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Notes to Accounts of JSW Energy Ltd.

Mar 31, 2015

The note numbers appearing in brackets "[ ]" are as they appear in the complete set of financial statements.

1 Basis of preparation:

These abridged financial statements have been prepared on the basis of the complete set of financial statements for the year ended 31st March, 2015, in accordance with the proviso to sub section (1) of section 136 of the Companies Act, 2013 and Rule 10 of Companies (Accounts) Rules, 2014.

2 [16] The Company was supplying power to Karnataka Power Transmission Corporation Limited (KPTCL) on the basis of the rate approved by Government of Karnataka, which was incorporated in the Power Purchase Agreement (PPA), dated 27th November, 2000. On the application by KPTCL to Karnataka Electricity Regulatory Commission (KERC) for approval of PPA, KERC had passed Order in July, 2002 reducing the tariff retrospectively from 1st August, 2000. The Company''s appeal against the said Order was decided by the Honourable Karnataka High Court vide its Order dated 8th April, 2004 in favour of the Company. KPTCL and KERC filed Special Leave Petition before the Honourable Supreme Court challenging the Order of Honourable Karnataka High Court. As against the outstanding amount of Rs. 105.35 crore, in terms of the interim order dated 23rd January, 2007 of Honourable Supreme Court, KPTCL paid Rs. 100.00 crore against bank guarantee provided by the Company. The balance amount of Rs. 5.35 crore (Previous Year Rs. 5.35 crore) due from KPTCL is included in Trade Receivables and considered as good and recoverable.

3 [25(i)] Contingent Liabilities and Commitments to the extent not provided for in respect of:

(a) Contingent Liabilities:

(Rs. crore)

Particulars Current Year Previous Year

Bank guarantees 116.38 116.38

Corporate guarantees # 1410.67 624.22 Other Money for which the Company is contingently liable: - Pledge of Shares # 517.82 585.19 - Disputed Income Tax matters (including interest up to the date of demand, if any) 112.34 109.95 - Other disputed taxes / duties (Including penalty levied and interest up to the date of demand, if any) @ 257.33 279.97

@ includes Rs. 67.30 crore (previous year Rs. 89.57 crore) relating to Electricity Tax, reimbursable from other parties. The Company''s pending litigations comprise mainly claims against the Company, property disputes, proceedings pending with Tax and other Authorities. The Company has reviewed all its pending litigations and proceedings and has made adequate provisions, wherever required and disclosed the contingent liabilities, wherever applicable, in its financial statements. The Company does not reasonably expect the outcome of these proceedings to have a material impact on its financial statements. (Also Refer Note16).

(b) Commitments:

ii) The Company has taken certain premises on non-cancellable operating lease arrangement. Rentals charged to Statement of Profit and Loss Rs. 1.60 crore (Previous year Rs. 1.56 crore).

iii) The Company has entered into a definitive agreement to acquire (i) the 300 MW Baspa II hydroelectric project and (ii) 1091 MW Karcham Wangtoo hydroelectric project both located at Himachal Pradesh from Jaiprakash Power Ventures Limited (JPVL). The Shareholders of JPVL have approved the transfer of the aforementioned projects into a separate company, Himachal Baspa Power Company Limited (HBPCL) as a going concern through a Scheme of Arrangement under Sections 391 to 394 of the Companies Act 1956.

As per the terms of the definitive agreement, Company is to acquire 100% stake in HBPCL for a base enterprise value of Rs. 9,700 crore, subject to adjustments as provided in the definitive agreement. In connection with the said acquisition, during the year the Company has paid an advance of Rs. 300 crore to JPVL and also issued a Corporate Guarantee of Rs. 1,000 crore to certain lenders of JPVL. The scheme is awaiting approval of Honourable High Court of Himachal Pradesh.

4 [25(iii)] The details of amounts outstanding to Micro, Small and Medium Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act), based on the available information with the Company are as under:

5 [25(v)] Consequent to the enactment of the Companies Act, 2013 ("the Act") and its applicability for accounting periods commencing from April 1, 2014, the Company has realigned the remaining useful life of its tangible assets in accordance with the provisions of Part B of Schedule II. Accordingly, the depreciation for the current year is lower by Rs. 39.78 crore.

6 [25(x)] Subject to approval of Bombay High Court and other regulators, the shareholders of the Company have approved a Scheme of Arrangement under sections 391 to 394 of the Companies Act, 1956 amongst the Company and its 100% Subsidiaries, JSW Power Trading Company Limited (JSWPTC) and JSW Green Energy Limited (JSWGEL) and their respective shareholders.

The Scheme provides for:

- Demerger of the Power Trading Business of JSWPTC to JSWGEL;

- Merger of remaining JSWPTC into the Company

Upon the scheme becoming effective the necessary impact will be given in the books of account of the Company.

7 [25(xii)] Related Party Disclosures:

List of Related Parties

A) Subsidiaries (Control exists)

1) JSW Power Trading Company Limited

2) Raj WestPower Limited

3) Jaigad PowerTransco Limited

4) JSW Energy (Raigarh) Limited

5) JSW Green Energy Limited

6) JSW Energy (Kutehr) Limited

7) PT. Param Utama Jaya (upto 28th February, 2014)

8) JSW Energy Natural Resources (BVI) Limited

9) JSW Energy Minerals Mauritius Limited

10) JSW Energy Natural Resources Mauritius Limited

11) JSW Energy Natural Resources South Africa (Pty) Limited

12) South Africa Coal Mining Holdings Limited

13) Royal Bafokeng Capital (Pty) Limited

14) Ilanga Coal Mines Proprietary Limited

15) Jigmining Operations No.1 Proprietary Limited

16) Jigmining Operations No.3 Proprietary Limited

17) Mainsail Trading 55 (Pty) Limited

18) SACM (Breyten) Proprietary Limited

19) SACM (Newcastle) Proprietary Limited

20) South African Coal Mining Equipment Company Proprietary Limited

21) Umlabu Colliery Proprietary Limited

22) Voorslag Coal Handling Proprietary Limited

23) Yomhlaba Coal Proprietary Limited

24) South African Coal Mining Operations Proprietary Limited

25) JSW Energy Natural Resources UK Limited (w.e.f. 12th September, 2013)

B) Other Related Parties with whom the Company has entered into transactions during the year:

1) JSW Steel Limited

2) JSoft Solutions Limited

3) Toshiba JSW Power Systems Private Limited

4) JSW Cement Limited

5) JSW Realty & Infrastructure Private Limited

6) JSW Jaigarh Port Limited

7) JSW Infrastructure Limited

8) JSW Energy (Bengal) Limited

9) O.P. Jindal Foundation

10) JSW Foundation

11) JSW Green Private Limited

12) South West Mining Limited

13) JSL Lifestyle Limited

14) MJSJ Coal Limited

15) South West Port Limited

16) JSW Bengaluru Football Club Private Limited

17) JSW Projects Limited

18) JSW Steel Coated Products Limited

19) Amba River Coke Limited

20) Jindal Vidya Mandir

21) JSW International Trade Corp PTE Limited

22) Jindal Steel and Power Limited

23) JSW Bengal Steel Limited

24) JSW Investments Private Limited

25) Art India Publishing Co Pvt Limited

26) JSW Techno Projects Management Limited

C) Key Managerial Personnel

1) Mr. Sajjan Jindal – Chairman & Managing Director

2) Mr. Nirmal Kumar Jain – Vice Chairman (Upto 31st August, 2013)

3) Mr. Sanjay Sagar – Jt. Managing Director & CEO

4) Mr. Pramod Menon – Director Finance (w.e.f 3rd May, 2013)

5) Mr. Sampath Madhavan - Company Secretary (w.e.f 1st April, 2014)

8 [25(xiv)] Business Segments:

The Company is primarily engaged in only one segment viz. "Generation and Sale of power" and having operations in India, there are no separate reportable segments as per Accounting Standard 17 prescribed under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 [25(xvi)] Previous year''s figures have been re-grouped / re-arranged wherever necessary to conform to current year''s classification.


Mar 31, 2014

(i) Contingent Liabilities and Commitments to the extent not provided for in respect of:

(a) Contingent Liabilities:

Rs. Crore Particulars Current Year Previous Year

Bank guarantees 116.38 115.95

Corporate guarantees 624.22 891.66

Other Money for which the company is contingently liable:

Pledge of Shares (refer note 12) 585.19 585.19

Disputed Income Tax matters (excluding further interest leviable, if any) 109.95 121.81

Other disputed tax matters* 279.97 83.40

Claims not acknowledge as debts - 16.83

* includes Rs. 89.57 crore (previous year Rs. 80.96 crore) relating to Electricity Tax, reimbursable from other parties

(vii) Exceptional items includes :

(a) Due to the unusual volatility / fl uctuation in the value of Rupee against US Dollar, net foreign exchange loss of Rs. 321.46 crore (Previous Year Rs. 169.95 crore) has been considered by the Company as exceptional in nature.

(b) The Company has made a provision for doubtful Loans and Advances of Rs. 56.60 crore (Previous Year Rs. Nil) for estimated loss arising as a result of impairment of assets of subsidiary companies.

(c) Profit on Sale of Investment in PT Parama Uttama Jaya (PTPUJ) of Rs. 7.85 crore (Previous Year Rs. Nil).

(ix) (a) In the opinion of the Management, all the assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. The provision for depreciation and all known liabilities is adequate and not in excess of what is required.

(b) The Company is yet to receive balance confi rmations in respect of certain trade payables, other payables, trade receivables, other receivables and loan and advances. The Management does not expect any material difference affecting the current year''s financial statements due to the same.

(x) Related Party Disclosures : List of Related Parties

A) Subsidiaries (Control exists)

a) JSW Power Trading Company Limited

b) Raj WestPower Limited

c) Jaigad PowerTransco Limited

d) JSW Energy (Raigarh) Limited

e) JSW Green Energy Limited

f) JSW Energy (Kutehr) Limited

g) PT. Param Utama Jaya (upto 28th February 2014) h) JSW Energy Natural Resources (BVI) Limited

i) JSW Energy Minerals Mauritius Limited

j) JSW Energy Natural Resources Mauritius Limited

k) JSW Energy Natural Resources South Africa (Pty) Limited

l) South Africa Coal Mining Holdings Limited

m) Royal Bafokeng Capital (Pty) Limited

n) Ilanga Coal Mines Proprietary Limited

o) Jigmining Operations No.1 Proprietary Limited

p) Jigmining Operations No.3 Proprietary Limited

q) Mainsail Trading 55 (Pty) Limited

r) SACM (Breyten) Proprietary Limited

s) SACM (Newcastle) Proprietary Limited

t) South African Coal Mining Equipment Company Proprietary Limited

u) Umlabu Colliery Proprietary Limited

v) Voorslag Coal Handling Proprietary Limited

w) Yomhlaba Coal Proprietary Limited

x) South African Coal Mining Operations Proprietary Limited

y) JSW Energy Natural Resources UK Limited (w.e.f 12th September, 2013)

B) Other Related Parties with whom the Company has entered into transactions during the year:

a) JSW Steel Limited

b) JSoft Solutions Limited

c) Toshiba JSW Power Systems Private Limited (formerly Toshiba JSW Turbine and Generator Private Limited)

d) JSW Cement Limited

e) JSW Realty & Infrastructure Private Limited

f) JSW Techno Projects Management Limited

g) JSW Jaigarh Port Limited

h) JSW Infrastructure Limited

i) JSW Energy (Bengal) Limited

j) O.P. Jindal Foundation

k) JSW Foundation

l) JSW Green Private Limited

m) South West Mining Limited

n) JSL Lifestyle Limited

o) MJSJ Coal Limited

p) South West Port Limited

q) JSW Bengaluru Football Club Private Limited (formerly JSW Sports Pvt. Ltd.)

r) JSW Projects Ltd

s) JSW Steel Coated Products Limited

t) JSW Ispat Steel Limited (Merged with JSW Steel Limited during the current year)

Key Managerial Personnel

1 Mr. Sajjan Jindal - Chairman & Managing Director

2 Mr. Nirmal Kumar Jain - Vice Chairman (Upto 31st August, 2013)

3 Mr. Sanjay Sagar - Jt. Managing Director & CEO (w.e.f 21st July 2012)

4 Mr. S.S.Rao - Whole Time Director (Upto 30th April, 2012)

5 Mr. R.R. Pillai - Director (w.e.f 30th April, 2012 to 30th January, 2013)

6 Mr. Pramod Menon - Director Finance (w.e.f 3rd May 2013)

(xi) MJSJ Coal Limited has not been considered for disclosure of interest in terms with relevant Accounting Standards as the Company is not having any control over the said joint venture entity.

(xiii) The Company has been legally advised that the Company is considered to be established with the object of providing infrastructural facilities and accordingly, Section 372A of the Companies Act, 1956 is not applicable to the Company.

(xiv) Previous year''s figures have been re-grouped / re-arranged wherever necessary to conform to current year''s classification.


Mar 31, 2013

(i) (a) During the year, due to the unusual volatility / fluctuation in the value of Rupee against US Dollar, net foreign exchange loss of Rs. 169.95 crore (Previous Year Rs. 151.61 crore) has been considered by the Company as exceptional in nature.

(b) The foreign currency exposures that have not been hedged by a derivative instrument or otherwise as at Balance Sheet date are given below:

(ii) (a) In the opinion of the Management, all the assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. Provision for depreciation and all known liabilities is adequate and not in excess of what is required.

(b) The Company is yet to receive balance confirmations in respect of certain trade payables, other payables, trade receivables, other receivables and loan and advances. The Management does not expect any material difference affecting the current year''s financial statements due to the same.

(iii) Related Party Transactions

List of Related Parties :

A) Subsidiaries (Control exists) :

a) JSW Power Trading Company Limited

b) Raj WestPower Limited

c) Jaigad PowerTransco Limited

d) JSW Energy (Raigarh) Limited

e) JSW Green Energy Limited

f) JSW Energy (Kutehr) Limited (w.e.f. 20th February, 2013)

g) PT. Param Utama Jaya

h) JSW Energy Natural Resources (BVI) Limited

i) JSW Energy Minerals Mauritius Limited

j) JSW Energy Natural Resources Mauritius Limited

k) JSW Energy Natural Resources South Africa (Pty) Limited

l) South Africa Coal Mining Holdings Limited

m) Royal Bafokeng Capital (Pty) Limited

n) Ilanga Coal Mines Proprietary Limited

o) Jigmining Operations No.1 Proprietary Limited

p) Jigmining Operations No.3 Proprietary Limited

q) Mainsail Trading 55 (Pty) Limited

r) SACM (Breyten) Proprietary Limited

s) SACM (Newcastle) Proprietary Limited

t) South African Coal Mining Equipment Company Proprietary Limited

u) Umlabu Colliery Proprietary Limited

v) Voorslag Coal Handling Proprietary Limited

w) Yomhlaba Coal Proprietary Limited

x) South African Coal Mining Operations Proprietary Limited

B) Other Related Parties with whom the Company has entered into transactions during the year :

a) JSW Steel Limited

b) JSoft Solutions Limited

c) Toshiba JSW Turbine & Generator Private Limited

d) JSW Cement Limited

e) Gagan Trading Company Limited

f) JSW Realty & Infrastructure Private Limited

g) JSW Techno Projects Management Limited

h) Barmer Lignite Mining Company Limited

i) JSW Jaigarh Port Limited

j) JSW Infrastructure Limited

k) Jindal Steel & Power Limited

l) JSW Ispat Steel Limited

m) JSW Energy (Bengal) Limited (Related party w.e.f. 5th March, 2012)

n) O.P. Jindal Foundation

o) JSW Foundation

p) JSW Green Private Limited

q) South West Mining Limited

r) JSL Lifestyle Limited

s) MJSJ Coal Limited

t) JSW Bengal Steel Limited Key Managerial Personnel :

1 Mr. Sajjan Jindal - Chairman & Managing Director

2 Mr. Nirmal Kumar Jain - Vice Chairman

3 Mr. Sanjay Sagar - Jt. Managing Director & CEO (w.e.f. 21st July, 2012)

4 Mr. S.S.Rao - Whole time Director (Up to 30th April, 2012)

5 Mr. R.R.Pillai - Director (w.e.f. 30th April, 2012 to 30th January, 2013)

6 Mr. L.K Gupta - Jt. Managing Director & CEO (Upto 30th November, 2011)

(iv) MJSJ Coal Limited has not been considered for disclosure of interest in terms with relevant Accounting Standards as the Company is not having any control over said joint venture entity.

(v) The Company has been legally advised that the Company is considered to be established with the object of providing infrastructural facilities and accordingly, Section 372A of the Companies Act, 1956 is not applicable to the Company.

(vi) Previous year''s figures have been re-grouped / re-arranged wherever necessary to conform to current year''s classification.


Mar 31, 2012

Contingent liability is disclosed in the case of:

a) a present obligation arising from a past event, when it is not probable that a outflow of resources will be required to settle the obligation or a reliable estimate of the amount of obligation cannot be made.

b) a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not within the control of the enterprise.

b) Terms & Rights attached to equity shares

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

(ii) In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amount, in proportion to the shareholding. However, no such preferential amount exists currently.

i) Terms of Redemption of Debentures:

a) 12,000 nos @ 9.75% Secured Redeemable Non-Convertible Debentures of Rs. 10 lakhs each redeemable at par in 10 half yearly equal installments commencing from 20th January / 30th January / 16th February 2016 till 20th July / 30th July / 16th August, 2020.

b) Coupons Rates ranging from 9% to 9.75% Secured Redeemable Non-Convertible Debentures of 24,000 nos of Rs. 10 lakhs each having tranches of Rs. 120 Crores each aggregating to Rs. 2,400 Crores. Each tranches are redeemable at par at different intervals commencing from 31st March 2013 and ending at 1st November 2022.

c) 20 % Secured Redeemable Non-Convertible Debentures of Rs. 100 lakhs each, redeemable at par in 44 quarterly installments commenced from 15th July, 2001.

iii) Details of Security:

a) Debentures aggregating to Rs. 1,200 crores, mentioned in 1

(a) are secured on a pari passu basis by (a) a first ranking charge by way of legal mortgage on the freehold land situated at Mouje Maharajpura, Taluka Kadi, District Mehsana, in the state of Gujarat, (b) a first ranking charge by way of legal mortgage of immovable assets of the Company's SBU I & SBU II situated in the State of Karnataka, (c) a first ranking charge by way of hypothecation of movable fixed assets of the Company's SBU I & SBU II.

b) Debentures aggregating to Rs. 2,400 crores, mentioned in 1

(b) are secured on a pari passu basis by (a) a first ranking charge by way of legal mortgage on the freehold land situated at Mouje Maharajpura, Taluka Kadi, District Mehsana, in the state of Gujarat, (b) secured on a pari passu basis by a a first ranking charge by way of mortgage on fixed assets of SBU III (4 x 300 MW Power Plant situated at Dist. Ratnagiri, Maharashtra).

c) Debentures amounting to Rs. 1.48 crores mentioned in 1 (c), Rupee Term Loan aggregating to Rs. 1.70 crores included in 2 (b) are secured on a pari passu basis by (a) a first ranking legal mortgage of immovable property of the Company's SBU I (2 x 130 MW Thermal Power Plant at Toranagallu, Karanataka) situated in state of Maharashtra, (b) a first ranking charge by way of equitable mortgage of immovable assets of the Company's SBU I & SBU II (2 x 130 MW Thermal Power Plant at Toranagallu, Karanataka) situated in the State of Karnataka, (c) a first ranking charge by way of hypothecation of movable fixed assets of the Company's SBU I & II (d) a second ranking charge by way of hypothecation on the current assets of Company's SBU I & SBU II including stock and receivables (both present and future).

d) Rupee Term Loan aggregating to Rs. 273.97 crores included in 2 (a) and (b) are secured on a pari passu basis by (a) a first ranking charge by way of equitable mortgage of immovable assets of the Company's SBU I & SBU II situated in the State of Karnataka, (b) a first ranking charge by way of hypothecation of movable fixed assets of the Company's SBU I & SBU II unit situated in Karnataka, (c) a second ranking charge by way of hypothecation on the current assets of Company's SBU I & SBU II including stock and receivables (both present and future).

e) Rupee Term Loan aggregating to Rs. 182.54 crores included in 2 (a) is secured on a pari passu basis by (a) a first ranking legal mortgage of immovable property of the Company's SBU II situated in state of Maharashtra, (b) a first ranking charge by way of equitable mortgage of immovable assets of the Company's SBU I & SBU II situated in the State of Karnataka, (c) a first ranking charge by way of hypothecation of movable fixed assets of the Company's SBU I & II (d) a second ranking charge by way of hypothecation on the current assets of Company's SBU I & SBU II including stock and receivables (both present and future).

f) Rupee Term Loan included in 2 (a) amounting to Rs. 193.06 crores is secured by first ranking charge on the JSWEL's share (i.e. 50%) in the property being developed at Village Kole Kalyan, Taluka South Salsette, District of Mumbai Suburban.

g) Rupee term loan included in 2 (a) and (b) aggregating of Rs. 1,115.00 crores are secured on a pari passu basis by (a) first ranking charge by way of legal mortgage on the Company's SBU III (4x300 MW) immovable property both present and future situated in Ratnagiri and (b) a first ranking charge by way of Hypothecation of movable assets both present and future of Company's SBU III situated in Ratnagiri, Maharashtra. (c) second ranking charge on current assets of the Company's SBU III for rupee term loan included in 2 (a) aggregating of Rs. 999.36 crores.

Details of Security:

i) Debentures were secured on a pari passu basis by first ranking legal mortgage on the freehold land situated at Mouje Maharajpura, Taluka Kadi, District Mehsana, in the state of Gujarat.

ii) Working Capital Loans pertaining to SBU II are secured on a pari passu basis by (a) a second ranking charge by way of equitable mortgage of immovable assets of the SBU II situated in the State of Karnataka, (b) a second ranking charge by way of hypothecation of movable fixed assets of the SBU II, (c) a first ranking charge by way of hypothecation on the current assets of SBU II including stock and receivables (both present and future).

c) Investment by the loanee in the shares of the Company:

None of the loanees and loanees of Subsidiary companies have made investments in shares of the Company.

(iii) Employees Benefits:

(i) Defined benefit plan:

The employee's gratuity fund scheme managed by Trust is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method.

(ii) Employee Share based Payment Plan:

(B) During the previous year the Company completed the allotment of shares under the share based payment plan to the employees which was administered by the JSWEEWT.

(C) Expenses arising from employee's share-based payment plan debited to Profit and Loss statement Rs. 0.61 crore (Previous Year Rs. 0.53 crore).

(iii) (i) In the opinion of the Management, all the assets other than Fixed Assets and Non-Current Investments have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. Provision for depreciation and all known liabilities is adequate and not in excess of what is required. (ii) The Company is yet to receive balance confirmations in respect of certain trade payable, other payable, trade receivable, other receivable and loan and advances. The Management does not expect any material difference affecting the current year's financial statements due to the same.

(iv) Related Party Transactions List of Related Parties A) Subsidiaries (Control exists)

1) JSW Power Trading Company Limited

2) Raj WestPower Limited

3) PT. Param Utama Jaya

4) Jaigad PowerTransco Limited

5) JSW Energy (Raigarh) Limited

6) JSW Green Energy Limited

7) JSW Energy Natural Resources (BVI) Limited

8) JSW Energy Minerals Mauritius Limited

9) JSW Energy Natural Resources Mauritius Limited

10) JSW Energy Natural Resources South Africa (Pty) Limited

11) South Africa Coal Mining Holdings Limited

12) Royal Bafokeng Capital (Pty) Limited

13) IIanga Coal Mines Proprietary Limited

14) Jigmining Operations No.1 Proprietary Limited

15) Jigmining Operations No.3 Proprietary Limited

16) Mainsail Trading 55 Proprietary Limited

17) Sacm (Breyten) Proprietary Limited

18) Sacm (Newcastle) Proprietary Limited

19) South African Coal Mining Equipment Company Proprietary Limited

20) Umlabu Colliery Proprietary Limited

21) Voorslag Coal Handling Proprietary Limited

22) Yomhlaba Coal Proprietary Limited

23) South African Coal Mining Operations Proprietary Limited

24) JSW Energy (Bengal) Limited (Subsidiary up to 4th March, 2012)

B) Other Related Parties with whom the Company has entered into transactions during the year:

1) JSW Steel Limited

2) JSoft Solutions Limited

3) Toshiba JSW Turbine & Generator Private Limited

4) JSW Cement Limited

5) Gagan Trading Company Limited

6) JSW Realty Infrastructure Private Limited

7) JSW Techno Projects Management Limited

8) Barmer Lignite Mining Company Limited

9) JSW Jaigarh Port Limited

10) JSW Infrastructure Limited

11) Jindal Technologies & Management Services Private Limited

12) Jindal Steel & Power Limited

13) JSW Ispat Steel Limited

14) JSW Energy (Bengal) Limited (Associate from 5th March, 2012)

15) JSW Bengal Steel Limited

16) South West Mining Limited

17) South West Port Limited

18) MJSJ Coal Limited

III. Key Managerial Personnel

1) Mr. Sajjan Jindal - Chairman & Managing Director

2) Mr. Nirmal Kumar Jain - Vice Chairman

3) Mr. L.K. Gupta - Jt. Managing Director & CEO (upto 30th November, 2011)

4) Mr. S.S. Rao - Whole time Director

(v) The Company has been legally advised that the Company is considered to be established with the object of providing infrastructural facilities and accordingly, Section 372A of the Companies Act, 1956 is not applicable to the Company.

(vi) The Operating Results for the current year ended on 31st March, 2012 are in respect of 2X130 MW Thermal Power Plant and 2X300 MW Thermal Power Plant, both located at Toranagallu, Karnataka and 4X300 MW Thermal Power Plant located at Ratnagiri, Maharashtra. The figures for the previous year were only for 2X130 MW Thermal Power Plant and 2X300 MW Power Plant at Toranagallu, Karnataka and 2X300 MW Thermal Power Plant located at Ratnagiri, Maharashtra and hence not comparable.

(vii) Current year's financial statements have been presented in accordance with the Revised Schedule VI, previous year's figure have been re-grouped / re-arranged wherever necessary to conform to current year's classification.


Mar 31, 2011

1. Contingent Liabilities not provided for in respect of:

Rs. in Crores

Particulars Current Year Previous Year

Guarantees/Bank Guarantees Outstanding 696.64 315.49

Pledge of Securities (Refer Schedule F) 434.38 723.69

Income Tax matters (excluding additional interest, if any) 78.35 7.21

Other tax matters 0.84 -

2. (i) Estimated amount of contracts remaining to be executed on Capital Account and not provided for (net of advances) Rs. 802.96 crores (Previous Year Rs.1.10 Crores)

(ii) The Company has given unconditional undertakings to the lenders of the power projects being setup by its subsidiary companies Raj West Power Ltd. and Jaigad Power Transco Ltd. for meeting any shortfall in completing the project, due to cost overrun, if any.

3. Scheme of amalgamation:

Amalgamation of JSW Energy (Ratnagiri) Ltd. (JSWERL) with the Company:

A Scheme of Amalgamation (Scheme) of the Transferor Company with the Company was sanctioned by the Honble High Court of Judicature of Bombay vide its order dated 24th September, 2010. The transferor company JSWERL is in the business of generation of power. The Amalgamation is in the nature of a merger as defned by Accounting Standard (AS) 14 "Accounting for Amalgamations" prescribed by the Companys (Accounting Standards) Rules, 2006. Entries have been passed in the books of account to give effect to the Scheme, as follows:

a) With effect from the Appointed date i.e 1st April, 2010, all the assets and liabilities recorded in the books of the Transferor Companies are transferred to and vested in the Company pursuant to the Scheme and are recorded by the Company at their book values.

b) The Companys 100% equity shareholding in JSWERL has been cancelled.

c) The Amalgamation has been accounted for under the " Pooling of Interests Method" as prescribed by Accounting Standard (AS) 14 "Accounting for Amalgamations" prescribed by the Companys (Accounting Standards) Rules, 2006.

Pursuant to the Merger, in respect of free hold land and lease hold land at Ratnagiri, steps are being taken to transfer the title deeds into the name of the Company.

4. Building under Construction under Capital Work-in-Progress represents the Companys 50% share in the property located at Bandra Kurla Complex, Mumbai, jointly owned with another group company. During the year, the Company has acquired 50% interest in the property from a subsidiary company for an aggregate consideration of Rs. 367.87 crores.

5. The Company was supplying power to Karnataka Power Transmission Corporation Limited (KPTCL) on the basis of the rate approved by Government of Karnataka, which was incorporated in the Power Purchase Agreement (PPA), dated 27th November, 2000. On the application by KPTCL to Karnataka Electricity Regulatory Commission (KERC) for approval of PPA, KERC had passed Order in July 2002 reducing the tariff retrospectively from 1st August, 2000. The Companys appeal against the said Order was decided by the Karnataka High Court vide its Order dated 8th April, 2004 in favour of the Company. KPTCL and KERC fled Special Leave Petition before the Honourable Supreme Court challenging the Order of Karnataka High Court. As against the outstanding amount of Rs. 105.35 Crores, in terms of the interim order dated 23rd January, 2007 of Supreme Court, KPTCL paid Rs. 100.00 crores against bank guarantee provided by the Company. The balance amount of Rs. 5.35 crores (Previous Year Rs. 5.35 crores) due from KPTCL is included in Sundry Debtors and considered as good and recoverable.

6. (i) In the opinion of the Management, the Current Assets, Loans and Advances have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. Provision for depreciation and all known liabilities is adequate and not in excess of what is required.

(ii) The Company is yet to receive balance confrmations in respect of certain sundry debtors, sundry creditors and advances. The Management does not expect any material difference affecting the current years financial statements due to the same.

7. The Company does not have reportable segments in terms of Accounting Standard 17 prescribed by the Companies (Accounting Standards) Rules, 2006.

8. (i) Capital Advance include Rs.75 crores (Previous Year Rs.75 crores) paid towards acquisition of offces / residential property to be constructed.

(ii) Loans and Advance include Rs. 29.69 crores (Previous Year Rs.5.80 crores) paid as interest free loan to JSW Energy Employees Welfare Trust.

9. During the year, the Company has purchased and sold 7,840,564,028 (Previous year 7,168,670,059) various Mutual Funds Units of face value of Rs. 10 each.

10. During the year, in connection with the issue of Non-convertible Debentures aggregating to Rs. 3,600 crores, the Company has incurred Rs. 36.75 Crores towards debenture issue expenses and the same has been written off from Securities Premium Account.

11. The company has taken certain premises on cancelable Operating lease arrangement with JSW Steel Ltd. Major terms of the agreement are as under:

a. Annual lease rent : Rs. 15,000 (Previous Year Rs. 15,000)

b. Tenure of lease: lease agreement valid till 31st March 2033.

c. Lease Deposit: Rs. 6.49 crores (Previous Year Rs. 6.49 crores)

12. The Company has been legally advised that the Company is considered to be established with the object of providing infrastructural facilities and accordingly, Section 372A of the Comanies Act, 1956 is not applicable to the Company.

13. Related Party Transactions A List of Related Parties

I Direct and step down Subsidiaries (Control exists)

1 JSW Power Trading Company Limited

2 Raj WestPower Limited

3 PT. Param Utama Jaya, Indonesia

4 Jaigad Power Transco Limited

5 JSW Energy (Raigarh) Limited

6 JSW Energy (Bengal) Limited

7 JSW Green Energy Limited

8 JSW Energy Natural Resources (BVI) Limited

9 JSW Energy Minerals Mauritius Limited

10 JSW Energy Natural Resources Mauritius Limited

11 JSW Energy Natural Resources South Africa (Pty) Limited

12 South African Coal Mining Holdings Limited

II Associates/Parties with whom the Company has entered into transactions during the year:

1 JSW Steel Limited

2 J Soft Solutions Limited

3 Windsor Residency Private Limited

4 Toshiba JSW Turbine & Generator Private Limited

5 JSW Cement Ltd.

6 Gagan Trading Company Limited

7 JSW Realty & Infrastructure Pvt. Ltd.

8 JSW Techno Projects Management Limited

9 Barmer Lignite Mining Company Limited**

10 JSW Jaigarh Port Limited

11 JSW Infrastructure Limited

12 JSW Infrastructure & Development Pvt. Limited

13 Jindal Technologies & Management Services Pvt. Ltd.

14 Jindal Steel & Power Ltd.

** Joint Venture between a subsidiary RajWest Power Limited and Rajasthan State Minerals and Metals Limited

III Key Managerial Personnel

1 Mr. Sajjan Jindal – Chairman & Managing Director

2 Mr. N.K. Jain – Vice Chairman

3 Mr. L.K. Gupta – Jt. Managing Director & CEO (from 01/06/2010)

4 Mr. S.S. Rao – Jt. Managing Director & CEO up to 31/05/2010. Whole time Director from 01/06/2010

14. Previous years figures have been regrouped / rearranged wherever necessary to conform to current years classifcation.


Mar 31, 2010

1. Contingent Liabilities not provided for in respect of:

(Rs. crores) Particulars Current Year Previous Year

Bank Guarantees Outstanding 315.49 104.38

Pledge of Securities (Refer Schedule F) 723.69 620.99

Income Tax matters (excluding interest, if any) 7.21 6.23

2. (i) Estimated amount of contracts remaining to be executed on Capital Account and not provided for (net of advances) Rs. 1.10 crores (Previous Year Rs. 93.16 crores).

(ii) The Company has given unconditional undertakings to the lenders of the power projects being setup by its subsidiary companies JSW Energy (Ratnagiri) Ltd., Raj WestPower Ltd. and Jaigad PowerTransco Ltd. for meeting any shortfall in completing the project, due to cost overrun, if any.

3. The Company was supplying power to Karnataka Power Transmission Corporation Limited (KPTCL) on the basis of the rate approved by Govt. of Karnataka, which was incorporated in the Power Purchase Agreement (PPA), dated 27th November, 2000. On the application by KPTCL to Karnataka Electricity Regulatory Commission (KERC) for approval of PPA, KERC had passed Order in July 2002 reducing the tariff retrospectively from 1st August 2000. The Company’s appeal against the said Order was decided by the Karnataka High Court vide its Order dated 8th April, 2004 in favour of the Company. KPTCL and KERC fi led Special Leave Petition before the Honourable Supreme Court challenging the Order of Karnataka High Court. As against the outstanding amount of Rs. 105.35 crores, in terms of the interim order dated 23rd January 2007 of Supreme Court, KPTCL paid Rs.100.00 crores against bank guarantee provided by the Company. The balance amount of Rs. 5.35 crores due from KPTCL is included in Sundry Debtors and considered as good and recoverable.

4. The Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act have not been given.

5. (i) Capital Advance include Rs. 75 crores (Previous Year Rs. 75 crores) paid towards acquisition of offi ces / residential property to be constructed.

(ii) Loans and Advance include (a) Rs. 83.70 crores (Previous Year Rs. 22.50 crores) paid to JSWPTC as security deposit for lease of offi ce property (b) Rs. 5.80 crores (Previous Year Rs. 5.91 crores) paid as interest free loan to JSW Energy Employees Welfare Trust.

6. Deferred Tax Liability consists of timing differences due to depreciation: Rs.118.19 crores (Previous Year Rs. 81.51 crores)

7. (i) In the opinion of the Management, the Current Assets, Loans and Advances have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. Provision for depreciation and all known liabilities is adequate and not in excess of what is required.

(ii) The Company is yet to receive balance confi rmations in respect of certain sundry creditors and advances. The Management does not expect any material difference affecting the current year’s fi nancial statements due to the same.

8. There are no reportable segments as per Accounting Standard 17 prescribed by the Companies (Accounting Standards) Rules, 2006.

9. Toshiba JSW Turbine & Generator Private Limited and MJSJ Coal Limited have not been considered for disclosure of interest in accordance with relevant Accounting Standards as the Company is not having any control over said joint venture entities.

10. The company has taken certain premises on cancelable Operating lease arrangement with JSW Steel Ltd. Major terms of the agreement are as under:

a. Annual lease rent : Rs. 15,000 (Previous Year Rs. 15,000)

b. Tenure of lease: lease agreement valid till 31st March 2033.

c. Lease Deposit: Rs. 6.49 crores (Previous Year Rs. 6.49 crores)

11. Related Party Transactions

A. List of Related Parties

I. Subsidiaries (Control exists)

1. JSW Power Trading Company Limited

2. Raj WestPower Limited

3. JSW Energy (Ratnagiri) Limited

4. PT. Param Utama Jaya, Indonesia

5. Jaigad Power Transco Limited

6. JSW Energy (Raigarh) Limited From August 31, 2009

7. JSW Energy (Bengal) Limited From March 10, 2010

II. Associates / Parties with whom the Company has entered into transactions during the year/ period:

1. JSW Steel Limited

2. JSW Energy Overseas Limited, Dubai

3. JSoft Solutions Limited

4. Windsor Residency Private Limited

5. Toshiba JSW Turbine & Generator Private Limited

6. MJSJ Coal Limited

7. JSW Energy Investment Pvt. Ltd.

8. JSW Cement Ltd.

9. Gagan Trading Company Limited

10. JSW Realty Infrastructure Pvt. Ltd.

III. Key Managerial Personnel

1. Mr. Sajjan Jindal – Chairman & Managing Director

2. Mr. N.K. Jain – Vice Chairman (From January 21, 2010)

3. Mr. S.S. Rao - Jt. Managing Director & CEO

12. Previous year’s figures have been regrouped / rearranged wherever necessary to conform to current year’s classification.


Mar 31, 2009

1. Contingent Liabilities not provided for in respect of: crores)

Paricular Current Year Previous Year

Bank Guarantees Oustanding 104 38 154.12

Income Tax matters (excluding interest, if any) 6.23 4.70

2 (i) Estimated amount of contracts remaining to be executed on Capital Account and not provided for (net of advances) Rs.93.16 crores (Previous Year Rs.95.14 crores)

(ii) The Company has given unconditional undertakings to the lenders of the power proiects bemg setup by its subsidiary companies JSW Energy (Ratnag.n) Ltd. and Raj WestPower Ltd. for meeting any shortfall in completing the project, due to cost overrun, if any.

3 The Company was supplying power to Karnatake Power Transmission Corporation Limited (K TCL^on the basis of the rate approved by Govt of Karnataka, which was incorporated n the Power Purchase Agreement (PPA), dated 27th November, 200£ On thjJ app,cation by KPTCL to Karnataka Electricity Regulatory Commission (KERC) for approval of PFA KERC had passed Order in July 2002 reducing i:he tariff prospective y from 1 sAugust 2000. The Companys appeal against the said Order was decided Court vide its Order dated 8th April, 2004 in favour of the Company. KPTCL and KERC filed Spedai Leave Petition before the Honourable Supreme Court challenging the Or derof Karnataka High Court. As against the outstanding amount of Rs. 105.35 crores m terms of the interim order dated 23rd January 2007 of Supreme Court, KPTCL paid ^100.00 crores against bank guarantee provided by the Company. The balance amount of Rs^ 5^35 crores due from KPTCL is included in Sundrv Debtors and considered as good and recoverable.

4. Scheme of amalgamation:

Amalgamation of JSW Energy (Vijayanagar) Ltd. (JSWEVL) and JSW PowerTransco Ltd (JSWPTL) (Transferor Companies) with the Cormany :

A Scheme of Amalgamation (Scheme) of the Transferor Companies with the Company was sanctioned by the Honble High Court of Judicature of Bombay vide its order dated 10th October 2008. The transferor companies J 5WEVL and JSWPTL are in the business of generation and transmission of power respectively. The Amalgamation is in the nature of a merger as defined by Accounting Standard (AS) 14 "Accounting for Amalgamations issued by the Institute of Chartered Accountants of India. Entries have been passed in the books of account to give effect to the Scheme, cis follows:

a) With effect from the Appointed date i.e 1st April 2008, all the assets and liabilities recorded in the books of the Transferor Companies are transferred to and vested in the Company pursuant to the Scheme and are recorded by the Company at their book values.

b) 3 18 16,044 Equity shares of Rs 10 each at par are allotted to the equity shareholders of JSWEVL in the ratio of 258 shares of the Company for every 1000 equity shares of JSWEVL.

c) The Companys 100% equity shareholding in JSWPTL has been cancelled.

d) The Amalgamation has been accounted for under the " Pooling of Interests Method as prescribed by Accounting Standard (AS) 14 "Accounting for Amalgamations issued by the Institute of Chartered Accountants of India.

e) Difference of Rs 91.50 crores between tie amount of shares allotted to the 6) sZreZLs of erstwhile 3SWEVL & JSWPTL and the value of net assets fQUired been credited to General Reserve. As per Accounting Standard (AS) 14 Accounting for Amalgamations" Rs. 91.48 crores (net of loss of Rs 0.02 ^^.^"^P^ ]SW Power Transco Ltd.) was to be credited to Capital Reserve but since the scheme provided for its credit to General Reserve, the same has been so credited which is in line with aforesaid Accounting standard.

5 The Company has sold power to JSW Power Trading Company Ltd (JSWPTCL) during the month of December 2008 at Rs 8.46 per unit. JSWPTCL has sold the power to Power Corporation of Karnataka Limited (PCKL) durin; the month of December 2008 at an invoiced rate of 8.50 per unit and payment has Deen received from PCKL at Rs 6.50 per unit PCKL has disputed the balance amount of F.s. 24.65 crore. As a matter of prudence and in accordance with the accounting policy followed by the Company, the said balance amount will be recognised as revenue only on settlement of dispute.

6 The Company has adjusted the foreign currency exchange loss of Rs. 13 06 crores on amounts borrowed for acquisition of fixed assets to the carrying cost of fixed assets m the current year. The exchange gain booked in the previous year amounting to Rs. 8 00 crores has been debited to General Reserve with a corresponding deduction to the cost of the fixed assets. This is in line with the amendment to Accounting Standard (Ao) 11 on "Effects of changes in Foreign Exchange Rates Vide GSR Notification 225(E) dated 31st March 2009. As a result of change in accounting policy, the profit before tax for the current year is higher by Rs. 12.52 crores.

7 Profit brought forward from earlier year of Rs. 649.94 crores is after adjustments on account of demerger of investment division of the Company and capitalisation of reserves & surplus for issue of bonus shares in the previous year aggregating to Rs. 449.86 crores.

8 The Company has not received any intimation from suppliers regarding their status under the" Micro, Small and Medium Enterprises Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act have not been given.

9 (i) Capital Advance include Rs. 75 crores (Previous Year Rs.75 crores) paid towards acquisition of a office / residential property to be constructed, from a private limited company in which Director of the Company was a Director up to October 23, 2008 (Maximum amount outstanding during the year Rs. 75 crores)

(ii) Loans and Advance include (a) Rs. 22.50 crore (Previous Year Rs. 22.50 crore) paid to JSWPTC as security deposit for lease of office property (b) Rs. 5.91 crore (Previous Year Rs. 5.91 crore) paid as interest free loan to JSW Energy Employees Welfare Trust.

10. Deferred Tax Liability consists of timing differerces due to depreciation: Rs, 81.51 crores (Previous Year Rs. 68.49 crores).

11. In the opinion of the Management, the Current Assets, Loans and Advances have a value on realisation in the ordinary course of business, at least equal to the amount at which they are stated in the Balance Sheet. Provision for depreciation and all known liabilities is adequate and not in excess of what is required.

12. As the Company is primarily engaged in only one segment viz. "Generation and sale of power", there are no reportable segments as per Accounting Standard 17 issued by the Institute of Chartered Accountants of India.

13. The company has taken certain premises on cancellable Operating lease arrangement with JSW Steel Ltd. Major terms of the agreemert are as under:

a. Annual lease rent : Rs. 15,000 (Previous Year Rs. 15,000)

b. Tenure of lease: lease agreement valid till 31st March 2033.

c. Lease Deposit : Rs. 6.49 crores (Previous Year Rs. 6.49 crores)

20. Related Party Transactions A List of Related Parties

I Subsidiaries (Control exists)

1 JSW Power Trading Company Limited

2 Raj WestPower Limited

3 JSW Energy (Ratnagiri) Limited

4 PT. Param Utama Jaya, Indonesia

5 JSW Energy (Vijayanagar) Limited Upto March 31, 2008

6 JSW Power Transco Limited Upto March 31, 2008

7 Jaigad Power Transco Limited From July 29, 2008

II Associates / Parties with whom the Company has entered into transactions during the year:

1 JSW Steel Limited

2 JSW Energy Overseas Limited, Dubai

3 J Soft Solutions Limited

4 Windsor Residency Private Limited

5 Tarini Properties Private Limited

6 Toshiba JSW Turbine & Generator Private Limited (from September 2, 2008)

7 MJSJ Coal Limited (from October 13, 2008)

8 JSW Energy Investment Pvt. Ltd.

III Key Managerial Personnel

1 Mr. Sajjan Jindal - Chairman & Managing Director - From January 1, 2009

2 Mr. S.S.Rao - Jt. Managing Director & CEO

22. Previous years figures have been regrouped / rejirranged wherever necessary to conform to current years classification. Current years figures include the figures of JSW Energy (Vijayanagar) Ltd. and JSW PowerTransco Ltd. (see Note 5 above) and hence not comparable with that of the previous year.

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