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Notes to Accounts of Diana Tea Company Ltd.

Dec 31, 2014

A) 89,94,600 Equity Shares of Rs.5/- each have been allotted as fully paid-up Bonus Shares by way of Capitalisation of Share

Premium Account.

b) 9,24,300 Shares of Rs.5/- each were allotted as fully paid-up Bonus Shares by way of Capitalisation of General Reserve.

c) 74,520 Shares of Rs.5/- each, fully paid were issued as pursuant to contract without payment being received in cash.

d) 81,79,340 Shares of Rs.5/- each, fully paid-up are held by Holding Company Diana Capital Limited.

e) There is no movement in share capital as compared to previous year.

f) Terms/rights attached to equity shares :

(i) The company has only one class of equity shares having par value of '' 5 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 any proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

(ii) The amount of per share dividend recognized as distributions to equity shareholders is '' 0.25/- per share (31 December 2013 : '' 0.25/- per share).

(iii) In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company. The distribution will be in proportion to the number of equity shares held by the shareholders.

# Term loan from banks includes loan from United Bank of India repayable upto 2017-18 amounting '' 190.10 Lacs ('' 312.60 Lacs), bearing interest @ base rate plus 1.50% p.a. The said term loan is secured by first charge on the current assets of the Company and also secured by Pari Pasu first charge on all immovable asstes of the Company both present and future ex- cluding specific items of assets charged/to be charged in favour of lenders or suppliers providing finance for the aquisitions thereoff and also personal guarantee of two directors of the Company.

## Indian Rupee Loan from Others includes '' 94.16 Lacs (Previous year '' 98.56 Lacs) loan from Tea Board bearing interest @ 10.24% p.a. to 10.46% p.a. The said loan is secured by second charge by equitable mortgage of lease hold Tea Estate ranking subsequent to the charge of the bank.

### Vehicle loan includes loan from HDFC Bank Ltd. and ICICI Bank Ltd.against vehicles repayable in equiated periodic instal- ments as per the scheme of loan. The loan are secured by hypothecation of respective vehicles.

The Scheduled Maturity of the long term borrowings is summarised as under :

# Cash Credit facilities are Secured by first charge on current assets of the Company mainly, stock of raw materials, semi-finished and finished goods, stores and spares, book debts, receivables and also secured by pari passu first charge on all immovable assets of the Company both present and future, excluding specific items of assets charged/to be charged in favour of lenders or suppliers providing finance for the acquisition thereof and also personal guarantee of two directors of the Company.

## Unsecured Loan from Banks include Loan from HDFC Bank LTD.

### Includes loan from Holding Company Diana Capital Limited which is payable on demand.

# a. No provision has been made for loan receivable amounting to Rs. 146.00 Lacs (Previous Year Rs.158.45 Lacs) as considered doubtful of recovery during the year. Hence no interest has been provided on the said loan. b. Further it also includes advances given to Shruti Trade & Enterprises Pvt. Ltd. amounting to Rs.15.00 Lacs (Previous Year '' 15.00 Lacs) which is doubtful of recovery. However no provision has been made for the same as the Company has filed suit in Hon''ble High Court for Winding up of said Company.

(a) Interest Acrrued on loans includes interest receiveable from Shruti Trade & Enterprises Pvt. Ltd. amounting to Rs.1.45 Lacs (Previous year Rs. 1.45 Lacs) which is doubtful of recovery. However no provision has been made for the same as the company has filed suit in Hon''ble High Court for Winding up of said Company. Further interest receiveable includes interest from DDS Steel Rolling Mills amounting to Rs.4.99 Lacs (Previous year Rs.4.99 Lacs) which is doubtful of recovery but no provision has been done for the same.

(b) No provision has been made for Replantation Subsidy Receivable amounting to Rs.3.67 Lacs (Previous year Rs.3.67 Lacs) for the year 1997-98 in respect of Ambari Tea Estate and Rs.4.14 lacs (Previous Year Rs.4.14 Lacs) in respect of Goodhope Tea Estate for the year 1994 - 95, which is considered as doubtful of recovery.

1)1 Contingent Liability not provided for in respect of

(Rs.in Lacs) Particular As at As at 31st December2014 31st December2013

Claims & Govt. Demand against the company not acknowledged as debt:

- Sales Tax Matter under dispute / appeal 42.90 47.90

- Income Tax matter under dispute / appeal 9.75 30.97

- Other matter not acknowledged as debt 254.40 254.40

Bank Guarantee 99.79 93.99

2) Depreciation as calculated includes additional charges of Rs.0.50 Lacs on revalued assets and an amount equivalent to the additional charges has been transferred to Statement of Profit and Loss from Capital Reserve (Revaluation of Fixed Asset) such transfer according to an authoritative Professional view being acceptable for the purpose of the Companies annual accounts.

3) The company had recognized Rs.123.17 Lacs as exceptional item in the financial year 2013 which was written off on account of settlement in case of its sale of Ambari Tea Estate.

4) During the previous year 2013, Company has reversed Dividend Distribution tax amounting to Rs.21.89 Lacs in excess of 40% of the proposed Dividend as made in earlier years in view of the favourable order from the Hon''ble Supreme Court in the case of Jayshree Tea & Industries Ltd. vs Union of India, and the Company continue to provide Dividend Distribution Tax on 40% of Total Profit Distributed as Dividend.

5) In accordance with the AS-28 on Impairment of Assets, the company has assessed as on the balance sheet date, whether there are any indication (listed in paragraphs 8 to 10 of the standard) with regard to impairment of any assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of accounts.

6) The Company has not received any information from its suppliers regarding registration under "The Micro, Small and Medium Enterprises Development Act, 2006". Hence, the information required to be given in accordance with Section 22 of the said Act, is not ascertainable. Hence, not disclosed;

i) However Sundry Creditors includes Rs.Nil (Previous year - Rs.Nil) due to Small Scale Industrial undertakings to the extent such parties have been identified from the available documents/information.

ii) No interest was paid by the company in terms of section 16 of MSMED Act during the year.

iii) There was no interest for delay in making payment beyond appointed date.

iv) There is no interest accrued and remaining unpaid beyond the appointed date.

v) No interest is remaining due and payable even in succeeding years, until such that when the interest dues as above are actually paid to Micro, Small and Medium Enterprises for the purpose of disallowance as a deductible expenditure under section 23 of the aforesaid Act.

7) The disclosures required under Accounting Standard 15 ( Revised 2005 ) "Employee Benefits" notified in the Companies (Accounting Standards) Rules, 2006, are given below :

b) Defined Benefit Plan - Gratuity

No provision has been made in respect of present liabilities for future payment of gratuity to the staff and workers, which will be charged to accounts as and when paid. According to actuarial valuation under Revised AS-15, the liability for gratuity obligation to staff and workers as on 31st December, 2014 is Rs.940.06 Lacs (Previous Year Rs. 859.17 Lacs) and the net liability is Rs.573.52 Lacs (Previous Year Rs. 506.03 Lacs).

The Company extends defined benefit plan in the form of gratuity to employees. Contribution to gratuity is made to Life Insurance Corporation of India, HDFC Standard Life Insurance Company Ltd., SBI Life Insurance Company Ltd., Birla Sunlife Insurance Company Ltd.and Canara HSBC Oriental Bank of Commerce Life Insurance Company Ltd. in accordance with the scheme framed by the Corporation. The details are as under :

The discount rate is based upon the market yield available on government bonds at the accounting date within a term that matches that of the liabilities and the salary increase should take account Inflation, Seniority, Promotion and other relevant factors.

8) In accordance with Accounting Standard 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments in respect of quoted investment held by the Company are valued at cost and Rs.91.68 Lacs (Previous year Rs.96.20 Lacs) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognized in this account. These would, however be covered adequately by the Company''s year-end Reserves & Surplus. However, in respect of Unquoted investments, provision for diminution has been made amounting to Rs.0.17 Lacs (Previous year Rs.Nil) on account of diminution which are of permanent in nature.

9) The Company''s profits for the period 1st April, 2014 to 31st December, 2014 together with those for the subsequent period to 31st March, 2015 will be assessable (including under section 115JB of the Income Tax Act, 1961) as one composite income for the Assessment Year 2015-2016 and in the view of this, no provision for the taxation and Deferred Tax Liability has been made as the tax liability in respect of the said period of Nine months cannot be quantified at present. However provision for Income Tax for the Three month from 1st Jan, 2014 to 31st March, 2014 along with previous Nine month from 1st April, 2013 to 31st December, 2013 has been ascertained and duly provided.

10) In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has reviewed the net deferred tax liability/assets as at 31st March, 2014 and the net deferred tax Liability have been computed Rs.139.64 Lacs. Accordingly the deferred tax amounting to Rs.44.60 Lacs for the year has been recognized in the Statement of Profit and Loss and the Deferred Tax Liability for the period from 1st April 2014 to 31st December, 2014 has not been provided in view of the above note number (9).

11) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provisions for all known liabilities are adequate and not in excess of the amount reasonably required.

12) The Company is engaged in the business of integrated activities of manufacture and sale of tea, predominantly in the domestic market. Hence, there is no reportable segment as per the Accounting Standard - 17 on "Segment Reporting" as issued by the ICAI.


Dec 31, 2013

NOTE 1 : ADDITIONAL INFORMATIONS

1) The revised Schedule VI has become eff ective from 1st April, 2011 for the preparation of fi nancial statements. This has signifi cantly impacted the disclosure and presentation made in the fi nancial statements. Previous year''s fi gures have been regrouped /reclassifi ed wherever necessary to correspond with the current year''s classifi cation / disclosure.

Conilngent Liability not provided for in respect of Amount In (Rs.)

particulars As at As at 31st December, 2013 31st December, 2012

Claims & Govt. Demand against the company not acknowledged as debt :

- Sales Tax Matter under dispute /appeal 47,90,168 26,09,379

- Income Tax matter under dispute / appeal 30,96,626 22,99,520

- Other matter not acknowledged as debt 2,54,40,300 2,54,40,300

Bank Guarantee 93,98,748 1,01,57,394

3) Depreciation as calculated includes additional charges ofRs. 49,895/- on revalued assets and an amount equivalent to the additional charges has been transferred to Statement of Profit and Loss from Capital Reserve (Revaluation of Fixed Asset) such transfer according to an authoritative Professional view being acceptable for the purpose of the Companies annual accounts.

4) The Company had entered into a Sale Agreement with M/s. Stanmore Estates Pvt. Ltd., the nominee of M/s. Maxwell Golden Tea Pvt. Ltd. for sale of its Ambari Tea Estate in the year 2011. An advance of Rs. 300 lacs was received against the said Sale Agreement and balance consideration was receivable on conveyance of the said deed subject to various Government permissions. Because of inordinate delay in getting various government permissions there was a litigation between the parties which was resolved through out of court settlement. In terms of the said settlement the fi nal amount received/ adjusted Rs. 1,416.53 lacs in the year 2013. As such an amount ofRs. 123.17 lacs receivable from Stanmore Estates Pvt. Ltd. has been written off (as no longer receivable) and considered as exceptional item in the books in 2013.

5) During the year, Company has reversed Dividend Distribution tax amounting toRs. 21,88,724/- in excess of 40% of the proposed Dividend as made in earlier years in view of the favourable order from the Hon''ble Supreme Court in the case of Jayshree Tea & Industries Ltd. vs Union of India, and the Company continue to provide Dividend Distribution Tax on 40% of Total Profit Distributed as Dividend.

6) In accordance with the AS - 28 on Impairment of Assets, the company has assessed as on the balance sheet date, whether there are any indication (listed in paragraphs 8 to 10 of the standard) with regard to impairment of any assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of accounts.

7) The Company has not received any information from its suppliers regarding registration under "The Micro, Small and Medium Enterprises Development Act, 2006". Hence, the information required to be given in accordance with Section 22 of the said Act, is not ascertainable. Hence, not disclosed;

i) However Sundry Creditors includes Rs .Nil (Previous year -Rs. 87,464/-) due to Small Scale Industrial undertakings to the extent such parties have been identifi ed from the available documents/information.

ii) No interest was paid by the company in terms of section 16 of MSMED Act during the year.

iii) There was no interest for delay in making payment beyond appointed date.

iv) There is no interest accrued and remaining unpaid beyond the appointed date.

v) No interest is remaining due and payable even in succeeding years, until such that when the interest dues as above are actually paid to Micro, Small and Medium Enterprises for the purpose of disallowance as a deductible expenditure under section 23 of the aforesaid Act.

The discount rate is based upon the market yield available on government bonds at the accounting date within a term that matches that of the liabilities and the salary increase should take account Infl ation, Seniority, Promotion and other relevant factors.

9) In accordance with Accounting Standard 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments in respect of quoted investment held by the Company are valued at cost and Rs. 9,619,540/- (Previous year Rs. 8,561,673/- ) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognized in this account. These would, however be covered adequately by the Company''s year-end Reserves & Surplus. However in respect of Unquoted investments, provision for diminution has been made amounting to Rs. Nil (Previous year Rs. 292,962) on account of diminution which are of permanent in nature.

10) The Company''s profits for the period 1st April, 2013 to 31st December, 2013 together with those for the subsequent period to 31st March, 2014 will be assessable (including under section 115JB of the Income Tax Act, 1961) as one composite income for the Assessment Year 2014-2015 and in the view of this, no provision for the taxation and Deferred Tax Liability has been made as the tax liability in respect of the said period of Nine months cannot be quantifi ed at present. However provision for Income Tax for the Three month from 1st Jan, 2013 to 31st March, 2013 along with previous Nine month from 1st April, 2012 to 31st December, 2012 has been ascertained and duly provided.

11) In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has reviewed the net deferred tax liability/assets as at 31st March, 2013 and the net deferred tax Liability have been computed Rs. 9,504,412/-. Accordingly the deferred tax amounting to Rs. 7,800,278/- for the year has been recognized in the Statement of Profit and Loss and the Deferred Tax Liability/Assets for the period from 1st April 2013 to 31st December, 2013 has not been provided in view of the above note number 10.

12) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provisions for all known liabilities are adequate and not in excess of the amount reasonably required.

13) The Company is engaged in the business of integrated activities of manufacture and sale of tea, predominantly in the domestic market. Hence, there is no reportable segment as per the Accounting Standard 17 on "Segment Reporting" as issued by the ICAI.

14) Figures for the Previous year have been regrouped, rearranged and recast wherever necessary.


Dec 31, 2012

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

2) Contingent Liability not provided for in respect of:

1.1) Bank Guarantees issued to various Government Bodies to the extent of Rs. 1,01,57,394/- (Previous year Rs. 82,51,173/-).

1.2) Claim against the Company not acknowledged as debts amounting to t 2,54,40,300/- (Previous year Rs. 2,54,40,300/-).

1.3) West Bengal Sales Tax demand for the Assessment Year 2000-01 of Rs. 80, 543/- (Previous year- Rs. 80,543/-).

1.4) Income tax demand of t 7,92,584/-, Rs. 14,08,126*/- and Rs. 98,810/- being contested by the company for the Assessment year 2007-08, 2008-09 and 2009-10 respectively (Previous year- Rs. 7,92,584, Rs. 14,08,126 and Rs. 98,810/- for the Assessment Year 2007-08, 2008-09 and 2009-10 respectively).

1.5) Central Sales Tax demand for the Assessment Year 2003-04 of Rs. 25,28,836/- (Previous year Rs. 25,28,836/- for the Assessment Year 2003-04)

3) Depreciation as calculated includes additional charges of Rs. 49,895/- on revalued assets and an amount equivalent to the additional charges has been transferred to Statement of Profit and Loss from Capital Reserve (Revaluation of Fixed Asset) such transfer according to an authoritative Professional view being acceptable for the purpose of the Companies annual accounts.

4) During the year 2011 Company has entered into a sale agreement with Stanmore Estates Pvt. Ltd. nominee of Maxwell Golden Tea Pvt.Ltd. for the sale of the Ambari Tea Estate and necessary adjustment has been made in the accounts. The necessary formalities and necessary permission from Govt, of West Bengal for transfer is under progress.

5) In view of the favourable order from the Hon''ble Supreme Court filed by other tea companies in respect of dividend tax, the company is depositing the dividend tax to the extent of 40% of the applicable rates. However the company is continuing to provide dividend tax at applicable rates.

6) In accordance with the AS - 28 on Impairment of Assets, the company has assessed as on the balance sheet date, whether there are any indication (listed in paragraphs 8 to 10 of the standard) with regard to impairment of any assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of accounts.

7) The Company has not received any information from its suppliers regarding registration under "The Micro, Small and Medium Enterprises Development Act, 2006". Hence, the information required to be given in accordance with Section 22 of the said Act, is not ascertainable. Hence, not disclosed;

i) However Sundry Creditors includes Rs. 87,464/- (Previous year - Rs. 1,23,501/-) due to Small Scale Industrial undertakings to the extent such parties have been identified from the available documents/information.

ii) No interest was paid by the company in terms of section 16 of MSMED Act during the year.

iii) There was no interest for delay in making payment beyond appointed date.

iv) There is no interest accrued and remaining unpaid beyond the appointed date.

v) No interest is remaining due and payable even in succeeding years, until such that when the interest dues as above are actually paid to Micro, Small and Medium Enterprises for the purpose of disallowance as a deductible expenditure under section 23 of the aforesaid Act.

8) The disclosures required under Accounting Standard 15 (Revised 2005) "Employee Benefits" notified in the Companies (Accounting Standards) Rules,2006, are given below :

a) Defined Contribution Plan - Provident Fund

Employer''s contribution to Provident Fund Rs. 14,783,726/- Employees'' contribution to Provident Fund Rs. 14,783,72
b) Defined Benefit Plan - Gratuity

No provision has been made in respect of present liabilities for future payment of gratuity to the staff and workers, which will be charged to accounts as and when paid. According to actuarial valuation under Revised AS-15, the liability for gratuity obligation to staff and workers as on 31st December, 2012 is Rs. 71,853,404/- (Previous year Rs. 59,982,875/-) and the net liability is Rs. 44,140,756)/- (Previous year Rs. 39,938,403/-).

The Company extends defined benefit plan in the form of gratuity to employees contribution to gratuity is made to Life Insurance Corporation of India, HDFC Standard Life Insurance Company Ltd., SBI Life Insurance Company Ltd. and Birla Sunlife Insurance Company Ltd. in accordance with the scheme framed by the Corporation. The details are as under:

9) In accordance with Accounting Standard (AS) 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments in respect of quoted investment held by the Company are valued at cost and Rs. 8,561,673/- (Previous year Rs. 10,206,076/-) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognized in this account. These would, however be covered adequately by the Company''s year-end Reserves & Surplus. However in respect of Unquoted investments, provision for diminution has been made amounting to Rs. 292,962/- (Previous year Nil) on account of diminution which are of permanent in nature.

10) The company has not accounted for interest receivable from M/s Pretoria Enclave Limited, as per One Time Settlement (OTS) held in the year 2008. During the year company has received compensation on account of OTS from M/s Pretoria Enclave Limited in full. Further the balance principal amount receivable from M/s Pretoria Enclave Limited will be repaid upto 2014 -15.

11) No Provision has been made in respect of West Bengal Professional Tax liability of Rs. 327,417/- in respect of interest for which the company had applied for waiver (Previous year Rs. 327,417/-).

12) The Company''s profits for the period 1st April, 2012 to 31st December, 2012 together with those for the subsequent period to 31st March, 2013 will be assessable (including under Section 115JB of the Income Tax Act, 1961) as one composite income for the Assessment Year 2013-2014 and in the view of this, no provision for the taxation and Deferred Tax Liability has been made as the tax liability in respect of the said period of Nine months cannot be quantified at present. However provision for Income Tax for the Three month from 1st January, 2012 to 31st March, 2012 along with previous Nine month from 1st April, 2011 to 31st December, 2011 has been ascertained and duly provided.

13) In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has reviewed the net deferred tax liability/assets as at 31st March, 2012 and the net deferred tax Liability have been computed Rs. 1,704,634/-. Accordingly the deferred tax amounting to Rs. 9,646,366/- for the year has been recognized in the Statement of Profit and Loss and the Deferred Tax Liability/Assets for the period from 1st April, 2012 to 31st December, 2012 has not been provided in view of the above note number 12.

14) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provisions for all known liabilities are adequate and not in excess of the amount reasonably required.

15) The Company is engaged in the business of integrated activities of manufacture and sale of tea, predominantly in the domestic market. Hence, there is no reportable segment as per the AS -17 on "Segment Reporting" as issued by the ICAI.

16) Figures for the Previous year have been regrouped, rearranged and recast wherever necessary.


Dec 31, 2010

1) Contingent Liability not provided for in respect of

1.1) Bank Guarantees issued to various Government Bodies to the extent of Rs 8,000,730/- (Previous year Rs 6,786,084/-).

1.2) Claim against the Company not acknowledged as debts amounting to Rs 25,440,300/- (Previous year Rs 25,440,300/-).

1.3) West Bengal Sales Tax demand for the Assessment Year 2000-01 of Rs 80,543/- (Previous year Rs 80,543/-).

1.4) Income tax demand of Rs 779,200/- and Rs 1,328,258/- being contested by the company for the Assessment year 2007-08 and 2008-09 respectively (Previous year Rs 4,771,575, Rs 94,181 and Rs 3,100,689 for the assessment year 2005-06, 2006-07 and 2007-08 respectively).

1.5) Central Sales Tax demand for the Assessment Year 2003-04 and 2004-05 of Rs 2,528,836/- and Rs 2,718/- respectively (Previous year Rs 2,528,836/- and Rs 194,968/- respectively).

2) Stock of Tea includes 8,14,417 Kgs. valuing Rs 80,642,607/- lying with other Parties (Previous year 1,191,736 Kgs. valuing Rs110,585,116/-)

3) Depreciation as calculated includes additional charges of Rs 49,895 on revalued assets and an amount equivalent to the additional charges has been transferred to Profit and Loss Account from Capital Reserve (Revaluation of Fixed Asset) such transfer according to an authoritative Professional view being acceptable for the purpose of the Companies annual accounts.

4) In accordance with the AS - 28 on Impairment of Assets, the company has assessed as on the balance sheet date, whether there are any indication (listed in paragraphs 8 to 10 of the standard) with regard to impairment of any assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of accounts.

5) No provision has been made for Sundry Debtors amounting to Rs 414,544/- considered as Doubtful of Recovery (Under Litigation Rs 108,930/-) (Previous year Rs 414,544/-)

6) Sundry Creditors include outstanding in respect of Machinery and vehicle amounting to rs 9,691,870/- (Previous year Rs 11,080,830/-) purchased in terms of Hire Purchase Agreements.

7) The Company has not received any information from its suppliers regarding registration under "The Micro, Small and Medium Enterprises Development Act, 2006". Hence, the information required to be given in accordance with Section 22 of the said Act, is not ascertainable. Hence, not disclosed.

8) The disclosures required under Accounting Standard 15 ( Revised 2005 ) "Employee Benefits" notified in the Companies (Accounting Standards) Rules,2006, are given below:

a) Defined Contribution Plan - Provident Fund

Employers contribution to Provident Fund 14,608,829/-

Employees contribution to Provident Fund 14,608,829/-

b) Defined Benefit Plan - Gratuity

No provision has been made in respect of present liabilities for future payment of gratuity to the staff and workers, which will be charged to accounts as and when paid. According to actuarial valuation under Revised AS-15, the liability for gratuity obligation to staff and workers as on 31st December, 2010 is Rs 64,225,223/- (Previous Year Rs 80,590,980/-).

The Company extends defined benefit plan in the form of gratuity to employees contribution to gratuity is made to Life Insurance Corporation of India & HDFC Standard Life Insurance Company Ltd. in accordance with the scheme framed by the Corporation. The details are as under:

The discount rate is based upon the market yield available on government bonds at the accounting date within a term that matches that of the liabilities and the salary increase should take account Inflation, Seniority, Promotion and other relevant factors.

9) In accordance with Accounting Standard (AS) 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments held by the Company are valued at cost and Rs 7,245,068./- (Previous year Rs 8,023,805./-) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognized in this account. These would, however be covered adequately by the Companys year-end Reserves & Surplus.

10) Miscellaneous Expenses includes Directors Board Meeting Fee & Committee Meeting Fee Rs 36,000/- (Previous year Rs 28,000/-).

11) The company has not accounted for interest receivable from M/s Pretoria Enclave Limited, as per One Time Settlement (OTS) held in the year 2008. According to OTS M/s Pretoria Enclave Limited will pay Rs80.0 lacs as compensation in three yearly installments and after the completion of installments of Rs 80 lacs, the aforementioned Company will pay its principal amount from the year 2011-12 in three years time. Interest will be Charged from April, 2011 onwards.

12) No Provision has been made in respect of West Bengal Professional Tax liability of Rs 327,41 II- in respect of interest for which the company had applied for waiver. (Previous year Rs 327,417/-).

13) No provision has been made for loan receivable amounting to Rs 1,744,778/- as considered doubtful of recovery during the year. Hence no interest has been provided on the said loan. (Previous year Rs 2,763,111/-).

14) Sundry Creditors includes Rs284,352/- (Previous Year Rs 560,436/-) due to Small Scale Industrial undertakings to the extent such parties have been identified from the available documents/information. An amount of Rs 9,062/- is due to party namely Vijay Trading Company which is outstanding for more than 30 days.

15) Land & Plantation includes Rs 790 lacs in respect of Ambari Tea Estate, conveyance for which is not executed.

16) The Companys profits for the period 1st April, 2010 to 31st December, 2010 together with those for the subsequent period to 31st March, 2011 will be assessable (including under section 115JB of the Income Tax Act, 1961) as one composite income for the Assessment Year 2011 -2012 and in the view of this, no provision for the taxation and Deferred Tax Liability has been made as the tax liability in respect of the said period of Nine months cannot be quantified at present. However provision for Income Tax for the Three month from 1st Jan, 2010 to 31st March, 2010 along with previous Nine month from 1st April, 2009 to 31st December, 2009 has been ascertained and duly provided.

17) In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has reviewed the net deferred tax liability/assets as at 31st March, 2010 and the net deferred tax liability have been computed Rs 6,396,794/-. Accordingly the deferred tax amounting to Rs 9,367,769/- for the year has been recognized in the Profit and Loss Account and the Deferred tax liability/Assets for the period from 1st April, 2010 to 31st December, 2010 has not been provided in view of the above note number 16.

18) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provisions for all known liabilities are adequate and not in excess of the amount reasonably required.

19) The Company is engaged in the business of integrated activities of manufacture and sale of tea, predominantly in the domestic market. Hence, there is no reportable segment as per the AS - 17 on "Segment Reporting" as issued by the ICAI.

26) Figures for the Previous year have been regrouped, rearranged and recast wherever necessary.


Dec 31, 2009

1) Contingent Liability not provided for in respect of :-

1.1) Bank Guarantees issued to various Government Bodies to the extent of Rs. 67,86,084/- (Previous year - Rs. 65,94,142/-).

1.2) Claim against the Company not acknowledged as debts amounting to Rs. 2,54,40,300/- (Previous year - Rs. 2,54,40,300/-).

1.3) West Bengal Sales Tax demand for the Assessment Year 2000-01 of Rs. 80,543/-.

1.4) Income Tax demand of Rs. 47,71,575/-, Rs. 94,181/- and Rs. 31,00,689/- being contested by the Company for the Assessment year 2005-06, 2006-07 and 2007-08 respectively.

1.5) Central Sales Tax demand for the Assessment Year 2003-04 and 2004-05 of Rs. 25,28,836/- and Rs. 1,94,968/- respectively.

2) Stock of Tea includes 11,91,736 Kgs. valuing Rs. 11,05,85,116/- lying with other Parties (Previous year 7,36,478 Kgs. valuing Rs.5,72,53,800/-).

3) Depreciation as calculated includes additional charges of Rs. 49,895/- on revalued assets and an amount equivalent to the additional charges has been transferred to Profit & Loss Account from Capital Reserve (Revaluation of Fixed Asset) such transfer according to an authoritative professional view being acceptable for the purpose of the Companies annual accounts.

4) In accordance with the AS-28 on Impairment of Assets, the Company has assessed as on the balance sheet date, whether there are any indication (listed in paragraphs 8 to 10 of the standard) with regard to impairment of any assets. Based on such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment loss has been provided in the books of accounts.

5) No provision has been made for Sundry Debtors amounting to Rs. 4,14,544/- considered as Doubtful of Recovery (Under Litigation - Rs. 1,08,930/-) (Previous year - Rs. 1,08,930/-).

6) Sundry Creditors include outstanding in respect of Machinery and Vehicle amounting to Rs. 1,10,80,830/- (Previous year - Rs. 1,35,71,000/-) purchased in terms of Hire Purchase Agreements.

7) The Company has not received any information from its suppliers regarding registration under "The Micro, Small and Medium Enterprises Development Act, 2006". Hence, the information required to be given in accordance with Section 22 of the said Act, is not ascertainable. Hence, not disclosed.

8) The disclosures required under Accounting Standard -15 (Revised 2005) "Employee Benefits" notified in the Companies (Accounting Standards) Rules, 2006, are given below :

a) DEFINED CONTRIBUTION PLAN - PROVIDENT FUND

Employers contribution to Provident Fund Rs. 13,961,969/-

Employees contribution to Provident Fund Rs. 13,961,971/-

b) DEFINED BENEFIT PLAN-GRATUITY

- No provision has been made in respect of present liabilities for future payment of gratuity to the Staff and Workers, which will be charged to accounts as and when paid. According to actuarial valuation under Revised AS-15, the liability for gratuity payable to Staff and Workers as on 31st December, 2009 is Rs. 8,05,90,980/- (Previous year Rs. 6,39,35,949/-). Company is not contributed to any approved Gratuity Fund during the year. Hence, Fair value of Plan Assets, Current Service Cost, Interest Cost, Actuarial (gain)/Loss as on 31st December, 2009 are not ascertainable. However during the year Company has paid Rs.37,58,940/- to employees who have retired/died.

The discount rate is based upon the market yield available on government bonds at the accounting date within a term that matches that of the liabilities and the salary increase should take account Inflation, Seniority, Promotion and other relevant factors.

- The company has created a Gratuity Trust named "Diana Tea Company Limited Employees Gratuity Fund" under the Payment of Gratuity Act, 1972, with effect from 12th February, 2010. Further the Company has contributed under Group Gratuity scheme with "HDFC Standard Life Insurance Company Ltd." and "Life Insurance Corporation of India".

9) In accordance with Accounting Standard (AS) 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments held by the Company are valued at cost and Rs. 80,23,805/- (Previous year - Rs. 1,00,10,042/-) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognized in this account. These would, however be covered adequately by the Companys year-end Reserves & Surplus.

10) Miscellaneous Expenses includes Directors Board Meeting Fee & Committee Meeting Fee Rs. 28,000/- (Previous year - Rs. 32,000/-).

11) The Company has not accounted for interest receivable from M/s. Pretoria Enclave Limited, as per One Time Settlement (OTS) held in last year. According to OTS M/s. Pretoria Enclave Limited will pay Rs. 80 Lacs as compensation in three yearly instalments and after the completion of instalments of Rs. 80 Lacs, the aforementioned Company will pay its principal amount from the year 2010-11 in three years time. Interest will be charged from April, 2011 onwards.

12) No Provision has been made in respect of West Bengal Professional Tax Liability of Rs. 3,27,417/- in respect of interest for which the Company had applied for waiver.

13) No provision has been made for loan receivable (including interest Rs. 18,333/-) amounting to Rs. 27,63,111/- as considered doubtful of recovery during the year. Hence, no interest has been provided on the said loan.

14) Bank Charges includes Rs. 16.13 Lacs (Previous year - Rs.14.25 Lacs) being the Proportionate amount of foreign exchange fluctuation for repayment of foreign currency loan from bank, covered by forward contract.

15) Sundry Creditors includes Rs. 5,60,436/- (Previous year - Rs. 1,71,983/-) due to Small Scale Industrial undertakings to the extent such parties have been identified from the available documents/information. An amount of Rs. 2,87,682/- is due to party namely M/s. Avani Poly Pvt. Ltd., and Rs. 12,589/- to Vijay Trading Company respectively which is outstanding for more than 30 days.

16) During the year Company has received Subsidy of Rs. 15,33,674/- against Quality Upgradation and Product Diversification Scheme. Accordingly, the Company has calculated depreciation on net amount with prospective effect according to Accounting Standard -12.

17) Land & Plantation includes Rs. 790 Lacs in respect of Ambari Tea Estate, conveyance for which is not executed.

18) The Companys profits for the period 1st April, 2009 to 31st December, 2009 together with those for the subsequent period to 31st March, 2010 will be assessable (including under Section 115JB of the Income Tax Act, 1961) as one composite income for the Assessment Year 2010-2011 and in the view of this, no provision for the taxation has been made as the tax liability in respect of the said period of nine months cannot be quantified at present. However, provision for Income Tax for the three months from 1st January, 2009 to 31st March, 2009 along with previous nine months from 1st April, 2008 to 31st December, 2008 has been ascertained and duly provided.

19) In accordance with the Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India, the Company has reviewed the net deferred tax liability/assets as at 31st December, 2009 and the net deferred tax assets have been computed Rs. 29,70,975/-. Accordingly, the deferred tax amounting to Rs. 13,76,371/- for the year has been recognized in the Profit & Loss Account.

20) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provisions for all known liabilities are adequate and not in excess of the amount reasonably required.

22) The Company is engaged in the business of integrated activities of manufacture and sale of tea, predominantly in the domestic market. Hence, there is no reportable segment as per the AS-17 on "Segment Reporting" as issued by the ICAI.

In addition to above Companys financial assistance of Rs. 725 Lacs from United Bank of India are additionally secured by pledgement of Companys 9,57,500 equity shares held by Holding Company, Diana Capital Limited, 2,74,850 equity shares held by Managing Director Mr. Sandeep Singhania and 3,74,924 equity shares held by Wholetime Director Mrs. Sarita Singhania. Singhania Builders Ltd., has also given corporate guarantee of Rs. 35 Lacs for the above term loan of Rs. 725 Lacs as additional security to United Bank of India.

21) Information pursuant to the Provision of Paragraphs 3, 4C & 4D of Part II of Schedule VI to the Companies Act, 1956.

22) Figures for the previous year have been re-grouped, re-arranged and re-casted wherever necessary.


Dec 31, 2000

1) Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of Advances) Rs. 56,50,000/- (previous period Rs. 1,46,39,000 /-).

2) Contingent Liability not provided for in respect of :-

2.1) Bank Guarantees issued to various Government Bodies to the extent of Rs.27,66,954/- (Previous year Rs. 27,66,954/-).

2.2) Claim against the Company not acknowledged as debts amounting to Rs.1,16,22,761/- (Previous year Rs. 21,46,361/-).

3) The Land & Plantation of Diana, Baintgoorie and Goodhope Tea Estates except respective additions during the period have been revalued on 1st April 2000 as per valuation made by an approved valuer. This resulted in an increase in the book value of assets by Rs. 28,51,21,124/-, which is credited to Capital Reserve Account during the period ended 31st December 2000.

4) Depreciation as calculated includes additional charges of Rs. 50,209/- on revalued assets and an amount equivalent to the additional charges has been transferred to Profit & Loss Account from Capital Reserve (Revaluation of Fixed Assets) such transfer according to an authoritative professional views being acceptable for the purpose of the Companys Annual Accounts.

5) Stock of Tea includes 5,98,512 Kgs. valuing Rs. 2,88,48,278/- lying with other Parties ( Previous year 91,208 Kgs. valuing Rs. 53,25,543/-).

6) No provision has been made for Sundry Debtors amounting to Rs. 108,930/- considered as Doubtful of Recovery (Under Litigation) (Previous year Rs. 108,930/-).

7) Sundry Creditors including outstanding in respect of Machinery and Vehicle amounting to Rs.20,34,217/- (Previous year Rs. 14,66,971/-) purchased in terms of Hire Purchase Agreements.

8) No provision has been made in respect of present liabilities for future payment of gratuity to the Staff and Workers which . will be charged to accounts as and when paid/payable. According to actuarial valuation the liability for gratuity to Staff and Workers as on 31st December 2000 is Rs. 2,68,29,797/- (Previous year Rs. 2,45,09,803/-).

9) In accordance with Accounting Standard (AS) 13 issued by the Council of the Institute of Chartered Accountants of India, the Long Term Investments held by the Company are valued at cost and Rs. 2,95,31,612 /- (Previous year Rs. 1,42,83,918 /-) being diminution in values thereof has been considered by the management to be temporary and accordingly has not been recognised in this account. These would, however be covered adequately by the Companys year-end Reserves & Surplus.

10) To comply with the Accounting Standards-16 made mandatory by the Institute of Chartered Accountants of India with effect from 1st April 2000, the Company has changed its accounting policy in respect of treatment of borrowing cost as referred in Note A-13. pursuant to such change in accounting policy profit for the year is higher by Rs.7,64,776/-.

11) Miscellaneous Expenses includes Directors Board Meeting Fee Rs.11,500/- (Previous year Rs.8,000/-).

12) An amount of Rs. 10,17,820/- and Rs. 1,33,397/- are due to Small Scale Industrial undertakings namely M/s. Jalan Laminators Pvt. Ltd. and M/s. Hanu Polymers Private Limited which exceeds Rs. 1,00,000/- and are outstanding for more than 30 days. Total amount due to small scale Industrial undertakings was Rs. 12,58,552/-

13) Land & Plantation includes Rs. 790 Lakhs in respect of Ambari Tea Estate, Conveyance for which is not executed.

14) The company has changed its accounting year from ending March to ending December for the purpose of the Companies Act, 1956 as against 31st March being the previous year for the purpose of the provisions of the Income Tax Act, 1961. The Companys profits for the period 1st April 2000 to 31st December 2000 together with subsequent period upto 31st March 2001 will be assessable (including under Section 115JA of the Income Tax Act, 1961) as one composite income for the assessment Year 2001-2002 and in view of this, no provision for taxation has been made as the tax liability in respect of the whole year including said period of three months can not be quantified at present.

15) In the opinion of the Board of Directors of the Company the Current Assets, Loans, Advances and Deposits are approximately of the value stated in the accounts, if realised, in ordinary course of business unless otherwise stated. The provision for all known liabilities are adequate and not in excess of the amount reasonably required.

16) Loans and Advances includes the following due from companies under the same Management or in which Directors are interested either as Director of the Company and from Executive Directors of the Company.

17) Abstract of the Balance Sheet as at 31.12.2000 and Companys General Business Profiles as per Part IV of Schedule VI (amended) to the Companies Act, 1956.

 
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