Notes to Accounts of Ennore Coke Ltd.

Mar 31, 2015

1. General information

a) The financial statements have been prepared and presented as per the provisions of Schedule III of the Companies Act, 2013.

b) All amounts in the financial statements are presented in rupees, except as otherwise stated.

2. Company overview

Ennore Coke Limited ('the Company') is an entity whose equity shares are listed in the Bombay Stock Exchange Limited (BSE). The Company is engaged in the activity of manufacturing and trading of Metallurgical Coke. The installed capacity of Non- Recovery coke oven Plant at Haldia, West Bengal is 130,000 TPA. The Company commenced the commercial production of Metallurgical Coke during 2009-2010.ln the month of August 2011, the company commissioned a Co-Generation power plant of 12MW capacity at Haldia. The Company shares were acquired by Haldia Coke and Chemicals Private Limited in 2010-1 land presently its shareholding is 60.86%. Consequent to the above Ennore Coke Limited is a subsidiary company of Haldia Coke and Chemicals Private Limited

A) TERMS/RIGHTS ATTACHED TO EQUITY SHARES

The company is presently having one class of equity shares having a par value of Rs. 10/- per share. Every Equity shareholder is entitled to one vote pershare.

In the event of winding up of the company, the Equity Shareholders will be entitled to receive the assets of the company. The distribution will be in proportion to the number of equity shares held by the shareholders.

B) TERMS/RIGHTS ATTACHED TO PREFERENCE SHARES

(i) The cumulative redeemable preference shareholders are entitled to a cumulative preference dividend of higher of

* equal to 10% per annum and

* the sum of

* equivalent dividend calculated on equity assuming that the CRPS had been used instead to subscribe to equity shares of the Company on the date of their issue based on price, calculated under Issue of Capital and Disclosure Requirements (ICDR) and

* the difference between the trailing 6 week Volume-Weighted Average Market Price (VWAP) of the shares of the Company as on the date of issue and allotment of the CRPS and as on the date of redemption. (The above will be adjusted for reorganisation of capital events).

* The dividend of minimum 10% is payable every year, and the additional dividend, if any on redemption calculated as above.

(ii) The above cumulative redeemable preference shares have free transferability and are unlisted.

(iii) The cumulative redeemable preference shareholders have voting rights only in respect of those resolutions which directly affect the rights attached to the cumulative redeemable preference shares.

(iv) The above cumulative redeemable preference shares are redeemable not later than ten years from the date of issue i.e. December 18, 2013. However, the preference shareholders have an option for early redemption:

* When there is a change in control of the company or

* When there is any fresh issuance of securities by the company or

* after 5 years in minimum tranches of Rs. 10 Crores and in multiple of Rs.10Crores.

(v) Until such redemption, the cumulative redeemable preference shareholders will have preference over the equity shareholders in the assets of the company, in the event of winding up.

C) EMPLOYEES STOCK OPTION SCHEME

In the Annual General Meeting held on September 15, 2008, the Company had obtained the assent of the shareholders to issue Employee Stock Option Scheme (ESOS) to the extent of 5% of the paid up Share capital. However, the approval from BSE is yet to be obtained and the Company proposes to make the scheme operative upon getting the approval from BSE.The Board of Directors in their meeting held on 31st March 2015 have cancelled the above ESOS and the scheme is no more operative.

D) SHARES RESERVED FOR ISSUE UNDER OPTIONS AND CONTRACTS - NIL

E) SHARES CONVERTIBLE INTO SECURITIES - NIL

F) CALLS UNPAID - NIL

3. A) Term Loans with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank (collectively consortium banks) are secured by charges -

i. First charge on entire fixed assets of the company, both present and future, at the Alichak, Haldia on paripassu basis between consortium banks.

ii. Extension of First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

iii. Unconditional irrevocable personal guarantee for total borrowings given by Mr. Ganesan Natarajan, erstwhile whole time Director (up to 31-Jul-13) and

iv. Corporate guarantee for total borrowings given by Haldia Coke and Chemicals Private Limited, the holding company.

v. The term loans have been fully settled as on 3181 March 2015.

B) Additional Security by way of pledge of 46 50 000 equity shares of Rs.10/- each of the company, held by its Holding company M/s Haldia Coke and Chemicals Private Limited in favour of State Bank of India, Kolkata towards extension of banking facilities.

C) Disclosure in respect of continuing default, period of repayment and applicable interest rate is as follows: NIL

4. A) Working Capital facilities including Cash Credit facilities with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank (collectively consortium banks) are secured by charges -

i. First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

ii. Extension of first charge on entire fixed assets of the company, both present and future, at the Alichak, Haldiaon paripassu basis between consortium banks.

iii. Unconditional irrevocable personal guarantee for total borrowings given by Mr. Ganesan Natarajan, erstwhile whole time Director (upto 31-Jul-13)and

iv. Corporate guarantee for total borrowings given by Haldia Coke and Chemicals Private Limited, the holding company.

B) Additional Security by way of pledge of 46 50 000 equity shares of Rs.10/- each of the company, held by its Holding company M/s Haldia Coke and Chemicals Private Limited in favour of State Bankof India, Kolkata towards extension of banking facilities.

5.a. Deferred tax asset on the losses incurred during the year has not been recognised, as the future taxable income will not be sufficient against which the deferred tax asset can be realised.

b. Deferred tax asset of Rs. 15 57 22 180/- on account of carried forward business losses and depreciation as per the Income Tax Act is continued to be carried forward and no adjustment for the reversal has been considered during the year, as the management is of the opinion that the company's taxable income in the ensuing financial years would be adequate enough to absorb the same

6. CONFIRMATION OF BALANCES

The Company has not obtained confirmation of balances in respect of:-

a) Loans & Advances amounting to Rs. 6 09 42 527 /-

b) Trade Payables amounting to Rs. 10 36 84 384/-

c) Deposits amounting to Rs. 18 78 308/-

Pending receipt of confirmation and reconciliation of balances, no adjustments have been carried out to the carrying values of the above amounts forthe year ended 31 March 2015. Inthe opinion of the Management, the amounts stated in the Balance Sheet are fully realisable/ payable.

7. TAXATION

a) No provision for Income Tax (Previous year "Nil") has been made for the year under review as there is no taxable income under the normal provisions of the Income Tax Act 1961 Tax as well as under section 115JBofthe Income Tax Act, 1961(Minimum Alternate Tax).

b) Income tax assessments up to 31st March 2013 have been completed and additional demands have been raised .disputed and under appeal is Rs. 2811 95 610/-. The company is confident of winning the appeals and hence no provision is considered necessary forthe above amount.

8. CONTINGENT LIABILITIES

Particulars March 31,2015 March 31,2014

1. Guarantees issued by the Company on behalf of

a. Fellow Subsidiaries

(i) Wellman Coke India Ltd - State Bank of India 151 59 00 000 151 59 00 000

(ii) laeger Minerals Inc, USA - Axis Bank 62 59 08 000 60 09 98 000

b. others 45 63 398 43 46 013

2. Letters of Credit issued by Banks and outstanding 53 19 58 560 40 24 10 400

3. Excise duty payable for export of coke cleared under bond 1 22 04 021 1 22 04 021

4. Claims against the Company not acknowledged as debts Not Quantifiable Nil

5. Demand Notice issued for payment of Income Tax - A.Y. 2010-1 land appeal made by the company against the demand Nil 6 63 47 153

6. Demand Notice issued for payment of Income Tax - A.Y. 2011-12and appeal made by the company against the demand 23 84 17 370 23 84 17 370

7. Demand Notice issued for payment of Income Tax - A.Y. 2012-13 and appeal made by the company against the demand 4 27 78 240 Nil

8. Demand Notice issued for payment of Service Tax - A.Y. 2009-10 to AY 2012-13 and appeal made by the company with the CESTAT against the demand. 99 61 269 Nil

9. Ad-hoc VAT Payments made to West Bengal VAT authorities disputed and under appeal with the Appellate Tribunal. 77000000 77000 000

10. Ad-hoc VAT Payments made to Gujarat VAT authorities Nil 27 04 595

11. Accumulated preference dividend on 10% cumulative redeemable preference shares - pro rata from the date of allotment up to the balance sheet date. 12 84 93 151 2 84 93 151

9. OPERATING LEASE

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note14 of Notes to Financial Statements which is a non-cancellable lease, for which AS 19 is not applicable.

10. RELATED PARTY DISCLOSURES

1. Holding Company Haldia Coke and Chemicals Private Limited

2. Fellow Subsidiaries Wellman Coke India Limited

Mississippi Minerals Inc., USA

(formerly Tiger American Minerals Inc., USA)

laeger Minerals Inc., USA

(formerly Shriram minerals Inc., USA)

Asia Coke Limited

Aditya Coke Private Limited

Mahala Coke Products Private Limited

3. Associate Enterprise Shriram EPC Limited

4. Enterprises having ability to exercise control Premier Energy and Infrastructure Limited EMAS Engineers & Contractors Private Limited Shriram Auto Finance, partnership firm

11.DISCLOSURES UNDER LISTING AGREEMENT

As required by the amendment to Clause 32 of the listing agreement vide SEBI circular no. 2/2003 of 10th January, 2003, the following disclosure has been made:

* Loansandadvancesinthenatureofloanstosubsidiaries: Nil

* Loans and advances in the nature of loans to associates:

* Loans and advances in the nature of loans to firms/companies in which directors are interested: Nil

* lnvestmentsbyLoaninthesharesoftheCompanyason31 March2015: Nil

12. SEGMENT REPORTING

The Company is engaged in the business of manufacturing and trading of coke/coal and generation of power, which as per Accounting Standard 17 on "Segment Reporting" are considered to be different reportable business segment.

The Company is operating in India which is considered as a single geographical segment.

13. ASSIGNMENT OF TRADE RECEIVABLES

Based on the approval given by the shareholders in the EGM dated 2nd December 2014 ,the Company has assigned during the year ,certain trade receivables amounting to Rs. 199 20 64 338/- to its Holding Company M/s Haldia Coke & Chemicals Private Limited in partial settlement of the loans availed from them. However, confirmation from the respective parties for the above assignment are available for a sum of Rs. 79 09 73 728/-.

14. Based on a legal opinion, an amount of Rs.7 70 00 000/- paid to West Bengal VAT Authorities in an earlier financial year is being disputed by the Company and is carried over as advance. In the opinion of the management, the amount is fully recoverable and hence no provision is considered necessary forthe same.

15. CHANGE IN ACCOUNTING POLICIES

(i) Consequent to the applicability of the Companies Act, 2013 with effect from 1st April 2014, depreciation forthe year ended 31 March 2015 has been calculated based on the useful life as specified under Schedule II of the said Act. As a result, the depreciation charge forthe year is higher by Rs. 4 39 097/-.Further based on the transitional provision as per Note 7(b) of Schedule II , an additional depreciation amount of Rs.11 39 002/-has been debited to the opening balance of the retained earnings as on 1st April 2014 where the remaining useful life of the assets are Nil.

(ii) The Company has been hitherto adopting the policy of treating the purchase of Stores and Consumables as expenditure without accounting for their stock materials at the close of the accounting period. However, the Company has changed during the current year, the method of accounting, by recognising in the books the value of such stocks physically available at the stores every month. As a result, the loss forthe year is lower by Rs. 20 31 788/- and the inventory is higher by the same amount.

(iii) The Company has been hitherto adopting the policy of accounting the finance charges in respect of letters of credit opened by the company as expenditure. However from the current year, the finance charges are accounted as expenditure on a pro-rata basis corresponding to the tenor of the instrument and the charges relating to the unexpired period is carried over. As a result, the loss for the year is lower by Rs. 5 30 991/- and the current asset is higher by the same amount.

(iv) The Company has been hitherto recognising interest income on the loans due net of interest paid on loans received from a fellow subsidiary. However form the current year, the Company has not recognised such interest, taking a prudent and conservative view. The interest income (net of interest expense) not recognised amounts to Rs. 11 21 17 180/-. As a result, the loss is overstated and the current asset is understated by the same amount.

16. LITIGATION

There are legal cases against the company which have arisen in the ordinary course of business and have been disputed by the Company. The Company has made adequate provision in the books wherever required. The company's management does not reasonably expect that these legal actions, when ultimately concluded and determined, will have a material and adverse effect on the company's results of operations orfinancial position.

17. RE-GROUPING

The figures of previous year including cash flow also have been re-grouped and re-classified wherever considered necessary to conform with thefigures in accordance with the requirements applicable forthe current year

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Mar 31, 2014

1. A) TERMS / RIGHTS ATTACHED TO EQUITY SHARES

The company is presently having one class of equity shares having a par value of Rs. 10/- per share. Every Equity shareholder is entitled to one vote per share.

In the event of winding up of the company, the Equity Shareholders will be entitled to receive the assets of the company. The distribution will be in proportion to the number of equity shares held by the shareholders.

B) TERMS/ RIGHTS ATTACHED TO PREFERENCE SHARES

(i) The cumulative redeemable preference shareholders are entitled to a cumulative preference dividend of higher of

* equal to 10% per annum and

* the sum of

* equivalent dividend calculated on equity assuming that the CRPS had been used instead to subscribe to equity shares of the Company on the date of their issue based on price, calculated under Issue of Capital and Disclosure Requirements (ICDR) and * the difference between the trailing 6 week Volume-Weighted Average Market Price (VWAP) of the shares of the Company as on the date of issue and allotment of the CRPS and as on the date of redemption. (The above will be adjusted for reorganisation of capital events).

* The dividend of minimum 10% is payable every year, and the additional dividend, if any on redemption calculated as above.

(ii) The above cumulative redeemable preference shares have free transferability and are unlisted.

(iii) The cumulative redeemable preference shareholders have voting rights only in respect of those resolutions which directly affect the rights attached to the cumulative redeemable preference shares.

(iv) The above cumulative redeemable preference shares are redeemable not later than ten years from the date of issue i.e. December 18, 2013. However, the preference shareholders have an option for early redemption:

* When there is a change in control of the company or

* When there is any fresh issuance of securities by the company or

* after 5 years in minimum tranches of Rs.10 Crores and in multiple of Rs. 10 Crores.

(v) Until such redemption, the cumulative redeemable preference shareholders will have preference over the equity shareholders in the assets of the company, in the event of winding up.

D) EMPLOYEES STOCK OPTION SCHEME

In the Annual General Meeting held on September 15, 2008, the Company had obtained the assent of the shareholders to issue Employee Stock Option Scheme (ESOS) to the extent of 5% of the paid up Share capital. However, the approval from BSE is yet to be obtained and the Company proposes to make the scheme operative upon getting the approval from BSE.

2. A) Term Loans with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank (collectively consortium banks) are secured by charges -

i) First charge on entire fixed assets of the company, both present and future, at the Alichak, Haldia on paripassu basis between consortium banks.

ii) Extension of First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

iii) Unconditional irrevocable personal guarantee for total borrowings given by Mr. Ganesan Natarajan, erstwhile whole time Director (upto 31-Jul-13) and

iv) Corporate guarantee for total borrowings given by Haldia Coke and Chemicals Private Limited, the holding company.

B) Additional Security by way of pledge of 46,50,000 equity shares of Rs.10/- each of the company, held by its Holding company M/s Haldia Coke and Chemicals Private Limited in favour of State Bank of India, Kolkata towards extension of banking facilities.

3. A) Working Capital facilities including Cash Credit facilities with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank (collectively consortium banks) are secured by charges -

i. First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

ii. Extension of first charge on entire fixed assets of the company, both present and future, at the Alichak, Haldia on paripassu basis between consortium banks.

iii. Unconditional irrevocable personal guarantee for total borrowings given by Mr. Ganesan Natarajan, erstwhile whole time Director (upto 31-Jul-13) and

iv. Corporate guarantee for total borrowings given by Haldia Coke and Chemicals Private Limited, the holding company.

B) Additional Security by way of pledge of 46,50,000 equity shares of Rs.10/- each of the company, held by its Holding company M/s Haldia Coke and Chemicals Private Limited in favour of State Bank of India, Kolkata towards extension of banking facilities.

4. CONFIRMATION OF BALANCES

The Company has not obtained confirmation of balances in respect of:-

a) Trade Receivables amounting to Rs. 30,69,49,403/-

b) Loans & Advances amounting to Rs. 2,13,08,669/-

c) Trade Payables amounting to Rs. 32,48,46,555/-

d) Advances received from customers amounting to Rs. 36,34,10,657/-

e) Stock lying in ports amounting to - Rs.72,92,09,097/-

Pending receipt of confirmation and reconciliation of balances, no adjustments have been carried out to the carrying values of the above amounts for the year ended 31 March 2014. In the opinion of the Management, the amounts stated in the Balance Sheet are fully realisable/payable.

5. TAXATION

a) No provision for Income Tax (Previous year "Nil") has been made for the year under review as there is no taxable income under the normal provisions of the Income tax act 1961 as well as under Section 115JB of the Income Tax Act, 1961(Minimum Alternate Tax).

6. CONTINGENT LIABILITIES

Particulars 31-Mar-14 31-Mar-13

1. Guarantees issued by the Company on behalf of

a. related parties 211,68,98,000 205,97,93,000

b. others 43,46,013 24,67,887

2. Letters of Credit issued by Banks and outstanding 40,24,10,400 67,66,40,144

3. Excise duty payable for export of coke cleared under bond 1,22,04,021 1,22,04,021

4. Demand Notice issued for payment of Income Tax - A.Y. 2010-11 and appeal made by the company against the demand 6,63,47,153 6,63,47,153

5. Demand Notice issued for payment of Income Tax - A.Y. 2011-12 and appeal made by the company against the demand 23,84,17,370 Nil

6. Ad-hoc VAT Payments made to West Bengal VAT authorities 7,70,00,000 12,64,40,744

7. Ad-hoc VAT Payments made to Gujarat VAT authorities 27,04,595 Nil

8. Accumulated preference dividend on 10% cumulative redeemable preference shares - pro rata from the date of allotment 2,84,93,151 Nil

Total 294,88,20,703 294,38,92,949

7. OPERATING LEASE

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note14 of Notes to Financial Statements which is non-cancellable lease.

8. SEGMENT REPORTING

The Company is engaged in the business of manufacturing and trading of coke/coal and generation of power, which as per Accounting Standard 17 on "Segment Reporting" are considered to be different reportable business segment.

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Mar 31, 2013

1. General information

a) The revised Schedule VI has been notified under the Companies Act 1956 and has become applicable to the company for the year ended March 31, 2013 for preparation and presentation of the financial statements. Accordingly, the financial statements have been prepared and presented as per the revised Schedule VI. The figures of previous year also have been re- classified and regrouped wherever considered necessary to confirm with the figures in accordance with the requirements applicable for the current year.

b) All amounts in the financial statements are presented in rupees,except as otherwise stated.

2. Company overview

Ennore Coke Limited (''the Company'') is an entity whose equity shares are listed in the Bombay Stock Exchange Limited (BSE). TheCompany is engaged in the activity of manufacturing and trading of Metallurgical Coke. The installed capacity of Non- Recovery coke oven Plant at Haldia, West Bengal is 130,000 TPA. The Company commenced the commercial production of Metallurgical Coke during 2009-2010. In the month of August 2011, the company commissioned a Co-Generation power plant of 12MW capacity at Haldia.The Company shares were acquired by Haldia Coke and Chemicals Private Limited in 2010-11and presently its shareholding is 60.86%. Consequent to the above Ennore Coke Limited is a subsidiary company of Haldia Coke and Chemicals Private Limited.

3. CONFIRMATION OF BALANCES

The Company has not obtained confirmation of balances in respect of a) Trade Receivables amounting to Rs. 244,14,92,347/- b) Loans & Advances amounting to Rs. 5,18,96,341/- c) Trade Payables amounting to Rs. 94,47,42,886/- d) Advances received from customers amounting to Rs.1,91,36,917/- e) Stock lying in ports amounting to - Rs.7,47,78,574/- Pending receipt of confirmation and reconciliation of balances, no adjustments have been carried out to the carrying values of the above amounts for the year ended 31 March 2013. In the opinion of the Management, the amounts stated in the Balance Sheet are fully realisable/payable.

4. TAXATION

a) No provision for Income Tax has been made for the year under review as there is no taxable income under the normal provisions of the Income tax act 1961 Tax as well as under section 115JB of the Income Tax Act, 1961(Minimum Alternate Tax).

b) Income Tax return for the previous financial year ended 31 March 2012 has not been filed as on 31 March 2013.The tax due and the interest payable u/s 234 A/234 B/234 C has been provided upto 31 March 2013.

in Rupees

31-Mar-13 31-Mar-12

5. CONTINGENT LIABILITIES

1. Guarantees issued by the Company on behalf of

a. related parties 205,97,93,000 202,74,65,000

b. others 21,15,684 21,15,684

2. Letters of Credit issued by Banks and outstanding 67,66,40,144 4,99,40,800

3. Excise duty payable for export of coke cleared under bond 1,22,04,021 1,35,08,244 4. Penalty notice issued by Income Tax Department and order yet to be passed - A.Y. 2009-10. Nil Not quantifiable

5. Penalty notice issued by Income Tax Department and order yet to be passed -A.Y. 2010-11. Nil Not quantifiable

6. Demand Notice issued for payment of Income Tax - A.Y. 2010-11 6,63,47,153 Nil

7. Demand Notice issued for payment of Tax deducted at source Nil 30,97,952

8. Ad-hoc VAT Payments made to West Bengal VAT authorities, in respect of which completion of assessment is pending 12,64,40,744 Nil

Total 294,35,40,746 209,61,27,680

6. OPERATING LEASE

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note14 of Notes to Financial Statements which is non-cancellable lease.

The total of future minimum lease payments under non-cancellable operating leases for each of the following periods as at March 31, 2013

7. GRATUITY AND OTHER POST EMPLOYMENT BENEFIT PLANS

As per Accounting Standard - 15 revised, "Employee Benefits", the disclosures as defined in the Accounting Standard are given below:

For determining the gratuity/leave encashment liability of the Company, the following actuarial assumptions were used:

7. RELATED PARTY DISCLOSURES

1. Holding Company Haldia Coke and Chemicals Private Limited

2. Key Managerial Personnel 1. Mrs. Vathsala Ranganathan (Managing Director)

(Upto March 02, 2012)

2. Mr. Ganesan Natarajan (Whole-time Director)

3. Fellow Subsidiaries Wellman Coke India Limited

Mississippi Minerals Inc., USA

(formerly Tiger American Minerals Inc., USA )

Iaeger Minerals Inc., USA

(formerly Shriram Minerals Inc., USA)

4. Associate Enterprise Shriram EPC Limited

5. Enterprises having ability to exercise control Premier Energy and Infrastructure Limited

EMAS Engineers & Contractors Private Limited Shriram Auto Finance, partnership firm

9. DISCLOSURES UNDER LISTING AGREEMENT

As required by the amendment to Clause 32 of the listing agreement vide SEBI circular no. 2 / 2003 of 10th January, 2003, the following disclosure has been made:

- Loans and advances in the nature of loans to subsidiaries: Nil

- Loans and advances in the nature of loans to associates: Nil

- Loans and advances in the nature of loans to firms/companies in which directors are interested:

10. SEGMENT REPORTING

The Company is engaged in the business of manufacturing and trading of coke/coal and generation of power, which as per Accounting Standard 17 on "Segment Reporting" are considered to be different reportable business segment.

The Company is operating in India which is considered as a single geographical segment.

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Mar 31, 2012

General information

a) The revised Schedule VI has been notified under the Companies Act 1956 and has become applicable to the company for the year ended March 31, 2012 for preparation and presentation of the financial statements. Accordingly, the financial statements have been prepared and presented as per the revised Schedule VI. The figures of previous year also have been re-classified and regrouped wherever considered necessary to confirm with the figures in accordance with the requirements applicable for the current year

b) All amounts in the financial statements are presented in rupees, except as otherwise stated.

Company overview

Ennore Coke Limited ('the Company') is an entity whose equity shares are listed in the Bombay Stock Exchange Limited (BSE). The Company is engaged in the activity of manufacturing and trading of Metallurgical Coke. The installed capacity of Non- Recovery coke oven Plant at Haldia, West Bengal is 130,000 TPA. The Company commenced the commercial production of Metallurgical Coke during 2009-2010.In the month of August 2011, the company commissioned a Co-Generation power plant of 12MW capacity at Haldia. The Company shares were acquired by Haldia Coke and Chemicals Private Limited in 2010-11and presently its shareholding is 60.86%. Consequent to the above Ennore Coke Limited is a subsidiary company of Haldia Coke and Chemicals Private Limited.

A) TERMS/RIGHTS ATTACHED TO EQUITY SHARES

The company is presently having one class of equity shares having a par value of Rs. 10/- per share. Every Equity shareholder is entitled to one vote per share.

In the event of winding up of the company, the Equity Shareholders will be entitled to receive the assets of the company. The distribution will be in proportion to the number of equity shares held by the shareholders.

B) EMPLOYEES STOCK OPTION SCHEME

In the Annual General Meeting held on September 15, 2008, the Company had obtained the assent of the shareholders to issue ESOS (Employee Stock Option Scheme) to the extent of 5% of the paid up Share capital. However, the approval from BSE is yet to be obtained and the Company proposes to make the scheme operative upon getting the approval from BSE.

Term Loans with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank

(collectively consortium banks) are secured by charges -

i. First charge on entire fixed assets of the company, both present and future, at the Alichak, Haldia on paripassu basis between consortium banks.

ii. Extension of First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

iii. Unconditional irrevocable personal guarantee given by Mrs. Vathsala Ranganathan, former Managing Director and Mr. Ganesan Natarajan, Whole Time Director and Corporate guarantee given by Haldia Coke & Chemicals Pvt Ltd, the holding company

1. A) Working Capital facilities including Cash Credit facilities with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank (collectively consortium banks) are secured by charges -

i. First charge on entire current assets of the company, both present and future, on paripassu basis between consortium banks.

ii. Extension of first charge on entire fixed assets of the company, both present and future, at the Alichak, Haldia on paripassu basis between consortium banks.

iii. Unconditional irrevocable personal guarantee given by Mrs. Vathsala Ranganathan, former Managing Director and Mr. Ganesan Natarajan, Whole Time Director and Corporate guarantee given by Haldia Coke & Chemicals Pvt Ltd, the holding company

1. B) Loan from others is secured by first charge on the specific equipment financed to the Company.

2. CONFIRMATION OF BALANCES

The Company has not obtained confirmation of balances in respect of

a) Fixed Deposit with State Bank of India, Kolkata amounting to Rs. 2,46,00,000/-

b) Trade Receivables amounting to Rs. 216,68,83,545/-

c) Loans & Advances amounting to Rs. 9 46 77 886 /-

d) Trade Payables amounting to Rs. 210,98,72,477/-

e) Unsecured Loans payable amounting to Rs. 4,18,65,985/-

f) Stock lying with third party sent for conversion-Rs 3,16,28, 838/- Pending receipt of confirmation and reconciliation of balances, no adjustments have been carried out to the carrying values of the above amounts for the year ended 31 March 2012. In the opinion of the Management, the amounts stated in the Balance Sheet are fully realisable/ payable.

3. TAXATION

a) Provision for Income Tax of Rs. 89,80,000/- made for the year represents Minimum Alternate Tax payable under the provisions of Section 115 JB of the Income Tax Act.

b) Income Tax return for the previous financial year ended 31 March 2011 has not been filed as on 31 March 2012. The tax due and the interest payable u/s 234 A/234 B/234 C has been provided upto 31 March 2012.

c) Provision for Tax - Earlier years (Net)

31.03.2009 - Rs 1,44,849/-

31.03.2011 - Rs 1,19,73,836/-

Less : reversal of excess provision Rs 10,82,832/-

Balance Rs 1,10,35,853/-

in Rupees

As at As at March 31, 2012 March 31, 2011

4.CONTINGENT LIABILITIES

1. a. Guarantees issued by the Company on behalf of the related parties 202,74,65,000 1,17,81,816

b. Guarantees issued by the Company on behalf of others 21,15,684 21,15,684

2. Letters of Credit issued by Banks and outstanding 4,99,40,800 -

3. Excise duty payable for export of Coke cleared under Bond 1,35,08,244 -

4. Penalty notice issued by Income Tax Department and contested - A.Y. 2009-10 Not quantifiable -

5. Demand Notice issued for payment of Tax deducted at source 30,97,952 -

5. COMMITMENTS

Estimated amount of contracts remaining to be executed on capital and not provided for - -

6. OPERATING LEASE

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note II of Notes to Financial Statements which is non-cancellable lease.

The total of future minimum lease payments under non-cancellable operating leases for each of the following periods as at March 31, 2012

7. SEGMENT REPORTING

The Company is engaged in the business of manufacturing and trading of coke/coal and generation of power, which as per Accounting Standard 17 on "Segment Reporting" are considered to be different reportable business segment.

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Mar 31, 2011

1) Contingent liabilities

Particulars As at March 31, 2011 As at March 31, 2010

Guarantees to Bankers on behalf of Related party 1,389,750,000 720,000,000

2) Leasehold land

Gross block of the Company includes Leasehold land of Rs 24,637,289 registered in the name of erstwhile company Ennore Power and Coke Private Limited (EPCPL)

During January 2009, the Company has invested in 100% of shares of EPCPL and further entered into a scheme of amalgamation of EPCPL from the appointed date of April 01, 2008 duly approved by the sharehold- ers of both the companies, consortium banks and the Hon'ble High Court of Madras. Under the scheme, the Company shall be entitled to apply for the necessary approvals from concerned authorities to own and operate the undertakings of EPCPL.

The Company has filed an application for title change, subsequent to the amalgamation, with HDA (Haldia Development Authority) which is pending approval.

3) Employee stock option scheme

In the Annual General Meeting held on September 15, 2008, the Company had obtained the assent of the share holders to issue ESOS (Employee Stock Option Scheme) to the extent of 5% of the paid up Share capital. However, the approval from BSE is yet to be obtained and the Company proposes to make the scheme operative upon getting the approval from BSE.

4) Quantitative Details:

A. Licensed / Installed capacity:

The Installed capacity of the Non-Recovery Coke oven plant is 1,30,000 MT per annum. The capacity of co-generation power plant is 12MW and during the year power plant is not ready for commencing the operations.

5) Operating lease

The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note 5 of Schedule 19, which is non-cancellable lease. During the year, the Company has incurred total rent of Rs.7,617,449 (Previous year - Rs. 4,118,732).

6) Related Party Disclosures

1. Holding Company Haldia Coke and Chemicals Private Limited

(from July 2010)

2. Key Managerial Personnel 1. Mrs.Vathsala Ranganathan (Managing Director)

2. Mr. Ganesan Natarajan ( Whole Time Director)

3. Fellow Subsidiaries Wellman Coke India Limited

Tiger American Minerals Inc., USA (from July 2010) (formerly Reed Shriram Minerals Inc., USA) Iaeger Minerals Inc., USA (from July 2010) (formerly Shriram minerals Inc., USA)

4. Enterprises over which person in (2) above are able to exercise significant influence.

Shriram EPC Limited

Shriram Auto Finance, partnership firm

Shriram Auto Finance LLP

Hamon Shriram Cottrell Private Limited

Shriram SEPL Composites Limited

Haldia Coke and Chemicals Private Limited (upto June 2010)

Blackstone Group Technologies Private Limited

Leitner Shriram Manufacturing Limited

Orient Green Power Company Limited

Chem Projects Consulting Private Limited

Bharath Coal Chemicals Limited

Blackgold Chemicals Private Limited

Premier Energy and Infrastructure Limited

Theta Management Consultancy Private Ltd

7) Disclosures under Listing Agreement

As required by the amendment to Clause 32 of the listing agreement vide SEBI circular no. 2 / 2003 of 10th January, 2003, the following disclosure has been made:

- Loans and advances in the nature of loans to subsidiaries: Nil

- Loans and advances in the nature of loans to associates: Nil.

- Loans and advances in the nature of loans to firms/companies in which directors are interested: Nil.

- Investments by Loan in the shares of the Company as on 31 March 2011: Nil.

8) The Company is engaged in the business of manufacturing and trading of coke/coal, which as per Accounting Standard 17 on "Segment Reporting" is considered to be the only reportable business segment. The Company is operating in India which is considered as a single geographical segment.

9) In the opinion of the Board, the current assets, loans and advances have a value on realisation in the ordinary course of business, which atleast equal the amount at which they are stated.

10) Secured loan:

(a) Term Loan and Working Capital facilities including Cash Credit facilities with State Bank of India, State Bank of Hyderabad, Union Bank of India and Indian Overseas Bank(collectively consortium banks) are secured by charges -

i. First paripassu charge on all immovable properties, both present and future, at the plant at Mouza Alichak, Haldia.

ii. First paripassu charge by way of hypothecation of the entire movables including movable plant & machinery, machinery spares, tools and accessories and other current assets.

iii. Second paripassu charge by way of hypothecation on the movables (excluding fixed assets) and including operating cash flows, book debts, receivables, commissions and any other revenues, both present and future.

iv. Unconditional irrevocable personal guarantee given by Mrs.Vathsala Ranganathan, Managing Director and Mr. Ganesan Natarajan, Whole Time Director and Corporate guarantee by Shriram Auto Finance (Partnership Firm).

(b) Loan from others are secured by first charge on the specific equipment financed to the Company.

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Mar 31, 2010

RS.

1. Particulars As at March 31, 2010 As at March 31, 2009

a) Capital Commitments

Estimated amounts of Capital Commitments Nil 180,000,000

b) Contingent Liabilities

Guarantees to Bankers on behalf of Related party 720,000,000 290,000,000

2. Lease hold Land

In April 2006, the Governor of the state of West Bengal, represented by the special officer, Urban Development (T&CP) Department, Government of West Bengal and Chief Executive Officer of Haldia Development Authority (HDA) entered into lease agreement with Ennore Power and Coke Private Limited (EPCPL) for leasing out 25 acres of land for the purpose of building a factory for the manufacture of non-recovery coke oven project at Haldia. The lease period is 90 years. As per the agreement, EPCPL shall not sublet the demised land or any part thereof or assign its leasehold interest or part with the possession of the same without the prior consent in writing from HDA.

During May 2006, pursuant to a Business transfer agreement entered into between EPCPL and Ennore Coke Limited, all the assets including land relating to Coke Oven plant construction were transferred to the Company. However, EPCPL has not obtained the permission from HDA to transfer the leasehold land to the Company.

During January 2009, the Company has invested in 100% of shares of EPCPL and further entered into a scheme of amalgamation of EPCPL from the appointed date of April 01, 2008 duly approved by the shareholders of both the companies and consortium banks, and submitted to the Honble High Court of Madras for sanction u/s 391 and 394 of the Companies Act, 1956 for its approval. Under the scheme, the Company shall be entitled to apply for the necessary approvals from concerned authorities for own and operate the undertakings of the EPCPL.

During the current year, the Company had obtained the approval for the scheme of amalgamation from the Honble High Court of Madras and the same has been given effect in the current year financial statements of the Company.

Gross block of the Company includes Leasehold land of Rs 24,637,289. The Company has filed an application for transfer of leasehold land to the Companys name upon merger with HDA which is pending approval.

3. Employee Stock Option Scheme

In the Annual General Meeting held on September 15, 2008, the Company had obtained the assent of the share holders to issue ESOS (Employee Stock Option Scheme) to the extent of 5% of the paid up Share capital. However, the approval from BSE is yet to be obtained and the Company proposes to make the scheme operative upon getting the approval from BSE.

4. Quantitative Details:

A. Licensed / Installed capacity:

The Installed capacity of the Non-Recovery Coke oven plant is 1,30,000 MT per annum. The capacity of co-generation power plant is 12MW and during the year power plant is not ready for commencing the operations.

5.The Company has its office premises under operating lease arrangement which is cancellable at the option of the Company, by providing 3 months prior notice. The Company is incurring lease rent for the leasehold land referred in note 4 of Schedule 19, which is non-cancellable lease. During the year, the Company has incurred Rs. 4,118,732 (Previous year- Rs. 2,578,386).

6.Related Party Disclosures Related Parties

1. Associate Company/Firm Shriram EPC Limited

Shriram Auto Finance (Partnership firm)

2. Key Managerial Personnel

Mrs.Vathsala Ranganathan Managing Director from August 2008

Mr. Ganesan Natarajan Whole Time Director & Chief Executive Officer from August 2008

3. Enterprises over which person in (1) & (2) above are able to exercise significant influence

Wellman Coke India Limited

Haldia Coke & Chemicals Limited

Hamon Shriram Cottrell Private

Limited Shriram Leitwind Limited

Shriram SEPL Composites Private Limited

Blackstone Group Technologies Private Limited

Leitner Shriram Manufacturing Company Limited

Orient Green Power Company Limited

Chemproject Consulting Private Limited

Haldia Chemicals Limited

7.Disclosures under Listing Agreement

As required by the amendment to Clause 32 of the listing agreement vide SEBI circular no. 2 / 2003 of 10th January, 2003, the following disclosure has been made:

- Loans and advances in the nature of loans to subsidiaries: Nil.

- Loans and advances in the nature of loans to associates: Nil.

- Loans and advances in the nature of loans to firms/companies in which directors are interested: Nil.

- Investments by Loan in the shares of the Company as on 31st March 2010: Nil.

8.Previous years figures have been reclassified/ regrouped wherever necessary to conform to the classification for the current year. Further the Company has commercial operation in the current year and therefore the numbers for the current year are not directly comparable with those of the previous year.

9.The Company is engaged in the business of manufacturing and trading of coke/coal, which as per Accounting Standard 17 on "Segment Reporting" is considered to be the only reportable business segment. The Company is operating in India which is considered as a single geographical segment.

10.ln the opinion of the Board, the current assets, loans and advances have a value on realisation in the ordinary course of business, which atleast equal the amount at which they are stated.

11.Term Loan and Working Capital facilities including Cash Credit facilities with State Bank of India, State Bank of Hyderabad, Union Bank of India and Allahabad Bank (collectively consortium banks) are secured by charges

i) First pari passu charge on all immovable properties, both present and future, at the plant at Mouza Alichak, Haldia.

ii) First pari passu charge by way of hypothecation of the entire movables including movable plant & machinery, machinery spares, tools and accessories and other current assets.

iii) Second pari passu charge by way of hypothecation on the movables (excluding fixed assets) and including operating cash flows, book debts, receivables, commissions and any other revenues, both present and future.

iv) Unconditional irrevocable personal guarantee of Mrs. Vatsala Ranganathan, Managing Director and Corporate guarantee by Shriram Auto Finance (Partnership Firm).