* The company has been advised that the demand is likely either to be deleted or substantially reduced and accordingly no provision is considered necessary.

C Excise Department has served show cause notices on the company for levy of duty of Rs. 61.09 crores on sale of Rectified Spirit; of Rs. 8.33 crores on sale of Electiricity and of Rs. 58.44 crores for reversal of CENVAT credit taken by the company on certain capital goods and inputs. The company is legally advised that no duty is leviable on these cases and accordingly no provision is considered necessary.

II Commitments

A Uncalled liability on investments in partly paid-up shares - Nil (Nil).

B Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 6.45 crores (Rs. 00.22 crores).

C Corporate guarantee given by the company - Rs. 325 Crores (Rs. 175 Crores).

III Arrears of cumulative Preference share dividend including Corporate dividend tax is amounting to Rs. 1.71 Crores for the year.


Mar 31, 2014

1 The accounts have been prepared without accounting for any incentive entitlements under U.P. Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently withdrawn by the State Government. The Company has filed writ petition before Hon''ble Allahabad High Court (Lucknow Bench) for enforcement of the scheme and settlement of incentive claims. As per the erstwhile incentive policy, the company is eligible for capital subsidy of Rs. 89.89 crores i.e. @10% of the investments made (already vetted Rs. 50.80 crores) and for reimbursement of taxes and other charges aggregating to Rs. 56.07 crores upto 31st March, 2014 (including Rs. 1.95 crores for the current year).

2 In the opinion of the Board, current assets and loans and advances have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

3 Employees Benefits :

The required disclosures of employees benefits as per Accounting Standard -15 are given hereunder :- (i) In respect of Short Term Employee Benefits :

The Company has at present only the scheme of cumulative benefit of leave encashment payable at the end of each calender year and the same have been provided for on accrual basis.

4 Related Party Disclosures:

A. List of Related Parties with whom transactions have taken place and relationships:

i) Enterprises where control exists:

Subsidiary -

1 Dhampur International Pte Limited

2 Dhampur Global Pte Limited (a subsidiary of Dhampur International Pte Limited) Associates -

Kashipur Sugar Mills Limited

ii) Enterprises which have significant influence and also owned or significantly influenced by Key Management Personnel

1 Goel investments Limited

2 Ujjwal Rural Services Limited

3 Saraswati Properties Limited

iii) Enterprises owned or significantly influenced by Key Management Personnel or their relatives

1 Sonitron Limited

2 Shudh Edible Products Limited

3 India Green Fuel Private Limited

4 Dhampur Molasses Transport (Regd.)

5 J.P. & Sons (Regd.)

iv) Key Management Personnel and their relatives

1 Mr.Vijay Kumar Goel, Executive Director Mrs Deepa Goel (Wife)

2 Mr. Ashok Kumar Goel, Vice Chairman Mrs Vinita Goel (Wife)

3 Mr. Gaurav Goel, Managing Director Mrs Priyanjali Goel (Wife)

4 Mr. Gautam Goel, Managing Director Mrs Bindu Vashist Goel (Wife)

5 Mr. J.P. Sharma, Whole Time Director Mr. Mukul Sharma (Son)

6 Mr. Arhant Jain, Executive President (Finance) & Company secretary

Mrs. Brij Bala Jain (Mother), Mr. Arvind Jain (Brother), Mrs. Anita Jain (Wife), Mr. Anubhav Jain (Son), Mr. Ashish Jain (Son) Arhant Jain (HUF), Anubhav Jain (HUF), Ashish Jain (HUF), Arvind Jain (HUF)

7 Mr. Sandeep Sharma, Executive President

Mrs. Poonam Sharma (Wife), Mr. Rahul Sharma (Son), Ms. Sona Sharma (Daughter) Sandeep Sharma (HUF)

8 Mr. Priya Brat, Director

Mrs. Shakuntala Brat (Wife), Ms. Anu Mahendru (Daughter)

9 V. K. Goel, H.U.F

10 A.K. Goel, H.U.F.

11 Gaurav Goel, H.U.F

12 Gautam Goel, H.U.F

5. Following are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006:

(a) Sundry creditors include a sum aggregating Rs. 3.83 crores (Rs. 2.79 crores) due to micro and small enterprises is on account of principal only.

(b) The amount of interest paid by the company in terms of Section 16, alongwith the amount of payments made to the micro and small enterprise beyond the appointed date during the period - Rs. Nil.

(c) The amount of interest due and payable for the period of delay in making payment which have been paid but beyond the appointed day during the period but without adding the interest specified under this Act. - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years - Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding micro and small enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company.

6 Derivative instruments

i) The company has entered into following Forward Contract :

a) The Company used foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

7 Renewable Energy Certificate

Under the rules & regulations notified by Central Electricity Regulatory Commission (Terms and Conditions for recognition and issuance of Renewable Energy Certificate for Renewable Energy Generation) Regulations, 2010, the company is eligible for Renewable energy certificates (RECs) in respect of captive consumption of renewal energy w.e.f. Nov. 2011. The company is entitled for 346534 RECs upto 31st March 2014, out of which 218558 RECs has been awarded and remaining RECs are under certification. The company has treated 112738 RECs i.e. awarded but remained unsold as at the end of the period as stock in trade and valued it at estimated cost of Rs. 1/- per REC.

8 Previous year figures in bracket have been regrouped wherever considered necessary.

9 Contingent Liabilities And Commitments : Not Provided For In Respect Of :

( Rs. in crores)

As at 31.03.2014 As at 31.03.2013

I Contingent Liabilities

Claims/disputed liabilities not acknowledged as debt : Amount not Amount not

(A) In respect of some pending cases of employees under labour laws ascertainable ascertainable

C Excise Department has served show cause notices on the company for levy of duty of Rs. 72.35 crores on sale of Rectified Spirit; of Rs. 19.38 crores on sale of Electiricity and of Rs. 4.31 crores for reversal of CENVAT credit taken by the company on certain capital goods and inputs. All the notices are at personal hearing stage. The company is legally advised that no duty is leviable on these cases.

Commitments

A Uncalled liability on investments in partly paid-up shares - Nil (Nil). B Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 0.22 crores (Rs. 51.93 crores).


Mar 31, 2013

"1.A." Revision of Accounts and Amalgamation of J.K.Sugar Limited (JKSL)

Hon''ble High Court of Judicature at Allahabad and Calcutta by their orders dated 18th March, 2013 and 17th May, 2013 respectively approved the Scheme of Amalgamation of J K Sugar Ltd. with the company which has become effcetive on 16th July, 2013 from the appointed date 1st April, 2012 in accordance with the provisions of section 391 & 394 of the Companies Act, 1956.The Board of the directors of the company had approved the original financial statements for the year ending March 31, 2013 without giving the efffect of amalgamation as aforesaid, in the meeting held on 21st May, 2013 with the condition that if the Scheme become effective before 15th August, 2013, the annual accounts should be revised to give effect to the scheme of amalgamation and revised accounts be placed before the Board for approval .

The scheme of amalgamation became effective on filing of orders with the respective Registrar of Companies and to give effect the amalgmation in the books of accounts for the year ended 31st March, 2013, accounts of the Company have been reopened and revised. The present financial statements are revised for the limited pupose of amalgamation of JKSL with the Company in accordance with the accounting policies followed by the Company.

"1.B" Salient features of the Scheme of Amalgamation

JKSL was engaged in the manufacture of Sugar and Co-generation power.

The appointed date for the purpose of this amalgamation is 1st April,2012.

In accordance with the scheme approved, the accounting for this amalgamation has been done in accordance with the "Pooling of Interest Method" referred to in Accounting Standard 14 - "Accounting for Amalgamation" of the Companies (Accounting Standard) Rules 2006.

Accordingly, DSML has accounted for the Scheme in its books of accounts with effect from the Appointed Date i.e.1st April,2012 as under:

i) With effect from the appointed date, all assets and liabilities appearing in the books of JKSL have been transferred to and vested in

DSML and have been recorded by DSML at their respective book values.

ii) In consideration of the transfer of the business as a going concern, the Company shall issue the shares as under :

a) 275 fully paid-up of equity shares of Rs.10/- each of the Company for every 1000 equity shares of Rs.10/- each fully paid-up of JKSL to equity shareholders of JKSL. Pending allotment, the outstanding equity shares to be issued aggregating to Rs. 3.31 crore representing 33,08,960 equity shares of Rs. 10/- each of the company is shown as Equity Share pending for allotment under Share Captial. The amalgamation will result in exchange of 5.78% of post issue equity shares of DSML.

b) 9 fully paid-up of 8% Cumulative redeemable preference shares(CRPS) of Rs.100/- each of the Company for every ten 8% Cumulative redeemable preference shares (Series A) of Rs. 90/- each fully paid-up of JKSL to preference shareholders of JKSL. Pending allotment, the outstanding 8% CRPS to be issued aggregating to Rs. 13.50 crore representing 13,50,000 8% CRPS to be issued of Rs. 100/- each of the company is shown as 8% CRPS pending for allotment under Share Capital.

c) 9 fully paid-up of 8% Cumulative redeemable preference shares (CRPS) of Rs.100/- each of the Company for every ten 8% Cumulative redeemable preference shares (Series B) of Rs. 90/- each fully paid-up of JKSL to preference shareholders of JKSL. Pending allotment, the outstanding 8% CRPS to be issued aggregating to Rs. 1.67 crore representing 1,66,804 8% CRPS to be issued of Rs. 100/- each of the company is shown as 8% CRPS pending for allotment under Share Capital.

d) 1 fully paid-up of 8% Cumulative redeemable preference shares (CRPS) of Rs.100/- each of the Company for every ten Zero coupon fully convertivble redeemable preference shares of Rs. 10/- each fully paid-up of JKSL to preference shareholders of JKSL. Pending allotment, the outstanding 8% CRPS to be issued aggregating to Rs. 2.85 crores representing 2,85,013 8% CRPS to be issued of Rs. 100/- each of the company is shown as 8% CRPS pending for allotment under Share Capital.

iii) The equity and preference share capital of the JKSL has been cancelled under the scheme.

iv) The difference between the book value of net identifiable assets and liabilities of JKSL transferred to DSML pursuant to this scheme and the consideration being the value of New Equity Shares to be issued and allotted by DSML, amounting to Rs. 8.72 crores has been credited to Amalgamation Reserve.

v) Accordingly, 33,08,960 equity share of Rs. 10/- each fully paid up and 18,01,817, 8% CRPS of Rs. 100/- each fully paid up of

DSML are to be issued to the shareholders of JKSL under this amalgamation. The record date fixed for this purpose is 6th August, 2013.

vi) All inter company transactions have been eliminated on incorporation of the accounting of JKSL in the company.

vii) The company shall proceed to issue these equity share and 8% CRPS the respective shareholders of JKSL in due course of time.

viii) To align the method and rates of Depreciation charged by the amalgamating company (JKSL) with those of the amalgamated company (DSML), method of depreciation on assets of JKSL, other than building and plant & machinery has been changed from SLM to WDV and additional depreciation of Rs.1.51 crore (including Rs.1.43 crore upto appointed date i.e. 1st April, 2012) has been charged to the Profit and Loss statement and Rs. 1.43 crore, additional depreciation upto 1st April,2012 has been withdrawn from the General Reserve pursuant to the scheme of Amalgamation. Due to this change depreciation for the year (Net of withdrawn from General Reserve) is higher by Rs. 0.08 crore ,Reserve & Surplus and Tangible Asset is lower by Rs.1.51 crore.

ix) The expenses incurred towards the execution of the Amalgamation Scheme have been adjusted from the Amalgamation

Reserve and the resultant credit balance has been transferred to the Capital Reserve Account as per the Scheme.

In view of the aforesaid amalgamation, the figures for the current year are not comparable to those of the previous year.

2 Exceptional item for the year amounting to Rs. 8.19 crores represents write-off on investments in equity shares of Kashipur Sugar Mills Limited (KSML). Hon''ble Board for Industrial and Financial Reconstruction (BIFR) has ordered for winding-up of the KSML in their meeting held on 08-05-2013. Therefore, it has been decided to write-off the investments in the equity shares of KSML and an equivalent amount has been withdrawn from the General Reserve.

3 The accounts have been prepared without accounting for any incentive entitlements under U.P. Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently withdrawn by the State Government. The Company has filed writ petition before Hon''ble Allahabad High Court (Lucknow Bench) forenforcement of the scheme and settlement of incentive claims. As per the erstwhile incentive policy, the company is eligible for capital subsidy of Rs. 89.89 crores i.e. @10% of the investments made (already vetted Rs. 50.80 crores) and for reimbursement of taxes and other charges aggregating to Rs. 54.12 crores upto 31st March, 2013 (including Rs. 9.40 crores for the current year).

4 In th opinion of the Board, current assets and loans and advances have a value on realization in the ordinary course of business at least equal to the amount at which they are stated in the balance sheet.

5 Employees Benefits :

The required disclosures of employees benefits as per Accounting Standard -15 are given hereunder :- (i) In respect of Short Term Employee Benefits :

The Company has at present only the scheme of cumulative benefit of leave encashment payable at the end of each calender year and the same have been provided for on accrual basis. (ii) In respect of Defined Benefit Scheme (Based on Actuarial Valuation) of Gratuity :

6 Related Party Disclosures:

A. List of Related Parties with whom transactions have taken place and relationships: i) Enterprises where control exists:

Subsidiary -

Dhampur International Pte Limited

Associates -

Kashipur Sugar Mills Limited

ii) Enterprises where there is significant influence

1 Goel investments Limited

2 Ujjwal Rural Services Limited

3 Saraswati Properties Limited

4 Shudh Edible Products Limited

5 Sonitron Limited

6 India Green Fuel Private Limited

iii) Key Management Personnel and their relatives

1 Mr.Vijay Kumar Goel, Executive Director Mrs Deepa Goel (Wife)

2 Mr. Ashok Kumar Goel, Vice Chairman Mrs Vinita Goel (Wife)

3 Mr. Gaurav Goel, Managing Director Mrs Priyanjali Goel (Wife)

4 Mr. Gautam Goel, Managing Director Mrs Bindu Vashist Goel (Wife)

5 Mr. J.P. Sharma, Director Mr. Mukul Sharma (Son)

6 Mr Priya Brat, Director

Mrs Shakuntala Brat (Wife), Mr Anu Mahendru (Daughter)

7 V. K. Goel, H.U.F

8 Gaurav Goel, H.U.F

9 Gautam Goel, H.U.F

7 Following are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006:

(a) Sundry creditors include a sum aggregating Rs. 2.79 crores (Rs. 1.95 crores) due to micro and small enterprises is on account of principal only.

(b) The amount of interest paid by the company in terms of Section 16, alongwith the amount of payments made to the micro and small enterprise beyond the appointed date during the period - Rs. Nil.

(c) The amount of interest due and payable for the period of delay in making payment which have been paid but beyond the appointed day during the period but without adding the interest specified under this Act. - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years - Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding micro and small enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company.

8 Derivative instruments

i) The company has entered into following Forward Contract :

a) The Company used foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

9 Previous year figures in bracket have been regrouped wherever considered necessary.

10 CONTINGENT LIABILITIES AND COMMITMENTS : NOT PROVIDED FOR IN RESPECT OF :

( Rs. crores)

As at 31.03.2013 As at 31.03.2012

Contingent Liabilities

Claims/disputed liabilities not acknowledged as debt :

(A) In respect of some pending cases of employees under labour laws Amount not Amount not ascertainable ascertainable

C Excise Department has served show cause notices on the company for levy of duty of Rs. 11.07 crores on sale of Rectified Spirit; of Rs. 8.83 crores on sale of Electiricity and of Rs. 7.36 crores for reversal of CENVAT credit taken by the company on certain capital goods and inputs. All the notices are at personal hearing stage. The company is legally advised that no duty is leviable on these cases.

D During the year 2008-09, the Meergunj Unit has received demand/show cause Notice for Rs. 8.84 crore from Commissioner Central

Excise Meerut (U.P.) demanding duty on the generation of electricity due to the non maintenance of separate set of books. Out of Rs. 8.84 crore, demand of Rs.8.07 crore has been stayed by Hon''ble Custom, Excise & Service Tax Appellate Tribunal (CESTAT) and remaining Rs. 0.77 crore has been set aside by Commissioner Central Excise pursuant to guideline set by Hon''ble Supreme Court.It is expected that on the same basis remaining liability will be set aside by CESTAT.

II Commitments

A Uncalled liability on investments in partly paid-up shares - Nil ( Prev. year Nil)

B Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 51.93 crores (Rs. 2.90 crore).


Mar 31, 2012

1.a Terms/right attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting

1.b Terms of redemption of Preference shares

(i) 4,69,013 - 1% Cumulative Redeemable Preference Shares of Rs. 100 each are redeemable in 12 quarterly equal installments commencing from December, 2012.

(ii) 4,13,940 - 6% Cumulative Redeemable Preference Shares of Rs. 100 each are redeemable in 12 quarterly equal installments commencing from December, 2013.

2.a Nature of security

Term loans (excise) from banks of Rs. 0.13 crores under the Government sponsored subvention Scheme for extending Financial assistance to Sugar Undertakings, 2007 (SEFASU,2007) are secured by fifth residual parri passu charge on all movable and immovable assets of the company and personal guarantee of promoter directors.

Term loans from bank of Rs. 2.93 crores are secured by subservient sixth charge on all movable and immovable assets of the company.

Term loans from Sugar Development Fund are secured by exclusive second charge on all movable and immovable assets excluding current assets of the company.

All other term loans from financial institutions and banks (including ECB and Zero coupon loans) are secured by first parri passu charge on all movable and immovable assets except book debts, stock-in-trade, raw materials, spare parts and other assets and personal guarantee of promoters directors and part of above are also secured by pledge of 7562061 equity shares of Kashipur Sugar Mills Limited.

3.a Nature of security

All Cash credit limits from banks other than DCB are secured by pledge of stocks of sugar and hypothecation of consumable stores and spare parts, chemicals, molasses etc. by third charge over the fixed assets of the company and personal guarantee of promoter directors.

Cash credit accounts from DCB are secured by pledge of stocks of sugar.

Rupee term loans from banks are secured by personal guarantee of promoter directors.

4. Exceptional items represents Differential cane price for the season 2006-07 and 2007-08 aggregating Rs. 48.04 crores provided for pursuant to the order of Hon''ble Supreme Court dated 17th January, 2012 and an equivalent amount has been withdrawn from General Reserve.

5. The accounts have been prepared without accounting for any incentive entitlements under U.P. Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently withdrawn by the State Government. The Company has filed writ petition before Hon''ble Allahabad High Court (Lucknow Bench) for enforcement of the scheme and settlement of incentive claims. As per the erstwhile incentive policy, the company is eligible for capital subsidy of Rs. 89.89 crores i.e. @10% of the investments made (already vetted Rs. 50.80 crores) and for reimbursement of taxes and other charges aggregating to Rs. 44.72 crores upto 31st March, 2012 (including Rs. 7.78 crores for the current year).

6. In th opinion of the Board, current assets and loans and advances have realisable value in the ordinary course of business at least equal to the value at which they are stated in the balance sheet.

7. Dhampur Sugar Distillery pvt Ltd., (DSDPL) , a wholly owned subsidiary of the company has been merged w.e.f. 1st 0ctober,2010 vide order dated 10th January, 2012 of Hon;ble High Court Judicature at Allahabad. The required disclosures are as under :

8. Employees Benefits :

The required disclosures of employees benefits as per Accounting Standard -15 are given hereunder :-

(i) In respect of Short Term Employee Benefits :

The Company has at present only the scheme of cumulative benefit of leave encashment payable at the end of each calender year and the same have been provided for on accrual basis.

(ii) In respect of Defined Benefit Scheme (Based on Actuarial Valuation) of Gratuity :

9. Related Party Disclosures:

A. List of Related Parties with whom transactions have taken place and relationships:

i) Enterprises where control exists:

Subsidiary -

Dhampur International Pte Limited Associates -

Kashipur Sugar Mills Limited

ii) Enterprises where there is significant influence

1 Goel investments Limited

2 Ujjwal Rural Services Ltd.

3 Saraswati Properties Limited

4 Shudh Edible Products Limited

5 Sonitron Limited

iii) Key Management Personnel and their relatives

1 Mr.Vijay Kumar Goel, Executive Director Mrs Deepa Goel (Wife)

2 Mr. Ashok Kumar Goel, Vice Chairman Mrs Vinita Goel (Wife)

3 Mr. Gaurav Goel, Managing Director Mrs Priyanjali Goel (Wife)

4 Mr. Gautam Goel, Managing Director Mrs Bindu Vashist Goel (Wife)

5 Mr. J.P. Sharma, Director Mr. Mukul Sharma (Son)

6 Mr. Priya Brat, Director

Mrs Shakuntala Brat (Wife), Ms. Anu Mahendru (Daughter)

7 V. K. Goel, H.U.F

8 Gaurav Goel, H.U.F

9 Gautam Goel, H.U.F

10. Following are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006:

(a) Sundry creditors include a sum aggregating Rs. 1.95 crores (Rs. 2.57 crores) due to micro and small enterprises is on account of principal only.

(b) The amount of interest paid by the company in terms of Section 16, alongwith the amount of payments made to the micro and small enterprise beyond the appointed date during the period - Rs. Nil.

(c) The amount of interest due and payable for the period of delay in making payment which have been paid but beyond the appointed day during the period but without adding the interest specified under this Act. - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years - Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding micro and small enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company.

11. Derivative instruments

i) The company has entered into following Forward Contract :

a) The Company used foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

12. Previous year figures in bracket have been regrouped wherever considered necessary.

13. Contingent liabilities and commitments (Rs. Crores)

Particulars As at As at 31.03.2012 31.03.2011

I Contingent Liabilities

Claims/disputed liabilities not acknowledged as debt :

A) In respect of some pending cases of employees under labour laws Amount not Amount not ascertainable ascertainable

II Commitments

A Uncalled liability on investments in partly paid-up shares - Nil (Prev. year Nil)

B Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 2.90 crores (Rs. 0.76 crore).


Mar 31, 2011

Contingent assets are not recognised in the accounts.

I CONTINGENT LIABILITIES: NOT PROVIDED FOR IN RESPECT OF:

(Rs. in Crore)

Particulars As at 31.03.2011 As at 30.09.2009

Claims/Disputed Liabilities not acknowledged as debt :

A. In respect of some pending cases of employees under labour laws Amount not Amount not ascertainable ascertainable

B. Uncalled liability on investments in partly paid-up shares Nil 2.32

C. DETAILS OF DISPUTED LIABILITIES DEMANDS:

(Rs. in Crore)

SI. Particulars Period to which amount No. relates

1 Additional U.P. Trade Tax & Central 1997-98 to 2004-05 Sales Tax Liability {Net} against which Rs. Nil (Rs. 4.63 Crore) have been deposited 1995-97,1993-2000, 2000-01

Sub-total

2. Entry Tax 2001-02, 2009-04, 2004-05

Sub-total

3 CENVAT Credit on inputs, Capital Items & Services against which Rs. 0.48 1994-1995, 1995-96, 2001-02 to 2008-09 (Rs. 0.82) crore have been deposited 1995-96, 1996-97, 1998-99 to 2003-04 1994-1995

Sub-total

4 Excise Duty on Molasses, Scrap 1997-98, 2000-01 to 2002-03, 2007-08 and Pressumed

Sub-total

5 Purchase Tax Penalty 1998-1999

Sub-total

6 Stamp Duty demand under Uttar 1992-1993 Pradesh Stamp Art against which 2003-2004 Rs. 10.13 crore have been deposited 2005-2006

Sub-total

Grand Total

Sl. Forum where matter 31.03.2011 30.09.2009 No. is pending

1 High Court 2.53 2.89

Joint Commissioner appeal 0.26 3.94

Trade Tax Tribunal 0.01 0.69

Sub-total 2.80 7.52

2 High Court 0.38 0.55

Sub-total 0.38 0.55

3 Commissioner (A) & CESTAT 33.29 13.03

High Court 0.30 1.60

Supreme Court 0.00 0.03

Sub-total 33.59 14.66

4 Commissioner (A) & CESTAT 0.70 0.04

Sub-total 0.70 0.04

5 High Court 0.36 0.36

Sub-total 0.36 0.36

6 Registrar of Stamp Duty 0.25 0.25

Registrar of Stamp Duty 0.26 0.26

High Court 3.50 3.50

Sub-total 4.01 4.01

Grand Total 41.84 27.14

III NOTES ON ACCOUNTS

1 Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 0.76 crore (Rs. 0.86 crore).

2 The Company has accounted for cane purchases for the sugar season 2007-08 at Rs. 110 per quintal, which was paid based on the Interim Order of the Honble Supreme Court as against the price of Rs. 125 per quintal fixed by the Uttar Pradesh State Government. Such differential price aggregated to Rs. 53 29 crore. The necessary adjustments will be made in accordance with the final decision in the matter.

3 The accounts have been prepared without accounting for any Incentive entitlements under U.P Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently withdrawn by the State Government The Company has filed with petition before Honble Allahabad High Court (Lucknow Bench) for enforcement of scheme and settlement of incentive claims. As per the erstwhile incentive policy, the Company is eligible for capital subsidy of Rs. 89.89 crore i.e. @10% of the investments made (already vetted Rs. 50.80 crore) and for reimbursement of taxes and other charges aggregating to Rs. 36.94 crore upto 31st March, 2011 (including Rs. 10.76 crore for the period).

4 The merger of the wholly owned subsidiary Company i.e. Dhampur Sugar Distillery Private Limited with the Company w.e.f. 1st October, 2010 is not being effected in the accounts due to the pending of the approvals from the concerned authorities Including Honble High Court Judicature at the Allahabad.

6. Employees Benefits:

The required disclosures of employees benefits as per Accounting Standard -15 are given hereunder :-

(i) In respect of Short Term Employee Benefits :

The Company has at present only the scheme of cumulative benefit of leave encashment payable at the end of each cale- nder year and the same have been provided for on accrual basis.

(ii) In respect of Defined Benefit Scheme (Based on Actuarial Valuation) of Gratuity:

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors.

iii) Defined Contribution Plan :

(The Companys Provident Fund is exempted under Section 17 of Employees Provident Fund Act, 1952. Conditions for grant of exemptions stipulates that Company shall mate good deficiency, if any, in the interest rate declared by the trust vis-a-vis Statutory rate.)

9 Related Party Disclousers:

A. List of Related Parties with whom transactions have taken place and relationships:

i) Enterprises where control exists:

Subsidiary-

Dhampur Sugar Distillery Private Limited Dhampur International Pte Limited

Associates-

Kashlpur Sugar Mills Limited

Other Entities -

D.S.M. Finance and Holdings

ii) Enterprises where there is significant influence

1 God Investments Limited

2 Ujjwal Rural Services Lid. (formerly Associated Metal Company Ltd.)

3 Saraswati Properties Limited

4 Shudh Edible Products Limited

5 Green Fuels Private Limited

6 Mara Capitals Limited

7 Sonitron Limited

8 Ujjwal Microfinance Pvt. Ltd.

iii) Key Management Personnel and their relatives

1 Mr. Vijay Kumar Goel, Executive Director

2 Mr. Ashok Kumar Goel, Vice Chairman Mrs Vinita Goel (wife)

3 Mr. Gaurav Goel Managing Director Mrs Priyanjali Goel (wife)

4 Mr. Gautam Goel, Managing Director

5 Mr. J.P.Sharma, Director

Mrs Asha Devi Sharma (wife), Mr. Mukul Sharma (son)

6 V.K. Goel , H.U.F.

7 Gaurav Goel, H.U.F.

8 Gautam Goel, H.U.F.

13 Following are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006:

(a) Sundry creditors include a sum aggregating Rs. 2.57 crore (Rs. 2.53 crore) due to Micro and Small Enterprises is on account of principal only

(b) The amount of interest paid by the Company in terms of Section 16, along with the amount of payments made to the Micro and Small Enterprise beyond the appointed date during the period - Rs. Nil.

(c) The amount of interest due and payable for the period of delay In making payment which have been paid but beyond the appointed day during the period but without adding the interest specified under this Act - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years- Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company

14 Derivative Instruments

i) The company has entered into following Forward Contract:

a) The Company used foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments, the use of foreign currency forward contracts is governed by the Companys strategy approved by the Board of Directors, which provide principles on the use of such Forward Contracts consistent with the Companys Risk Management policy. The Company does not use Forward Contracts for speculative purposes.

(Forward exchange contract outstanding as on 31st March, 2011 include forward purchases of US Dollar for repayment of external commercial borrowings and its interest)

16 Sales, Purchases, Opening and Closing Stock of Finished Goods and Other Income :

Notes:

1. The difference of 10996 Qtls (5265 Qtls) in finished goods/purchased sugar represents reprocessing and transit/storage/accidental losses.

2. The difference of 11565 Qtls. (4652 Qtls) in finished goods-molasses represents loss/shortage or account of overflow and storage losses.

3. The difference of 77834 Qtls (976 Qtls.) in finished goods chemicals represents captive consumption and storage losses.

4. Finsihed goods sugar - production/purchases includes 444024 Qtls.(157000 Qtls.)sugar purchased.

5. Sales of molases includes 1778524 Qtls.(580589 Qtls.}lnter-unit transfer at Nil Value.

6. Sales of farm produce in dudes 51368 Qtls. (33393 Qtls.) lnter-unit transfer at Nil Value.

7. Sales of steam lncluudes 3390840M.T.(1277142 M.T.) lnter-unit transfer at Nil Value.

8. Sales of power includes 200462 M.W. (79846 M.W.)lnter-unit transfer at Nil Value.

18 Pursuant to the approval of the Registrar of Companies, Uttar Pradesh and Uttarakhand, the current accounting period comprises of 18 months commencing from 1 st October,2009 to 31 st March,2011, hence the figures of the current period are not comaprable with those of previous year figures.

19 Previous year figures in bracket have been regrouped wherever considered necessary.


Sep 30, 2009

I CONTINGENT LIABILITIES : NOT PROVIDED FOR IN RESPECT OF (Rs. in Crore)

Claims/Disputed Liabilities not acknowledged as debt :

A. In respect of some pending cases Amount not Amount not of employees under labour laws ascertainable ascertainable

B. Uncalled liability on investments in partly paid-up shares 2.32 2.32

1 Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 0.86 crore (Rs.3.76 crore).

2 The Company has accounted for cane purchases for the Sugar Season 2007-08 at Rs. 110 per quintal, which was paid based on the interim order of the Honble Supreme Court as against the price of Rs. 125 per quintal fixed by the Uttar Pradesh State Government. Such differential price aggregate to Rs. 53.29 crore. The necessary adjustments will be made in accordance with the final decision in the matter.

3 The accounts have been prepared without accounting for any incentive entitlements under U.P. Sugar Incentive Promotion Policy, 2004 as the scheme has been subsequently cancelled by the State Government. The Company has filed writ petition before Honble Allahabad High Court (Lucknow Bench) for enforcement of scheme and settlement of incentive claims. As per the erstwhile incentive policy, the Company is eligible for capital subsidy of Rs. 89.89 crore i.e. @10% of the investments made (already vetted Rs. 50.80 crore) and for reimbursement of taxes and other charges aggregating to Rs. 26.18 crore upto 30th September, 2009 (including Rs. 4.99 crore for the year).

4 The Company has opted for change in accounting policy in respect of foreign exchange difference relating to translation of long term foreign currency monetary liabilities in accordance with the notification dated 31st March, 2009 issued by the Ministry of Corporate Affairs. Consequently, the net forex fluctuation loss of Rs. 541.23 lac for the period upto 30-09-2008 has been added to the cost of relevant capital asset and credited to the General Reserve and net forex fluctuation losses of Rs. 321.28 lac for the year ended 30-09-2009 has been added to the cost of capital asset. If the aforesaid changes would not have been effected, the profit for the year would have been lower by Rs. 321.28 lac.

5 Followings are the relevant disclosures as required under the Micro, Small and Medium Enterprises Development Act, 2006:

(a) Sundry creditors include a sum aggregating Rs. 2.53 crore (Rs. 3.11 crore) due to Micro and Small Enterprises is on account of principal only.

(b) The amount of interest paid by the Company in terms of Section 16, alongwith the amount of payments made to the Micro and Small Enterprise beyond the appointed date during the year - Rs. Nil.

(c) The amount of interest due and payable for the period of delay in making payment which have been paid but beyond the appointed day during the year but without adding the interest specified under this Act. - Rs. Nil.

(d) The amount of interest accrued and remaining unpaid - Rs. Nil.

(e) The amount of further interest remaining due and payable even in succeeding years - Rs. Nil.

The above mentioned outstandings are in normal course of business and the information regarding Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information available with the Company.

6. Previous year figures in bracket have been regrouped wherever necessary, to render them comparable.

 
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