Mar 31, 2015
(a) There have been delays in filing of returns and documents with
Regulatory Authorities and in some instances documents fled/ required
to be fled are not traceable with the Company. The liability, if any,
in this regard is not ascertainable.
(b) Matter in regard to dishonor of cherubs issued by the Company
during the financial period is pending. The liability, if any, in this
regard is not ascertainable.
(c) As regards cultivation & maintenance of Jatropha plantation by the
Company, one of the conditions in FIPB approval has put restrictions on
such activity. The liability if any is not ascertainable. The Company
has undertaken such activity in financial year 2008-09 and as stated by
the management the company has not extended it further and only
maintain the same.
(d) In respect of remuneration of Rs. 96 lacs paid in financial year
2010-11(fifteen months ended as on 30.06.11) which was in excess of
ceiling prescribed under schedule XIII of the companies Act, 1956. The
Company has not yet obtained approval of the central government, the
liability if any is not ascertainable.
Note:
1 Amounts aggregating Rs. 213 Lacs and Rs. 212 Lacs are deposited as
appeal advance as on March 31, 2015 and March 31, 2014 respectively
against Excise & Custom matters and Sales tax matters.
2 Payment of redemption premium @ 64% of preference share (face value
of Rs. 10/- each)is subject to the condition to that the same is being
paid out from the cash balance is available with Company in excess of
Rs. 7500 Lacs.
Note 1 : Search Operation
Search Operation was conducted by Income Tax Department on Company and
promoters on March11, 2010 and various documents and materials were
seized by the Department during the search proceedings. The Company in
order to have early resolution of matter preferred application before
The Hon'ble Settlement Commission in previous year. The Hon'ble
Settlement Commission, Mumbai Bench vide its order dated 24th June,
2013 has settled all the cases of the Company from FY 2003-04 to FY
2010-11. However Income tax department filled an appeal before hon'ble
Bench of High court at Gwalior. The matter is still pending for
consideration.
Note 2 : Corporate Debt Restructuring:
a) The restructuring package was approved by CDR empowered group on
20th December, 2011. The Master Restructuring Agreement has also been
signed with the lenders participating in the CDR package ('CDR
Lenders') on 14th March, 2012.
b) However the Company has not been able to service its repayment
obligations as sanctioned under CDR scheme and have been made delays
and defaults in repayment obligations. Such delays and defaults have
consequential impact on the financial statements in terms of approved
CDR Scheme and the CDR Scheme has been called off by the CDR Empowered
Group in a meeting held in July 2013.
c) Subsequent to above, the Group of Lenders have issued Demand notice
U/s 13(2) of the Securitization and Reconstruction of Financial Assets
and Enforcement of security Interest Act, 2002 for calling of the
entire loan amount including interest due thereon for Wind Energy
Business and Edible Oil Business dated 26th Dec 2013 & 4th March 2014
respectively. By virtue of above notices, the Company has to repay the
entire outstanding loan amount to the lenders within 60 days from the
date of notice. However it could not be done.
d) Lenders have sold of 82 windmills of 67.2 MW out of total 92
windmills of 78 MW to different buyers between the periods from January
2015 to March 2015 through a separate bidding process for Rs 176.84 Cr.
The sales proceed shall be utilized for repayment of outstanding loan
liability of windmill division as the fund lying with bankers.
Note 3: Interest on Borrowing and Finance Charges
The Company had been served demand notice under section 13(2) of the
Securitization and Reconstruction of Financial Assets and Enforcement
of Security Interest Act (SERFAESI), 2002 on dated 26th Dec, 2013 for
Wind Energy Business and dated 4th March, 2014 for Edible Oil Business
respectively for payment of outstanding principal amount including
interest etc. Total outstanding loan up to date of serving of SERFAESI
Notice was Rs.3535.14 Cr as against Rs. 2886.10 Cr appearing in books
of accounts. Due to Pending details such as overdue interest,
penalties, damages, cost etc. as considered by lenders in SARFAESI
notices, the Company is not able to quantify the Shortfall in interest
and financial charges to be provided in books of accounts. Further the
Company has not provided any interest liability for the current period
due to non charging of interest by majority of banks and non
availability of their statements of accounts.
Note 4: Agricultural Activity
During the Financial Year 2008-2009, Government of Madhya Pradesh has
allotted a land admeasuring 2,000 hectares to the Company on a license
basis for no consideration, for carrying out the agricultural activity
for a period of two years; consequently this has not been recognized as
a grant.
Note 5: Variance in Cost and Sales Margin
Though the quantity of production has changed as compared with those
for the earlier periods, the change in relevant expenses is not in the
same proportion. This was mainly on account of plant efficiency and
cost control measures. Further, there have been fluctuations in average
realization of sales price during this period. This was on account of
market conditions and quality of goods.
Note 6: Inventory Verification
The management of the Company confirms that they have carried out
physical verification of inventory at the end of the year. However the
statutory auditors could not carryout or associate for physical
verification as they were appointed on 17th march 2015.
Note 7: Going Concern
During the financial period the Company has incurred loss of Rs 22987
Lacs and its net worth has been completely eroded. Paucity of adequate
working capital has also affected the operations, resulting in partial
running of plants on job work basis or closure of plants. Company is in
the process of restructuring its business; hive off whole or part of
core and non-core assets for reducing debt burden. Resulting of the
same during the year some portion of the noncore assets (windmill
division) have been sold. To deal with the above situation, the Company
is actively pursuing option of re-organization of existing business
and/or enters into some strategic alliance or introduces any potential
investor. This would enable the Company to ease its continuing
financial burden and ensure smoother running of its plants. To
implement such strategy the Company and lenders consortium have
appointed a reputed consultancy frm to look into the possible
alternatives and suggest plan to be implemented for restructuring
including sale of whole or part of Edible Oil business, which is in
progress. Under the circumstances, the financial statements have been
prepared on Going Concern basis and in the opinion of the management no
adjustments are considered necessary to the carrying value of its
assets and liabilities.
Note 8: Preferential issue of equity shares and warrants:
a) In order to meet the fund requirement of the Company for its (i)
Expansion of fernery in India along with other allied expenditure (ii)
Investment in its overseas subsidiaries for development of Greenfield
palm plantations and acquisition of mature palm plantations and / or
CPO mills, all in Indonesia, the Company has come out with preferential
allotment of Equity Shares and Warrants to the promoters & other
foreign Investors in July, 2009 at an issue price calculated under SEBI
(DIP) Guidelines, 2000 on preferential basis duly approved by
Shareholders and Board of Directors of the Company.
b) The entire proceeds received towards the warrants have been utilized
for the purpose of expansion of fernery in India along with other
allied expenditure and for investment in its subsidiaries, except
Rs.5065 Lacs. Such unutilized funds of preferential issue which were
kept in FD's with the banks in previous periods, except for FD's
aggregating Rs. 1117 lacs, balance amount of Rs 3948 lacs have been
utilized for the working capital of the company instead of for
expansion work in foreign business, which was the primary object of
raising funds.
Note 9: Non Transfer of Dividends:
Company recommended dividend in FY2009-10 of Rs 858 lacs (Rs 0.18 per
share) (inclusive of Dividend Distribution Tax of Rs 122 lacs). Out of
the dividend so declared, an amount of Rs 90 lacs remains unpaid.
Due to severe liquidity crunch, the promoters opted to waive off the
receipt of their part of dividend. For the same reasons the company has
not transferred un- paid dividend to a separate Bank account in terms
of the requirement of Sec. 205 of the Companies Act, 1956.
Note 10: AGM and Results:
The Company has made an application to the Registrar of Companies (ROC)
vide letter dated September 22, 2015 for extension of holding 29th AGM
of the company for further 3 months according to the provisions of the
Companies Act, 2013 the Company was required to hold the AGM within the
six months from the close of financial year but due to the most of the
key personnel's have left the Company and consolidation of the foreign
subsidiaries accounts, the company has not finalized and get audited
the accounts within the stipulated time.
Note 11 : Derivatives
a) Derivative Instruments
There are no yearend foreign currency exposure that have been hedged by
derivative instrument
b) The yearend foreign currency exposures that have not been hedged by
a derivative instrument or otherwise are given below:
Note 12 : Related Party Disclosures
a) Transactions with Related Parties as specified under Accounting
Standard-18
Subsidiary K.S. Natural Resources Pte Ltd.,
Fellow Subsidiaries Singapore
K. S.Oils SDN.BHD, Malaysia
K.S.Agri Resources Pte Ltd.,
Singapore
PT Buana Mega Sentosa Plantation,
Indonesia
PT Mega Artha Peresada, Indonesia
PT Biodiesel Jambi, Indonesia
PT Tunas Bersusun Abadi, Indonesia
PT Luvang Urip, Indonesia
Enterprises over which Key K.S.Food Products Managerial Personnel K.S
Enterprises
exercises significant influence Ramesh Chand Sourabh Kumar
HUF
Sourabh Garg HUF Neiil Education Pvt. Ltd. KS Oils Ltd. Group Gratuity
Scheme Garg Family Trust
Key Managerial Personnel on the Board
Mr. Ramesh Chand Garg Chairman and Managing Director
Mr. Davesh Agarwal Whole time Director
Relatives of Key Managerial Personnel
Mr. Sourabh Garg Son of CMD
Mrs. Sheela Devi Garg Spouse of the CMD
Mrs. Meeta Garg Spouse of Son (Mr. Sourabh Garg)
Mr. Shyam Kumar Garg Brother of CMD
Mr.Om Prakash Garg Brother of CMD
Mr.Mohan Lal Garg Brother of CMD
Note: Rental cost is annually escalated between seven and twenty
percentage. Annual escalation for every transaction is considered from
the effective date of rent agreement. Except in case of some agreement
where the escalation is effective after the execution of the rent
agreement.
On expiration of the above stated lease agreements, the same can be
renewed on the basis of mutual consent of the lessor and lessee.
Additional amount of service tax will be paid on the above stated lease
rental amount according to the rates applicable at the time of
respective lease rental payments.
Total lease rental cost recognized in the financial statement is of Rs
41 Lacs (previous year Rs. 112 Lacs).
Note 13: Earning Per Share
In determining earnings per share, the Company considers the net profit
after tax and includes the post tax effect of any extra- ordinary /
exceptional item. The numbers of shares in computing basic earnings per
share is the weighted average numbers of shares outstanding during the
period. The numbers of shares used in computing diluted earnings per
share comprises weighted averages shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair value (i.e. the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
Note 14: Discontinuing Operation as per AS-24
Pursuant to the note 32 (a) & (b), The Company proposes to sell whole
or part of the Edible Oil Assets & Windmill Energy Assets of the
Company to a buyer identify in accordance with the sale process to be
undertaken by State Bank of India (acting on behalf of lenders) to
repay the outstanding debt including interest of the Company. The sale
of the above assets are subject to approval of shareholders u/s 293 (1)
(a) of the Companies Act, 1956 through postal Ballot.
In order to above, an ordinary resolution has been passed by the
shareholders of the Company u/s 293 (1)(a) on dated 7th September, 2013
through postal ballot.
(A) In accordance with the disclosure requirement of Accounting
Standard - 24 "Discontinuing Operations", following disclosures are
made as under for windmill Assets:
a) Company had several windmills in the various states of the country
through which it generates power.
b) Operations of windmill activity are shown as a part of Business
Segment in accordance with the requirement of AS Â 17 "Segment
Reporting".
c) Assets related Windmill Energy Business is required to be sold off
on priority basis.
d) Carrying amount of fixed assets is shown under note no- 11 "Fixed
assets" and for assets and liabilities refer note no. 43 "Segment
reporting" under consolidated financial statement.
e) Revenue and Expenditure in respect to ordinary activities
attributable to Windmill Energy Business are shown in note no. 43
"Segment reporting" under consolidated financial Statement.
B) In accordance with the disclosure requirement of Accounting Standard
- 24 "Discontinuing Operations", following disclosures are made as
under for Edible Oil Business:
a) Company has five manufacturing units in the various states of the
country through which it manufacture edible oil.
b) Operations of Edible Oil activity are shown as a part of Business
Segment in accordance with the requirement of AS Â 17 "Segment
Reporting".
c) Assets related Edible oil Business is required to be sold off on
priority basis.
d) Carrying amount of fixed assets is shown under note no- 11 "Fixed
assets" and for assets and liabilities refer note no. 43 "Segment
reporting" under consolidated financial statement.
e) Revenue and Expenditure in respect to ordinary activities
attributable to Edible Oil Business are shown in note no. 43 "Segment
reporting" under consolidated financial Statement.
Note 15 : Comparatives Figures
The current financial statements is prepared for twelve months period
ended March 31, 2015, hence figures for the same are not comparable
with that of previous financial statements, which was prepared for the
fifteen months period ended March 31, 2014.
Mar 31, 2014
(A) Preferential Issue of Equity Shares
In order to meet the fund requirement of the Company for working
capital and general corporate purposes, the Company came out with the
preferential issue of equity shares to the Qualified Institutional
Buyers (QIB) through Qualified Institutional Placement during the
period at an issue price calculated under SEBI (ICDR) Regulation, 2009
on preferential basis duly approved by the Board of Directors and the
Shareholders.
On April 09, 2012 the Company has allotted 33,767,282 Equity Shares of
Rs. 1/- each at a premium of Rs. 6.25 to the QIB's and raised Rs.
2448.13 lacs.
The entire poceeds received towards the QIP isssue have been utilized
by the company for the purpose of working capital requirement.
(B) Terms / rights attached to Equity Shares:
1 The Company has a single class of equity shares having a par value of
Rs 1/- per share
2 Each holder of equity share is entitled to one vote per share.
3 The Company declares and pays dividend in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of
shareholders in the ensuing annual general meeting.
4 In the event of liquidation of the Company, the holders of equity
shares will be entitled to receive remaining assets of the Company in
proportion to the number of equity shares held by each shareholder,
after settlement of all preferential obligations.
(C) Terms of Issue of 1% Cumulative Redeemable Preference Share (CRPS)
1 The Company has issued 1% CRPS at face value of Rs. 10 each to the
Lenders under the terms and conditions of CDR package.
2 The CRPS arising out of conversion of 20% of all term loans (except
the Wind Mill Term Loan) aggregating to Rs. 2985 Lacs shall carry a
dividend of 1% p.a. Dividend shall be payable at the end of each year
from the date of allotment of the CRPS till the date of redemption.
3 The CRPS shall be redeemable after completion of 7 (seven) years from
the date of allotment of the same i.e., in FY 2021 with a redemption
premium of 64% on Face Value.
4 Payment of redemption premium is subject to the condition that the
same being paid out of the cash available with the Company and is in
excess of Rs. 7500 Lacs.
(A) Personal Guarantee from each promoter to all the lenders
(B) Pledge of 100% Promoters shareholding in the Company, free of all
encumbrances, including additional shares acquired by the Promoters on
infusion of equity in the Company (If any)
(C) Pledge of 100% of the following investments held by the Borrower,
free of all encumbrances,
(A) Personal Guarantee from each promoter to all the lenders
(B) Pledge of 100% Promoters shareholding in the Company, free of all
encumbrances, including additional shares acquired by the Promoters on
infusion of equity in the Company (If any)
(C) Pledge of 100% of the following investments held by the Borrower,
free of all encumbrances,
Note 2: Commitments and Contingent Liabilities
(Rs. In Lacs)
As at As at
March 31, 2014 Dec. 31, 2012
a) Claims against the Company
not acknowledged as debts in
respect of
i) Excise & custom duty
matters under dispute1 52 52
ii) Commercial Taxes matter
under dispute 7575 664
iii) Income Tax 0 6
b) Estimated amount of contracts
remaining to be executed on
capital account and not
provided for (Net of advances) 1653 1653
c) Bank Gurantee 143 147
d) Export Promotion against
Capital Goods. 276 276
e) Other Commitment
i) Preference Dividend 388 63
ii) Dividend Distribution Tax 66 11
iii) Premium payable on
Redemption of Cumulative
Redeemable Preference
Shares in June 2021 16632 16632
(f) There have been delays in filing of returns and documents with
Regulatory Authorities and in some instances documents filed/ required
to be filed are not traceable with the Company. The liability, if any,
in this regard is not ascertainable.
(g) Matter in regard to dishonour of cheques issued by the Company
during the financial period is pending. The liability, if any, in this
regard is not ascertainable.
(h) As regards cultivation & maintenance of Jatropha plantation by the
Company, one of the conditions in FIPB approval has put restrictions on
such activity. The liability if any is not ascertainable. The Company
has undertaken such activity in financial year 2008-09 and as stated by
the management the company has not extended it further and only
mainataing the same.
(i) In respect of remuneration of Rs. 96 lacs paid in financial year
2010-11(fifteen months ended as on 30.06.11) which was in excess of
ceiling prescribed under schedule XIII of the companies Act, 1956. The
Company has not yet obtained approval of the central government, the
liability if any is not ascertainable.
Note:
1 Amounts aggregating Rs. 209 Lacs and Rs. 126 Lacs are deposited as
appeal advance as on March 31, 2014 and Dec 31, 2012 respectively
against Excise & Custom matters and Sales tax matters.
2 Payment of redemption permium @ 64% of preference share (face value
of Rs. 10/- each)is subject to the condition to that the same is being
paid out from the cash balance is available with Company in excess of
Rs. 7500 Lacs.
Note 3 : Search Operation
Search Operation was conducted by Income Tax Department on Company and
promoters on March11,2010 and various documents and materials were
seized by the Department during the search proceedings. The Company in
order to have early resolution of matter preferred application before
The Hon'ble Settlement Commission in previous year. The Hon'ble
Settlement Commission, Mumbai Bench vide its order dated 24th June,
2013 has settled all the cases of the Company from FY 2003-04 to FY
2010-11. However Income tax department filled an appeal before hon'ble
Bench of High court at Gwalior. The matter is still pending for
consideration.
Note 4 : Corporate Debt Restructuring:
a) The restructuring package was approved by CDR empowered group on
20th December, 2011. The Master Restructuring Agreement has also been
signed with the lenders participating in the CDR package ('CDR
Lenders') on 14th March, 2012.
b) However the Company has not been able to service its repayment
obligations as sanctioned under CDR scheme and have been made delays
and defaults in repayment obligations. Such delays and defaults have
consequential impact on the financial statements in terms of approved
CDR Scheme and the CDR Scheme has been called off by the CDR Empowered
Group in a meeting held in July 2013.
c) Subsequent to above, the Group of Lenders have issued Demand notice
U/s 13(2) of the Securitization and Reconstruction of Financial Assets
and Enforcement of security Interest Act, 2002 for calling of the
entire loan amount including interest due thereon for Wind Energy
Business and Edible Oil Business dated 26th Dec 2013 & 4th March 2014
respectively. By virtue of above notices, the Company has to repay the
entire outstanding loan amount to the lenders within 60 days from the
date of notice. However it could not be done.
d) Subsequent to balance sheet date the Lenders have sold of 82
windmills of 67.2 MW out of total 92 windmills of 78 MW to different
buyers between the periods from January 2015 to March 2015 through a
separate bidding process for Rs 176.84 Cr. The sales proceed will be
utilised for repayment of outstanding loan liability of windmill
division. The Net book value of Sold windmills are Rs 266.71 Cr as on
31st March 2014.
Note 5: Interest on Borrowing and Finance Charges
The Company had been served demand notice under section 13(2) of the
Securitization and Reconstruction of Financial Assets and Enforcement
of Security Interest Act, 2002 on dated 26th Dec, 2013 for Wind Energy
Business and dated 4th March, 2014 for Edible Oil Business respectively
for payment of outstanding principal amount including interest etc. The
total amount payable as per notices aggregates to Rs. 3535.14 Cr as
against Rs. 2886.10 Cr appearing in books of accounts. The difference
of Rs 640.04 Cr. Due to Pending details such as overdue interest,
penalties, damages, cost etc. as considered by lenders in SARFEASI
notices, the Company is not able to quantify the Shortfall in interest
and financial charges to be provided in addition to amount already
charged by lenders in their statement during the accounting period
ended 31st March, 2014.
Note 6: Agricultural Activity
During the Financial Year 2008-2009, Government of Madhya Pradesh has
allotted a land admeasuring 2,000 hectares to the Company on a license
basis for no consideration, for carrying out the agricultural activity
for a period of two years; consequently this has not been recognized as
a grant.
Note 7: Varriance in Cost and Sales Margin
Though the quantity of production has changed as compared with those
for the earlier periods, the change in relevant expenses is not in the
same proportion. This was mainly on account of plant efficiency and
cost control measures. Further, there have been fluctuations in average
realization of sales price during this period. This was on account of
market conditions and quality of goods.
Note 8: Inventory Verification
The Company extended its financial year to end on March 31, 2014 (i.e.
covering fifteen months period) in November 2013 as per decision of the
board of directors of the Company. The inventory verification was
undertaken in the month of March'14 by an Independent Firm of Chartered
Accountants appointed by lead Bank on tested basis who roll forwarded
inventory as on 31st December, 2013. The discrepancy found by stock
auditor has been duly delt with in the books of accounts. The
management of the Company confirms that they have carried out physical
verification of inventory as on 31st march 2014. However the statutory
auditors couldnot carryout or associate for physical verification as
they were appointed on 17th March 2015.
Note 9: Going Concern
During the financial period the Company has incurred loss of Rs 151039
Lacs and its net worth has been completely eroded. Paucity of adequate
working capital has also affected the operations, resulting in partial
running or closure of plants (for a limited period). Company is in the
process of restructuring its business; hive off whole or part of core
and non-core assets for reducing debt burden. Besides, CDR package has
been called off by CDR empowered group; the Company is actively
pursuing option of re-organization of existing business and/or enters
into some strategic alliance or introduces any potential investor. This
would enable the Company to tide over its continuing financial burden
and ensure smoother running of its plants. To implement such strategy
the Company and lenders consortium have appointed a reputed consultancy
firm to look into the possible alternatives and suggest plan to be
implemented for restructuring including sale of whole or part of Edible
Oil and Windmill business, which is in progress. Under the
circumstances, the financial statements have been prepared on Going
Concern basis and in the opinion of the management no adjustments are
considered necessary to the carrying value of its assets and
liabilities.
Note 10: Preferential issue of equity shares and warrants:
a) In order to meet the fund requirement of the Company for its (i)
Expansion of refinery in India along with other allied expenditure (ii)
Investment in its overseas subsidiaries for development of Greenfield
palm plantations and acquisition of mature palm plantations and / or
CPO mills, all in Indonesia, the Company has come out with preferential
allotment of Equity Shares and Warrants to the promoters & other
foreign Investors in July, 2009 at an issue price calculated under SEBI
(DIP) Guidelines, 2000 on preferential basis duly approved by
Shareholders and Board of Directors of the Company.
b) The entire proceeds received towards the warrants have been utilized
for the purpose of expansion of refinery in India along with other
allied expenditure and for investment in its subsidiaries, except
Rs.5065 Lacs. Such unutilized funds of preferential issue which were
kept in FD's with the banks in previous periods, except for FD's
aggregating Rs. 1227 lacs, balance amount of Rs 3838 lacs have been
utilized for the working capital of the company instead of for
expansion work in foreign business, which was the primary object of
raising funds.
Note 11: Non Transfer of Dividends:
Company recommended dividend in FY2009-10 of Rs 858 lacs (Rs 0.18 per
share) (inclusive of Dividend Distribution Tax of Rs 122 lacs). Out of
the dividend so declared, an amount of Rs 350 lacs remains unpaid of
which Rs 260 lacs is to be paid to promoters and balance members of the
Company.
Due to severe liquidity crunch, the promoters opted to defer the
receipt of their part of dividend till the liquidity improves. For the
same reasons the company has not transferred un- paid dividend to a
separate Bank account in terms of the requirement of Sec. 205- A of the
Companies Act, 1956.
Note 12: AGM and Results:
The Company has extended accounting period to fifteen months ending on
March 31, 2014. Pursuant to which, according to the Provision of
Companies Act, the Company was required to hold on AGM within the three
months from the close of financial year, however extension of the AGM
was granted by the ROC for further three months vide letter dated 3rd
January, 2014. But due to the most of the key personnel's have left the
Company during the period and Auditors resignation on 13th February,
2015 the company was not able to get its accounts audited within the
stipulated time and was unable to produce the financial statement in
the AGM held on 30th September, 2014.
Note 13 : Derivatives a) Derivative Instruments
There are no yearend foreign currency exposure that have been hedged by
derivative instrument
b) The yearend foreign currency exposures that have not been hedged by
a derivative instrument or otherwise are given below:
ii) Defined Benefit Plan:
- Gratuity (Funded)
- Leave Encashment (Non funded)
In terms of the guidance on implementing the revised AS 15, issued by
the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However, at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and/or on separation as per the Company's
policy.
Valuations in respect of Gratuity and Leave encashment, as at the
Balance Sheet date, based on the following assumptions:
a) Transactions with Related Parties as specified under Accounting
Standard-18
Subsidiary Fellow Subsidiaries
K.S. Natural Resources Pte Ltd., Singapore
K. S.Oils SDN.BHD, Malaysia K.S.Agri Resources Pte Ltd., Singapore
PT Buana Mega Sentosa Plantation, Indonesia
PT Mega Artha Peresada, Indonesia PT Biodiesel Jambi, Indonesia PT
Tunas Bersusun Abadi, Indonesia PT Luvang Urip, Indonesia
Enterprises over which Key Managerial Personnel exercises significant
influence
K.S.Food Products K.S Enterprises
Ramesh Chand Sourabh Kumar HUF
Sourabh Garg HUF Neiil Education Pvt. Ltd.
KS Oils Ltd. Group Gratuity Scheme Garg Family Trust
Key Managerial Personnel on the Board
Mr. Ramesh Chand Garg Chairman and Managing Director
Mr. Davesh Agarwal Whole time Director
Relatives of Key Managerial Personnel
Mr. Sourabh Garg Son of CMD
Mrs. Sheela Devi Garg Spouse of the CMD
Mrs. Meeta Garg Spouse of Son (Mr. Sourabh Garg)
Mr. Shyam Kumar Garg Brother of CMD
Mr.Om Prakash Garg Brother of CMD
Mr.Mohan Lal Garg Brother of CMD
Note 14: Earning Per Share
In determining earnings per share, the Company considers the net profit
after tax and includes the post tax effect of any extra- ordinary /
exceptional item. The numbers of shares in computing basic earnings per
share is the weighted average numbers of shares outstanding during the
period. The numbers of shares used in computing diluted earnings per
share comprises weighted averages shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair value (i.e. the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
Pursuant to the note 32 (a) & (b), The Company proposes to sell whole
or part of the Edible Oil Assets & Windmill Energy Assets of the
Company to a buyer identify in accordance with the sale process to be
undertaken by State Bank of India (acting on behalf of lenders) to
repay the outstanding debt including interest of the Company. The sale
of the above assets are subject to approval of shareholders u/s 293 (1)
(a) of the Companies Act, 1956 through postal Ballot.
In order to above, an ordinary resolution has been passed by the
shareholders of the Company u/s 293 (1)(a) on dated 7th September, 2013
through postal ballot.
(A) In accordance with the disclosure requirement of Accounting
Standard - 24 "Discontinuing Operations", following disclosures
are made as under for windmill Assets:
a) Company had several windmills in the various states of the country
through which it generates power.
b) Operations of windmill activity are shown as a part of Business
Segment in accordance with the requirement of AS - 17 "Segment
Reporting".
c) Assets related Windmill Energy Business is required to be sold off
on priority basis.
d) Carrying amount of fixed assets is shown under note no- 11 "Fixed
assets" and for assets and liabilities refer note no. 43 "Segment
reporting" under consolidated financial statement.
e) Revenue and Expenditure in respect to ordinary activities
attributable to Windmill Energy Business are shown in note no. 43
"Segment reporting" under consolidated financial Statement.
B) In accordance with the disclosure requirement of Accounting
Standard - 24 "Discontinuing Operations", following disclosures are
made as under for Edible Oil Business:
a) Company has five manufacturing units in the various states of the
country through which it manufacture edible oil.
b) Operations of Edible Oil activity are shown as a part of Business
Segment in accordance with the requirement of AS - 17 "Segment
Reporting".
c) Assets related Edible oil Business is required to be sold off on
priority basis.
d) Carrying amount of fixed assets is shown under note no- 11 "Fixed
assets" and for assets and liabilities refer note no. 43 "Segment
reporting" under consolidated financial statement.
e) Revenue and Expenditure in respect to ordinary activities
attributable to Edible Oil Business are shown in note no. 43 "Segment
reporting" under consolidated financial Statement.
1) The current financial statements is prepared for fifteen months
period ended March 31,2014, hence figures for the same are not
comparable with that of previous financial statements, which was
prepared for the eighteen months period ended December 31,2012.
Dec 31, 2012
Note 1 :Commitments and Contingent Liabilities (Rs. in Lacs)
As at December As at June
31, 2012 30, 2011
a) Claims against the Company not
acknowledged as debts in respect of
i) Excise & custom duty matters
under dispute1 52 52
ii) Commercial Taxes matter
under dispute 664 114
iii) Income Tax 6 20
b) Estimated amount of contracts
remaining to be executed on capital
account and not provided for
(Net of advances) 1653 1913
c) Bank Gurantee 147 139
d) Export Promotion against
Capital Goods. 276 276
e) Other Commitment
i) Preference Dividend 63
ii) Dividend Distribution Tax 11
iii) Premium payable on Redemption of Cumulative Redeemable
Preference Shares in June 2021 16632 -
(f) There have been delays in filingofreturnsanddocuments with
RegulatoryAuthorities and insome instances documents filed/
requiredtobefiled are not traceable with the Company. The liability,
if any,inthis regard is not ascertainable.
(g) Matter in regard to dishonour of cheques issued by the Company
during the financial year is pending. The liability, if any, in this
regard is not ascertainable.
(h) As regards cultivation & maintenance of Jatropha plantation by the
Company, one of the conditions in FIPB approval has put restrictions on
such activity. The liability if any is not ascertainable. The Company
has undertaken such activity in financial year 2008-09 and as stated by
the management the company has not extended it further and only
maintaining the same.
(i) In respect of remuneration of Rs. 96 Lacs paid in financial year
2010-11(fifteen months ended ason 30.06.11) which was in excess of
ceiling prescribed under schedule XIII of the companies Act, 1956. The
Company has not yet obtained approval of the central government, the
liability if any is not ascertainable.
Note:
1 Amounts aggregating Rs.126 Lacs and Rs. 47 Lacs are deposited as
appeal advance as on Dec 31, 2012 and June 30, 2011 respectively
against Excise & Custom matters and Sales tax matters.
2 payment of redemption permium @ 65% of preference share (face value
of Rs. 10/- each)is subject to the condition to that the same is being
paid out from the cash balance is available with Company in excess of
Rs. 7500 Lacs.
3 Short Term Loans and advances includes an amount of C.Y 39.05 Lacs
being the excess of contractual remuneration paid to the Chairman and
Managing Director and Director over the maximum remuneration payable
under Schedule XIII of The Companies Act, 1956. Such amount has since
been recovered from them.
Note 2 : Search Operation
Search Operation was conducted by Income Tax Department on Company and
promoters on March11, 2010 and various documents and materials were
seized by the Department during the search proceedings. The Company in
order to have early resolution of matter preferred application before
The Hon''ble Settlement Commission in previous year. The Hon''ble
Settlement Commission, Mumbai Bench vide its order dated 24th June,
2013 has settled all the cases of the Company from FY 2003-04 to FY
2010-11. The order has no material impact. However Company has offered
additional income of Rs. 625 Lacs in its application, towards which it
has paid taxes of Rs. 184 Lacs for settlement of cases. The effects
arising out of settlement order will be given in the accounts in the
next accounting period.
Note 3 : Corporate Debt Restructuring:
a) During the financial year under consideration, mainly due to the
reasons of large scale expansion/ modernization, untied fund based
working capital limit and investments in overseas palm plantations, the
Company started facing liquidity crunch and it was not able to fulfil
its repayment obligations in respect of its borrowings from banks and
financial institutions. In order to overcome the debt repayment
obligations, the Company made a reference to the Corporate Debt
Restructuring (CDR) cell for restructuring of the debts of the Company
through CDR Mechanism. The final restructuring package was approved by
CDR empowered group on 20th December, 2011. The Master Restructuring
Agreement has also been signed with the lenders participating in the
CDR package (''CDR Lenders'') on 14th March, 2012.CDR comprise of
restructuring of loan, extension of tenure of loans, reduction of rate
of interest and infusion of Rs.15,000 Lacs promoters contribution.
b) Out of the required amount of funds to be infused by the promoters
as at Balance Sheet date, promoters have been able to infuse Rs. 5000
Lacs. Subsequent to the balance sheet date and at the request of the
Company, the CDR Empowered Group has extended the time for balance
contribution of Rs. 10,000 Lacs till 30th September, 2013.
However, pending this the Company has already taken credit for the
lower rate of interest available in the CDR scheme. Consequently the
interest charged to the profit and loss account for the period is lower
by Rs. 6,800 Lacs as compared with the interest at the original
contracted rates.
c) Subsequent to the balance sheet date, the Company has not been able
to service its repayment obligations as sanctioned under CDR scheme and
there have been delays and defaults. Such delays and defaults could
have consequential impact on the financial statements in terms of
approved CDR Scheme, which is not presently ascertainable.
Note 4 : Agricultural Activity
During the Financial Year 2008-2009, Government of Madhya Pradesh has
allotted a land admeasuring 2,000 hectares to the Company on a license
basis for no consideration, for carrying out the agricultural activity
for a period of two years; consequently this has not been recognized as
a grant. The license is under renewal.
Note 5 : Employees Stock Option Plan
Company had 125 Lacs no. of shares in ESOP scheme. As 44 Lacs no of
share shares were not granted by the Company to its employees under
such scheme and even after considering its cosistant lower market
price, Company had decided during the period under consideration to
cancel its ESOP scheme. Accordingly all such shares under ESOP scheme
are now cancelled.
Further, 76 Lacs no of shares were granted by the Company in such
schemes to its employees. In all such cases the Company has received a
waiver letter from its employees. Accordingly all such allotments are
also cancelled pursuant to the cancellation of the scheme.
Note 6 : Varriance in Cost and Sales Margin
Though the quantity of production has changed as compared with those
for the earlier periods, the change in relevant expenses is not in the
same proportion. This was mainly on account of plant efficiency and
cost control measures. Further, there have been fluctuations in average
realization of sales price during this period. This was on account of
market conditions and quality of goods.
Note 7 : Inventory Verification
The Company extended its financial year to end on December 31, 2012
(i.e. covering eighteen months period) in September 2012as per decision
of its board. The inventory verification was undertaken towards end
December 2012 and early January 2013 by an Independent Firm of
Chartered Accountants appointed by lead Bank, who roll forwarded
inventory as on October 31, 2012. The discripency found by stock
auditor amounted to Rs. 13,263 Lacs. Due to this, the management of the
Company did not undertake any separate physical verification of
inventory and statutory auditors were not able to participate in
observing physical verification of inventory.
Note 8 : Going Concern
During the financial period the Company has incurred loss of
Rs.1,37,203 Lacs and its net worth is eroded. Paucity of adequate
working capital has also affected the operations, resulting in partial
running or closure of plants (for a limited period). Company is in the
process of restructuring its business; hive off non- core assets for
reducing debt burden. Besides, CDR package sanctioned by lenders, the
Company is actively pursuing option of re-organization of existing
business and/or enter into some strategic alliance or introduce any
potential investor. This would enable the Company to tide over its
continuing financial burden and ensure smoother running of its plants.
To implement such strategy the Company and lenders consortium have
appointed a reputed consultancy firm to look into the possible
alternatives and suggest plan to be implemented for restructuring,
which is in progress. Under the circumstances, the financial statements
have been prepared on Going Concern basis and in the opinion of the
management no adjustments are considered necessary to the carrying
value of its assets and liabilities.
Note 9 : Preferential issue of equity shares and warrants:
a) In order to meet the fund requirement of the Company for its (i)
Expansion of refinery in India along with other allied expenditure (ii)
Investment in its overseas subsidiaries for development of Greenfield
palm plantations and acquisition of mature palm plantations and / or
CPO mills, all in Indonesia, the Company has come out with preferential
allotment of Equity Shares and Warrants to the promoters & other
foreign Investors in July, 2009 at an issue price calculated under SEBI
(DIP) Guidelines, 2000 on preferential basis duly approved by
Shareholders and Board of Directors of the Company.
b) The entire proceeds received towards the warrants have been utilized
for the purpose of expansion of Lacs. Such unutilized funds of
preferential issue which were kept in FDs with the banks in previous
periods, except for FD''s aggregating Rs. 2,030 Lacs, balance amount
of Rs 3,035 Lacs have been utilized for the working capital of the
company instead of for expansion work in foreign business, which was the primary object of raising funds.
Note 10 : Non Transfer of Dividends:
Company recommended dividend in FY2009-10 of Rs. 858 Lacs (Rs 0.18 per
share) (inclusive of Dividend Distribution Tax of Rs 122 Lacs). Out of
the dividend so declared, an amount of Rs 366 Lacs remains unpaid of
which Rs 260 Lacs is to be paid to promoters and balance members of the
Company.
Due to severe liquidity crunch, the promoters opted to defer the
receipt of their part of dividend till the liquidity improves. For the
same reasons the company has not transferred un- paid dividend to a
separate Bank account in terms of the requirement of Sec. 205 of the
Companies Act, 1956.
Note 11 : AGM and Results:
The Company has extended current accounting period to eighteen months
ending on Dec 31, 2012. Pursuant to which, according to the provision
of the Companies Act, the Company was required to hold on AGM within
the three months from the close of the financial year. However, as most
of the key personnel''s have left the Company during this period and
considering the large period of the financial year and paucity of time,
the company was not able get its accounts audited with in stipulated
time and was unable to produce financial statement in the AGM.
Note 12 : Derivatives
a) Derivative Instruments
There are no yearend foreign currency exposure that have been hedged by
derivative instrument
b) The yearend foreign currency exposures that have not been hedged by
a derivative instrument or otherwise are given below:
i) Amount receivable in foreign currency on account of the following:
Mar 31, 2010
1. Commitments and Contingent Liabilities
(Rs. in Lacs)
Particulars As at As at
31st March,
2010 31st March,
2009
(I) Claims against the company
not acknowledged as debts in
respect of
(a) Excise and custom duty
matters under dispute 48.46 48.46
(b) Commercial Taxes matter
under dispute 237.35 32.31
(c) Income Tax 19.11 4.35
(II) Estimated amount of contracts
remaining to be executed on 3,694.50 6,575.98
capital account and not provided
for (Net of advances)
(III) Bank/ Corporate Guarantee 8,012.76 255.26
(IV) Export Promotion against
Capital Goods. 283.24 15.78
Note:
An amount of Rs. 52.35 Lacs and Rs. 30.95 Lacs is deposited as appeal
advance as on 31st March, 2010 and 31st March, 2009 respectively
against Excise and Customs matters and Sales tax matters.
NOTES
forming part of the Financial Statements
2. Preferential Issues of Equity Shares and Warrants
a) In order to meet the fund requirement of the Company for its (i)
Expansion of refinery in India along with other allied expenditure (ii)
Investment in its overseas subsidiaries for development of Greenfield
palm plantations and acquisition of mature palm plantations and/or CPO
mills, all in Indonesia. The Company has come out with preferential
allotment of Equity Shares and Warrants to the promoters and other
foreign Investors during the year at an issue price calculated under
SEBI (DIP) Guidelines, 2000 on preferential basis duly approved by
Shareholders and Board of Directors of the Company.
b) During the year Company has allotted 2,79,21,406 Equity Shares of
Rs. 1/- each at a premium of Rs. 47.43/- each to NSR Direct PE
Mauritius, LLC and raised Rs. 13,522.30 Lacs.
c) On 5th September, 2009 the Company has allotted 86,72,566 Warrants
to Baring Private Equity Asia III Mauritius Holdings (3) Limited of Rs.
1/- each at premium of Rs. 55.50/- per Warrant and receive 25% of the
Issue price and raised Rs. 1,225.43 Lacs.
d) On 5th September, 2009 the Company has allotted 86,72,566 Warrants
to:-
1. CVCIGP II Client Rosehill Limited - 55,59,115.
2. CVCIGP II Employee Rosehill Limited - 31,13,451
of Rs. 1/- each at premium of Rs. 55.50/- per Warrant upon receipt of
25% of the Issue price and raised Rs. 1,225.43 Lacs.
e) During the year the Company has allotted 2,88,07,339 warrants to
promoter of Rs. 1/- each at a premium of Rs. 53.50/- each on receipt of
Rs. 3,926.00 Lacs towards 25% of issue price. Further on 29th January,
2010, Company has allotted 1,23,46,002 equity shares of Rs. 1/- each to
promoters upon conversion of 1,23,46,002 promoters warrants on receipts
of Rs. 5,046.00 Lacs towards balance 75% of issue price. The Company
had also received an additional amount of Rs. 2,454.00 Lacs which has
been appropriated towards exercise price of promoter warrants pending
for allotment.
f) The entire proceeds have been utilized for the purpose of expansion
of refinery in India along with other allied expenditure and for
investment in its subsidiaries except having Rs. 7,537.17 Lacs which
were in the shape of Fixed Deposit Receipts at the end of the year.
3. GDR Issue
a) The Company has also come out with GDR Issue during July, 2009 to
meet its requirement of expenditure for the purpose of expansion of
refinery in India along with other allied expenditure and for
investment in its subsidiaries. These overseas subsidiaries shall use
these amounts for development of Greenfield palm plantations and
acquisition of matured palm plantations and/or CPO mills, all in
Indonesia. The Company has issued 12,40,952 GDRs on 15th July, 2009 to
foreign investors and raised Rs. 6,008.35 Lacs (US$ 123.40 Lacs). The
GDRs are listed with Singapore Stock Exchange and each GDR is entitled
to be converted into 10 Equity Shares of Rs. 1/- each.
b) Out of the amount raised by the Company through GDR Issue during
financial year 2009-10, the entire proceed has been utilized for the
purpose of expansion of refinery in India along with other allied
expenditure and for investment in its subsidiaries.
4. Share Issue Expenses
To be in conformity with Accounting Standards-26 on "Intangible Assets"
and as per provision of Section 78 of Companies Act, 1956, "Share issue
expenses" (Including GDR/ Private Equity issue expenses) amounting to `
380.69 Lacs (Previous year - ` 27.57 Lacs) are charged off against
Security Premium Account.
5. Agricultural Activity
During the Financial Year 2008-2009, Government of Madhya Pradesh has
allotted a land admeasuring 2,000 hectares to the Company on a license
basis for no consideration, for carrying out the agricultural activity
for a period of two years; consequently this has not been recognized as
a grant.
6. Derivatives
a) Derivative Instruments
The following are the outstanding hedge contracts:
ii. Commodities Hedging Contracts
The Company has entered into commodity contracts (being a derivative
instrument), which are intended for hedging purpose.
7. Employee Stock Option Scheme
a) During the year, the Company has not granted any Employee Stock
Options to employees of the Company.
b) Method of accounting of ESOS Ã
The Company has adopted intrinsic value method in accounting for
employee cost on account of ESOS. For 17,75,000 Options, the intrinsic
value of the shares based on closing market price of BSE/ NSE as on
24th October, 2008 was Rs. 40.30 and Rs. 40.10 respectively and the
exercise price fixed by the compensation committee of the Company was
Rs. 42.00 and for 5,75,000 Options the intrinsic value of the shares
based closing market price of BSE/NSE as on 14th November, 2008 was Rs.
39.55 and Rs. 39.45 respectively and the exercise price was fixed by
the compensation committee of the Company was Rs. 42.00/- The
difference between the intrinsic value and the exercise price is being
amortized as employee compensation cost over the vesting period. The
total amount to be amortized over the vesting period is Nil.
Accordingly, the Company has not taken any impact in Profit and Loss
account towards Employee Compensation cost.
d) Certain Disclosures in respect of the scheme are as under:
i. As the options are granted using the Face value, no employee
compensation cost will arise. ii. Weighted Average exercise price of
Options granted whose:
iii. Method and Assumptions used to estimate the fair value of options
granted during the year: The fair value has been calculated using the
Black Scholes Option Pricing model
b) Defined Benefit Plan:
1. Gratuity (Funded)
2. Leave Encashment (Non-funded)
In terms of the guidance on implementing the revised AS 15, issued by
the Accounting Standards Board of the Institute of Chartered
Accountants of India, the Gratuity trust set up by the Company is
treated as defined benefit plan since the Company has to meet the
shortfall, if any. However, at the year end, no shortfall remains
unprovided for.
Leave encashment is payable to eligible employees who have earned
leaves, during the employment and/or on separation as per the
Companys policy.
Valuations in respect of Gratuity and Leave encashment, as at the
Balance Sheet date, based on the following assumptions:
8. Related Party Disclosures
a) Transactions with Related Parties as specified under Accounting
Standard-18 issued by the Institute of Chartered
Accountants of India -
Subsidiary K S Natural Resources Pte Ltd.
Fellow Subsidiaries
K S Oils SDN.BHD.
K S Agri Resources Pte. Ltd.
PT Buana Mega Sentosa Plantation
PT Mega Artha Peresada
PT Biodiesel Jambi
PT Tunas Bersusun Abadi
PT Luvang Urip
Enterprises over which
Key Managerial Personnel
exercises
significant influence. K S Food Products
K S Enterprises
Ramesh Chand Sourabh Kumar HUF
Sourabh Garg HUF
K S Oils Ltd. Employees Group
Gratuity Scheme
Key Managerial Personnel
on the Board
Mr. Ramesh Chand Garg Chairman
Mr. Sanjay Agarwal Managing Director
Mr. Sourabh Garg Whole-Time Director
Mr. R. Ganesh Whole-Time Director
Relatives of Key
Managerial Personnel
Mrs. Sheela Devi Garg Spouse of the Chairman
Mrs. Meeta Garg Spouse of Whole-Time director
(Mr. Sourabh Garg)
Mr. Shyam Kumar Garg Brother of the Chairman
Mr. Om Prakash Garg Brother of the Chairman
Mr. Mohan Lal Garg Brother of the Chairman
Notes:
1. Rental cost is annually escalated between seven and twenty
percentage. Annual escalation for every transaction is considered from
the effective date of rent agreement. Except in case of some agreement
where the escalation is effective after the execution of the rent
agreement.
2. On expiration of the above stated lease agreements, the same can be
renewed on the basis of mutual consent of the lessor and lessee.
3. Additional amount of service tax will be paid on the above stated
lease rental amount according to the rates
applicable at the time of respective lease rental payments.
4. Total lease rental cost recognized in the financial statement is of
` 1,207.19 Lacs (Previous Year Rs. 285.70 Lacs).
5. The Companys significant leasing arrangements are in respect of
plant and machinery, storage tank and factory premises taken on lease
for manufacturing activities at Kota and Ratlam. The arrangements range
between 11 months and 10 years generally and are usually renewable by
mutual consent of both parties or mutually agreeable terms.
Disclosures
A. Primary Segment
a) Business Segment:
Segment identified by the Company comprises as under:
i. Edible Oil: Extraction of seed, Refind oil, Vanaspati oil, Income
from commodity hedging transaction
(Derivatives), High sea sales and local trading. ii. Power
Generation: Windmill. iii. Others: Agriculture income.
By-products under each segment have been included under the respective
segment.
b) Segment Revenue and Expenses:
Revenue and Expenses have been identified to a segment on the basis of
relationship to operating activities of the segment. Revenue and
Expenses which relate to enterprises as a whole and are not allocable
to a segment on a reasonable basis have been disclosed as
"Unallocable"
c) Segment Assets and Liabilities:
Segment assets and segment liabilities represent assets and liabilities
in respective segments. Investments, tax related assets and other
assets and liabilities that cannot be allocated to a segment on
reasonable basis have been disclosed as "Unallocable".
d) Inter segment Transfers:
Segment revenue, segment expenses and segment results include transfer
between business segments, such transfers are eliminated in
consolidation.
e) Accounting Policies:
The accounting policies consistently used in the Preparation of the
financial statements are also applied to item of revenue and
expenditure in individual segments.
B. Secondary Segment: Geographical Segment
Out of the total turnover, majority portion of revenue pertains to
domestic turnover; hence Secondary segment has not been disclosed.
9. Earning Per Share (EPS)
In determining earnings per share, the Company considers the net profit
after tax and includes the post tax effect of any extra-ordinary/
exceptional item. The numbers of shares in computing basic earnings per
share is the weighted average numbers of shares outstanding during the
period. The numbers of shares used in computing diluted earnings per
share comprises weighted averages shares considered for deriving basic
earnings per share, and also the weighted average number of equity
shares that could have been issued on the conversion of all dilutive
potential equity shares. The diluted potential equity shares are
adjusted for the proceeds receivable, had the shares been actually
issued at fair value (i.e. the average market value of outstanding
shares). Statement showing the computation of EPS is as under:
10. Comparative Figures
Previous years figures have been regrouped/ reclassified wherever
necessary to conform to current years classification.
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