Home  »  Company  »  Indian Terrain Fashi  »  Quotes  »  Notes to Account
Enter the first few characters of Company and click 'Go'

Notes to Accounts of Indian Terrain Fashions Ltd.

Mar 31, 2016

Intangible Assets

Intangible assets are stated at cost of acquisition net of recoverable taxes less accumulated amortization / depletion and impairment loss, if any. The cost comprises purchase price, borrowing costs and any cost directly attributable in bringing the asset to its working condition for the intended use.

d) The Shareholders of the Company have approved the sub-division of each equity share having a face value of Rs.10 into five equity shares having a face value of Rs.2 each through postal ballot on 7th December, 2015.

The record date for the sub-division was December 22, 2015. All shares and per share information in the finance statements reflect the effect of sub-division for each of period presented.

(a) The loan from State Bank of India (SBI) is secured by an Equitable Mortgage of

Land and building situated at survey No.70/2 & 70/3A Agaram Main Road,

Thiruvenchery, Tambaram Taluk, Kancheepuram District.

The Loans are further secured by the following collaterals :

i) Hypothecation of plant & machinery

ii) Assignment of Brand value of “Indian Terrain”

iii) Pledge of Promoters Shares in the Company to an extent of 76,46,450 Equity Shares and the personal guarantee of the promoters Secured Term Loan from Axis Bank Limited amounting to Rs.0.14 crs. (Previous Year: '' Nil) represents the vehicle loan availed which carries interest rate of 10.25% p.a. This loan is repayable in 36 monthly installments from the date of the loan. The loan is secured by the hypothecation of the motor vehicle purchased under their assistance.

The maturity profile and rate of interest of the above term loans from banks are as set out below:

(b) Secured Term Loans from Others amounting to Rs. 0.11 crs. (Previous Year: '' Nil) represents the vehicle loan availed from Kotak Mahindra Prime Limited which carries interest rate of 10% p.a. This loan is repayable in 60 monthly installments from the date of the loan. The loan is secured by the hypothecation of the motor vehicle purchased under their assistance.

The maturity profile and rate of interest of the above term loan from others are as set out below:

31 EMPLOYEE STOCK OPTION SCHEME DETAILS (ESOP)

he Shareholders in the Annual General Meeting held on 30th September 2011, have approved the issue of 11,16,000 Options (pre Sub division)

under the Scheme titled “Employee Stock Option Scheme (ESOP) 2011” to Key Managerial Executives of the Company.

Each Option comprises one underlying Equity Share. The Details of the Scheme is provided in the Annexure to the Directors’ Report.

The difference between the Fair Price of the Share underlying the Options on the date of grant and the exercise price of the Options (being the intrinsic value of the option) representing Stock Compensation expense is expensed over the Vesting Period.

2 SEGMENT REPORTING

The Company has considered business segment as the primary segment for disclosure. The Company is primarily engaged in a single segment business of manufacturing and sale of apparels and is managed as one entity for its sale and is governed by a similar set of risks and return. Hence, no additional disclosures are required, other than those already given in the Financial Statements.

The Company has identified Geographical Segment as the secondary segment which consists of:

a) Domestic (Sales to customers located in India)

b) International (Sales to customers located outside India)

Revenue directly attributable to segments is reported based on items that are individually identifiable to that segment. The Company believes that it is not practical to allocate segment expenses, segment results, assets used, except trade receivables, in the Company’s business or liabilities contracted since the resources/ services/ assets are used interchangeably within the segments.

All fixed assets are located in India. Accordingly, no secondary segmental information is disclosed.


Mar 31, 2015

1. RELATED PARTY TRANSACTIONS

Related Parties with whom transactions have taken place during the year:

a Key Managerial Personnel:

Mr. V.Rajagopal

Mrs. Rama Rajagopal

b Relatives of Key Managerial Personnel

Ms. Anjali Rajagopal

c Enterprises under Control or Significant Influence of Key Managerial Personnel / Relatives of Key Managerial Personnel

M/s Celebrity Fashions Limited

M/s Celebrity Clothing Limited

M/s Celebrity Connections

M/s Touche PR

2. EMPLOYEE STOCK OPTION SCHEME DETAILS (ESOP)

The Shareholders in the Annual General Meeting held on 30th September 2011, have approved the issue of 11,16,000 Options under the Scheme titled "Employee Stock Option Scheme (ESOP) 2011" to Key Managerial Executives of the Company. Each Option comprises one underlying Equity Share. The Details of the Scheme is provided in the Annexure to the Directors' Report.

The difference between the Fair Price of the Share underlying the Options on the date of grant and the exercise price of the Options (being the intrinsic value of the option) representing Stock Compensation expense is expensed over the Vesting Period.

3. OTHER DISCLOSURES

a Previous year figures have been regrouped, reworked and reclassified wherever necessary to confirm to current year classification.

b In the opinion of the Board of Directors, long term loans and advances, other non current assets and current assets of the Company, are expected to have a value on realization in the ordinary course of business at least equal to the amount at which they are stated. Provision for bad or doubtful amounts has been made in the accounts, wherever warranted..


Mar 31, 2014

Particulars As at As at 31-Mar-14 31-Mar-13

1 CONTINGENT LIABILITIES (TO THE EXTENT NOT PROVIDED FOR)

a Gurantees given by Banks and Counter Guaranteed by the Company - -

b On account of Letters of Credit issued by Bankers on behalf of the Company 1.94 2.57

c Claims against Company not acknowledged as Debts, being demands from Commissionerate of Central Excise on availing Input Credit of Service Tax.

Based on the advise of its legal counsels and interpretation ofthe relevant regulations governing the levy of Excise Duty, the Company is of the opinion that the issues raised in the demand notice are unlikely to be sustained.

Accordingly no provision has been made for such demands. 1.78 0.47

d The Banks have extended concessional rate of interest for the Credit facilities sanctioned to the Company for the period upto 31st March 2014. As per the terms of the Sanction letter, banks have the right of recompense in future for the sacrifice extended.

2 RELATED PARTY TRANSACTIONS

Related Parties with whom transactions have taken place during the year: a Key Managerial Personnel:

Mr. V.Rajagopal Mrs. Rama Rajagopal

b Relatives of Key Managerial Personnel

Ms. Anjali Rajagopal

c Enterprises under Control or Significant Influence of Key Managerial Personnel /

Relatives of Key Managerial Personnel

M/s Celebrity Fashions Limited M/s Celebrity Clothing Limited M/s Celebrity Connections M/s Touche PR

3 In the opinion of the Board of Directors, long term loans and advances, other non current assets and current assets of the Company, are expected to have a value on realization in the ordinary course of business at least equal to the amount at which they are stated Provision for bad or doubtful amounts has been made in the accounts, wherever warranted.

4 EMPLOYEE STOCK OPTION SCHEME DETAILS (ESOP)

The Shareholders in the Annual General Meeting held on 30th September 2011, have approved the issue of 11,16,000 Options under the Scheme titled "Employee Stock Option Scheme (ESOP) 2011" to Key Managerial Executives of the Company.

Each Option comprises one underlying Equity Share. The Details ofthe Scheme is provided in theAnnexure to the Directors'' Report.

The difference between the Fair Price of the Share underlying the Options on the date of grant and the exercise price of the Options (being the intrinsic value of the option) representing Stock Compensation expense is expensed over the Vesting Period.

5 OTHER DISCLOSURES

Previous yearfigures have been regrouped, reworked and reclassified wherever necessary to conform to current year classification.


Mar 31, 2013

1 RELATED PARTY TRANSACTIONS

a Key Managerial Personnel:

Mr. V.Rajagopal

Mrs. Rama Rajagopal

Mr. S. Surya Narayanan

Mr. Vidyuth Rajagopal

Ms. Anjali Rajagopal

b Enterprises under Control or Signifcant Infuence of Key

Managerial Personnel:

M/s Celebrity Fashions Limited

M/s Celebrity Clothing Limited

M/s Celebrity Connections

2 EMPLOYEE BENEFIT PLAN - GRATUITY

The employees'' gratuity fund scheme managed by a Trust is a defned beneft plan. The present value of obligation is determined based on the actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee beneft entitlement and measures each unit separately to build up the fnal obligation.

3 EMPLOYEE STOCK OPTION SCHEME DETAILS (ESOP)

The Shareholders in the Annual General Meeting held on 30th September 2011, have approved the issue of 11,16,000 Options under the Scheme titled "Employee Stock Option Scheme (ESOP) 2011" to Key Managerial Executives of the Company. Each Option comprises one underlying Equity Share. The Details of the Scheme is provided in the Annexure to the Directors'' Report.

The difference between the Fair Price of the Share underlying the Options on the date of grant and the exercise price of the Options (being the intrinsic value of the option) representing Stock Compensation expense is expensed over the Vesting Period.

4 OTHER DISCLOSURES

Previous year fgures have been regrouped, reworked and reclassifed wherever necessary to conform to current year classifcation.


Mar 31, 2012

1.a Rights, Preferences and Restrictions attached to Equity Shares

The Company has only one class of shares referred to as Equity Shares having a par value of Rs.10/- Each holder of equity shares is entitled to one vote per share

1) The Company was incorporated on 29th September 2009 with an Authorised Share Capital of Rs.50 lakhs (5,00,000 Shares of Rs.10 each)

2) In terms of the Scheme of Arrangement between Celebrity Fashions Limited, Indian Terrain Fashions Limited and its respective Shareholders and Creditors sanctioned by the Honorable High Court of Madras, which became effective on 3rd September 2010 with retrospective effect from 1st April 2010, the following effects were given:

a) Authorised Shared Capital increased to Rs.12,00,00,000 (1,20,00,000 shares of Rs.10 each)

b) The Pre-demerger paid up share capital of Rs.5,00,000 stands cancelled

c) 55,81,331 shares of the Company were issued to the Share holders of Celebrity Fashions Limited pursuant to demerger in the ratio of 2:7 (Two Shares for every Seven shares held in Celebrity Fashions Limited)

First Charge on pari-passu basis by way of hypothecation of Company's current assets including stock and book debts against the Termloans extended by State Bank of India and HDFC Bank.

Collateral Securities:

First Charge to State Bank of India and Second Charge on to HDFC Bank for Termloans on the following:

1 .Hypothecation of entire plant & machinery of Indian Terrain Fashions Limited.

Loans from State Bank of India is further secured by Pledge of Promoters Shares in the Company to an extent of 15,29,290 Equity Shares, Personal Guarantee by Promoters and Assignment of Indian Terrain Brand. Brand Assignment documentation with State Bank of India is pending as on date. Loans from HDFC Bank is further secured by Pledge of Promoters Shares in the Company to an extent of 2,28,571 Equity Shares.

Personal Guarantee of Promoters to the extent of value of shares pledged exclusively to HDFC Bank.

The Termloans were transferred to the Company as part of the Scheme of Arrangment of Demerger

Clean Termloans are repayable in monthly installments as fixed by the Bankers upto September 2018

Funded Interest Termloans are repayable in monthly installments as fixed by the Bankers upto September 2014

The loans have been secured as under:

First Charge on Inventories in the form of Raw Materials, Stock In Process and Finished Goods, Receivables and other current assets of the Company both present and future for the loans in the form of Cash Credit, Export Packing Credit, Export Bills Discounting facility extended by State Bank of India.

Loans from State Bank of India is further secured by Pledge of Promoters Shares in the Company to an extent of 15,29,290 Equity Shares, Personal Guarantee by Promoters and Assignment of Indian Terrain Brand. Brand Assignment documentation with State Bank of India is pending as on date.

The Company has not received any Memorandum (as required to be filed by the Supplier with the notified authority under the Micro, Small and Medium Enterprises Development Act, 2006) claiming their status as on 31st March 2012 as Micro, Small or Medium Enterprises (MSME), Consequently the amount payable to these enterprises during the year is NIL.

Other Trade Payables include Rs.6.22 crs payable to Company under Significant Influence or Control of Key Managerial Personnel as specified in Note 27 (d)(ii)

The Company is one among the Petitioners challenging the levy of Service Tax on Rent of Immovable Properties. The total Service Tax Liability on Renting of Immovable Properties is at Rs.71,17,503/- upto September 30, 2011.

The Supreme Court vide its Order dated 4th August 2011 has directed the petitioners to remit 50% of the disputed liability upto September 30, 2011 in three installments and to furnish a Bank Guarantee / Solvency Certificate for the balance 50%. Further it ordered for payment of Service Tax on Rentals commencing 1st October 2011.

The Company has accordingly paid 50% of the Disputed Service Tax of Rs.35.58 lakhs and has given a Solvency Certificate for the balance amount.

The Company has provided for the Service Tax Amounts in the books as a matter of prudence and has started remitting Service Tax on lease rentals from 1st October 2011

Auditors' Remuneration includes Rs.4,00,000/- (PY-Rs.4,00,000/-) for Statutory Audit, Rs.60,000/- (PY-Rs.60,000/-) for Tax Audit. An amount of Rs.41,365 (PY - NIL) was paid to the Auditors towards Certification and Out-of-Pocket Expenses and the same is grouped under Consultancy Charges

Directors Sitting Fee of Rs.47,000 (PY - Rs.37,500/-) is grouped under Other Miscellaneous Expenses

2 CONTINGENT LIABILITIES (TO THE EXTENT NOT PROVIDED FOR)

Particulars As at As at 31-Mar-12 31-Mar-11 a Gurantees given by Banks and Counter Guaranteed by the Company 0.43 -

b On account of Letters of Credit issued by Bankers on behalf of the Company 1.24 2.39

c The Banks have extended concessional interest rate for the Credit facilities sanctioned to the Company for the period upto 31st March 2011.

As per the terms of the Sanction letter, Banks have the right of recompense in future for the sacrifice extended.

3 RELATED PARTY TRANSACTIONS a Key Managerial Personnel:

Mr. V.Rajagopal Mrs. Rama Rajagopal Mr.S.Suryanarayanan Mr. Vidyuth Rajagopal

b Enterprises under Control or Significant Influence of Key Managerial Personnel:

M/s Celebrity Fashions Limited M/s Celebrity Clothing Limited M/s Celebrity Connections

4 DISCLOSURE AS PER CLAUSE 32 OF THE LISTING AGREEMENTS WITH THE STOCK EXCHANGES

Loans and advances in the nature of Loans given to Subsidiaries,

Associates and Others

5 EMPLOYEE BENEFIT PLAN - GRATUITY

The employees' gratuity fund scheme managed by a Trust is a defined benefit plan. The present value of obligation is determined based on the actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

The Company did not have an independent Gratuity Policy as on 31 st March 2011. The employees of the Company were covered by the Policy taken by Celebrity Fashions Limited. Gratuity Liability pertaining to the Company's employees were determined specifically by the Actuaries and accordingly the same was provided in the Books.

6 EMPLOYEE STOCK OPTION SCHEME DETAILS (ESOP)

The Shareholders in the Annual General Meeting held on 30th September 2011, have approved the issue of 11,16,000 Options under the Scheme titled "Employee Stock Option Scheme (ESOP) 2011" to Key Managerial Executives of the Company. Each Option comprises one underlying Equity Share. The Details of the Scheme is provided in the Annexure to the Directors' Report. The difference between the Fair Price of the Share underlying the Options on the date of grant and the exercise price of the Options (being the intrinsic value of the option) representing Stock Compensation expense is expensed over the Vesting Period.

7 OTHER DISCLOSURES

a During the Year ended 31st March 2012, the revised Schedule VI notified under the Companies Act, 1956 has become applicable to the Company for the preparation and presentation of its financial statements. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However it has significant impact on presentation and disclosures made in the financial statements. The Company has also reclassified the previous year figures in accordance with the requirements applicable in the Current Year.


Mar 31, 2011

1 The Company was incorporated on 29th September 2009 with an object of taking over the business of manufacturing, distributing,trading and retailing ready-made garments and accessories under the brand name, "Indian Terrain" (referred as the Domestic Division or the Demerged Division).

Under a Scheme of Arragement sanctioned by the Honorable High Court of Madras under Section 391 to 394 of the Companies Act, 1956 between Celebrity Fashions Limited, Indian Terrain Fashions Limited and its respective Shareholders and Creditors, the domestic division of Celebrity Fashions Limited be demerged into Indian Terrain Fashions Limited with effect from 1st April 2010 (Appointed Date). The Scheme became effective from 3rd September 2010 (Effective Date) upon which:

The Business and operations of the Domestic Division were deemed to be vested with the Company with retrospective effect from 1st April 2010. Consequenty,

a) The related assets and liabilities of the Demerged Division, including those specifcally identifed in the scheme at the close of business on 31st March 2010 were deemed to have been transferred to the Company on 1st April 2010.

b) The Business of the Demerged Division was deemed to have been carried out by the Demerging Company (Celebrity Fashions Limited) in trust for the Company till the date of transfer.

c) The said transfer and vesting of the business and the assets of the Division were deemed to be on a going concern basis.

d) The Accounting treatment has been effected as specifed in the Scheme.

e) The Original Share Capital of the Company stands cancelled. Formalities for issuance and allotment of fresh share capital have been completed and all effects for the same have been given in the Balance Sheet.

2 Secured Loans:

The loans under the Multiple Banking Arrangement have been secured as under: 5,294.17

First Charge on Inventories in the form of Raw Materials, Stock In Process and Finished Goods, Receivables and other current assets of the Company both present and future for the loans in the form of Cash Credit, Export Packing Credit, Export Bills Discounting facility extended by State Bank of India.

First Charge on paripassu basis by way of hypothecation of Company's current assets including stock and book debts against the Termloans extended by State Bank of India and HDFC Bank.

Collateral Securities:

First Charge to State Bank of India and Second Charge on to HDFC Bank for Termloans on the following:

1.Hypothecation of entire plant & machinery of Indian Terrain Fashions Limited (ITFL).

Loans from State Bank of India is further secured by Pledge of Promoters Shares in the Company to an extent of 15,29,290 Equity Shares,

Personal Guarantee by Promoters and Assignment of Indian Terrain Brand. Brand Assignment documentation with State Bank of India is pending as on date.

Loans from HDFC Bank is further secured by Pledge of Promoters Shares in the Company to an extent of 2,28,570

Equity Shares.

Sanction letter from HDFC Bank for the Segregation of Limits pursuant to Demerger is pending to be received.

3 Contingent Liabilities not provided for:

Gurantees given by Banks and counter guranteed by the Company. -

On account of Letters of credit issued by Bankers on behalf of the Company. 239.11

Service Tax payable in respect of Commercial Properties taken on rent by the Company amounting to Rs.73,02,369/- are unpaid, since the Company has fled stay petition against the levy of the same. However, the Company has provided for the same in the books as a matter of prudence.

The Banks have extended concessional interest rate for the Credit facilities sanctioned to the Company. As per the terms of the Sanction letter, Banks have the right of recompense in future for the sacrifce extended upto 31st March 2011.

4 Managerial Remuneration:

Remuneration excludes:

1. Communication facilities at Residence of Directors

2. Company Car for Company's business including the Cost of the Vehicle, maintenance and chauffer salary

3. Medical Insurance Premium

Managerial Remuneration is paid as per the provisions of Section I of Part II of Schedule XIII of the Companies Act, 1956. The Computation of Profits under Section 349 of the Companies Act, 1956 has not been given as no commission is payable to the Directors.

5 Segmental Information:

The Company operates exclusively in the segment of garments. This in the context of Accounting Standard 17 (AS 17) "Segment Reporting" issued by the Institute of Chartered Accountants of India constitutes one single primary segment.

6 Disclosure in respect of Related Parties pursuant to Accounting Standard 18 a Key Managerial Personnel:

Mr. V.Rajagopal

Mrs. Rama Rajagopal, Mr.S.Suryanarayanan b Enterprises under Control or Signifcant Infuence of Key Managerial Personnel: M/s Celebrity Fashions Limited, M/s Celebrity Clothing Limited, M/s Celebrity Connections

7 The Company has not received any information/memorandum (as required to be filed by the supplier with the notified authority under the Micro, Small and Medium Enterprises Development Act,2006) claiming their status as on 31st March 2011 as Micro, Small or Medium Enterprises. Consequently the amount paid / payable to such parties during the year is disclosed as Nil.

8 This being the first year of operation of the Company after demerger of Domestic Division from Celebrity Fashions Limited,

— Statement of Cashflows has not been drawn up under the Indirect Method

— Previous year figures, if any, are not comparable.