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Notes to Accounts of Indowind Energy Ltd.

Mar 31, 2018

1 Corporate Information

The Company was incorporated on July 19, 1995 as a private limited company and was converted into a deemed public limited company effective September 30, 1997 and later in September 14, 2007 it listed its shares in BSE & NSE. The Registered office is situated at Kothari building, 4th Floor, No.114, Mahatama Gandhi Salai, Nungambakkam, Chennai - 600 034.The Company is engaged in the business of generation and distribution of power through windmills.

2 Basis of preparation of financial statements Statement of compliance

These financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) under the historical cost convention on the accrual basis except for certain financial instruments which are measured at fair values, the provisions of the Companies Act, 2013 (‘the Act’) (to the extent notified) and guidelines issued by the Securities and Exchange Board of India (SEBI). The Ind AS are prescribed under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.

Basis of preparation and presentation

For all periods up to and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP).

The financial statements for the year ended March 31,2018 are the first financial statements the Company has prepared in accordance with Ind AS with the date of transition as April 1, 2016. Referto Note 46 for information on how the Company adopted IndAS.

Use of estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (GAAP) requires management to make judgments, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses and the disclosure of contingent liabilities on the date of the financial statements. Actual results could differ from those estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Any revision to accounting estimates is recognised prospectively in current and future periods.

Functional and presentation currency

These financial statements are presented in Indian Rupees (INR), which is the Company’s functional currency. All financial information presented in INR has been rounded to the nearest lakhs (up to two decimals).

The financial statements are approved for issue by the Company’s Board of Directors on June 8,2018.

2A Critical accounting estimates and management judgments

In application of the accounting policies, which are described in Note 2, the management of the Company is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and assumptions are based on historical experience and other factors that are considered to be relevant.

Information about significant areas of estimation, uncertainty and critical judgements used in applying accounting policies that have the most significant effect on the amounts recognised in the financial statements is included in the following notes.

Property, Plant and Equipment (PPE) and Intangible Assets

The residual values and estimated useful life of PPEs and Intangible Assets are assessed by the technical team at each reporting date by taking into account the nature of asset, the estimated usage of the asset, the operating condition of the asset, past history of replacement and maintenance support. Upon review, the management accepts the assigned useful life and residual value for computation of depreciation/amortisation.

Current tax

Calculations of income taxes for the current period are done based on applicable tax laws and management’s judgement by evaluating positions taken in tax returns and interpretations of relevant provisions of law.

Deferred Tax Assets

Significant management judgement is exercised by reviewing the deferred tax assets at each reporting date to determine the amount of deferred tax assets that can be retained / recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

Fairvalue

Management uses valuation techniques in measuring the fairvalue of financial instruments where active market quotes are not available. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm’s length transaction at the reporting date.

Impairment of Trade Receivables

The impairment for trade receivables is not required based on assumptions about non existance of risk of default and expected loss rates. The assumptions, selection of inputs for calculation of impairment are based on management judgement considering the past history, market conditions and forward looking estimates at the end of each reporting date.

Impairment of Non-financial assets (PPE/Intangible Assets)

The impairment of non-financial assets is determined based on estimation of recoverable amount of such assets. The assumptions used in computing the recoverable amount are based on management judgement considering the timing of future cash flows, discount rates and the risks specific to the asset.

Defined Benefit Plans and Other long term benefits

The cost of the defined benefit plan and other long term benefits, and the present value of such obligation are determined by the independent actuarial valuer. An actuarial valuation involves making various assumptions that may differfrom actual developments in future. Management believes that the assumptions used by the actuary in determination of the discount rate, future salary increases, mortality rates and attrition rates are reasonable. Due to the complexities involved in the valuation and its long term nature, this obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities could not be measured based on quoted prices in active markets, management uses valuation techniques including the Discounted Cash Flow (DCF) model, to determine its fair value The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is exercised in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility.

Provisions and contingencies

The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the reporting date. The actual outflow of resources at a future date may therefore vary from the figure estimated at end of each reporting period.

2B Recent accounting pronouncements Standards issued but not yet effective

The following standards have been notified by Ministry of Corporate Affairs

a. Ind AS 115 - Revenue from Contracts with Customers (effective from April 1, 2018)

b. Ind AS 116 - Leases (effective from April 1, 2019)

The Company is evaluating the requirements of the above standards and the effect on the financial statements is also being evaluated.

(d) Rights, preferences and restrictions in respect of equity shares issued by the Company

The company has only one class of equity shares having a par value of Rs.10 each. The equity shares of the company having par value of Rs.10/- rank pari-passu in all respects including voting rights and entitlement to dividend.

3 Disclosures required by the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 are as under

(a) The principal amount remaining unpaid at

(b) The delayed payments of principal

(c) Interest actually paid under Section 16 of

(d) Normal Interest due and payable during the year, for all the delayed payments, as per the agreed terms

(e) Total interest accrued during the year and

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

4 Operating lease arrangements

The Company has entered into operating lease arrangements for certain facilities. The leases are cancellable at the option of either party to lease and may be renewed based on mutual agreement of the parties. Lease payments recognised in the Statement of Profit and Loss is Rs.7.20 Lakhs (Previous year Rs. 7.20 Lakhs)

Details of terms of repayment for the other long term borrowings and security provided in respect of the secured other long term borrowings

1. Term loan from banks: Export Import Bank of India

The bank has released only USD 12.570 Mn as against total sanction limit of USD 25 Mn. 8 Mw Project assets are pledged against the part release. Loyal Credit and Investments Limited who have pledged 40 Lakhs shares of Indowind Energy Limited for enabling release of entire sanctioned amount has filed claim for release of shares. Company is negotiating for release of either balance of funds or shares and also reversal of USD. 1,85,278.00 claimed by bank as penalty

2. Term loans from other parties

i) Indian Renewable Energy Development Agency Limited

Secured against 6 WEGs of 1.5 Mw each situated in the state of Karnataka

ii) LIC of lndia|

Secured against the key man policy and repayable on maturity / surrender of Policy

5 Financial Instruments Capital management

The Company manages its capital to ensure that entities in the Company will be able to continue as going concern, while maximising the return to stakeholders through the optimisation of the debt and equity balance.

The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through equity, long-term borrowings and other short-term borrowings.

For the purposes of the Company’s capital management, capital includes issued capital, share premium and all other equity reserves attributable to the equity holders.

Financial risk management objectives

The treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Company seeks to minimise the effects of these risks by using natural hedging financial instruments and forward contracts to hedge risk exposures. The use of financial derivatives is governed by the Company’s policies approved by the board of directors, which provide written principles on foreign exchange risk, the use of financial derivatives, and the investment of excess liquidity. The Company does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

Market risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may result from a change in the price of a financial instrument. The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company actively manages its currency and interest rate exposures through its finance division and uses derivative instruments such as forward contracts and currency swaps, wherever required, to mitigate the risks from such exposures. The use of derivative instruments is subject to limits and regular monitoring by appropriate levels of management.

Foreign currency risk management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. The Company actively manages its currency rate exposures through a centralised treasury division and uses natural hedging principles to mitigate the risks from such exposures. The use of derivative instruments, if any, is subject to limits and regular monitoring by appropriate levels of management.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

Foreign currency sensitivity analysis

Movement in the functional currencies of the various operations of the Company against major foreign currencies may impact the Company’s revenues from its operations. Any weakening of the functional currency may impact the Company’s cost of imports and cost of borrowings and consequently may increase the cost of financing the Company’s capital expenditures. The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign exchange rate exposure of a currency and a simultaneous parallel foreign exchange rates shift in the foreign exchange rates of each currency by 2%, which represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 2% change in foreign currency rates.

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure atthe end of the reporting period does not reflect the exposure during the year.

Interest rate risk management

The Company is exposed to interest rate risk because it borrow funds at both fixed and floating interest rates. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings and by the use of interest rate swap contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied. Further, in appropriate cases, the Company also effects changes in the borrowing arrangements to convert floating interest rates to fixed interest rates.

Interest rate sensitivity analysis

The sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 25 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

The 25 basis point interest rate changes will impact the profitability by INR 24.95 Lakhs for the year (Previous INR 25.89 Lakhs)

Credit risk management

Credit risk arises when a customer or counterparty does not meet its obligations under a customer contract or financial instrument, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from its financing/ investing activities, including deposits with banks and foreign exchange transactions. The Company has no significant concentration of credit risk with any counterparty.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure is the total of the carrying amount of balances with banks, short term deposits with banks, trade receivables, margin money and otherfinancial assets excluding equity investments.

(a) Trade Receivables

Trade receivables are consisting of a large number of customers. The Company has credit evaluation policy for each customer and, based on the evaluation, credit limit of each customer is defined. Wherever the Company assesses the credit risk as high, the exposure is backed by either bank, guarantee/letter of credit or security deposits.

The Company does not have higher concentration of credit risks to a single customer. As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default in payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.

(b) Investments, Derivative Instruments, Cash and Cash Equivalents and Bank deposits

Credit Risk on cash and cash equivalents, deposits with the banks/financial institutions is generally low as the said deposits have been made with the banks/financial institutions, who have been assigned high credit rating by international and domestic rating agencies.

Credit Risk on Derivative Instruments is generally low as the Company enters into the Derivative Contracts with the reputed Banks.

Offsetting related disclosures

Offsetting of cash and cash equivalents to borrowings as per the consortium agreement is available only to the bank in the event of a default. Company does not have the right to offset in case of the counter party’s bankruptcy, therefore, these disclosures are not required.

Liquidity risk management

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company invests its surplus funds in bank fixed deposit, which carry minimal mark to market risks. The Company also constantly monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility.

Liquidity tables

The following tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay.

6 Retirement benefit plans Defined contribution plans

In accordance with Indian law, eligible employees of the Company are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees’ salary. The contributions, as specified under the law, are made to the Provident Fund.

The total expense recognised in profit or loss of Rs. 10.51 Lakhs (for the year ended March 31,2017: Rs. 10.29 Lakhs) represents contribution paid to these plans by the Company at rates specified in the rules of the plan.

Defined benefit plans

(a) Gratuity

Gratuity is payable as per Payment of Gratuity Act, 1972. In terms of the same, gratuity is computed by multiplying last drawn salary (basic salary including dearness Allowance if any) by completed years of continuous service with part thereof in excess of six months and again by 15/26. The Act provides for a vesting period of 5 years for withdrawal and retirement and a monetary ceiling on gratuity payable to an employee on separation, as maybe prescribed under the Payment of Gratuity Act, 1972, from time to time. However, in cases where an enterprise has more favourable terms in this regard the same has been adopted.

These plans typically expose the Company to actuarial risks such as: investment risk, interest rate risk and salary risk.

In view of the fact that the Company for preparing the sensitivity analysis considers the present value of the defined benefit obligation which has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.

7 First-time adoption of Ind AS

Transition to Ind AS

These are the Company’s first financial statements prepared in accordance with Ind AS.

The accounting policies set out in Note 3 have been applied in preparing the financial statements for the year ended March 31,2018, the comparative information presented in these financial statements for the year ended March 31,2017 and in the preparation of an opening IndAS balance sheet atApril 1,2016 (The company’s date of transition).

In preparing its opening IndAS balance sheet, the company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards generally applicable to the Company (as amended from time to time) and other relevant provisions of the Act (previous GAAP or Indian GAAP).

An explanation of how the transition from previous GAAP to Ind AS has affected The company’s financial position, financial performance and cash flows is set out in the following tables and notes.

A. Exemptions and exceptions availed

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

A.1 Ind AS optional exemptions

A.1.1 Deemed cost for Property, Plant and Equipment

Ind AS 101 permits a first-time adopter to elect to fair value a class of property, plant and equipment or to continue with the carrying value for all of its PPE as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities.

Accordingly, the company has elected to fairvalue its land as on the date of transition and continue to measure other classes of property, plant and equipment at their previous GAAP values.

A.1.2. Designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI or FVTPL on the basis of the facts and circumstances at the date of transition to Ind AS. The company has elected to apply this exemption for its investment in equity investments.

A.2 Ind AS mandatory exceptions

A.2.1 Estimates

An entity’s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at April 1,2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for impairment of financial assets based on expected credit loss model in accordance with IndAS at the date of transition as these were not required under previous GAAP:

B. Notes to first-time adoption

B.1 Fair valuation of land as deemed cost

Ind AS 101 permits a first-time adopter to elect to fair value a class of property, plant and equipment or to continue with the carrying value for all of its PPE as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities.

The company has elected to fair value its land as on the date of transition and apply Ind AS 16 retrospectively on other classes of property, plant and equipment.

B.2 Fair valuation of financial assets and liabilities

Under Ind AS, financial assets and liabilities are to be valued at amortised cost or fair valued through profit and loss (FVTPL) or fair valued through other comprehensive income (FVTOCI) based on the Company’s business objectives and the cash flow characteristics of the underlying financial assets and liabilities. The Company has remeasured the financial assets and liabilities as on the date of transition and the consequential impact has been given in the opening retained earnings.

B.3 Transaction costs in respect of financial instruments

Under the previous GAAP, transaction costs in relation to financial liabilities are charged to the profit and loss in the year in which they are incurred.

As per Ind AS 109, transaction costs in relation to financial liabilities are to be reduced from the related financial liabilities and amortised over the repayment period of the said liability. The same has been considered in the opening and comparative period financial statements.

B.4 Reclassification of Foreign Currency Convertible Bonds

Under IndAS, if the liability portion of FCCB is not outstanding as at the transition date has to be reclassified as other equity. Accordingly, the Company has reclassified the equity portion of FCCB to other equity.

B.5 Depreciation

The company has elected to fair value its land as on the date of transition and apply Ind AS 16 retrospectively on other classes of property, plant and equipment. The consequential depreciation has been remeasured and accounted in the Ind AS financial statements.

B.6 Remeasurement of post-employment benefit obligations

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. Adjustments have been made for such re-classifications. This has no impact on the profits/ equity as per IndAS.

B.7 Deferred tax

Under Ind AS, the deferred tax asset and liabilities are required to be accounted based on balance sheet approach. The Company is also required to remeasure the carrying amount of MAT credit entitlement as per Ind AS. Accordingly, the Company has remeasured its deferred tax assets and liabilities as aforesaid and accounted in the Ind AS financial statements.


Mar 31, 2015

Not available


Mar 31, 2014

1.1 Corporate Information

The Company was incorporated on 19th July 1995 as private limited company and was converted into a deemed public limited company effective 30th September 1997. The Registered office is situated at Kothari building,4thFloor,No.114,MahatmaGandhiSalai,Nungambakkam, Chennai-600034. The Company is engaged in the business of Generation & Distribution of Powerthrough Windmill

Note 2 Additional information to the financial statements

As at 31 March, 2014 As at 31 March, 2013 Rs. In lacs Rs. In lacs

2.1 Contingent liabilities and commitments (to the extent not provided for)

Income Tax-various years 800.14 197.43

Service Tax: FY2007 -08 214.83 214.83

VAT: FYs 2007-08 and 2008-09 76.09 76.09

Others 150.00 -

2.2 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 and investment in shares of the Company by such parties:

Employee benefit plans

Defined contribution plans

The Company has provided for retirement benefits to the employees such as Gratuity, Provident Fund and ESI. The Company hasformulated in consultation with the Life Insurance Corporation of India, for Gratuity benefits, necessary benefit plans, the details of which are asfollows:_

2.3 Foreign Currency Convertible Bonds

Out of 30 Mr, USD Bonds 15 Mn redeemed. The Company has expressed willingness to convert the balances into shares as per the terms and conveyed the trustee (BNY) to take intiatLforthesame.

The Company has recognised deferred tax asset on unabsorbed depreciation to the extent of the corresponding deferred tax liability on the difference between the book balance and the written down value of fixed assets under Income Tax (or) The Company has recognised deferred tax asset on unabsorbed depreciation and brought forward business losses based on the Management''s estimates of future profits considering the non-cancellable customer orders received by the Company IT

Previous year''s figures

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


Mar 31, 2013

1 Corporate Information

The Compnay was incoporated on 19th July 1995 and having its registered office at Kothari building,4th Floor, No.114, MahatamaGandhi Salai, Nungambakkam, Chennai -600034.

The Company is engaged in the business of Generation & Distribution of Power through Windmill owned and also operates the Windmill owned by its Associate " Indus Finance Corporation Limited" on its behalf. The company engage itself in construction /assembling of Windmill on a turnkey project basis.

2.1 Foreign Currency Convertible Bond

During the year, the company has redeemed $8.5 Million out of $15 Million (i.e. 50% of FCCB) and balance yet to value of fixed assets under Income Tax (or) The Company has recognised deferred tax asset on

Note 3 Previous year''s figures

3 Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s


Mar 31, 2012

1.1 Monies received against share warrants

The Board of Directors of the Company at their meeting held on 29th October, 2011 forfeited an amount of Rs.1,90,90,000/- being the amount transferred from Share application money pending allottment received for share warrants based on the terms and conditions of the issue of the share warrants.

1.2 Share application money pending allotment

During the year the Company transferred from Share Application Money Pending Allotment to Monies Received against share warrants an amount of Rs.1,90,90,000/,

1.3 Contingent liabilities and commitments (to the extent not provided for)

Income Tax: AYs 1998-99,2004-05,2006-07 and 2007-08 197.43 197.43 Service Tax Asset:FY 2007-08 215.46 VAT: FYs2007-08 and 2008-09 76.09 76.09 The Company has contracts entered in various currencies for supply of projects, sale of Carbon Credits, capital and fund raising activities which carry foreign currency risk apart from penalties for not providing LC facilities for taking delivery, getting statutory approvals, release of funds in time, repayments etc. The company also has raised / certain rights to raise claims on counter parties. There may arise certain claims on the company and company has also raised / shall raise certain demands on the counter parties. The Company has not provided for such contingencies as of date. The Company may have to provide for such contingencies to the tune of Rs.20 to Rs.30 crores in future from the share premium account or provide as expenditure to be written off over a period of time as they are not arising out of regular operations of the company and are extra ordinary in nature.

2 The Revised Schedule VI has become effective from 1 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 rectified wherever necessary to correspond with the currentyear's classification /disclosure.


Mar 31, 2011

1. SHARE CAPITAL

Equity share capital

(i) The Equity share Capital includes 26,207,108 Equity Shares of Rs 10/- each allotted as fully paid up Bonus shares as follows:-

500,000 Equity Shares in 1997-1998 by capitalization of Reserves

500,000 Equity shares in 1998-1999 by capitalization Share Premium

7,530,000 Equity Shares in 2003-2004 by capitalization of share premium issue @ the ratio 1:1

7,530,000 Equity Shares in 2004-2005 by capitalization of share premium issue @ the ratio of1:2

1,01,47,108 Equity Shares in 2005-2006 by capitalization of reserves by issue @ the ratio of 2:5

(ii) The Equity Share Capital includes 5,037,778 Equity shares of Rs 10/- each allotted as fully paid up Shares on conversion of Convertible Preference Shares as follows:-

120,000 Equity Shares of Rs. 10/- each in 1998-1999 at a premium of Rs.490/-

100,000 Equity Shares of Rs.107- each in 2000-2001 at a premium of Rs.490/-

2,040,000 Equity Shares of Rs.107- in 2001 - 2002 of which 40,000/- shares were issued at a premium of Rs.490/- and 2,000,000/- shares at par.

2,777,778 Equity Shares of Rs.10/- in 2004- 2005 at a premium of Rs.8/-.

(iii)The Equity Share Capital includes 10,000 Equity Shares allotted as fully paid up Shares for considerationforLand,issuedduring1999-2000atapremiumofRs.50/-.

(iv)The company, during the year 2005-06, allotted 9,42,000 Equity shares at a premium of Rs. 90 per Share to discharge its liability against capital goods.

(v) The company, during the year 2007-08, allotted 1,12,84,600 Equity shares at a premium of Rs.55 per share through public issue of shares.

(vi)The Company, during the year 2009-10, allotted 20,00,000 Equity shares at a premium of Rs. 28.18 per share, by conversion of warrants.

2. RESERVES AND SURPLUS

Reserves and surplus includes adjustment made in value of certain assets in line with their earning potential and reversal of excess provision of earlieryears.

3. SECURED LOANS

a. Term loan availed from Axis Bank Limited, secured against the motor vehicles of the company. Amount outstanding ason31st March 2011 -Rs. 2,617,041.

b. Term loan availed from Kotak Bank Limited, secured against the motor vehicles of the company. Amount outstanding as on 31st March 2011-Rs.2,659,352.

c. OCC availed from Bank of India, against the hypothecation of stocks. Amount outstanding as on 31st March 2011-Rs.33,250,556.

d. Term loan from Andhra Bank, Ahmadabad secured by 5 Wegs situate in the State Tamil Nadu Outstanding as on 31st March 2011 Rs.35,502,464.

e. During the year the Company has availed a term loan from India Renewable Energy Development Company Limited, Delhi secured by 6 Wegs situated in the State of Karnataka Outstanding as on 31st March 2011 Rs.318,661,090.

4. CURRENT LIABILITIES

Sundry creditors and trade creditors are subject to confirmation.

5. FIXED ASSETS

a) Work-in-progress-Agri Division

Fixed assets include Rs. 4,506,507/-spent for the agricultural division to be written off over the period of time proportionate to the substantial agricultural income that would accrue to the company.

b) Plant & machinery

Plant & Machinery includes revaluation amount of Rs. 6,000,000/- which has depreciated to Rs. 3,614,000/-.

c) Guarantee Deposits

The deposits constitute deposits given to owners of the WEGs which are maintained by the company. The Company has provided security deposits to extent of Rs. 738,984,727 of the owners of windmills and the concern windmills are under company's management.

6. INVESTMENTS

Investments of Rs. 3,76,15,891/- includes investments made in Indowind Power Private Limited for an amount of Rs. 4,25,000/-which is the company's subsidiary.

7. SUNDRY DEBTORS

Sundry debtors recoverable in cash or in kind are unsecured and are subject to confirmation.

8. LOANS &ADVANCES

Loans and advances includes Trade & Other Advances totaling to Rs. 520,821,470/- which are unsecured and recoverable in cash or kind and are subject to confirmation includes advances to subsidiary company Rs 55,64,374/-

9. MISCELLANEOUS EXPENSES

This relates to the expenses incurred in connection with Initial public offering of Equity shares of the Company and Issue of Foreign Currency Convertible Bonds to the extent not written off during the year.

10. RELATED PARTY DISCLOSURE UNDER ACCOUNTING STANDARD-18

The details of related parties as identified by the management are as under:

i) Key Management Personnel

ShriBala KV - Chairman

Shri Ravindranath K.S. - Whole Time Director

Shri Niranjan Jagtap - Director

Shri Jayaraman T R - Director

ii) Associates

Indus Finance Corporation Ltd. Indonet Global Ltd. Loyal Credit & Investments Ltd. Subuthi Investments Pvt. Ltd. Indus Nutri Foods Pvt. Ltd. Bekae Properties Pvt. Ltd. Bewind Energy Pvt. Ltd. IndEco Ventures Ltd. RavelloAdvertisingPvt.Ltd. Soura Capital Pvt Ltd. Indus Capital Pvt. Ltd.

iii) Subsidiary

Indowind Power Pvt. Ltd.

11. RELATED PARTY TRANSACTIONS

The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is required to be made and no amounts have been written off or written back during the year in respect of debts due from or to related parties. There are no other related parties where control exists that need to be disclosed.

12. FOREIGN CURRENCY CONVERTIBLE BONDS

During the year 2007-2008, the company issued 5 years 2.5% Coupon US$ denominated Foreign Currency Convertible Bonds (FCCB) aggregating to US$ 30 million (INR. 118,47,00,000 as on date of issue) comprising of 300 US bonds of US $ 1,00,000 each to finance capital expenditure. The bond holders have an option of converting these bonds into equity shares at an initial conversion price of Rs. 167.11 per share (Face value Rs.10 each) with a fixed rate of exchange on conversion of Rs. 39.405 / US$ at any time prior to close of business on 21st December 2012, unless redeemed. The FCC Bonds have been restructured with the existing Bondholders. Accordingly, the FCCB will be Zero Coupon Bonds and will have a 50% mandatory conversion (i.e., US$ 15 million) in to ordinary equity shares at a price equilant to the 10 DMA subject to a cap of Rs.65/-. and the balance 50% of the Bonds (i.e., US$ 15 million) will have the option to convert at the same premium level applicable for the mandatory conversion price or redeem @ 106.724 % upon maturity on December 21,2012. The Process is under progress for completion

13. PROFIT AND LOSS ACCOUNT

(i) APPROPRIATIONS

No appropriation made during the year with respect to Capital Redemption due to change of accounting period from July to June to April to March.

(ii) INFORMATION PURSUANTTO THE PROVISIONS OF SCHEDULE VI TO THE COMPANIES ACT, 1956.

(b) Projects

Project under implementation - Opening 0. 95 MW

New projects commenced during the year 28.00 MW

Project under implementation - Closing 28.95 MW

(iii) Expenditure in Foreign Currency

- Travel Rs.NIL/- (previous year NIL)

(iv) Remuneration paid to Directors

The company has paid Rs.1,032,837/- by way of remuneration to the whole time director. Sitting fees paid during the year Rs. 105,000/-

(vi) Information with regard to other matters specified in Schedule VI of the Companies Act, 1956, are either Nil, or not applicable to the Company for the period under Audit.

(vii)Value of imports during the year RsNIL/-( Previous Year NIL)

14. CONTINGENT LIABILITIES

Income Tax demand for the AY 1998-99 is Rs. 2,654,944/- ,for AY 2004-05 is Rs. 5,38,759 for AY 2006-07 is Rs.10,985,773/- and for the A Y 2007-08, Rs. 55,63,470/- are under litigation. The company has been legally advised that the demand is likely to be deleted or substantially reduced. The company has preferred appeals and the said appeals are pending before the appellate authorities.

In the case of Foreign Currency Convertible Bonds, in case of redemption at the maturity date i.e 21st December, 2012, the applicable forex rate is contingent in nature for which no provision is required as perThe Reserve Bankof India's guidelines.

The company has deposited, with The Hon'ble High Court of Madras, an amount of Rs.10.81 Crores in the matter relating to the disputed claims of ICICI Bank Limited relating to sale of Wind mills to the company, Lease rentals and issues relating to Preference shares are settled. Both the parties have raised claims against each other and waiting for the final outcome from the competent authorities. Hence no amount is quantified. Meanwhile the ICICI Bank Limited has realized around Rs 6.93 Crores by selling 14,65,899 Equity shares of the company, which the company is claiming.

15. IMPAIRMENT LOSS

During the year company recognised an impairment loss of Rs. 9,33,92,555/- on the Plant & Machinery whose generating ability had diminished.

16. SEGMENT INFORMATION

Based on Accounting Standard 17,issued by the Institute of Chartered Accountant of India the Company's primary business segment is wind Power generation, project sale, financial income and other income

17. Retirement Benefits

Consist of the following:

Provident Fund Rs 4.29 Lakhs

Employees State Insurance Rs 0.30 Lakhs

19 Previous year's figures have been regrouped wherever necessary and as the company's current Financials are for 9 months period, the current period's figures are not comparable with previous year's figures.

18 EARNING PER SHARE

Profit After tax Rs. 39,602,512

No. of Shares Rs. 49,741,486

Earning Per share (Annualized) Rs. 0.80


Jun 30, 2010

1. SHARE CAPITAL

Equity share capital

(i) The Equity share Capital includes 26,207,108 Equity Shares of Rs 10/- each allotted as fully paid up Bonus shares as follows:-

500,000 Equity Shares in 1997-1998 by capitalization of Reserves

500,000 Equity shares in 1998-1999 by capitalization Share Premium

7,530,000 Equity Shares in 2003-2004 by capitalization of share premium issue @ the ratio 1: 1

7,530,000 Equity Shares in 2004-2005 by capitalization of share premium issue @ the ratio of 1: 2

1,01,47,108 Equity Shares in 2005-2006 by capitalization of reserves by issue @ the ratio of 2:5

(ii) The Equity Share Capital includes 5,037,778 Equity shares of Rs 10/- each allotted as fully paid up Shares on conversion of Convertible Preference Shares as follows:-

120,000 Equity Shares of Rs.10/- each in 1998-1999 at a premium of Rs.490/-

100,000 Equity Shares of Rs.10/- each in 2000-2001 at a premium of Rs.490/-

2,040,000 Equity Shares of Rs.10/- in 2001- 2002 of which 40,000/- shares were issued at a premium of Rs.490/- and 2,000,000/- shares at par.

2,777,778 Equity Shares of Rs.10/- in 2004- 2005 at a premium of Rs.8/-.

(iii) The Equity Share Capital includes 10,000 Equity Shares allotted as fully paid up Shares for consideration for Land, issued during 1999-2000 at a premium of Rs.50/-.

(iv) The company, during the year 2005-06, allelic ,•Â¦ ,42,000 Equity shares at a premium of Rs 90 per Snare to discharge its liability against capital goods.

(v)The company, during the year 2007-08, allotted 1,12,84,600 Equity shares at a premium of Rs.55 per share through public issue of shares.

(vi) The Company, during the year 2009-10, allotted 20,00,000 Equity shares at a premium of Rs 28.18 per share.

2. SECURED LOANS

a. Term Loan of Rs. 500.00 lakhs availed from Bank of India secured by 13 WEG situate in the State Tamil Nadu Outstanding as on 30th June 2010 - Rs.20,500,435.

b. Term loan availed from Axis Bank Limited, secured against the motor vehicles of the company. Amount outstanding as on 30th June 2010 - Rs.31,14,872.

c. Term loan availed from Kotak Bank Limited, secured against the motor vehicles of the company. Amount outstanding as on 30th June 2010 - Rs.26,94,311.

d. OCC availed from Bank of India, against the hypothecation of stocks. Amount outstanding as on 30th June 2010 - Rs.12,160,027.

e. Term loan from Andhra Bank, Ahmedabad secured by 5 Wegs situate in the State Tamil Nadu Outstanding as on 30,h June 2010 - Rs.46,778,892.

f. During the year the Company has availed a term loan from India Renewable Energy Development Company Limited, Delhi secured by 6 Wegs situated in the State of Karnataka Outstanding as on 30th June 2010 - Rs.325,902,72

3. DEFERRED TAX LIABILITY

Opening:

Liability Rs. 15,93,06,131

Less: Deferred Tax Asset recognized during the year Rs. 7,39,78,014

Less: MAT Credit for the year Rs. 75,38,081

Net Deferred Tax Liability Rs. 7,77,90,036

4. CURRENT LIABILITIES

Sundry creditors and trade creditors are subject to confirmation.

5. FIXED ASSETS:

a) Work-in-progress -Agri Division

Fixed assets include Rs.4,673,765/- spent for the agricultural division to be written off over the period of time proportionate to the substantial agricultural income that would accrue to the company.

b) Plant & machinery

Plant & Machinery includes revaluation amount of Rs. 6,000,000/- which has depreciated to Rs. 3,851,600/- .

c) Guarantee Deposits

The deposits constitute deposits given to owners of the WEGs which are maintained by the company. The Company has provided security deposits to extent of Rs. 771,055,403 of the owners of windmills and the concern windmills are under companys management .

6. INVESTMENTS

Investments constitute investment in The Jain Sahakhari Bank amounting to Rs.124,500/-, in India Wind Power Ltd amounting to Rs 10,000,000/-, which are unquoted and shown at cost. Investment in Key man Insurance policy totaling to Rs. 27,066,391/-is inclusive of accrued bonus of Rs 11,250,000 .

7. SUNDRY DEBTORS:

Sundry debtors recoverable in cash or in kind are unsecured and are subject to confirmation.

8. LOANS & ADVANCES:

Loans and advances includes Trade & Other Advances totaling to Rs. 558,156,056/- which are unsecured and recoverable in cash or kind and are subject to confirmation.

9. MISCELLANEOUS EXPENSES

This relates to the expenses incurred in connection with Initial public offering of Equity shares of the Company, to the extent not written off during the year.

10. RELATED PARTY DISCLOSURE UNDER ACCOUNTING

STANDARD-18:

The details of related parties as identified by the management are as under: i) Key Management Personnel:

ShriBala KV - Chairman

Shri Ravindranath K.S. - Whole Time Director

Shri Niranjan Jagtap - Director

Shri Jayaraman T R - Director

ii) Associates:

Subuthi Finance Ltd Indonet Global Ltd Loyal Credit & Investment P Ltd Subuthi Investments P Ltd SGM Windfarms P Ltd. Bekey Properties Pvt Ltd. Bewind Energy Private Limited Ind Eco Ventures Limited Ravello Advertising Private Limited Cindia Theatres Private Limited

11. RELATED PARTY TRANSACTIONS:

The Company has identified all related parties and details of transactions are given below. No provision for doubtful debts or advances is required to be made and no amounts have been writtenoff or written back during the year in respect of debts due from or to related parties. There are no other related parties where control exists that need to be disclosed.

12 FOREIGN CURRENCY CONVERTIBLE BONDS:

During the year 2007-2008, the company issued 5 years 2.5% Coupon US$ denominated Foreign Currency Convertible Bonds (FCCB) aggregating to US$ 30 million (INR. 118,47,00,000 as on date of issue) comprising of 300 US bonds of US $ 1,00,000 each to finance capital expenditure. The bond holders have an option of converting these bonds into equity shares at an initial conversion price of Rs. 167.11 per share (Face value Rs.10 each) with a fixed rate of exchange on conversion of Rs. 39.405 / US$ at any time prior to dose of business on 21st December 2012, unless redeemed. The FCC Bonds have been restructured with the existing Bondholders. Accordingly, the FCCB will be Zero Coupon Bonds and will have a 50% mandatory conversion (i.e., US$ 15 million) in to ordinary equity shares at a price equilant to the 10 DMA subject to a cap of Rs.65/-. and the balance 50% of the Bonds (i.e., US$ 15 million) will have the option to convert at the same premium level applicable for the mandatory conversion price or redeem @ 106.724 % upon maturity on December 21, 2012. The Process is under progress for completion.

13. PROFIT AND LOSS ACCOUNT

(i) APPROPRIATIONS

(ii) The company has transferred Rs. 30,00,000 to capital redemption reserve.

INFORMATION PURSUANTTO THE PROVISIONS OF SCHEDULE VI TO THE COMPANIES ACT, 1956.

(iii) Expenditure in Foreign Currency :

Travel - Rs.NIL (previous year 08-09 Rs. J,091,572/-)

(iv) Remuneration paid to Directors:

The company has paid Rs. 1,201,692/- by way of remuneration to the whole time director. Sitting fees paid during the year Rs.140,000/-

(vi) Information with regard to other matters specified in Schedule VI of the Companies Act, 1956, are either Nil, or not applicable to the Company for the period under Audit.

( vii) Value of imports during the year - Rs NIL /- ( Previous Year - NIL)

14. CONTINGENT LIABILTIES:

Income Tax demand for the AY 1998-99 is Rs. 2,654,944/- ,for A Y 2006-07 is Rs.10,985,773/-and for the A Y 2007-08, Rs. 55,63,470/-. The company has been legally advised that the demand is likely to be deleted or substantially reduced. The company has preferred appeals and the said appeals are pending before the appellate authorities.

In the case of Foreign Currency Convertible Bonds, in case of redemption at the maturity date i.e 21st December, 2012, the applicable forex rate is contingent in nature for which no provision is required as per The Reserve Bank of Indias guidelines.

The company has deposited, with The Honble High Court of Madras, an amount of Rs.10.81 Crores in the matter relating to the disputed claims of ICICI Bank Limited relating to sale of Wind mills to the company, Lease rentals and issues relating to Preference shares are settled. Both the parties have raised claims against each other and waiting for the final outcome from the competent authorities. Hence no amount is quantified. Meanwhile the ICICI Bank Limited has realiased around Rs 6.93 Crores- by selling 14,65,899 Equity shares of the company, which the company is claiming.

15. IMPAIRMENT LOSS

During the year company recogonised Rs 30,107,673/- relating to second hand machinery for earlier years and disclosed as a part Extra ordinary and prior period items

16. Previous years figures have been regrouped wherever necessary.

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