Notes to Accounts of Tribhovandas Bhimji Zaveri Ltd.
Mar 31, 2018
1 Company Overview
Tribhovandas Bhimji Zaveri Limited (âTBZ or the âthe Company) known under the brandâ TBZ- the Originalâ was incorporated on 24 July 2007 by conversion of a partnership firm Tribhovandas Bhimji Zaveri under Part IX of the Companies Act, 1956 whereby the partners of the partnership firm became shareholders with the shareholdings as agreed amongst the partners. The Company has been converted to a public limited company w.e.f. 3 December 2010. The Company is in the business of retail sales of ornaments made of gold, diamond, silver, platinum and precious stones through its 32 show rooms and 5 franchisee outlets located across India.
2 Basis of preparation of financial statement and significant accounting policies
The accounting policies set out below have been applied consistently to the periods presented in these financial statements.
2.1 Basis of preparation of financial statements
a. statement of compliance
The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (âInd ASâ) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act, 2013, (the âActâ) and other relevant provisions of the Act.
The financial statements up to and for the year ended 31 March 2017 were prepared in accordance with the Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act.
As these are the Companyâs first financial statements prepared in accordance with Ind AS, Ind AS 101, First-time Adoption of Indian Accounting Standards has been applied. An explanation of how the transition to Ind AS has affected the previously reported financial position, financial performance and cash flows of the Company is provided in Note 40.16.
The financial statements were authorized for issue by the Companyâs Board of Directors at their meeting held on 2 May 2018.
b. Functional and presentation currency
The financial statements are presented in Indian Rupees (INR), which is also the Companyâs functional currency. All amounts have been rounded-off to the nearest lakhs with two decimals, unless otherwise indicated.
c. Basis of measurement
The financial statements have been prepared on historical cost basis, except for the following assets and liabilities which have been measured at fair value as required by relevant Ind AS:
- Derivative financial instruments,
- Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments), and
- Net defined benefit liability
d. use of estimates and judgement
The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, revenues and expenses and disclosure of contingent liabilities. Such estimates and assumptions are based on managementâs evaluation of relevant facts and circumstances as on the date of financial statements. The actual outcome may diverge from these estimates.
Estimates and assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions that have the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are included in the following notes:
(a) Measurement of defined benefit obligations - Note 40.3
(b) Measurement and likelihood of occurrence of provisions and contingencies - Note 40.1
(c) Recognition of deferred tax assets - Note 10 (a) and (b)
e. Current -non-current classification
All assets and liabilities are classified into current and non-current.
Assets
An asset is classified as current when it satisfies any of the following criteria :
a. it is expected to be realised in, or is intended for sale or consumption in, the Companyâs normal operating cycle;
b. it is held primarily for the purpose of being traded;
c. it is expected to be realised within 12 months after reporting date; or
d. it is cash or cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting date.
Current assets include the current portion of non-current financial assets.
All other assets are classified as non-current.
Liabilities
A liability is classified as current when it satisfies any of the following criteria:
a. it is expected to be settled in the Companyâs normal operating cycle;
b. it is held primarily for the purpose of being traded;
c. it is due to be settled within 12 months after the reporting date; or
d. the Company does not have as unconditional right to defer settlement of the liability for at least 12 months after the reporting date. Terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity instrument do not affect its classification.
Current liabilities include current portion of non-current financial liabilities.
All other liabilities are classified as non-current.
operating Cycle :
Based on the nature of services and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current -non-current classification of assets and liabilities.
Other amendments
The Company does not expect the effect of other amendments notified by the Ministry of Corporate Affairs (âMCAâ), on 28 March, 2018, through Companies (Indian Accounting Standards) Amendment Rules, 2018 in respect of Ind AS 12 -Income taxes, Ind AS 21 - The effect of changes in foreign exchange rates and Ind AS 40 - Investment property, on the financial statements to be material based on preliminary evaluation.
*Working capital borrowing are secured by hypothication of inventories of the company (refer note 26).
**Cost of precious stones forming part of the jewellery is determined by management based on technical estimate of the purity and clarity of diamonds used, on which the auditors have placed reliance, as this being a technical matter.
*Working capital borrowing are secured by hypothication of trade receivables of the Company (refer note 26).
** Includes receivable from credit card companies amounting to Rs. 126.32 Lakhs (31 March 2017: Rs. 71.99 Lakhs and 1 April 2016: Rs. 26.69 Lakhs)
#Includes restricted amounts towards Unclaimed Dividend of Rs. 0.70 Lakhs (31 March 2017: Rs. 0.70 Lakhs and 1 April 2016: Rs. 0.71 Lakhs) and unclaimed share application money due for refund of Rs. 0.34 Lakhs (31 March 2017: Rs. 0.34 Lakhs and 1 April 2016: Rs. 0.34 Lakhs).
*Deposits with a carrying amount of Rs. 5.54 Lakhs (31 March 2017: Rs. 4.78 Lakhs and 1 April 2016: Rs. 3.78 Lakhs) are under lien with VAT authorities as deposits.
*Deposits with a carrying amount of Rs. 2,635.30 Lakhs (31 March 2017: Rs. 2,617.04 Lakhs and 1 April 2016: Rs. 3,205.05 Lakhs) are under lien to secure working capital facilities availed from banks.
*Deposits with a carrying amount of Rs. 7.50 Lakhs (31 March 2017: Rs. 7.50 Lakhs and 1 April 2016: Rs. 7.50 Lakhs) are towards base capital given to Multi Commodity Exchange India Ltd.
b Terms / rights attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Companyâs residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity sharerholder on a poll (not on show of hands) are in proportion to his share of paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.
Failure to pay any amount called up on shares may lead to forfeiture of the shares.
On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.
Notes:
Securities premium account
Premium collected on issue of securities are accumulated as part of securities premium. Utilisation of such reserves is restricted by the Companies Act, 2013.
General reserves
Represents appropriation of profit by the Company. surplus profit and loss
Retained earnings comprise of the Companyâs undistributed profits after taxes. other comprehensive income
Items of other comprehensive income consist of re-measurement of defined benefit plan. other comprehensive income accumulated in other equity, net of tax
The disaggreation of changes in other comprehensive income by each type of reserve in equity is shown below:
The term loans from banks carry interest in the range of 10.00% - 11.75% p.a (31 March 2017: 10.00% - 11.75% p.a. and 1 April 2016: 10.00% - 11.75% p.a). The loans are repayable in equated monthly installments of 60 months (31 March 2017: 60 months and 1 April 2016: 60 to 72 months) with installments of Rs. 0.23 (31 March 2017: Rs. 0.44 lakhs and 1 April 2016: Rs. 0.23 to 32.50 lakhs). The loans are secured by hypothecation of vehicle purchased, (31 March 2017: hypothecation of vehicle purchased and 1 April 2016: first mortgage charge of assets purchased i.e. premises at Nariman point, Mumbai and IT equipment, hypothecation of vehicle purchased, first mortgage charge on immovable properties situated at Punjagutta, Hyderabad and second mortgage charge on the property located at Kandivali Industrial Estate, Mumbai).
The loan from non-banking financial companies comprised of vehicle loan which carried interest at 10.78% p.a. The loan was repayable in 36 monthly installments of 1.62 lakhs alongwith interest, commencing from the date of loan. The loan has been fully reapid during the previous year.
Working capital demand loan and the Cash credit facilities are part of a consortium arrangement with banks. The above facilities carry interest ranging between 2.70% to 11.50% (31 March 2017: 2.70% - 11.75% p.a. and 1 April 2016: 2.85% -12% p.a.) and are secured by primary security by way of hypothecation charge on the entire current assets of the Company, present and future, on first pari passu basis among the members of the consortium.
Further, the facility is secured by collateral security on first pari passu charge basis among the members of the consortium
- By way of mortgage over premises at Zaveri Bazar, Mumbai, premises at Surat, premises at Kandivali Industrial Estate, Mumbai, premises at Nariman Point, Mumbai, premises at Punjagutta, Hyderabad.
- By way of hypothecation charge over Property, Plant and Equipment installed/erected at Surat, at Kandivali Industrial Estate, Mumbai, at Pune, and all movable and immovable assets present in all the Companyâs showrooms.
The facility is also secured by way of extension of mortgage charge on Second pari passu basis over commercial premises at Santacruz, Mumbai belonging to Shri Shrikant Zaveri (Chairman and Managing Director) and the personal guarantee of Shri Shrikant Zaveri the Chairman and Managing Director of the Company
Further, bank deposits of Rs. 2,635.30 lakhs (31 March 2017: Rs. 2,617.04 lakhs and 1 April 2016: Rs. 3,205.05 lakhs) are under lien with the banks as a security for the above facilities. The facilities are also secured by stand-by Letter of credit and Bank Guarantee of Rs. 24,710.00 lakhs (31 March 2017: Rs. 19,450 lakhs and 1 April 2016: Rs. 16,127 lakhs) and Letter of comfort of â Nil lakhs (31 March 2017: Rs. 10,800 lakhs and 1 April 2016: Rs. 14,956 lakhs).
Loan from directors is interest free and repayable on demand.
Other borrowings carry interest in the range of Nil (31 March 2017: 5% -10% p.a and 1 April 2016: 5% -10% p.a). These are repayable at the end of 361 days from the date of borrowing.
*During May 2012, the Company had received application money for allotment of equity shares via Initial Public Offer (IPO). However, due to over subscription the application money became due for refund. There is no interest payable on share application money.
(a) The Companyâs pending litigations comprise of proceedings pending with Sales/VAT tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.
(b) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgement / decisions pending with various forums/authorities.
(c) The Company does not expect any reimbursements in respect of the above contingent liabilities.
Commitments
Contracts remaining to be executed on capital account and not provided for as at 31 March 2018 is Rs. 11.89 lakhs (31 March 2017: Rs. 25.90 Lakhs and 1 April 2016 Nil) (net of advances).
The Company has provided a letter of financial support upto 31 March 2019 to its wholly owned subsidiary company, Tribhovandas Bhimji Zaveri (Bombay) Limited.
3.1 Dues to Micro, small and Medium Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006 which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprise.
On the basis of the information and records available with management, the following disclosures are made for the amounts due to Micro, Small and Medium enterprises who have registered with the Competent authorities.
3.2 employee Benefits:
a) defined contribution plans
The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Employees State Insurance, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognised as an expense towards contribution to Provident Fund and other funds for the year aggregated to Rs. 303.98 Lakhs (31 March 2017: Rs. 282.72 Lakhs) which is shown under notes to financial statements 36 - âEmployee benefits.
IX Sensitivity Analysis
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The results of sensitivity analysis is given below:
The Company expects to pay Rs. 75 lakhs (31 March 2017 Rs. 75 lakhs) to the fund in the following year.
*The Company has maintained funds with Life Insurance Corporation of India and HDFC Life. The details of major category of plan assets held by the insurance companies is not available and hence the disclosure thereof is not made. The expected long-term rate of return on plan assets is based exclusively on the historical returns, without adjustments.
Estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
c) other long-term employee benefits Compensated absences
The liability towards compensated absences (annual and sick leave) for the year ended 31 March 2018 based on actuarial valuation carried out by using Projected unit credit method resulted in a (reversal)/charged of â (43.92) Lakhs (31 March 2017: Rs. 39.03 Lakhs).
3.3 Long-term contracts
The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company has reviewed and determined that there are no long term contracts (including derivative contracts) which require provision under any law / accounting standards for material foreseeable losses.
3.4 Corporate social responsibility (CsR)
As per Section 135 of the Companies Act 2013, a CSR Committee has been formed by the Company. The areas of CSR activities are to eradicate hunger, poverty and malnutrition, promoting healthcare, including preventive health care and sanitation. The Company also wants to promote education, including special education and employment, enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects. As part of above, the Company has undertaken CSR activities through Cancer Patient Aid Association (CPAA), Ahmedabad Womenâs Action Group (AWAG), Stree Mukti Sanghatan, Voice Tree Technologies Private Limited, Baroda Citizen Council (BCC), Bharatiya Street Shakti and West Wind Foundation which are specified in Schedule VII of the Companies Act, 2013.
3.5 Leases
Operating leases as a lessee
The Company has recognized the showroom rent expenses in the books of accounts. Rental expenses under operating leases (including cancelable and non - cancelable) aggregating Rs. 2,515.27 Lakhs (31 March 2017: Rs. 2,468.19 Lakhs) have been included under âother expensesâ in the Statement of Profit and Loss as disclosed under note 39.
Operating leases as a lessor
The Company has recognized rent income on investment property and plant and machinery given on operating lease to its wholly owned subsidiary. Rent income aggregating to Rs. 151.78 Lakhs (31 March 2017: Rs. 111.78 Lakhs) have been included under âother incomeâ in the Statement of Profit and Loss as disclosed under note 33.
3.6 Information on related party transactions as required by the Indian Accounting standard (Ind As) - 24 for the year ended 31 March 2018
I. Name of related parties Key Managerial personnel
1 Shrikant Zaveri, Chairman and Managing Director
2 Binaisha Zaveri, Whole Time Director
3 Raashi Zaveri, Whole Time Director
4 Saurav Banerjee, Chief Financial Officer
5 Niraj Oza, Company Secretary
6 Ajay Mehta, Independent Director
7 Kamlesh Vikamsey, Independent Director
8 Sanjay Asher, Independent Director
relative of Key Managerial personnel
1 Kunal S Vaishnav
entities over which Key Managerial personnel and/or their relatives exercise significant influence
1 TBZ Limited Employees Gratuity Trust
subsidiary
1 Konfiaance Jewellery Private Limited. (ceased from 31 March 2018)
2 Tribhovandas Bhimji Zaveri (Bombay) Limited
Notes:
1) All Related Party Transactions entered during the year were in ordinary course of the business and are on armâs length basis.
2) Providend Fund and ESIC is not applicable to KMP.
3) *Amounts pertaining to year ended 31 March 2017 are in brackets.
4) âRemuneration to key managerial personnel does not include charge for gratuity and leave encashment as employee-wise break-up is not available.
5) The borrowing is secured by personal guarantee of the Chairman and Managing Director of the Compnay (refer note 26).
3.7 segment reporting
The Company is engaged in manufacturing/ trading and selling of jewellery mainly in India, which is the primary business segment based on the nature of products manufactured/traded and sold. Thus, the Company has only one reportable business which is manufacturing/trading and selling ofjewellery and only one reportable geographical segment. Accordingly the segment information as required by Ind AS 108 on âOperating Segmentsâ is not required to be disclosed.
3.8 disclosure pursuant to change with sEBI (Listing obligation and disclosure requirement, 2015) and section 186 of the Companies Act,2013
No loans have been given by the Company to any third party or its subsidiary companies.
The details of investment in subsidiary companies are given in Note 7.
3.9 Hedging activity and derivaties
Fair value hedge of gold price risk in inventory
The Company enters into contracts to purchase gold wherein the Company has the option to fix the purchase price based on market price of gold during a stipulated time period. The prices are linked to gold prices. Accordingly, these contracts are considered to have an embedded derivative (represented in the said option to fix the price) that is required to be separated from the host contract which is the gold loan liability. Such feature is kept to hedge against exposure in the value of inventory of gold due to volatility in gold prices. The Company designates the embedded derivative in the payable for such purchases as the hedging instrument in fair value hedging of inventory. The Company designates only the spot-to-spot movement of the gold inventory as the hedged risk. The carrying value of inventory which are designated under fair value hedge relationship are measured at fair value at each reporting date. There is no ineffectiveness in the relationships designated by the Company for hedge accounting.
Disclosure of effects of fair value hedge accounting on financial position:
Hedged item - Changes in fair value of inventory attributable to change in gold prices
Hedging instrument - Changes in fair value of the option to fix prices of gold purchases, as described above
note 3.10: Capital management
The Companyâs policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The board of directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. The primary objective of the Companyâs Capital Management is to maximise shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in the economic environment and the requirements of the financial covenants, if any.
The Company monitors capital using a ratio of âadjusted net debtâ to âequityâ. For this purpose, adjusted net debt is defined as total borrowings, comprising interest-bearing loans and borrowings less cash and cash equivalents. Equity comprises all components of equity.
Note 3.11: Financial Instruments - Fair values and risk management
3.11.1: Financial Instruments - Fair values
Accounting classification and fair values
Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy, are presented below. It does not include the fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
a) The fair value of financial instruments have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements)
The categories used are as follows:
- Level 1: Quoted prices for identical instruments in an active market;
- Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
- Level 3: Inputs which are not based on observable market data.
b) Specific valuation techniques used to value financial instruments include:
(a) The use of quoted market prices for investments in mutual funds.
(b) Use of market available inputs such as gold prices for option to fix prices of gold in purchase contracts
3.11.2: Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk;
- Market risk
Risk management framework
The Companyâs board of directors has overall responsibility for the establishment and oversight of the Companyâs risk management framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring the Companyâs risk management policies. The committee reports regularly to the board of directors on its activities.
The Companyâs risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Companyâs activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The audit committee oversees how management monitors compliance with the companyâs risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.
A: Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Companyâs exposures to trade receivables (mainly institutional customers and credit sales), deposits with landlords for store properties taken on leases and other receivables including balances with banks.
Trade receivables and other deposits
The Companyâs retail business is predominantly on âcash and carryâbasis which is largely through cash and credit card collections. The credit risk on such credit card collections is minimal, since they are primarily owned by customersâ card issuing banks. The Company has adopted a policy of dealing with only credit worth counterparties in case of institutional customers and credit sales and the credit risk exposure for institutional customers and credit sales are managed by the Company by credit worthines checks. The Company also carries credit risk on lease deposits with landlords for store properties taken on leases, for which agreements are signed and property possessions timely taken for store operations. The risk relating to refunds of deposits after store shut down is managed through successful negotiations or appropriate legal actions, where necessary.
other financial assets
The Company maintains exposure in cash and cash equivalents and term deposits with banks. The Cash and cash equivalents and term deposits are held with the banks with good credit ratings.
The Companyâs maximum exposure to credit risk as at 31st March 2018, 31 March 2017 and 1st April 2016 is the carrying value of each class of financial assets.
B: Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Companyâs approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Companyâs reputation.
The Company maintained a cautious liquidity strategy, with a positive cash balance throughout the year ended 31 March 2017 and 31 March 2016. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments:
As of 31 March 2018, 31 March 2017 and 1 April 2016 the Company had unutilized credit limits from banks of Rs. 10,712.66 lakhs, Rs. 18,450.02 lakhs and Rs. 9,290.70 lakhs respectively.
C: Market risk Market risk
Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Companyâs income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
i. Currency risk
The Company is exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to US Dollar. Foreign exchange risk arises from recognised assets and liabilities denominated in a currency that is not the Companyâs functional currency.
There are no exposure to currency risk as on 31 March 2018, 31 March 2017 and 1 April 2016.
ii. Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates, if such assets/borrowings are measured at fair value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.
Exposure to interest rate risk
The interest rate profile of the Companyâs interest-bearing financial instruments as reported to the management of the Company is as follows.
The Companyâs fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.
Sensitivity
The sensitivity to profit and loss in case of a reasonable possible change in interest rate of /- 25 basis points (previous year /- 25 basis points), keeping all other variables constant, would have resulted in an impact on proifts by Rs. 130.24 Lakhs (previous year Rs. 138.41 Lakhs)
iii. price risk
Exposure from investements in mutual funds:
The Companyâs exposure to price risk arises from investment in mutual funds held by the company and classified in the balance sheet as fair value through profit and loss.
Exposure from Borrowings:
The Companyâs exposure to price risk also arises from borrowings of the Company that are at unfixed prices, and therefore, payment is sensitive to changes in gold price. The option to fix gold prices are classified in the balance sheet as fair value through profit or loss. The option to fix gold prices are at unfixed prices to hedge against potential losses in value of inventory of gold held by the Company.
The Company applies fair value hedge for the gold purchased whose price is to be fixed in future. Therefore, there will no impact of the fluctuation in the price of the gold on the Companyâs profit for the period.
note 3.12: First time adoption of Ind As
These standalone financial statements, for the year ended 31 March 2018, are the first financial statements prepared by the Company in accordance with Ind AS. For periods up to and including the year ended 31 March 2017, the Company prepared its standalone financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2014, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (âIndian GAAPâ or âPrevious GAAPâ).
Accordingly, the Company has prepared standalone financial statements which comply with Ind AS applicable for periods ending on 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these standalone financial statements, the Companyâs opening Ind AS balance sheet was prepared as at 1 April 2016, the Companyâs date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Previous GAAP standalone financial statements, including the balance sheet as at 1 April 2016 and the standalone financial statements as at and for the year ended 31 March 2017.
The Company has applied Ind AS 101 in preparing these first standalone financial statements. The effect of transition to Ind AS on equity, total comprehensive income and reported cash flows are presented in this section and are further explained in the notes accompanying the tables.
Ind As optional exemptions:
a. Deemed cost for property, plant and equipment, intangible assets and investment property.
The Company has elected to measure all its property, plant and equipment, intangible assets and investment property at the Previous GAAP carrying amount as its deemed cost on the date of transition to Ind AS.
b. Investment in subsidiaries
The Company has elected to measure its investments in subsidiaries at the Previous GAAP carrying amount as its deemed cost on the date of transition to Ind AS.
Ind As mandatory exceptions:
a. estimates
On assessment of the estimates made under the Previous GAAP financial statements, the Company has concluded that there is no necessity to revise the estimates under Ind AS, as there is no objective evidence of an error in those estimates. However, estimates that were required under Ind AS but not required under Previous GAAP are made by the Company for the relevant reporting dates reflecting conditions existing as at that date.
b. Classification and measurement of financial assets
The classification of financial assets to be measured at amortised cost or fair value through other comprehensive income is made on the basis of the facts and circumstances that existed on the date of transition to Ind AS.
Notes to the reconciliations
a. Measurement of leases
Under Previous GAAP, any escalation in operating lease rentals were straight-lined over the lease term.
Under Ind AS, operating lease rentals are not straight lined over the lease term if the payments to the lessor are structured to increase in line with expected general inflation. Further, under Ind AS, rental expense is also attributed to operating lease incentives, like rent free period.
b. Fair valuation of Investment
Under Previous GAAP, current investments were stated at lower of cost and fair value.
Under Ind AS, these financial assets have been classified as Fair Value Through Profit and Loss (âFVTPLâ) on the date of transition to Ind AS and fair value changes after the date of transition have been recognised in the statement of profit and loss.
c. remeasurements of defined benefit liability
Under the Previous GAAP, these remeasurements were forming part of the profit or loss for the year.
Under Ind AS, remeasurements i.e. actuarial gains or losses, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of the statement of profit and loss.
d. provision for Kp scheme
Under Previous GAAP, provision for KP scheme was accrued and recognised over the period of the scheme.
Under Ind AS, discount offered to customers under KP scheme need to be recognised as and when actual sales happen. Hence, provision created for KP scheme under Previous GAAP has been reversed and discount under the scheme is recognised as reduction of revenue at the time of actual sale.
e. Deferred tax
Under Previous GAAP, deferred tax was accounted as per the income statement approach which required creation of deferred tax asset/ liability on timing differences between taxable income and accounting income. Under Ind AS, deferred tax is accounted as per the Balance Sheet approach which requires creation of deferred tax asset/ liability on temporary differences between the carrying amount of an asset/ liability in the Balance Sheet and its corresponding tax base. The adjustments in equity and net profit, as discussed above, resulted in additional temporary differences on which deferred taxes are calculated.
f. other comprehensive income
Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in the statement of profit and loss but are shown in the statement of profit and loss as âother comprehensive incomeâ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under Previous GAAP.
g. proposed dividend
Under Previous GAAP, proposed dividends and related dividend distribution tax was recognised as a provision in the year to which they relate, irrespective of when they are declared. Under Ind AS, dividends and related dividend distribution tax are recognised as a liability in the year in which it is approved by the shareholders in the Annual General Meeting of the Company.
h. excise duty
Under Previous GAAP, excise duty was netted off against sale of goods. However, under Ind AS, excise duty is included in sale of goods and is separately presented as expense on the face of Statement of Profit and Loss. Thus, sale of goods under Ind AS has increased with a corresponding increase in expenses.
i. Investment property
Based on Ind AS 40 the Company has reclassified land and building given on lease to investment property. Under the Previous GAAP, this was disclosed as a part of property, plant and equipment.
j. Hedge Accounting
Under Previous GAAP, in respect of purchase of goods at prices that are yet to be fixed at the period end, adjustments to the provisional amounts invoiced by the vendor were recognised in the cost of inventory based on the closing gold rate.
Under Ind AS, in respect of purchase of goods at prices that are fixed subsequent to the date of purchase, the Company has applied hedge accounting w.e.f. 1 April 2016 wherein the option to fix prices is designated as a hedging instrument and change in fair value of inventory attributable to change in prices between the date of purchase and the date of fixing prices or reporting date (as applicable) is designated as hedged item.
The hedging relationship is considered a fair value hedge. The gain or loss on the hedging instrument is recognised in statement of profit and loss and the corresponding gain or loss on the hedged item is adjusted in the carrying amount of the hedged item and recognised in statement of profit and loss.
k. Financial assets and liabilities
Under Previous GAAP, the financial assets and financial liabilities were carried at the contractual amount receivable or payable.
Under Ind AS, certain financial assets and financial liabilities are initially recognised at fair value and subsequently measured at amortised cost which involves the application of effective interest method. Hence, security deposits have been be recorded initially at fair value using an appropriate discount rate. The difference between the present value and the amount paid is recognised as a prepaid rent. The unwinding of the security deposit as per the effective interest rate method will be recognised as a finance income over the period of the lease.
Mar 31, 2017
*Cost of precious stones forming part of the jewellery is determined by management based on technical estimate of the purity and clarity of diamonds and other stones used, on which the auditors have placed reliance, as this being a technical matter.
* Includes restricted amounts towards Unclaimed Dividend of Rs, 0.60 Lakhs (31 March 2016: Rs, 0.61 Lakhs) and share application money due for refund of Rs, 0.34 Lakhs (31 March 2016: Rs, 0.34 Lakhs).
* Deposits with a carrying amount of Rs, 4.78 Lakhs (31 March 2016: Rs, 3.78 Lakhs) are under lien with VAT authorities as deposits.
* Deposits with a carrying amount of Rs, 2,617.04 Lakhs (31 March 2016: Rs, 3,205.05 Lakhs) are under lien to secure working capital facilities availed from banks.
* Deposits with a carrying amount of Rs, 7.50 Lakhs (31 March 2016: Rs, 7.50 Lakhs) are towards Base capital given to Multi Commodity Exchange India Ltd.
(a) The Company''s pending litigations comprise of claims against the Company by employees and pertaining to proceedings pending with Sales/VAT tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.
(b) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgment / decisions pending with various forums/authorities.
(c) The Company does not expect any reimbursements in respect of the above contingent liabilities.
Commitments
Contracts remaining to be executed on capital account and not provided for as at 31 March 2017 is Rs, 25.90 Lakhs (2016: Rs, NIL) (net of advances).
The Company has provided a letter of financial support up to 31 March 2018 to its wholly owned subsidiary company, Tribhovandas Bhimji Zaveri (Bombay) Limited.
1. Employee Stock Option Plan TBZ ESOP 2011 (''Scheme 2011'')
In January 2011, the Board of the Company approved the TBZ ESOP 2011 ("the Scheme"), which covers the employees of the Company including its subsidiaries.
The scheme provides share based compensation to its employees using Stock Options ("Options") and Restricted Share Units ("RSU")
- The Scheme would be administered and supervised by the members of the Remuneration Committee (which has been authorized by the Board to function as the "Compensation Committee");
- Exercise price of options will be Rs, 149.93 per share and Exercise price of restricted stock units will be Rs, 10 per share;
The Company has accounted for the above as compensation cost following the Guidance Note issued by the Institute of Chartered Accountants of India relating to Employee Share Based Payment.
The total (credit) / charge to the Statement of Profit and Loss on account of Options is Rs, Nil (31 March 2016 Rs, Nil)
The total carrying amount as at 31 March 2017 on account of Options is Rs, Nil (31 March 2016: Rs, Nil)
The Company has accounted for the above as compensation cost following the Guidance Note issued by the Institute of Chartered Accountants of India relating to Employee Share Based Payment.
The total (credit) / charge to the Statement of Profit and Loss on account of RSU is Rs, Nil (31 March 2016 Rs, Nil)
The total carrying amount as at 31 March 2017 on account of RSU is Rs, Nil (31 March 2016: Rs, Nil)
The fair value of the options/RSUs on the grant date was determined based on Intrinsic value method
The expected life of the stock is based on historical data and current expectation and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of option is indicative of future trends, which may also not necessarily be the actual outcome.
2.Employee Benefits:
a) Defined contribution plans
The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Employees State Insurance, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognized as an expense towards contribution to Provident Fund and other funds for the year aggregated to Rs, 282.72 Lakhs (31 March 2016: Rs, 251.60 Lakhs) which is shown under notes to financial statements 27 - Rs,Employee benefits''.
The Company expects to pay Rs, 75 Lakhs (31 March 2016 Rs, 75 Lakhs) to the fund in the following year.
c) Other long-term employee benefits Compensated absenses
The liability towards compensated absences (annual and sick leave) for the year ended 31 March 2017 based on actuarial valuation carried out by using Projected unit credit method resulted in a charged of Rs, 39.03 Lakhs (31 March 2016: Rs, 6.37 Lakhs).
3. Derivative financial instruments
The Company has adopted recognition and measurement criteria relating to cash flow hedge accounting as set out in Guidance note on Accounting for Derivative Contracts issued by the ICAI in 2015 which is effective from 1 April 2016 for accounting of derivative instruments including hedge accounting. The Company uses these commodity forward contracts to hedge its gold price fluctuation risks on its highly probable cash flows from future sales transactions. These derivatives are not used for trading or speculation purposes. The Company classifies such derivative contracts that hedge gold price fluctuation risk associated with highly probable forecast sale transactions as cash flow hedges and measures them at fair value. Commodity forward contract of 20 kgs is outstanding as on 31 March 2017 (31 March 2016: Nil). Mark to market loss of Rs,1.16 Lakhs as on 31 March 2017 (31 March 2016: Nil) for open exposure is accounted in other expenses.
4. Long-term contracts
The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company has reviewed and determined that there are no long term contracts (including derivative contracts) which require provision under any law / accounting standards for material foreseeable losses.
5. Corporate social responsibility (CSR)
As per Section 135 of the Companies Act 2013, a CSR Committee has been formed by the Company. The areas of CSR activities are to eradicate hunger, poverty and malnutrition, promoting healthcare, including preventive health care and sanitation. The Company also wants to promote education, including special education and employment, enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects. As part of above, the Company has undertaken CSR activities through Cancer Patient Aid Association (CPAA), Salaam Bombay Foundation, SNEHA (Society for Nutrition Education & Health Action), Stree Mukti Sanghatan, Bharatiya Street Shakti and Ladi Devi Paharia Foundation Trust which are specifiled in Schedule VII of the Companies Act, 2013.
*In addition an amount of Rs, 21 Lakhs was paid during the previous year which has been considered as contribution for the year 2014-2015 by the CSR Committee and the Board of Directors.
6. Leases
Operating leases as a leasee
The Company has recognized the rent expenses in the books of accounts on straight line basis. Rental expenses under operating leases (including cancelable and non - cancelable) aggregating Rs, 2,454.26 Lakhs (31 March 2016: Rs, 2,526.36 Lakhs) have been included under "other expenses" in the Statement of Profit and Loss as disclosed under note 29.
Operating leases as a lessor
The Company has recognized rent income on property given on operating lease to its wholly owned subsidiary on a straight line basis. The gross block of property given on lease is Rs, 576.56 Lakhs (31 March 2016: Rs, 567.11 Lakhs), the accumulated depreciation is Rs, 114.48 Lakhs (31 March 2016: Rs, 91.89 Lakhs), and the net block is Rs, 462.09 Lakhs (31 March 2016: Rs, 475.22 Lakhs), and the depreciation charged during the year is Rs, 19.99 Lakhs (31 March 2016: Rs, 17.94 Lakhs). Rent income aggregating to Rs, 108 Lakhs (31 March 2016: Rs, 108 Lakhs) have been included under "other income" in the Statement of Profit and Loss as disclosed under note 23.
7. Information on related party transactions as required by the Accounting Standard (AS) - 18 for the year ended 31 March 2017
I. Name of related parties
Key Managerial Personnel
1 Shrikant G Zaveri, Chairman and Managing Director
2 Binaisha Zaveri, Whole Time Director
3 Raashi Zaveri, Whole Time Director
4 Prem Hinduja, Chief Executive Officer (Up to 10th Sep''t 2015)
5 Saurav Banerjee, Chief Financial Officer
6 Niraj Oza, Company Secretary
Relative of Key Managerial Personnel
1 Bindu Zaveri
Entities over which Key Managerial personnel and/or their relatives exercise significant influence
1 Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited
2 Tribhovandas Bhimji Zaveri (TBZ) Private Limited
Subsidiary
1 Konfiaance Jewellery Private Limited.
2 Tribhovandas Bhimji Zaveri (Bombay) Limited
* Amounts pertaining to year ended 31 March 2016 are in brackets.
** Remuneration does not include charge for gratuity as employee-wise break-up is not available.
Note: Gurantee given by the managing director Rs, 3,169.40 Lakhs (31 March 2016: Rs, 3,014)
8. The management is of the opinion that the Company''s domestic transactions are at an arms'' length price so that the transfer pricing legislation will not have any impact on the financial statements, particularly on the tax expenses and that of provision of tax.
9. Segment reporting
The Company is engaged in manufacturing/ trading and selling of jewellery mainly in India, which is the primary business segment based on the nature of products manufactured/traded and sold. Thus, the Company has only one reportable business which is manufacturing/trading and selling of jewellery and only one reportable geographical segment. Accordingly the segment information as required by Accounting Standard 17 on "Segment Reporting" is not required to be disclosed.
10. Disclosure pursuant to clause 32 of the equity listing agreement and section 186 of the Companies Act,2013
No loans have been given by the Company to any third party or its subsidiary companies.
The details of investment in subsidiary companies are given in Note 13.
11. Previous year figures
The figures of the previous year have been regrouped/ recast, where necessary, to conform to the current year classification. Balance with government authorities (Sales Tax) of '' 274.96 as at 31 March 2016 which was grouped under Short term loans and advances has been regrouped under Long term loans and advances. Advance to suppliers of '' 182.85 as at 31 March 2016 which were grouped under Short term loans and advances have been netted off with corresponding accruals for expenses under Other current liabilities.
Mar 31, 2016
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may or may not require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.
Contingent assets are neither recognized nor disclosed in the financial statements. However, contingent assets are assessed continually and if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognized in the period in which the change occurs.
e Terms / rights attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend was declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to his share of paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.
Failure to pay any amount called up on shares may lead to forfeiture of the shares.
On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.
The term loans from banks carries interest in the range of 10.00% - 11.75% p.a (31 March 2015: 11.75% - 12.40% p.a.). The loans are repayable in equated monthly installments ranging from 60 to 72 months (31 March 2015: 60 to 72 months) with installments ofRs.0.23 toRs.32.50 lakhs (31 March 2015:Rs.4.01 toRs.32.50 lakhs). The loans are secured by first mortgage charge of assets purchased (i.e. premises at Nariman Point, Mumbai and IT equipments), hypothecation of vehicle purchased, first mortgage charge on immovable properties situated at Punjagutta, Hyderabad and second mortgage charge on the property located at Kandivali Industrial Estate, Mumbai.
The loan from non-banking financial company comprises of vehicle loan which carries interest at 10.78% p.a (31 March 2015: 10.78% p.a.). The loan is repayable in 36 monthly installments ofRs.1.62 lakhs (31 March 2015:Rs.1.62 lakhs) along with interest, commencing from the date of loan. The loan is secured by hypothecation of the vehicle.
Working capital demand loan and the Cash credit facilities are part of a consortium arrangement with banks. The above facilities carry interest ranging between 2.85% to 12% (31 March 2015: 4.25% - 12.35% p.a.) and are secured by primary security by way of hypothecation charge on the entire current assets of the Company, present and future, on first pari passu basis among the members of the consortium.
Further, the facility is secured by collateral security on first pari passu charge basis among the members of the consortium
- By way of mortgage over premises at Zaveri Bazar, Mumbai, premises at Surat, premises at Kandivali Industrial Estate, Mumbai.
- By way of hypothecation charge over fixed assets installed/erected at Surat, at Kandivali Industrial Estate, Mumbai, at Pune, and all movable and immovable assets present in all the Company''s showrooms.
The facility is also secured by way of extension of mortgage charge on pari passu basis over commercial premises at Santacruz, Mumbai belonging to Shri Shrikant Zaveri (Chairman and Managing Director) and the personal guarantee of the Chairman and Managing Director to the extent of the value of the said commercial premises at Santacruz, Mumbai.
The facility is also secured on second pari passu charge basis among the members of the consortium:
- By way of mortgage over land and building at Punjagutta, Hyderabad (first charge for the long-term loan from bank) and premises at Nariman Point, Mumbai (first charge for the long-term loan from bank).
Further, bank deposits ofRs.3,205.05 lakhs (31 March 2015:Rs.2,790.98 lakhs) are under lien with the banks as a security for the above facilities. The facilities are also secured by stand-by Letter of credit ofRs.16,127 lakhs (31 March 2015:Rs.15,490 lakhs) and Letter of comfort ofRs.14,956 lakhs (31 March 2015:Rs.13,996 lakhs).
Loan from directors is interest free and repayable on demand.
(a) The Company''s pending litigations comprise of claims against the Company by employees and pertaining to proceedings pending with Income Tax, Sales/VAT tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.
(b) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgment / decisions pending with various forums/authorities.
(c) The Company does not expect any reimbursements in respect of the above contingent liabilities.
Commitments
Contracts remaining to be executed on capital account and not provided for as at 31 March 2016 is Rs. Nil (2015:Rs.NIL) (net of advances).
1. Employee Stock Option plan TBZ ESOP 2011 (''Scheme 2011'')
In January 2011, the Board of the Company approved the TBZ ESOP 2011 ("the Scheme"), which covers the employees of the Company including its subsidiaries.
The scheme provides share based compensation to its employees using Stock Options ("Options") and Restricted Share Units ("RSU")
- The Scheme would be administered and supervised by the members of the Remuneration Committee (which has been authorized by the Board to function as the "Compensation Committee");
- Exercise price of options will beRs.149.93 per share and Exercise price of restricted stock units will beRs.10 per share;
- The Scheme provides that these options would vest in tranches over a period of 3 years as follows:
2. dues to Micro, small and Medium Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006 which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small and Medium Enterprise.
On the basis of the information and records available with management, the following disclosures are made for the amounts due to Micro, Small and Medium enterprises who have registered with the Competent authorities.
3. Derivative financial instruments
The Company has adopted recognition and measurement criteria relating to cash flow hedge accounting as set out in AS 30 "Financial Instruments: Recognition and Measurement" issued by the Institute of Chartered Accountants of India for commodity forward contracts with effect from 1 April 2014.
The Company uses these commodity forward contracts to hedge its gold price fluctuation risks on its highly probable cash flows from future sales transactions. These derivatives are not used for trading or speculation purposes. The Company classifies such derivative contracts that hedge gold price fluctuation risk associated with highly probable forecast sale transactions as cash flow hedges and measures them at fair value. However, there are no outstanding commodity forward contracts outstanding as on 31 March 2016 (31 March 2015: Nil).
4. Long-term contracts
The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for material foreseeable losses. At the year end, the Company has reviewed and determined that there are no long term contracts (including derivative contracts) which require provision under any law / accounting standards for material foreseeable losses.
5. Corporate social responsibility (CsR)
As per Section 135 of the Companies Act 2013, a CSR Committee has been formed by the Company. The areas of CSR activities are to eradicate hunger, poverty and malnutrition, promoting healthcare, including preventive health care and sanitation. The Company also wants to promote education, including special education and employment, enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects. As part of above, the Company has undertaken CSR activities through Dr. Ernest Borges memorial fund (body affiliated to Tata Memorial Centre) and Dr. Ernest Borges memorial home for ''Promoting healthcare, including preventive health care'' and ''promoting education'', Our Lady of Dolours High School, West Wind Association, Manav Mandir School, SNEHA (Society for Nutrition Education & Health Action), and Contribution made in Prime Minister''s National Relief Fund, which are specified in Schedule VII of the Companies Act, 2013.
6. Leases
Operating leases as a lease
The Company has recognized the rent expenses in the books of accounts on straight line basis. Rental expenses under operating leases (including Cancellable and Non - cancellable) aggregatingRs.2,526.36 Lakhs (31 March 2015:Rs.2,429.82 Lakhs) have been included under "other expenses" in the Statement of Profit and Loss as disclosed under note 29.
Operating leases as a lesser
The Company has recognized rent income on property given on operating lease to its wholly owned subsidiary on a straight line basis. The gross block of property given on lease isRs.567.11 Lakhs (31 March 2015:Rs.567.11 Lakhs), the
7. The management is of the opinion that the Company''s domestic transactions are at an arms'' length price so that the transfer pricing legislation will not have any impact on the financial statements, particularly on the tax expenses and that of provision of tax.
8. Segment reporting
The Company is engaged in manufacturing/ trading and selling of jewellery mainly in India, which is the primary business segment based on the nature of products manufactured/traded and sold. Thus, the Company has only one reportable business which is manufacturing/trading and selling of jewellery and only one reportable geographical segment. Accordingly the segment information as required by Accounting Standard 17 on "Segment Reporting" is not required to be disclosed.
9. disclosure pursuant to clause 32 of the equity listing agreement and section 186 of the Companies Act,2013
No loans have been given by the Company to any third party or its subsidiary companies.
The details of investment in subsidiary companies are given in Note 13.
The Company has given a corporate guarantee in respect of loan taken by its wholly owned subsidiary Tribhovandas Bhimji Zaveri (Bombay) Limited, amounting toRs.Nil (2015 :Rs.500 Lakhs) for working capital purpose.
10. previous year figures
The figures of the previous year have been regrouped/ recast, where necessary, to conform to the current year classification. Deferred rent liability amounting toRs.502.47 Lakhs is disclosed under Other non-current liabilities, which was disclosed under Other current liabilities in the previous year, and sales tax expenses amounting toRs.367.82 lakhs are included in Cost of materials consumed, which were included in Rates and taxes in the previous year.
Mar 31, 2015
1. COMPANY OVERVIEW
Tribhovandas Bhimji Zaveri Limited ('TBZ or the "the Company) known
under the brand ' TBZ- the Original' was incorporated on 24 July 2007
by conversion of a partnership firm Tribhovandas Bhimji Zaveri under
Part IX of the Companies Act, 1956 whereby the partners of the
partnership firm became shareholders with the shareholdings as agreed
amongst the partners. The Company has been converted to a public
limited company w.e.f. 3 December 2010. The Company is in the business
of retail sales of ornaments made of gold, diamond, silver, platinum
and other precious stones through its 28 show rooms located across
India. The Company successfully completed its Initial Public Offer
during the ended 31 March, 2013 of Rs. 20,000 lakhs by fresh issue of
16,666,667 equity shares.
2. SHORT TERM BORROWINGS
Working capital demand loan and the Cash credit facilities are part of
the Consortium arrangement. The above facilities carry interest ranging
between 4.25% to 12.35% and are secured by primary security by way of
hypothecation charge on the entire current assets of the company,
present and future, on first pari passu basis among the members of the
consortium.
Further, the facility is secured by collateral security on first pari
passu charge basis among the members of the consortium
- By way of mortgage over premise at Zaveri Bazar, Mumbai, premise at
Surat, premise at Kandivali Industrial Estate, Mumbai, and commercial
premises at Santacruz (West), Mumbai belonging to Shri Shrikant Zaveri
(Managing director), for which he has given personal guaratee to the
consortium.
- By way of hypothecation charge over fixed assets installed/erected or
built in premise at Surat, premise at Kandivali Industrial Estate,
Mumbai, premise at Pune, and all movable and immovable assets present
in all the company's showrooms.
The facility is also secured on second pari passu charge basis among
the members of the consortium:
- By way of mortgage over land and building at Punjagutta, Hyderabad
(first charge to the extent of Rs. 700 lakhs for the term loan) and
premise at Nariman Point, Mumbai (first charge for the term loan).
Further, bank deposits of Rs. 2,790.98 lakhs have been lien marked with
the banks as a security for the above facilites. Also, the facilities
are secured by Stand by Letter of credit of Rs. 15,490 lakhs and Letter
of comfort of Rs. 13,996 lakhs.
The company had taken unsecured working capital demand loan from bank
bearing interest @ 13.00% p.a. The loan is repayable within 45 days in
3 tranches of Rs. 800 lakhs each and additional interest. The loan has
been repaid during the year.
Loan from directors is interest free and repayable on demand.
other borrowings carry interest in the range of 5% -10% p.a. These are
repayable at the end of 361 days from the date of borrowing.
3. Contingent liabilities and commitments
Contingent Liabilities
Guarantee
Corporate guarantee given to bank on behalf of the Tribhovandas Bhimji
Zaveri (Bombay) Limited, a wholly owned subsidiary, in respect of loans
taken by them amounting to Rs. 500 lakhs. (2014: NIL)
Claims against the Company not acknowledged as debts
Particulars 31 March 2015 31 March 2014
Income tax 398.73 284.81
matters
Sales tax 254.88 49.79
matters
(a) It is not practicable for the company to estimate the timings of
cash outflows, if any, in respect of the above pending resolution of
the respective proceedings as it is determinable only on receipt of
judgement / decisions pending with various forums/authorities.
(b) The company does not expect any reimbursements in respect of the
above contingent liabilities.
(c) The company's pending litigations comprise of claims against the
company by employees and pertaining to proceedings pending with Income
Tax and Sales/VAT tax authorities. The company has reviewed all its
pending litigations and proceedings and has adequately provided for
where provisions are required and disclosed as contingent liabilities
where applicable, in its financial statements. The company does not
expect the outcome of these proceedings to have a materially adverse
effect on its financial position.
Commitments
contracts remaining to be executed on capital account and not provided
for as at 31 March 2015 is Rs. Nil (31 March 2014: Rs. 742.55 Lakhs)
(net of advances).
4. Long-term contracts
The Company has a process whereby periodically all long term contracts
(including derivative contracts) are assessed for material foreseeable
losses. At the year end, the company has reviewed and determined that
there are no long term contracts (including derivative contracts) which
require provision under any law / accounting standards for material
foreseeable losses.
5. Corporate social responsibility (CSR)
As per Section 135 of the companies Act 2013, a CSR committee has been
formed by the company. The areas of CSR activities are eradicate
hunger, poverty and malnutrition, promoting healthcare, including
preventive health care and sanitiation. The company also wants to
promote education, including special education and employment,
enhancing vocation skills especially among children, women, elderly and
the differently abled and livelihood enhancement projects. As part of
above, the company has undertaken CSR acitivities through Dr. Ernest
Borges Memorial Fund (body affiliated to Tata Memorial centre) and Dr.
Ernest Borges Memorial Home towards 'Promoting Healthcare including
Preventive Healthcare' and 'Promoting Education' , which are specified
in Schedule VII of the companies Act, 2013. The company has incurred
expenditure of Rs. 50 lakhs during the year for the above acitvities.
6. Leases
Operating leases as a Leasee
The company has recognized the rent expenses in the books of accounts
on straight line basis. Rental expenses under operating leases
(including cancelable and non - cancelable) aggregating Rs. 2,429.82
Lakhs (31 March 2014: Rs.2,218.50 Lakhs) have been included under
"other expense" under the notes to financial statement 28 in the
statement of Profit and loss.
7. Information on related party transactions as required by the
Accounting Standard (AS) - 18 for the year ended 31 March 2015
I Name of related parties
Key Managerial Personnel
1. Shrikant G Zaveri, Chairman and Managing Director
2. Binaisha Zaveri, Whole-time Director
3. Raashi Zaveri, Whole-time Director
4. Prem Hinduja, chief Executive officer
5. Saurav Banerjee, chief Financial officer
6. Niraj oza, company Secretary
Relative of Key Managerial Personnel
1. Bindu Zaveri
Entities over which Key Managerial personnel and/or their relatives
exercise significant influence
1. Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited
2. Tribhovandas Bhimji Zaveri (TBZ) Private Limited
3. Super Traditional Metal crafts (Bombay) Private Limited
4. cupid Annibis Jewellery Private Limited
Subsidary
1. Konfiaance Jewellery Private Limited.
2. Tribhovandas Bhimji Zaveri (Bombay) Limited
8. The management is of the opinion that the Company's domestic
transactions are at an arms' length price so that the transfer pricing
legislation will not have any impact on the financial statement,
particularly on the tax expenses and that on provision for tax.
9. Segment reporting
The Group is engaged in manufacturing/ trading and selling of jewellery
which is the primary business segment based on the nature of products
manufactured/traded and sold. Thus, the company has only one reportable
business which is manufacturing/trading and selling of jewellery and
only one reportable geographical segment. Accordingly the segment
information as required by Accounting Standard 17 on "Segment
Reporting" is not required to be disclosed.
10. Disclosure Pursuant to clause 32 of the equity listing agreement
and section 186 of the companies Act, 2013
No loans have been given by the Company to any third party or its
subsidiary Companies The details of investments in subsidiary Companies
are given in "Note 13".
The Company has given Corporate guarantee in respect of loan taken by
its wholly owned subsidiary Tribhovandas Bhimji Zaveri (Bombay)
Limited, amounting to Rs. 500 lakhs (2014 : Nil) for working capital
purpose.
11. Previous year figures
The figures of the previous year have been regrouped/ recast, where
necessary, to conform to the current year classification.
Mar 31, 2013
1 COMPANY OVERVIEW
Tribhovandas Bhimji Zaveri Limited (''TBZ or the "the Company) known
under the brand ''TBZ- the Original'' was incorporated on 24 July 2007 by
conversion of a partnership firm Tribhovandas Bhimji Zaveri under Part
IX of the Companies Act, 1956 whereby the partners of the partnership
firm became shareholders with the shareholdings as agreed amongst the
partners. The Company has been converted to a public limited company
w.e.f. 3 December 2010. The Company is in the business of retail sales
of ornaments made of gold,diamond, silver, platinum and other precious
stones through its 25 show rooms located across India.
The Company successfully completed its Initial Public Offer during the
year of Rs. 20,000 lakhs by for fresh issue of 16,666,667 shares. The
shares of face value of Rs. 10 each had a price band between Rs. 120 to
Rs. 126 per share. The issue price was fixed at Rs. 120 per share. The
shares got listed on the Bombay Stock Exchange Limited and the National
Stock Exchange of India Limited on 9th May 2012.
2.1 Capital commitments and Contingent liabilities
Contracts remaining to be executed on capital account and not provided
for as at 31 March 2013 is Rs. 233.81 Lakhs (2012: Nil) (net of
advances).
Contingent Liabilities
Guarantee
Guarantees given on behalf of the directors in respect of loans taken
by them is Rs. NIL (2012: Rs. 1,400 Lakhs) Indirect tax matter
The Commercial Tax Officer, KVAT Circle IV, Ernakulum has issued a
notice of demand / recovery notice under the Kerala Value Added Tax
Rules, 2005 for the year 2009-10 for the payment of Rs. 49.79 Lakhs
towards liability of compounding tax. The Company has filed an appeal
against the aforesaid notice. The appellate matter is currently pending
with the Deputy Commissioner of Sales Tax (Appeal), Ernakulam.
Direct tax matter
The Additional Commissioner of Income Tax Central circle 4(3) has
issued notice of demand under Section 156 of Income Tax Act, 1961 for
A.Y. 2010 - 2011 for the payment of Rs. 148.75 Lakhs, the Company has
filed an appeal against the aforesaid notice. The appellate matter is
currently pending with the Commissioner of Income Tax (Appeal).
2.2 Employee Stock Option Plan
TBZ ESOP 2011 (''Scheme 2011'')
In January 2011, the Board of the Company approved the TBZ ESOP 2011
("the Scheme"), which covers the employees of the Company including
its subsidiaries.
The scheme provides share based compensation to its employees using
Stock options (Options) and Restricted Share Units (RSU)
- The Scheme would be administered and supervised by the members of the
Remuneration Committee (which has been authorized by the Board to
function as the "Compensation Committee");
- Exercise price of options will be Rs. 149.93 per share and Exercise
price of restricted stock units will be Rs. 10 per share;
- The Scheme provides that these options would vest in tranches over a
period of 3 years as follows:
2.3 Micro, Small and Medium Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006
which came into force from 2 October 2006, certain disclosures are
required to be made relating to Micro, Small and Medium Enterprise.
On the basis of the information and records available with management ,
the following disclosures are made for the amounts due to Micro, Small
and Medium enterprises who have registered with the Competent
authorities.
2.4 Operating lease obligations
The Company has recognized the rent expenses in the books of accounts
on straight line basis. Rental expenses under operating leases
(including cancelable and non - cancelable) aggregating Rs. 1,512.34
Lakhs (31 March 2012: Rs. 1,084.20 Lakhs) have been included under
"Administrative and selling expenses- Rent" under the notes to
financial statement 25 in the statement of Profit and loss.
The future minimum lease payments in respect of non-cancellable
operating leases as at 31 March 2013 are as follows -
2.5 During the year, the Company has changed its business practice
i.e. from outright purchase of gold from its vendors, the Company has
now also started procuring gold on lease basis from banks.
2.6 The management is of the opinion that the Company''s domestic
transactions are at an arms'' length price so that aforesaid legislation
will not have any impact on the financial statement, particularly on
the tax expenses and that of provision for tax.
2.7 Disclosures as required by the Accounting Standard - 18 on
"Related Party Disclosures" are given below: Name of related parties
Key Managerial Personnel
1 Shrikant G Zaveri
2 Binaisha Zaveri
3 Raashi Zaveri
Relatives of key managerial personnel
1 Bindu S Zaveri
2 Kamla G Zaveri
Entities over which Key Managerial personnel and/or their relatives
exercise significant influence
1 Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited
2 Tribhovandas Bhimji Zaveri (TBZ) Private Limited
3 Super Traditional Metal Crafts (Bombay) Private Limited
4 Tribhovandas Bhimji Zaveri Trading Co
5 Cupid Annibis Jewellery Private Limited
6 Shrikant G Zaveri (HUF)
7 T.B. Zaveri / A.B Zaveri (Family Benefit Trust)
Subsidiary
1 Konfiaance Jewellery Private Limited.
2 Tribhovandas Bhimji Zaveri (Bombay) Limited
2.8 Pursuant to the Accounting Standard (AS 29) - Provisions,
Contingent Liabilities and Contingent Assets, the disclosure relating
to provisions made in the accounts for the year ended 31 March 2013 is
as follows:
Provision for Sales promotion expenses
2.9 Initial Public Offering (IPO)
During the year pursuant to the approval of the shareholders of the
Company in an Extra Ordinary General Meeting held on 5 January 2011,
the Company has issued and allotted through Initial Public Offering
(IPO) 16,666,667 equity shares of Rs. 10 each at a premium of Rs. 110
per share aggregating to a total of Rs. 20,000 Lakhs to all categories
of investors. The issue was made in accordance with the terms of the
Company''s prospectus dated 30 April 2012 and the shares got listed on 9
May 2012 on BSE Limited and National Stock Exchange of India Limited.
In accordance with "objects of issue" as stated in the prospectus of
the Company, the status of utilisation upto 31 March 2013 of the amount
raised through the said initial public offer is as follows:-
2.10 Segment Reporting
The Company is engaged in manufacturing/ trading and selling of
jewellery which is the primary business segment based on the nature of
products manufactured/traded and sold. Thus, the Company has only one
reportable business which is manufacturing/trading and selling of
jewellery and only one reportable geographical segment. Accordingly the
segment information as required by Accounting Standard 17 on "Segment
Reporting" is not required to be disclosed.
2.11 Previous year figures
Details of regrouping/reclassification for the previous year
Mar 31, 2012
1 Background
Tribhovandas Bhimji Zaveri Limited (TBZ or the "the Company) known
under the brand' TBZ- the Original1 was incorporated on 24 July 2007 by
conversion of a partnership firm Tribhovandas Bhimji Zaveri under Part
IX of the Companies Act, 1956 whereby the partners of the partnership
firm became shareholders with the shareholdings as agreed amongst the
partners.The Company has been converted to a public limited company
w.e.f. 3 December 2010. The Company is in the business of retail sales
of ornaments made of gold, diamond, silver, platinum and other precious
stones through its 14 show rooms located across India.
The Company successfully completed its Initial Public Offer of Rs. 2,000
Million by fresh issue of 16,666,667 shares. The shares of face value
of Rs. 10 each had a Price Band between Rs. 120 to Rs. 126 per share. The
issue price was fixed at Rs. 120 per share. The shares were listed on
the Bombay Stock Exchange Limited and the National Stock Exchange of
India Limited on 9 May 2012.
a Terms / rights attached to eauily shares
The Company has only one class of eauity shares having a par value of Rs.
10 per share. Each holder of eauily shares is entitled to one vote per
shares. The Company declares dividends in Indian rupees. The Company
declares and pays dividends in Indian rupees. 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 liauidation of the Company the holders of eauity shares
will be entitled to receive remaining assets of the Company after
distribution of all preferential amounts. The distribution will be in
proportion to the number of eauily shares held by the shareholders.
f The Company had increased its authorized eauity share capital to Rs.
750,000,000 consisting of 75,000,000 eauily shares of nominal value Rs.
10 in the Annual General Meeting held on 30 September 2010.
g During the previous year, the Board had approved the purchase of 5019
eauily shares of Rs. 100 each of Tribhovandas Bhimji Zaveri (Bombay)
Limited (formerly Tribhovandas Bhimji Zaveri (Bombay) Private Limited)
at a price of Rs. 4,030 per share amounting to Rs. 20,226,570. Conseguentto
the investment, Tribhovandas Bhimji Zaveri (Bombay) Limited (formerly
Tribhovandas Bhimji Zaveri (Bombay) Private Limited) became the
subsidiary of the Company w.e.f. 4 October 2010. Subseauently, the
Company had sold 5 shares at its cost of acauisition. On 13 June 2011,
the Company has purchased 6 shares at Rs. 4,490 per share for Rs. 26,940,
conseauent to the purchase Tribhovandas Bhimji Zaveri (Bombay) Limited
(formerly Tribhovandas Bhimji Zaveri (Bombay) Private Limited) became
100% subsidiary of the Company.
2.1 Capital commitments and Contingent liabilities
Contracts remaining to be executed on capital account and not provided
for as at 31 March 2012 Rs. is Nil (2011:Rs. Nil) (net of advances).
Contingent Liabilities
Guarantee
Guarantees given on behalf of the directors in respect of loans taken
by them isRs. 140,000,000 (2011: Rs. 140,000,000).
Indirect tax matter
The Commercial Tax Officer, KVAT Circle IV, Ernakulum has issued a
notice of demand / recovery notice under the Kerala Value Added Tax
Rules, 2005 for the year 2009-10 for the payment ofRs. 4,979,320 towards
liability of compounding tax. The Company has filed an appeal against
the aforesaid notice. The appellate matter is currently pending with
the Deputy Commissioner of Sales Tax.
2.2 Employee Stock Option Plan
TBZ ESOP 2011 ("Scheme 2011')
In January 2011, the Board of the Company approved the TBZ ESOP 2011
("the Scheme"), which covers the employees of the Company including its
subsidiaries.
The scheme provides share based compensation to its employees using
Stock options (Options) and Restricted Share Units (RSU)
The Scheme would be administered and supervised by the members of the
Remuneration Committee (which has been authorized by the Board to
function as the "Compensation Committee");
Exercise price of options will beRs. 149.93 per share and Exercise price
of restricted stock units will be Rs. 10 per share;
2.3 Micro, Small and Medium Enterprises
Under the Micro, Small and Medium Enterprises Development Act, 2006
which came into force from 2 October 2006, certain disclosures are
reauired to be made relating to Micro, Small and Medium Enterprise.
2.4 Operating lease obligations
The Company has recognized the rent expenses in the books of accounts
on straight line basis. Rental expenses under operating leases
(including cancelable and non - cancelable) aggregating Rs. 107,223,271
(31 March 2011: Rs. 83,907,262) have been included under "Administrative
and selling expenses- Rent, rates and taxes" under the notes to
financial statement 25 in the Profit and loss account.
2.5 Segment reporting
The Company is engaged in manufacturing/ trading and selling of
jewellery which is the primary Pusiness segment Pased on the nature of
products manufactured/traded and sold. Thus, the Company has only one
reportable business which is manufacturing/trading and selling of
jewellery and only one reportable geographical segment. Accordingly the
segment information as reauired by Accounting Standard 1 7 on "Segment
Reporting" is not reguired to be disclosed.
2.6 Disclosures as required by the Accounting Standard -18 on "
Related Party Disclosures" are given below:
Key Managerial Personnel
1 ShrikantGZaveri
2 Binaisha Zaveri
3 Raashi Zaveri
Relatives of key managerial personnel
1 BinduS Zaveri
2 Kamla G Zaveri
Entities over which Key Managerial personnel and/or their relatives
exercise significant influence
1 Tribhovandas Bhimji Zaveri Jewellers (Mumbai) Private Limited
2 Tribhovandas Bhimji Zaveri (TBZ) Private Limited
3 T B Zaveri Jewelleries Limited (upto 20 March 2011)
4 Super Traditional Metal Crafts (BomPay) Private Limited
5 New Transmission & Power Technology Private Limited (upto 16 March
2011)
6 TriPhovandas Bhimji Zaveri Trading Co
7 Cupid AnniPis Jewellery Private Limited
8 ShrikantG Zaveri (HUF)
9 T.B. Zaveri/A.BZaveri(FamilyBenefitTrust) Subsidiary
1 Konf iaance Jewellery Private Limited.
2 TriPhovandas Bhimji Zaveri (BomPay) Limited, (formerly TriPhovandas
Bhimji Zaveri (BomPay) Private Limited) (w.e.f 4 October 2010)
2.7 The Company had entered into a joint venture (JV) agreement with
Ms Parinda Bajaj on June 25, 2009. As a part of the agreement one of
the Company's brand "Krsala" was transferred to the joint venture
partner which in turn was licensed back to the Company. The Company and
the JV partner incorporated 'Konfiaance Jewellery Private Limited'
('KJPL') to carry on the JV business with an eauily participation of
60% by the Company in KJPL. Till the time KJPL commenced its business,
the Company continued the business in the said Krsala brand. The Joint
venture agreement with Mrs. Parinda Bajaj has been terminated on 22nd
June, 2011 and Mrs. Parinda Bajaj's shareholding in Konfiaance
Jewellery Private Limited has been acauired by the Company.
Conseauentto the acauisition KJPL has became 100% subsidiary of the
Company.
2.8 The Company has recently been announced as the successful bidder
in relation to a bid submitted by it for commercial premises at
Tulsiani Chambers, Nariman Point, Mumbai for an amount of Rs.
260,000,000. The Company is in the process of negotiating the terms of
the purchase and has executed a provisional offer acceptance letter
dated January 19, 2012 with the seller. However, the payments mentioned
above are subject to, among other things, completion of title due
diligence of the premises. In the event the Company decides not to
proceed with the above transaction, the seller may forfeit the earnest
money deposit of Rs. 500,000 paid by the Company.
2.9 The Company executed a letter of intent dated April 12, 2012 to
lease a showroom with a carpet area of 1,230 sq. ft. located in
Churchgate, Mumbai and in connection therewith has paid an interest
free deposit of Rs. 100,000 to the owner of the premises. The initial
period of the lease will be three years, renewable at the Company's
option for two further periods of three years. The final lease
agreement has not yet been executed. In the event the Company decides
not to enter into the final lease agreement, the owner of the premises
may not refund the deposit of Rs. 100,000.
2.10 Previous year figures
Till the year ended 31 March 2011, the Company was using pre-Revised
Schedule VI to the Companies Act 1956 for preparation and presentation
of its financial statements. During the year, ended 31 March 2012, the
Revised Schedule VI notified under the Companies Act 1956, has become
applicable to the company .The company has reclassified previous year
figures to conform to this year's classification.
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