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Notes to Accounts of Minda Industries Ltd.

Mar 31, 2016

(i) Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having par value of Rs.10 per share. Each shareholder is entitled to one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential assets, in proportion to their shareholding. During the year, the amount of per share dividend recognised as distributions to equity shareholders is Rs.7 (previous year Rs.6).

(ii) Rights, preferences and restrictions attached to preference shares

The Company has issued 3% cumulative redeemable preference shares of class ''C'' having par value of Rs.10 per share. Each Shareholder has right to receive fixed preferential dividend at a rate of 3% on the paid up capital of the Company. Preference shareholders also have right to receive all notices of general meetings of the Company but no right to vote at any meetings of the Company save to the extent and in the manner provided in the Companies Act, 2013.

Preference shareholders neither have right to participate in any offer or invitation by way of right or otherwise to subscribe additional shares nor they have right to participate in any issue of bonus shares or shares issued by way of capitalization of reserves.

3,500,000 3% Cumulative redeemable preference shares of Rs.10 each have been allotted on 17 February 2010, redeemable at par, after seven years from the date of allotment. However, same can be redeemed earlier in view of availability of profitability / surplus fund.

In the event of liquidation, preference shareholders have a preference right over equity shareholder to be repaid to the extend of capital paid-up and dividend in arrears on such shares.

(a) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash for the period of five years immediately preceding the balance sheet date:

Equity shares includes

(i) 2,405,128 equity shares of Rs.10 each fully paid up issued during the year 2010-11 for consideration other than cash to the shareholders of Minda Autogas Limited, pursuant to the scheme of amalgamation.

(ii) 1,120,164 equity shares of Rs.10 each fully paid up issued during the year 2011-12 for consideration other than cash to the shareholders of Minda Acoustic Limited, pursuant to the scheme of amalgamation.

(iii) 1,835,000 equity shares of Rs.10 each fully paid up issued during the year 2011-12 on conversion of 3% cumulative compulsorily convertible preference shares of Rs.2,187 each (Class ''B'').

(b) The Company has not allotted any bonus shares or bought back any shares during the current year or for a period of five years immediately preceding the balance sheet date.

Contingent liabilities relating to other cases Rs.74.07(previous year Rs.11.30).

Future cash outflows in respect of the above would be determinable on finalization of judgments / decisions pending with various forums / authorities.

(b) Corporate guarantee given by the Company and outstanding as at 31 March 2016 amounting to Rs.4,882(previous year Rs.7,625) in respect of loans borrowed by related parties. Further, the Company has also provided a ''letter of comfort'' amounting to Rs.15,577(previous year Rs.4,477) in respect of a loan taken by related parties from banks

(c) Liability of Customs duty towards export obligation undertaken by the Company under "Export Promotion Capital Goods scheme (EPCG)" amounting to Rs.134.53 (Previous year Rs.146.29).

During current period the Company had imported Capital goods under EPCG and saved duty to the tune of Rs.134.53. As per the EPCG terms and conditions, Company need to export Rs.807.15 (previous year Rs.904.45) i.e. 6 times of duty saved on import of Capital goods on FOB basis within a period of 6 years. If the Company does not export goods in prescribedtime, then the Company may have to pay duty on imported capital goods, including interest and penalty thereon.

(d) The Company has availed sales tax incentives for its unit at Pune, Maharashtra, from the Government of Maharashtra amounting to Rs.335.26 (previous year Rs.225.65). In accordance with Scheme of Government of Maharashtra for Development of Industries, the amount may be refundable to the government, if specified conditions are not fulfilled, within the prescribed time.

Note 1. Capital and other commitments (net of advance)

Estimated amount of contracts remaining to be executed on capital account and not provided for as at 31 March 2016 aggregates to Rs.659.23 (previous year Rs.727.37).

Note 2. Impairment

(i) During the previous years, an impairment charge amounting to Rs.2,213.79 was recorded, up to 31 March 2014 for Battery Division located at Pant Nagar, which was incurring continuous losses. During the year 2014-15, a binding sale agreement for the transfer of Battery Division was concluded on 1 October 2014. Accordingly, based on net selling price (lump sum consideration), an impairment charge to the extent of Rs.1,576.33 (net of depreciation of Rs.637.46) was reversed on 30 September 2014. The same was disclosed as an Exceptional item. The carrying amount of the total assets and liabilities to be hived off is Rs.3,073.32 (previous year Rs.3,981.90) and Rs.474.92 (previous year Rs.879.83) respectively as on 31 March 2016. The date of hiving off which was expected to be 30 September 2015 is being extended to on or before 30 June 2016.

Note 3. Diminution in the value of investment

During the previous year, the Company had recorded diminution other than temporary in value of investment amounting to Rs.1,216.80 based on report of independent valuer in respect of investment in M J Casting Limited, a joint venture entity. The Company made additional investments on 01 August 2015, post which M J Casting Limited has become subsidiary of the Company.

Note 4. Additional Investment

The Company has made following additional investments during the current year;

1. Additional 280.80 lacs Equity Shares of MJ Casting Ltd. (face value of Rs.10/- each) for a total consideration of Rs.1,404

2. 3.125 lacs Equity Shares of Sam Global Pte Ltd., Singapore (face value of USD 1 each) for a consideration of Rs.1,941.44

3. Additional 13,845 equity shares of PT MInda Asean Automotive (face value of USD 10 each) for a total consideration of Rs.613.67

4. Investment in 419.95 lacs Equity Shares of Minda Kosei Aluminum Wheel Pvt. Ltd. (face value of Rs.10/- each) for a total consideration Of Rs.4,199.51

5. 178.50 lacs Equity Shares of Rs.10/- each fully paid up of Minda TG Rubber Private Limited for a total consideration of Rs.1,789.46

6. 245.588 lacs Equity Shares of Rs.10/- each of Kosei Minda Aluminum Co. Private Limited. (face value of Rs.5/- each) for a total consideration of Rs.1,231.0

7. Investment in Rs.0.11 lacs Equity Shares of OPG Power Generation Pvt Ltd. (face value of Rs.10/- each) at premium of Rs.1 for a total consideration of Rs.1.25

Note 5. During the year 2002-03, the Director, Town and Country Planning, Chandigarh issued a demand notice on the Company amounting to R39.51 towards revised CLU (change of land use) charges for the land situated at Village NawadaFatehpur, P.O. SikanderpurBadda, Gurgaon, and Haryana. The Company paid Rs.1.58 and had also filed a Special Leave Petition (SLP) with the Hon''ble Supreme Court of India, basis which a leave had been granted. Further, the Company had deposited Rs.9.50 as under protest with the authorities. During the earlier year, the Company had filled a writ petition with the High Court of Punjab and Haryana in order to cancel the demand notice and obtain a stay on the balance demand. Further, the Company had withdrawn the petition and accordingly had agreed to pay the total liability of R28.43 and the interest thereon amounting to Rs.40.65, towards revised CLU charges after adjusting the amount of Rs.11.08 paid earlier.

During the year 2013-14, the Company had applied for grant of license under ''Affordable housing Policy- 2013'' on the land measuring 9.9625 acres in revenue estate of Village Nawada, Fatehpur Sector-81, Gurgaon and paid scrutiny fee (non- refundable) amounting to Rs.15.35 in this respect.

On issue of license either under ''Residential Group Housing Colony scheme'' or under ''Affordable housing policy 2013, CLU charges would be payable as per terms and conditions of the scheme.

Note 6. Segment Information

Segment information is prepared in conformity with the accounting policies adopted for preparing and presenting the financial statements of the Company as a whole.

As the Company''s business activity primarily falls within a single business and geographical segment i.e. Auto Components including Electrical Parts and its Accessories as primary segment, thus there are no additional disclosures to be provided under Accounting Standard 17 - ''Segment Reporting. The management considers that the various goods and services provided by the Company constitutes single business segment, since the risk and rewards from these services are not different from one another.

Note 7. Disclosure pursuant to Accounting Standard-15 on "Employee Benefits"

a) Defined contribution plan

An amount of Rs.835.66 (previous year Rs.755.76) for the year, has been recognized as an expense in respect of the Company''s contribution towards Provident Fund, deposited with the government authorities and has been included under employee benefit expense in the Statement of Profit and Loss. An amount of Rs.42.20 (previous year Rs.36.67) for the year, has been recognized as an expense in respect of the Company''s contribution towards Superannuation Fund, and has been included under employee benefit expense in the Statement of Profit and Loss. Further an amount of Rs.119.23 (previous year Rs.111.23) for the year, has been recognized as an expense in respect of the Company''s contribution towards ESI Fund, and has been included under employee benefit expense in the Statement of Profit and Loss.

b) Defined benefit plans

Gratuity is payable to all eligible employees of the Company on retirement/exit, death or permanent disablement in terms of the provisions of the Payment of Gratuity Act, 1972.

The obligation for compensated absences is recognized in the same manner as Gratuity.

Note 8. Leases

The Company has taken premises and certain machineries on cancellable operating leases. The lease rentals recognised in the Statement of Profit and Loss for the year 31 March 2016 is Rs.1,206.04 (Previous Year Rs.1,061.08).

Note 9. During the year ended 31 March 2012, one of the manufacturing facilities of the Light division at Pune had incurred loss of fixed assets and inventory on account of fire. During the previous year, the Company has received final claim of Rs.27.52 as full and final settlement of the insurance claim. The same was disclosed as an ''Exceptional item'' in the Statement of Profit and Loss.

Note 10. The Board of Directors, subject to the approval of shareholders & High Court have considered and approved the scheme of merger of MJ Casting Limited (MJCL) with the Company. MJCL is manufacturing Die casting products. The Board also considered and approved the scheme of de-merger, of International Investment Division of Minda Investments Limited & Singhal Fincap Limited and their merger with Minda Industries Limited. The proposed effective date of the scheme is from 1 April 2016.

Note 11. The Company has established a comprehensive system of maintenance of information and documents are required by the transfer pricing legislation under section 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the transactions entered into with the associated enterprises during the financial year and expects such records to be in existence latest by due date as required under the law. The management is of the opinion that its transactions with the associated enterprises are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

Note 12. Previous year figures have been reclassified/ regrouped, wherever required, to confirm to current year classification.


Mar 31, 2014

Note 1 Contingent liabilities

(a) Claims made against the Company not acknowledged as debts (including interest, wherever applicable):

in Lacs

Name of the Nature of the Amount Amount Period to which the Forum where dispute is pending statute dues 2013-14 2012-13 amount relates

Income Tax Act,1961 Income Tax 7.48 7.48 Assessment year 2002- 2003 Referred back to AO by Delhi High Court

Income Tax Act,1961 Transfer pricing - 686.00 686.00 Assessment year 2006- 2007 Referred back to Dispute Resolution

Against Section Panel by Income Tax Appellate

143(3) and Tribunal Section 144C

Income Tax Act,1961 Income Tax 10.33 10.33 Assessment year 2007- 2008 Income Tax Appellate Tribunal

Income Tax Act,1961 Income Tax 30.40 7.30 Assessment year 2009- 2010 Commissioner (Appeals) of Income Tax

Income Tax Act,1961 Income Tax 1.52 - Assessment year 2010- 2011 Commissioner (Appeals) of Income Tax

Contingent liabilities relating to other cases Rs. 17.00 (previous year Rs. 23.20).

Future cash outflows in respect of the above would be determinable on fnalization of judgments /decisions pending with various forums / authorities.

(b) Corporate guarantee given by the Company and outstanding as at 31 March 2014 amounting to Rs. 8,450 (previous year Rs. 3,200) in respect of loans borrowed by related party. Further, the Company has also provided a ''letter of comfort'' amounting to Rs. 4,477 (previous year Rs. 3,877) in respect of a loan taken by a related party from banks.

(c) As per an agreement executed with Maruti Suzuki India Ltd (MSIL) under the ''Maruti Car Scheme'', a loan facility was granted to the Company''s employees and other associates, whereby the Company has guaranteed to repay the loan in case of any default. The amount outstanding as at 31March 2014 is Rs. 3.49 (previous year Rs. 11.51).

(d) The export obligations outstanding as at 31 March 2014 amount to Rs. 2,207.63(previous year Rs. 4,035.38).

(e) The Company has availed sales tax incentives for its unit at Gurgaon, Haryana, from the Government of Haryana as sales tax capital subsidy amounting to Rs. 225.65 (previous year Rs. 225.65). In accordance with Scheme of Government of Haryana for Development of Industries, the amount may be refundable to the government, if specifed conditions are not fulfilled, within the prescribed time.

Note 2 Capital and other commitments (net of advance)

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances Rs. 388.72) as at 31 March 2014 aggregates to Rs. 1,012.61 (previous year Rs. 973.51, net of advances Rs. 571.87).

Note 3 Impairment

(i) Management had created an impairment charge amounting to Rs. 2,392.38 up to 31 March 2013 based on the projected cash flows and valuation of independent value. Based on the performance of the division during the current year and future projections, impairment charge to the extent of Rs. 149.64 (net of depreciation of Rs. 28.95) has been reversed as on 31 March 2014.The same has been disclosed as an ''exceptional item'' in the Statement of Profit and Loss.

(ii) During the previous year, the company had recorded an impairment charge of Rs. 108.92 being the excess of carrying value of fixed assets of Autogas division over its recoverable amount. The same was disclosed as an exceptional item in the Statement of Profit and Loss. Based on the projections, no further charge / reversal has been recorded during the current year.

Note 4 Diminution in the value of investment

The company had recorded diminution other than temporary in the value of investment amounting to Rs. 312 in the previous year. The same was disclosed as an exceptional item in the Statement of Proft and Loss. Based on the current year''s performance and future projections, there has been no reversal to the amount of diminution in the current year.

Note 5 Purchase of Investment

(i) The company had acquired 100% shares of Minda Distribution and Services Limited during the previous year.

(ii) The company had acquired 100% shares of Global Mazinkert S.L., Spain (SPV) on 26 March 2013. The paid up capital of the company is Euro 153,600 (previous year Euro 3,600). This SPV has acquired 100% shareholding of Clarton Horn, Spain from PM An Domestic AG, Germany on 15 April 2013 for Euro 6.8 million. The company Clarton Horn is a leading manufacturer of automotive electronic horns supplying to all major OEMs in Europe.

Note 6

During the year 2002-03, the Director, Town and Country Planning, Chandigarh issued a demand notice on the Company amounting to Rs. 39.51 towards revised CLU (change of land use) charges for the land situated at Village Nawada Fatehpur, P.O. Sikanderpur Badda, Gurgaon, and Haryana. The Company paid Rs. 1.58 and had also fled a Special Leave Petition (SLP) with the Hon''ble Supreme Court of India, basis which a leave had been granted. Further, the Company had deposited Rs. 9.50 as under protest with the authorities. During the earlier year, the Company had fled a writ petition with the High Court of Punjab and Haryana in order to cancel the demand notice and obtain a stay on the balance demand. Further, the Company had withdrawn the petition and accordingly had agreed to pay the total liability of Rs. 39.51 and the interest thereon amounting to Rs. 34.40, towards revised CLU charges after adjusting the amount of Rs. 9.50 paid earlier.

During current year, the Company has applied for grant of license under Affordable housing Policy- 2013'' on the land measuring 9.9625 acres in revenue estate of Village Nawada, Fatehpur Sector-81, Gurgaon and paid scrutiny fee (non-refundable) amounting to Rs. 15.35 in this respect.

On issue of license either under ''Residential Group Housing Colony scheme'' or under ''Affordable housing policy 2013'', CLU charges would be payable as per terms and conditions of the scheme.

Note 7 Sale of investment

During the previous year, the Company had disposed off its investment in the equity shares of Minda Automotive Solutions Limited (formerly known as Minda Autocare Limited) to Minda Corporation Limited. The carrying value of these investments was Rs. 73.17 as at 31 March 2012. The proof on sale of investment amounting to Rs. 99.72 (net of taxes) had been disclosed in the Statement of Profit and Loss for the year ended 31 March 2013 as an ''Exceptional item''.

a) Defned contribution plan

An amount of Rs. 671.55 (previous year Rs. 609.07) for the year, has been recognized as an expense in respect of the Company''s contribution towards Provident Fund, deposited with the government authorities and has been included under employee benefit expense in the Statement of Profit and Loss. Further, an amount of Rs. 35.42 (previous year Rs. 39.48) for the year, has been recognized as an expense in respect of the Company''s contribution towards Superannuation Fund, and has been included under employee benefit expense in the Statement of profit and loss.

b) Defined benefit plans

Gratuity is payable to all eligible employees of the Company on retirement/exit, death or permanent disablement in terms of the provisions of the Payment of Gratuity Act or as per the Company''s Scheme, whichever is more beneficial.

The obligation for compensated absences is recognized in the same manner as Gratuity.

Note 8

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after fling of the said Memorandum. Accordingly, the disclosures in below respect of the amounts payable to such enterprises as at the yearend has been made based on information received and available with the Company

Note 9

Capital work in progress includes borrowing cost capitalized during the year amounting to Rs. 28.62(previous year Rs. 10.25).

The company had fled a claim with its insurers and the claim is expected to settle at a total amount of Rs. 1,320 (basis of replacement cost of the assets). As at 31 March 2013, out of the above, the company had received Rs. 215.39 (previous year Rs. 1,070) from the Insurance Company as an interim payment. The same had been disclosed as an '' Exceptional item'' in the Statement of Proft and Loss.

Note 10

The Company has established a comprehensive system of maintenance of information and documents are required by the transfer pricing legislation under section 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the transactions entered into with the associated enterprises during the financial year and expects such records to be in existence latest by due date as required under the law. The management is of the opinion that its transactions with the associated enterprises are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

Note 11

Previous year figures have been reclassified/ regrouped, wherever required, to confirm to current year classification.


Mar 31, 2013

1. Company overview

Minda Industries Limited is a public company domiciled and headquartered in India. It was incorporated on 16 September 1992 under the Companies Act, 1956 and its shares are listed on the National Stock Exchange (NSE), Bombay Stock Exchange (BSE) and Delhi Stock Exchange (DSE). The Company is engaged in the business of manufacturing of auto components including auto electrical parts and its accessories. The Company caters to both domestic and international markets.

Note 2. Contingent liabilities

(a) Claims made against the Company not acknowledged as debts (including interest, wherever applicable):

Name of the statute Nature of the dues Amount

Income Tax Act,1961 Income Tax 7.48

Income Tax Act,1961 Transfer pricing – 686.00 Against Section 143 (3) and Section 144C

Income Tax Act,1961 Income Tax 10.33

Income Tax Act,1961 Income Tax 7.03

Name Period to which the Forum where dispute is pending amount relates

Income Tax Act,1961 Assessment year 2002- 2003 Referred back to AO by Delhi High Court

Income Tax Act,1961 Assessment year 2006- 2007 Referred back to Dispute Resolu- tion Panel by Income Tax Appellate Tribunal

Income Tax Act,1961 Assessment year 2007- 2008 Income Tax Appellate Tribunal

Income Tax Act,1961 Assessment year 2009- 2010 Commissioner (Appeals) of Income Tax

Contingent liabilities relating to other cases Rs.23.20 (previous year Rs.14.70).

Future cash outflows in respect of the above would be determinable on finalization of judgments /decisions pending with various forums / authorities.

(b) Corporate guarantee: Corporate guarantee given by the Company and outstanding as at 31 March 2013 amounting to Rs.3,200(previous year Rs. 1,500) in respect of loans borrowed by related party. Further, the Company has also provided a ''letter of comfort'' amounting to Rs.3,877(previous year Rs.1,777) in respect of a loan taken by a related party from banks.

(c) As per an agreement executed with Maruti Suzuki India Ltd (MSIL) under the ''Maruti Car Scheme'', a loan facility was granted to the Company''s employees and other associates, whereby the Company has guaranteed to repay the loan in case of any default. The amount outstanding as at 31 March 2013 is Rs.11.51 (previous year Rs.32.61).

(d) The export obligations outstanding as at 31 March 2013 amount to Rs.4,035.38(previous year Rs.5,644.76).

(e) The Company has availed sales tax incentives for its unit at Gurgaon, Haryana, from the Government of Haryana as sales tax capital subsidy amounting to Rs.225.65 (previous year Rs.225.65). In accordance with Scheme of Government of Haryana for Development of Industries, the amount may be refundable to the government, if specified conditions are not fulfilled, within the prescribed time.

Note 3.Capital and other commitments (net of advance)

Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) as at 31 March 2013 aggregates to Rs.973.51 (previous year Rs.1,754.02).

Note 4. Impairment

(i) The Battery division of the Company has been incurring continuous losses. The shareholders of the Company had approved the hiving off of this division to a separate entity through postal ballot on 28 December 2011. Subsequently, the Board of Directors in their meeting held on 30 March 2012 reviewed the financial position of the division and decided to revive the unit and approved to scale down the operations instead of hiving off division. Accordingly, the Board''s approval was considered as withdrawn and the operations of the Battery Division were disclosed under ''Revenue from operations''.

Management has, however, created an impairment charge amounting to Rs.186.35 (previous year Rs.2,206.03) as at 31 March 2013 based on the projected cash flow (previous year on the basis of valuation of independent valuer). The carrying value of tangible fixed assets of the battery division after providing for the above mentioned impairment charge amounts to Rs.1,544.96 (previous year Rs.1,994.42) as at 31 March 2013. The same has been disclosed as an exceptional item in the Statement of Profit and Loss.

(ii) During the current year, the company has recorded an impairment charge of Rs.108.92 being the excess of carrying value of fixed assets of Autogas division over its recoverable amount. The same has been disclosed as an exceptional item in the Statement of Profit and Loss.

Note 5. Diminution in the value of investment

During the current year, the company has recorded diminution other than temporary in the value of investment amounting to Rs.312. Such diminution has been recorded as an exceptional item in the Statement of Profit and Loss.

Note 6. Purchase of Investment

(i) The company has acquired 100% shares of Minda Distribution and Services Limited during the current year.

(ii) The company has acquired 100% shares of Global Mazinkert S.L., Spain (SPV) on 26 March 2013. The paid up capital of the company is Euro 3600. This SPV has acquired 100% shareholding of Clarton Horn, Spain from PMAn Domestic AG, Germany subsequent to the year end, on 15 April 2013 for Euro 6.8 million. The company Clarton Horns is a leading manufacturer of automotive electronic horns supplying to all major OEMs in Europe.

Note 7. Fire at Light division, Pune

During the previous year, one of the manufacturing facilities of the Light division at Pune had incurred loss of fixed assets and inventory on account of fire. The break-up of assets damaged (i.e. WDV) and expenses due to fire are as follows:

The Company had filed a claim with its insurers and the claim is expected to be settled at a total amount of Rs.1,320 (based on replacement cost of the assets). As at 31 March 2013, out of the above, the Company has received Rs.215.39 (previous year Rs.1,070) from the insurance company as an interim payment. The same has been disclosed as an ''Exceptional item'' in the Statement of Profit and Loss.

Note 8. Amalgamation

During the previous year, the Honorable High Court of Delhi vide it''s order dated 25 August 2011, approved the scheme of Amalgamation of Minda Acoustic Limited (Transferor Company) with the Company as per the provisions of section 391 to 394 and other related provisions of the Companies Act, 1956. The transferor company is engaged in the business of manufacturing and marketing of automotive horns for disks of two, three and four wheelers. The amalgamation was in the nature of a purchase and had been accounted for under the pooling of interests method. The appointed date of the amalgamation as per the scheme was 1 April 2010. The effective date of amalgamation being the date of filing the order with the Registrar of Companies (ROC) was 26 September 2011.

As per the scheme sanctioned

a) All assets and liabilities recorded in the books of the transferor company have been transferred at their respective book values in the books of the Company as on the appointed date.

b) All assets, liabilities, rights and obligations of the transferor company have been transferred and stand vested with the Company with effect from the appointed date.

c) The valuation exercise was carried out by independent valuers and swap ratios were considered based on their reports. Accordingly, the equity shares were allotted as under:

- 1,120,164 equity shares of Rs.10 each of the Company were issued to the shareholders of the transferor company in the ratio of 100 fully paid equity shares of Rs.10 each of the Company for each 1,798 fully paid up equity shares of Rs.10 each held in the transferor company as on record date.

The difference between the amount of share capital of the erstwhile Minda Acoustic Limited (MAL) and the amount of fresh share capital issued by the Company on amalgamation amounting to Rs.1,902.04 has been treated as General Reserve as detailed below:

Note 9.Discontinued operations

During the previous year, the Board of Directors of the Company at its meeting held on 10 August 2011 approved the hiving off of the Blow-moulding division of the Company and issued the notice for postal ballot for shareholder''s approval. Approval of shareholders for hiving off the Blow Moulding division was received on 27 September 2011 and the assets and liabilities of the Blow Moulding Division were transferred to Minda Kyoraku Limited, a subsidiary, at a fair value amounting to Rs.2,276.71 as on 31 December 2011 based on a business/ asset transfer agreement. The Company earned a profit amounting to Rs.958.83 on the transaction and the surplus was disclosed under ''Exceptional Items'' in the Statement of Profit and Loss during the previous year.

The financial information on this discontinued business for the previous year is detailed below:

Note 10.

During the year 2002-03, the Director, Town and Country Planning, Chandigarh issued a demand notice on the Company amounting to Rs.39.51 towards revised CLU (change of land use) charges for the land situated at Village Nawada Fatehpur, P.O. Sikanderpur Badda, Gurgaon, Haryana. The Company paid Rs.1.58 and had also filed a Special Leave Petition (SLP) with the Hon''ble Supreme Court of India, basis which a leave had been granted. Further, the Company had deposited Rs.9.50 as under protest with the authorities. During the previous year, the Company had filed a writ petition with the High Court of

Punjab and Haryana in order to cancel the demand notice and obtain a stay on the balance demand. Further, the Company had withdrawn the petition and accordingly had agreed to pay the total liability of Rs.39.51 and the interest thereon amounting to Rs.31.27, towards revised CLU charges after adjusting the amount of Rs.9.50 paid earlier.

Note 11. Sale of investment

During the current year, the Company has disposed off its investment in the equity shares of Minda Automotive Solutions Limited (formerly known as Minda Autocare Limited) to Minda Corporation Limited. The carrying value of these investments was Rs.73.17 as at 31 March 2012. The profit on sale of investment amounting to Rs.99.72 (net of taxes) has been recognized in the Statement of Profit and Loss for the year ended 31 March 2013. The same has been disclosed as an ''Exceptional item'' in the Statement of Profit and Loss.

Note 12. Segment Information

Disclosure requirements under Accounting Standard 17 on ''Segment Reporting'', specified by the Companies (Accounting Standards) Rules, 2006 are not applicable as the Company''s business activity falls within a single primary business segment (i.e. manufacturing of automotive parts and accessories) and geographical segment.

Note 13. Disclosure pursuant to Accounting Standard-15 on "Employee Benefits"

a) Pursuant to the adoption of Accounting Standard (AS) 15 (revised 2005) "Employee Benefits", the additional obligations of the Company with respect to certain employee benefits upto 31 March 2007 amounted to Rs.Nil (previous year Rs.184.92) has been adjusted from the general reserve.

b) Defined contribution plan

An amount of Rs.609.07(previous year Rs.632.66) for the year, has been recognized as an expense in respect of the Company''s contribution towards Provident Fund, deposited with the government authorities and has been included under employee benefit expense in the Statement of Profit and Loss. Further, an amount of Rs.39.48 (previous year Rs.37.61) for the year, has been recognized as an expense in respect of the Company''s contribution towards Superannuation Fund, and has been included under employee benefit expense in the Statement of profit and loss.

c) Defined benefit plans

Gratuity is payable to all eligible employees of the Company on retirement/exit, death or permanent disablement in terms of the provisions of the Payment of Gratuity Act or as per the Company''s Scheme, whichever is more beneficial.

Note 14.

The Ministry of Micro, Small and Medium Enterprises has issued an Office Memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with their customers the Entrepreneurs Memorandum number as allocated after filing of the said Memorandum. Accordingly, the disclosures in below respect of the amounts payable to such enterprises as at the year end has been made based on information received and available with the Company.

Note 15. Leases

The Company has taken offices on cancellable operating leases. The lease rentals recognised in the Statement of Profit and Loss for the year 31 March 2013 is Rs.820.53 (Previous Year Rs.794.60)

Note 16

Capital work in progress includes borrowing cost capitalized during the year amount to Rs.10.25 (previous year Rs.Nil).

Note 17

The Company has established a comprehensive system of maintenance of information and documents are required by the transfer pricing legislation under section 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the transactions entered into with the associated enterprises during the financial year and expects such records to be in existence latest by due date as required under the law. The management is of the opinion that its transactions with the associated enterprises are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

Note 18

Previous year figures have been reclassified/ regrouped, wherever required, to confirm to current year classification.


Mar 31, 2010

1. Contingent liabilities not provided for in the books of accounts are:

a) Bank Guarantee Rs.44.90 Lacs (Previous year Rs. 87.90 Lacs); Central Excise and Service Tax Rs.52.94 Lacs (Previous Year Rs. 35.40 Lacs); Income Tax Rs. 187.02 Lacs (Previous Year Rs. 135.20 Lacs); Bills Discounting Rs.405.22 Lacs (Previous Year Rs. 114.93 Lacs) and Others Rs.10.26 Lacs (Previous Year Rs. 10.19 Lacs).

b) As per agreement executed with Maruti Suzuki India Ltd (MSIL), being Maruti Car Scheme in which loan facility has been granted to companys employee and other associates on the recommendation of the company by MSIL. The company has taken responsibility to make such payment. The amount so outstanding at the year end is Rs. 198.64 Lacs (previous year Rs. 287.52 Lacs).

2. The estimated amount of contracts remaining to be executed on capital account, not provided forRs. 658.99 Lacs (Previous yearRs. 1485.82 Lacs)

3. During the year, except of items for which hundred percent depreciation rates are applicable, depreciation on assets added/disposed off during the year has been provided on pro rata basis with reference to the date of addition or disposal. Earlier the depreciation was provided on pro-rata basis with reference to the month of addition or disposal. Had there being the earlier basis, the profit would have been lower by Rs. 60.37 Lacs.

4. Raw material (including packing material), Finished Goods and Work-in-Progress are valued at Moving Average Price as against FIFO basis earlier . Had there being FIFO basis the Profit would have been lower by Rs.2.86 Lacs.

5. a) During the year 2002-03, The Director, Town and

Country Planning, Chandigarh issued a demand notice of Rs. 37.93 Lacs (Previous year Rs. 37.93 Lacs) towards revised CLU charges for the land situated at Village Nawada Fatehpur, P.O. Sikenderpur Badda, Gurgaon, Haryana. The Company has filed Special Leave Petition with Honble Supreme Court of India, in which leave has been granted and the company has deposited Rs. 9.50 Lacs shown (previous year Rs. 9.50 Lacs) under the head "Loan and Advances".

b) The export obligation pending till the end of the year was of Rs.5681.32 Lacs (Previous Year Rs.6559.10 Lacs) to be fulfilled in the subsequent years.

c) Corporate Guarantee provided by the Company aggregating to Rs. 2925.00 Lacs (Previous Year Rs. 3175.00 Lacs).

6. The Company has availed sales tax incentives for its unit at Gurgaon, Haryana, from Government of Haryana as sales tax capital subsidy amounting to Rs. 225.65 Lacs (Previous Year Rs.225.65 Lacs). In accordance with Scheme of Government of Haryana for Development of Industries, the amount may be refundable to the Government, if specified conditions are not fulfilled, within the prescribed time.

7. During the year 2007-08 the company has entered lease cum sale agreement with Karnataka Industrial Area Development Board for purchase of land, as per this agreement the sale deed will be executed on fulfillment of terms and conditions within six years.

8. The Company is engaged in the business of manufacturing of automotive parts and accessories and there are no separate reportable segments as per Accounting Standard-17 "Segment Reporting" issued by the Institute of Chartered Accountants of India.

9. Related Party Disclosure:

Related party disclosures as required under Accounting Standard - 18 on "Related Party Disclosures" issued by the Institute of Chartered Accountants of India are given below: a) Relationship:

i) Holding Companies - None

ii) Subsidiaries Companies Minda Auto Components Ltd. Minda Reality and Infrastructure Ltd.

iii) Fellow Subsidiaries Companies - None

iv) Joint Ventures : Mindarika Pvt. Ltd. Minda TYC Automotive Ltd. Om Merubani Logistic Pvt. Ltd. Valeo Minda Electricals Systems India Pvt. Ltd.

Key Management Personnel:

Mr. Nirmal K. Minda, Chairman and Managing Director:

Mr. Vivek Jindal, Executive Director (Whole Time Director)

Relatives of Key Management Personnel:

Relatives of Mr. Nirmal K. Minda

S.L. Minda (Father), Savitri Devi Minda (Mother), Suman Minda (Wife), Paridhi Minda Jindal (Daughter), Palak Minda (Daughter), Ashok Minda (Brother), Sarika Minda (brothers wife), Rekha Bansal (Sister),Rajesh Bansal(Sisters husband)

Relatives of Mr. Vivek Jindal

Madan Jindal (Father), Anita Jindal (Mother), Paridhi Minda Jindal (Wife), Samaira Jindal (Daughter),

Abhishek Jindal (Brother)

v) Other Entities over which key Management Personnel is able to exercise significant influence (with which the company has transactions)

Minda Autogas Ltd., Minda Acoustic Ltd.,Minda Sai Ltd., PT. Minda Asean Automotive, Minda Corporation Ltd., Unitech Sai Pvt. Ltd., Minda Stoneridge Instruments Ltd.,Minda Finance Ltd., Minda Autocare Ltd., Minda Investments Ltd.,Minda International Ltd., Jindal Buildtech Pvt. Ltd., Jindal Mectec Pvt. Ltd., Nirmal K. Minda (HUF), Minda Industries (Firm), Auto Component (Firm), Yogendra Engineering (Firm),

10. Employee Benefits

a) Pursuant to the adoption of Accounting Standard (AS) 15 (revised 2005) "Employee Benefits", the additional obligations of the company with respect of certain employee benefits upto 31st March2007 was Rs.184.92 Lacs out of which Rs.110.95 Lacs (Previous Year Rs. 73.97 Lacs [net of deferred taxes of Rs.74.38Lacs (Previous Year Rs.48.82 Lacs)] has been adjusted from the General Reserve.

b) The disclosures of Employee Benefits, as required under Accounting Standard 15 are given below: - Defined Contribution Plan

- Defined Benefit Plan

The present value of obligation for Gratuity is determined based on actuarial valuation using the Projected Unit Credit (PUC) method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Under the PUC method a projected accrued benefit is calculated at the beginning of the period and again at the end of the period for each benefit that will accrue for all active members of the plan. The projected accrued benefit is based on the plan accrual formula and upon service as of the beginning or end of period, but using members final compensation, projected to the age at which the employee is assumed to leave active service. The plan liability is the actuarial present value of the projected accrued benefits as of the beginning and end of the period for active members.

The obligation for Leave Encashment is recognized in the same manner as Gratuity. Provision on Earned leave has been made in the current year whereas in the previous year the sick leaves were also provided for.

11.The figures of previous year have been regrouped/recast/restated wherever necessary.

 
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