Mar 31, 2025
i. Provisions are recognised when there is a present legal or constructive obligation as a result of past events and it is probable
that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions
are not recognised for future operating losses.
Provisions are measured at the present value of management''s best estimate of the expenditure required to settle the
present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax
rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase
in the provision due to the passage of time is recognised as interest expense.
ii. A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the
obligation or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize
a contingent liability but discloses its existence in the financial statements.
iii. A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.
Contingent assets are not recognized in the financial statements. However, contingent assets are assessed continuously
and if it is virtually certain that an inflow of economic benefits will arise, the assets and the related income are recognised
in the period in which the change occurs.
Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in
equity as a deduction, net of tax, from the proceeds.
t) Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at bank and on hand and short-term deposit with original
maturity upto three months, which are subject to insignificant risk of changes in value.
For the purpose of presentation in the statement of cash flows, cash and cash equivalents consists of cash and short-term
deposit, as defined above, net of outstanding bank overdraft but including other short-term, highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an
insignificant risk of changes in value.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the
asset or transfer the liability takes place either:
- In the principal market for the asset or liability, or
- In the absence of a principal market, In the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is
measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market
participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market
participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market
participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available
to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. All
assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value
hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.
as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Company determines whether
transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is
significant to the fair value measurement as a whole) at the end of each reporting period.
At each reporting date, the management analyses the movements in the values of assets and liabilities which are required to
be remeasured or re-assessed as per the Company''s accounting policies. For this analysis, the Management verifies the major
inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant
documents. The Management also compares the change in the fair value of each asset and liability with relevant external
sources to determine whether the change is reasonable.
All amounts disclosed in the standalone financial statements and notes have been rounded off to the nearest million as per the
requirements of Schedule III, unless otherwise stated. Any amount appearing in financial statements as Rs. â0'' represents amount
less than Rs. 500,000.
iii) Recent pronouncements
The Ministry of Corporate Affairs (MCA) notifies new standard or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to time. As on the date of release of these standalone financial
statements, MCA has notified an amendment to Ind AS 21 regarding lack of exchangeability between currencies, which is
applicable for reporting period beginning on or after 01 April 2025. Such amendment to existing standard has not been
adopted early by the Company.
New and amended standards notified by MCA:
Amendments to Ind AS 116 - The amendment to Ind AS 116 addresses the measurement of lease liabilities in sale and
leaseback transactions, ensuring that seller-lessees do not recognize any gain or loss related to the retained right-of-use
asset.
Ind AS 117 - Ind AS 117 shall be applicable to entities having (a) insurance contracts, including reinsurance contracts, it
issues; (b) reinsurance contracts it holds; and (c) investment contracts with discretionary participation features it issues,
provided the entity also issues insurance contracts.
MCA has also notified the Companies (Indian Accounting Standards) Third Amendment Rules, 2024, to provide relief to the
insurers or insurance companies. Additionally, Ind AS 104 has been reissued for use by the insurers or insurance companies.
The above new and amended standards had no material impact on the Company''s standalone financial statements.
The preparation of financial statements in conformity with Ind AS requires the management to make estimates, assumptions
and exercise judgement in applying the accounting policies that affect the reported amount of assets, liabilities and disclosure of
contingent liabilities at the date of financial statements and the reported amounts of income and expenses during the year. The
Management believes that these estimates are prudent and reasonable and are based on the Management''s best knowledge of
current events and actions. Actual results could differ from these estimates and differences between actual results and estimates are
recognised in the periods in which the results are known or materialised. This note provides an overview of the areas that involves
a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and
assumptions turning out to be different than those originally assessed.
The cost of post-employment and other long term benefits is determined using actuarial valuations. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These include determination of
discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the complexities involved
in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. In
applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions
that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where
applicable data is not observable, management uses its best estimate about the assumptions that market participants would
make. These estimates may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting
date.
Estimating fair value for share-based payment requires determination of the most appropriate valuation model, which is
dependent on the terms and conditions of the grant. The estimate also requires determination of the most appropriate inputs
to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about
them.
I mpairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable amount, which
is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based
on available data from binding sales transactions, conducted at arm''s length, for similar assets or observable market prices less
incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived
from the budget for the future years and do not include restructuring activities that the Company is not yet committed to or
significant future investments that will enhance the asset''s performance of the CGU being tested. The recoverable amount is
sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate. These
budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated
and applied to project future cash flows after the fifth year.
The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected loss rates.
The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on
the Company''s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
The Company reviews carrying value of its investments when there is indication for impairment.
At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than biological assets,
investment property, inventories, contract assets and deferred tax assets) to determine whether there is any indication of
impairment. If any such indication exists, then the asset''s recoverable amount is estimated.
The Company periodically assesses its liabilities and contingencies related to income taxes for all years open to scrutiny based
on latest information available. The Company records its best estimates of the tax liability in the current tax provision. The
management believes that they have adequately provided for the probable outcome of these matters.
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available
against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred
tax assets that can be recognised, based upon the likely timing and the level of future taxable profits.
The Company makes an estimate with respect to the site restoration costs to be incurred in future which are escalated for
inflation and discounted at a discount rate that reflects current market assessment of the time value of money and the risks.
The site restoration activities would be in the future, the exact requirements that may have to be met when the occurrence
of removal events are uncertain. The estimate is made such that the amount of provision reflects the present value of the
expenditures expected to be incurred to settle the obligation. The timing and the future expenditures are reviewed at the end
of each reporting period.
Management applies judgement in determining whether the Company has joint control or exercises significant influence in
an equity investment in which the Company holds more than 20% stake but does not hold a controlling stake. In applying
the judgement, the Company determines whether it has ability to direct the relevant activities of the investee, whether it has
right of representation on the Board of the investee, whether the decisions about the relevant activities of the investee require
unanimous consent of both the parties, whether it has the power to participate in the financial and operating policy decisions
of the investee Basis these factors, the Company determines whether it exercises significant influence or control on decisions of
the investee.
J. Contingencies
In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company.
Significant judgement is made when evaluating, among other factors, the probability of unfavorable outcome and the ability to
make a reasonable estimate of the amount of potential loss.
K. Leases
I nd AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option
to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the
expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend
or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant
leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of
the underlying asset to the Company''s operations and the availability of suitable alternatives. The lease term in future periods
is reassessed to ensure that the lease term reflects the current economic circumstances. After considering current and future
economic conditions, the Company has concluded that no changes are required to lease period relating to the existing lease
contracts. The Company uses its incremental borrowing rate to measure lease liabilities.
The Company has accrued income for Government grant related to assets in the ratio of fulfilment of obligations associated with
the grant received. Key assumptions involved pertain to estimation on reasonability of compliance with the conditions attached
to grants and benefits availed from Government scheme.
Useful lives of PPE and intangible assets are based on the life prescribed in Schedule II to the Companies Act, 2013. In cases,
where the useful lives are different from that prescribed in Schedule II, they are based on technical evaluation (internal and/or
external), taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past
history of replacement, anticipated technological changes, manufacturers'' warranties and maintenance support. Assumptions
also need to be made, when it is assessed, whether an asset may be capitalized and which components of the cost of the asset
may be capitalized.
During year ended 31 March 2021, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("the Scheme") as
approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries,
other than promoters or person belonging to promoter group.
During the year ended 31 March 2021, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equity
shares of Rs. 2 each at an exercise price of Rs 161 per share and 458,955 equity shares of Rs 2 each at an exercise price of Rs. 268
per share were granted to eligible employees, being the market price as defined in the Securities and Exchange Board of India
(Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). During the year ended 31 March 2022, 1,526,718 stock options
convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee.
During the year ended 31 March 2023, 108,226 stock options convertible into equivalent equity shares of Rs 2 each at an exercise
price of Rs 161 per share were granted to eligible employee. During the previous year, further 1,095,474 stock options convertible into
equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee. Subject to terms and
conditions of the Scheme, the said options will vest in a phased manner in every year during the next five years, as per the provisions
of the Scheme. During the current year, further 590,908 stock options convertible into equivalent equity shares of Rs 2 each at an
exercise price of Rs 161 per share were granted to eligible employee. Subject to terms and conditions of the Scheme, the said options
will vest in a phased manner in every year during the next five years, as per the provisions of the Scheme.
Refer note 42 for additional information related to the Scheme.
g) There are no shares bought back or shares issued for consideration other than cash during five years preceding 31 March 2025.
h) Forfeited equity shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during earlier
year. The amount of Rs. 0.1 million in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid to transfer
a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the
Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An
explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using closing net asset value.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If
all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments
in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this
level. Instrument in the level 3 category for the company includes investment in others. The fair value is determined using
discounted cashflow method where the significant observable input used is risk adjusted discount rate. Instruments in the
level 3 category for the Company include investment in equity shares of others.
The carrying amount of financial assets and financial liabilities measured at amortised cost in the Financial Statements are
a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would
be significantly different from the values that would eventually be received or settled in short term.
The fair value of mutual funds is determined using unquoted price available from the mutual fund house; the fair value of foreign
exchange forward contracts is determined using forward exchange rates as quoted by the bank; and the fair value of investment
in others is determined either by involving a valuation expert who in turn uses discounted cashflow method using risk adjusted
discount rate at the valuation date or by reference to the price at which equity transaction has been undertaken in the investee
Cnmranu nosr tr> tho halanro choot rlato
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its
contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits
with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their
obligations as agreed.
The Company extends credit to customers (including related parties) in the normal course of business. The Company
considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical
bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company
monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are
regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its
customers are located in several jurisdictions and industries and operate in largely independent markets. The Company
takes advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the
Company''s 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. The sensitivity analysis excludes
the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on
the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in
respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The
Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon
the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest
rate.
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company
is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the
United State Dollar (""USD""), the Japanese Yen (""JPY""), the Pound Sterling (""GBP""), the Euro ("EUR"), the Swiss Franc (""CHF"")
and Chinese Yuan (""CNY""). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian
Rupee ("INR") relative to the USD, the JPY, the GBP, the EUR, the CHF, and the CNY may change in a manner that has a material
effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk
management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives
like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements. The unhedged
exposures are maintained and kept to minimum feasible.
a) During year ended 31 March 2021, the Holding Company had instituted an EPL Employee Stock Option Scheme 2020 (Scheme
2020) as approved by the Board of Directors for issuance of stock options to the eligible employees of the Holding Company and
of its subsidiaries, other than the promoters or person belonging to promoter group.
During year ended 31 March 2021, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equity
shares of Rs. 2 each at an exercise price of Rs. 161 per share and 458,955 equity shares of Rs. 2 each at an exercise price of Rs.
268 per share were granted to eligible employees, being the market price as defined in the Securities and Exchange Board of
India (Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). During year ended 31 March 2022, 1,526,718 stock
options convertible into equivalent equity shares of Rs. 2 each at an exercise price of Rs. 161 per share were granted to eligible
employee. During the year ended 31 March 2023, 108,226 stock options convertible into equivalent equity shares of Rs. 2 each
at an exercise price of Rs. 161 per share were granted to eligible employee. During the previous year, 1,095,474 stock options
convertible into equivalent equity shares of Rs. 2 each at an exercise price of Rs. 161 per share were granted to eligible employee.
During the current year, further 590,908 stock options convertible into equivalent equity shares of Rs. 2 each at an exercise price
of Rs. 161 per share were granted to eligible employee.
The disclosures of employee benefits as defined in the Ind AS 19 - Employee Benefits are given below:
a. The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which is
managed by the Life Insurance Corporation of India and HDFC Bank. The gratuity benefit plan is governed by the Payment of
Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination
of the employment on completion of five years or death while in employment. The level of benefit provided depends on the
member''s length of service and salary at the time of retirement/termination age. The present value of obligation is determined
based on actuarial valuation using the projected unit credit 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.
63 Ministry of Corporate Affairs (MCA) introduced requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts)
Rules, 2014 inserted by the Companies (Accounts) Amendment Rules, 2021 requiring companies, which uses accounting software
for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and
every transaction, creating an edit log of each change made in the books of account along with the date when such changes were
made and ensuring that the audit trail is not disabled.
The Company has used an accounting software - SAP for maintaining its standalone books of account which has a feature of
recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the
software at an application level. However, the audit trail feature was not enabled at database level during the year. Further, the
Company has complied with the retention of the audit trail records as statutorily required and the audit trail feature is not tampered
with in respect of accounting software, where such feature is enabled.
64 Subsequent to the year ended 31 March 2025, the Company has made investment amounting to Rs. 38 million in a newly incorporated
wholly owned subsidiary named EPL Packaging (Thailand) Co., Ltd.
These are notes to the standalone financial statements referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N / N500013
Rakesh R. Agarwal Anand Kripalu Sharmila Abhay Karve
Partner Managing Director and Director
Membership No.: 109632 Chief Executive Officer (DIN - 05018751)
(DIN - 00118324)
Deepak Goyal Onkar Ghangurde
Chief Financial Officer Company Secretary
(Membership No.: ACS 30636)
Place: Mumbai Place: Mumbai
Date: 08 May 2025 Date: 08 May 2025
Mar 31, 2024
p) Provisions, contingent liabilities and contingent assets
i. Provisions are recognised when there is a present legal or constructive obligation as a result of past events and it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Provisions are measured at the present value of management''s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
ii. A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or nonoccurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability. The Company does not recognize a contingent liability but discloses its existence in the financial statements.
iii. A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Company. Contingent assets are not recognized in the financial statements. However, contingent assets are assessed continuously and if it is virtually certain that an inflow of economic benefits will arise, the assets and the related income are recognised in the period in which the change occurs.
q) Contributed equity
Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.
r) Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprise cash at bank and on hand and short-term deposit with original maturity upto three months, which are subject to insignificant risk of changes in value.
For the purpose of presentation in the statement of cash flows, cash and cash equivalents consists of cash and short-term deposit, as defined above, net of outstanding bank overdraft but including other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
s) Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
- In the principal market for the asset or liability, or
- In the absence of a principal market, In the most advantageous market for the asset or liability.
The principal or the most advantageous market must be accessible by the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data is available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 -Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
At each reporting date, the management analyses the movements in the values of assets and liabilities which are required to be remeasured or re-assessed as per the Company''s accounting policies. For this analysis, the Management verifies the major inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant documents. The Management also compares the change in the fair value of each asset and liability with relevant external sources to determine whether the change is reasonable.
t) Rounding off
All amounts disclosed in the standalone financial statements and notes have been rounded off to the nearest million as per the requirements of Schedule Ill, unless otherwise stated. Any amount appearing in financial statements as ?''0'' represents amount less than ?500,000.
iii) Recent pronouncements
As on the date of release of these standalone financial statements, Ministry of Corporate Affairs has not issued new standards/ amendments to accounting standards which are effective from 01 April 2024.
3. Significant estimates, judgements and assumptions
The preparation of financial statements in conformity with Ind AS requires the management to make estimates, assumptions and exercise judgement in applying the accounting policies that affect the reported amount of assets, liabilities and disclosure of contingent liabilities at the date of financial statements and the reported amounts of income and expenses during the year. The Management believes that these estimates are prudent and reasonable and are based on the Management''s best knowledge of current events and actions. Actual results could differ from these estimates and differences between actual results and estimates are recognised in the periods in which the results are known or materialised. This note provides an overview of the areas that involves a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.
A. Defined benefit obligation
The cost of post-employment and other long term benefits is determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include determination of discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.
B. Fair value of financial instruments
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.
C. Share-based payments
Estimating fair value for share-based payment requires determination of the most appropriate valuation model, which is dependent on the terms and conditions of the grant. The estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them.
D. Impairment of Goodwill
Impairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm''s length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the future years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the asset''s performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate. These budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year.
E. Impairment of financial assets
The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company''s past history,
existing market conditions as well as forward looking estimates at the end of each reporting period. The Company reviews carrying value of its investments when there is indication for impairment.
F. Impairment of non-financial assets
At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than biological assets, investment property, inventories, contract assets and deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset''s recoverable amount is estimated.
G. Taxes
The Company periodically assesses its liabilities and contingencies related to income taxes for all years open to scrutiny based on latest information available. The Company records its best estimates of the tax liability in the current tax provision. The management believes that they have adequately provided for the probable outcome of these matters.
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits.
H. Contingencies
In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company.
Significant judgement is made when evaluating, among other factors, the probability of unfavorable outcome and the ability to make a reasonable estimate of the amount of potential loss.
I. Leases
Ind AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to the Company''s operations and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances. After considering current and future economic conditions, the Company has concluded that no changes are required to lease period relating to the existing lease contracts. The Company uses its incremental borrowing rate to measure lease liabilities.
J. Government Grant
The Company has accrued income for Government grant related to assets in the ratio of fulfilment of obligations associated with the grant received. Key assumptions involved pertain to estimation on reasonability of compliance with the conditions attached to grants and benefits availed from Government scheme.
K. Useful life and residual value of property, plant and equipment (PPE) and intangible assets
Useful lives of PPE and intangible assets are based on the life prescribed in Schedule II to the Companies Act, 2013. In cases, where the useful lives are different from that prescribed in Schedule II, they are based on technical evaluation (internal and/or external), taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated technological changes, manufacturers'' warranties and maintenance support. Assumptions also need to be made, when it is assessed, whether an asset may be capitalized and which components of the cost of the asset may be capitalized.
f) Employees Stock Option Scheme (ESOPS):
During year ended 31 March 2021, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("the Scheme") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than promoters or person belonging to promoter group.
During year ended 31 March 2021, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equity shares of ?2 each at an exercise price of Rs 161 per share and 458,955 equity shares of Rs 2 each at an exercise price of ?268 per share were granted to eligible employees, being the market price as defined in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). During year ended 31 March 2022, 1,526,718 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee. During the previous year, 108,226 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee. During the current year, further 1,095,474 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee. Subject to terms and conditions of the Scheme, the said options will vest in a phased manner in every year during the next five years, as per the provisions of the Scheme.
g) The Board of Directors at its meeting held on 26 April 2018, recommended issue of bonus equity shares, in the ratio of one equity share of Rs 2 each fully paid up for every one equity share of the Company held by the shareholders as on a record date. The above issue of bonus shares was approved by the shareholders in the annual general meeting held on 13 June 2018 and accordingly the Company allotted 157,181,664 equity shares of ?2 each fully paid up bonus shares by capitalisation of securities premium amounting to ?314 million during that year.
h) There are no shares bought back or shares issued for consideration other than cash except for bonus equity shares described in point (g) above, during five years preceding 31 March 2024.
i) Forfeited equity shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during earlier year. The amount of ?0.1 million in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
J) Pursuant to the scheme of amalgamation of Creative Stylo Packs Private Limited (''CSPL'' or ''transferor company'') with the Company, on 05 November 2022 the Company allotted its 2,339,186 equity shares in the ratio of 2,500 fully paid-up equity shares of ?2 each for every 927 fully paid-up equity shares of Rs.10 each of CSPL to the specified shareholders of the transferor company.
ii) Fair value hierarchy
a) Financial Instrument measured at Fair Value
The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using closing net asset value.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
b) Financial Instrument measured at Amortised cost
The carrying amount of financial assets and financial liabilities measured at amortised cost in the Financial Statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled in short term.
iv) Valuation techniques used to determine fair value:
The fair value of mutual funds is determined using unquoted price and the fair value of foreign exchange forward contracts is determined using forward exchange rates at the balance sheet date.
41 (A) Financial risk management
The Company has exposure to the following risks arising from financial instruments:
⢠Credit risk;
⢠Liquidity risk;
⢠Market risk - Foreign currency;
⢠Market risk - Interest rate; and
⢠Market risk - Mutual fund price risk
A Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
i) Trade receivables
The Company extends credit to customers (including related parties) in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company takes advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
iv) Other financial instruments- assets
The Company considers factors such as track record, size of the institution, market reputation, financial strength/rating and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings. Security deposits against leasing of premises/Equipments are refundable upon closure of the lease. Mutual fund investments are made in liquid and overnight plans of renowned asset management company only. The credit risk associated with bank, security deposits and mutual fund investments is relatively low.
B Liquidity risk
i) Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. The Company regularly monitors liquidity position through rolling forecast based on estimated free cash flow generated from business. It maintains adequate sources of financing including loans, debt, and overdraft from banks. It also enjoys strong access to domestic capital markets across various debt instruments.
C 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 Company''s 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. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
i Foreign currency risk
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar ("USD"), the Japanese Yen ("JPY"), the Pound Sterling ("GBP"), the Euro ("EUR"), the Swiss Franc ("CHF") and Chinese Yuan ("CNY"). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupee ("INR") relative to the USD, the JPY, the GBP, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements. The unhedged exposures are maintained and kept to minimum feasible.
iii Mutual fund price risk
The value of mutual fund investments determined using closing published net asset value and measured at fair value through profit and loss as at 31 March 2024 is Nil (31 March 2023: ?150 million). A 10% change in price for year ended 31 March 2024 would result in an impact of Nil (31 March 2023: ?15 million).
41 (B) Capital Management
Risk management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Company''s capital management is to maximise the shareholders'' value.
Loan covenants
Borrowing contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, intr coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company m prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of i statements. The Company has also satisfied all other aforesaid debt covenants, to the extent prescribed in the respective sanction c The deferred sales tax loans do not carry any debt covenant.
42 Share-based payments
Employee stock option plan 2020
a) During year ended 31 March 2021, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("Scheme 2020") as ; the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than th or person belonging to promoter group.
During year ended 31 March 2021, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equi ?2 each at an exercise price of Rs 161 per share and 458,955 equity shares of Rs 2 each at an exercise price of ?268 per share w to eligible employees, being the market price as defined in the Securities and Exchange Board of India (Share Based Employ Regulation, 2014 (SEBI Regulation). During year ended 31 March 2022, 1,526,718 stock options convertible into equivalent equity 2 each at an exercise price of Rs 161 per share were granted to eligible employee. During the previous year, 108,226 stock options into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee. During the i further 1,095,474 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share wer eligible employee.
Subject to terms and conditions of the Scheme 2020, the said options will vest in a phased manner in every year during the next 1 per the provisions of the Scheme 2020.
hi Evnanca aiicinn frrtm ehara Kaca/I nawmant trancartinnc
Notes:
(I) The weighted average share price at the date of exercise of options exercised during the year ended 31 March 2024 was ?200.34. No options were exercised during year ended 31 March 2023.
(ii) Lapsed on account of employees resigned without exercising.
(iii) The weighted average remaining life of options outstanding at the end of year 31 March 2024 is 3.18 years (31 March 2023 is 3.43 years). 43 Employee benefit obligation
The disclosures of employee benefits as defined In the Ind AS 19 - "Employee Benefits" are given below:
a. The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which Is managed by the Life Insurance Corporation of India and HDFC Bank. The gratuity benefit plan Is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member''s length of service and salary at the time of retirement/ termination age. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
iv. The following is the summary of practical expedients elected on initial application:
a. Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than twelve months of lease term on the date of initial application.
b. Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application.
v. Other disclosures:
a. The principal portion and interest portion of the lease payments aggregating ?151 million (31 March 2023 : ?151 million) have been separately disclosed in the statement of cash flows under cash flows from financing activities.
b. Lease contracts entered by the Company, majorly pertains for buildings taken on lease to conduct its business in the ordinary course and data and technology equipment taken on lease for data storage and data hosting. The Company does not have any major lease restrictions and commitment towards variable rent as per the contract.
63 Ministry of Corporate Affairs (MCA) introduced a new requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted by the Companies (Accounts) Amendment Rules, 2021 requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail is not disabled.
The Company has used an accounting software - SAP for maintaining its standalone books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software at an application level. However, the audit trail feature was not enabled at database level during the year. Further, the audit trail feature is not tampered with in respect of accounting software, where such feature is enabled.
64 Figures for the previous year have been re-grouped/ re-arranged wherever necessary. The impact of the same is not material to the users of standalone financial statements.
These are notes to the Standalone Financial Statements referred to in our report of even date.
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N / N500013 Anand Kripalu Sharmila Abhay Karve
Managing Director and Direct0r
Chief Executive Officer (Din - 05018751)
Rakesh R. Agarwal (DIN - 00118324)
Partner
Membership No.: 109632 Deepak Goyal Onkar Ghangurde
Chief Financial Officer Company Secretary
Membership No: ACS 30636
Place: Mumbai Place: Mumbai
Date: 28 May 2024 Date: 28 May 2024
Mar 31, 2023
During year ended 31 March 2021, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("the Scheme") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than promoters or person belonging to promoter group.
During year ended 31 March 2021, pursuant to the said Scheme, 3,836,089 stock options convertible into 3,377,134 equity shares of ? 2 each at an exercise price of ? 161 per share and 458,955 equity shares of ? 2 each at an exercise price of ? 268 per share have been granted to eligible employees, being the market price as defined in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). Also in FY 2021-22, 1,526,718 stock options convertible into equivalent equity shares of ? 2 each at an exercise price of ? 161 per share were granted to eligible employee. During the current year, further 108,226 stock options convertible into equivalent equity shares of ? 2 each at an exercise price of ? 161 per share were granted to eligible employee. Subject to terms and conditions of the Scheme, the said options will vest in a phased manner in every year during the next five years, as per the provisions of the Scheme.
g) The Board of Directors at its meeting held on 26 April 2018, recommended issue of bonus equity shares, in the ratio of one equity share of ? 2 each fully paid up for every one equity share of the Company held by the shareholders as on a record date. The above issue of bonus shares was approved by the shareholders in the annual general meeting held on 13 June 2018 and accordingly the Company allotted 157,181,664 equity shares of ? 2 each fully paid up bonus shares by capitalisation of securities premium amounting to ? 314 million during that year.
h) There are no shares bought back or shares issued for consideration other than cash except for bonus equity shares described in point (g) above, during five years preceding 31 March 2023.
i) Forfeited equity shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during earlier year. The amount of ? 0.1 million in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
j) Pursuant to the scheme of amalgamation of Creative Stylo Packs Private Limited (''CSPL'' or ''transferor company'') with the Company, on 05 November 2022 the Company has allotted its 2,339,186 equity shares in the ratio of 2,500 fully paid-up equity shares of ? 2 each for every 927 fully paid-up equity shares of ? 10 each of CSPL to the specified shareholders of the transferor company.
Note: Represents: Nil (31 March 2022: 2,339,186) equity shares of ? 2 each, fully paid-up, of the Company to be issued to specified shareholders of CSPL pursuant to the scheme of amalgamation entered between the Company and CSPL. On 05 Nov 2022, the Company has allotted its equity shares in the ratio of 2,500 fully paid-up equity shares of ? 2 each for every 927 fully paid-up equity shares of ? 10 each of CSPL to the specified shareholders of CSPL. Also, refer note 65.
a) Financial Instrument measured at Fair Value
The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
The carrying amount of financial assets and financial liabilities measured at amortised cost in the Financial Statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled in short term.
The fair value of mutual funds is determined using quoted price and the fair value of foreign exchange forward contracts is determined
using forward exchange rates at the balance sheet date.
43 (A) Financial risk management
The Company has exposure to the following risks arising from financial instruments:
⢠Credit risk;
⢠Liquidity risk;
⢠Market risk - Foreign currency;
⢠Market risk - Interest rate; and
⢠Market risk - Mutual fund price risk
A Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
The Company extends credit to customers in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company takes advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
The Company has used a practical expedient for computing the Expected Credit Loss (''ECL'') allowance for trade receivables based on a provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates. The ECL allowance is based on the ageing of the receivables. ECL on trade receivables is provided based on past trends, current conditions and Company''s view of economic conditions over the expected lives of the receivables. The allowance for lifetime expected credit loss on customer balances for the years ended 31 March 2023 and 31 March 2022 is not material.
The Company considers factors such as track record, size of the institution, market reputation, financial strength/rating and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings. Security deposits against leasing of premises/Equipments are refundable upon closure of the lease. Mutual fund investments are made in liquid and overnight plans of renowned asset management company only. The credit risk associated with bank, security deposits and mutual fund investments is relatively low.
i) Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. The Company regularly monitors liquidity position through rolling forecast based on estimated free cash flow generated from business. It maintains adequate sources of financing including loans, debt, and overdraft from banks. It also enjoys strong access to domestic capital markets across various debt instruments.
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company''s 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. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar ("USD"), the Japanese Yen ("JPY"), the Pound Sterling ("GBP"), the Euro ("EUR"), the Swiss Franc ("CHF") and Chinese Yuan ("CNY"). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupee ("INR") relative to the USD, the JPY, the GBP, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements. The unhedged exposures are maintained and kept to minimum feasible.
This refers to risk to Company''s cash flow and profits on account of movement in market interest rates.
For the Company the interest risk arises mainly from interest bearing borrowings which are at floating interest rates. To mitigate interest rate risk, the Company closely monitors market interest and as appropriate makes use of hedged products and optimise borrowing mix / composition.
The value of mutual fund investments quoted and measured at fair value through profit and loss as at 31 March 2023 is ? 150 million (31 March 2022: Nil). A 10% change in price for year ended 31 March 2023 would result in a impact of ? 15 million (31 March 2022: Nil).
43(B) Capital Management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Company''s capital management is to maximise the shareholders'' value.
Borrowing contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, interest service coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company meets certain prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of the financial statements. The Company has also satisfied all other debt covenants prescribed in the respective sanction of bank loan. The deferred sales tax loans do not carry any debt covenant.
Share-based payments
a) During year ended 31 March 2021, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("Scheme 2020") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than the promoters or person belonging to promoter group.
During year ended 31 March 2021, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equity shares of ? 2 each at an exercise price of Rs 161 per share and 458,955 equity shares of Rs 2 each at an exercise price of ?268 per share were granted to eligible employees, being the market price as defined in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). During the previous year, 1,526,718 stock options convertible into equivalent equity shares of ? 2 each at an exercise price of Rs 161 per share were granted to eligible employee. During the current year, further 108,226 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee.
45 Employee benefit obligation
The disclosures of employee benefits as defined in the Ind AS 19 - "Employee Benefitsâ are given below:
a) The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which is managed by the Life Insurance Corporation of India and HDFC Bank. The gratuity benefit plan is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member''s length of service and salary at the time of retirement/termination age. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
a. Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than twelve months of lease term on the date of initial application.
b. Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application.
v. Other disclosures:
a. The principle portion and interest portion of the lease payments aggregating to ?151 million (31 March 2022: ?157 million) have been separately disclosed in the statement of cash flows under cash flows from financing activities.
b. Lease contracts entered by the Company, majorly pertains for buildings taken on lease to conduct its business in the ordinary course and data and technology equipment taken on lease for data storage and data hosting. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.
55 Dividend of ? 1.31 million (31 March 2022 ? 1.25 million) unclaimed for a period of more than seven years is transferred to Investor Education and Protection Fund during the year. There is no amount due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2023.
56 Corporate Social Responsibility (CSR)
As per the Section 135 of the Companies Act, 2013 every year the Company is required to spend at least 2% of its average net profit made during the immediately three preceding financial years on the Corporate Social Responsibility (CSR) activities. Following is the information regarding projects undertaken and expenses incurred on CSR activities.
e. As part of its CSR initiative, the Company has undertaken CSR projects and programs. Thrust areas for CSR includes care and empowerment of the underprivileged, education, drinking water project and rural development.
f. During the current and previous year there is no related party transaction in relation to CSR Expenditure as per relevant accounting standards.
g. Provision for unspent CSR amount transferred to ongoing project "Community Welfare Programme" for the year: ? 5 million (31 March 2022: Nil). Further, amount transferred to ongoing project "Community Waste Management" for the year: Nil (31 March 2022: ? 12 million).
h. Unspent corporate social responsibility liability as at 31 March 2023: ? 11 million (31 March 2022: ?12 million).
57 Research and Development expenditure (R&D)
During the year, the Company has incurred total R & D expenditure of ? 157 million (31 March 2022: ?171 million) including capital expenditure of ? 13 million (31 March 2022: ? 9 million).
65 A. The Board of Directors of the Company at its meeting held on 12 November 2020 had approved the scheme of amalgamation of Creative Stylo Packs Private Limited (''CSPL'' or ''transferor company'') with the Company (the "Schemeâ) under Section 230 to 232 of the Companies Act, 2013 and other applicable statutory provisions. The Scheme was also approved by the respective shareholders and creditors of the Company and CSPL. The Hon''ble National Company Law Tribunal, Mumbai Bench (''NCLT'') approved the aforesaid Scheme vide its order dated 16 September 2022 pronouncing 01 February 2021 as the ''Appointed Date''. The certified true copy of the said order was received on 10 October 2022 and the order was filed with the Registrar of Companies on 01 November 2022. Pursuant to the Scheme, on 05 November 2022 the Company allotted its 2,339,186 equity shares in the ratio of 2,500 fully paid-up equity shares of ?2 each for every 927 fully paid-up equity shares of ?10 each of CSPL to the specified shareholders of the transferor company. Accordingly, the Company in its standalone financial statements has accounted for the amalgamation scheme using the acquisition method retrospectively for all the periods presented as prescribed in Ind AS 103 - "Business Combinationâ, effective from the Appointed Date. The figures for previous periods presented have been accordingly restated viz., as at and year ended 31 March 2022. The summary of impact of the amalgamation on the standalone financial statement is as stated below:
Mar 31, 2022
The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
38 (A) Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk;
- Market risk - Foreign currency; and
- Market risk - Interest rate
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
The Company extends credit to customers in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company has also taken advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
The Company uses provision matrix whereby trade receivables are considered doubtful based on past trends where such receivables are outstanding for more than one year. The allowance for lifetime expected credit loss on customer balances for the year ended 31 March 2022 and 31 March 2021 is not material.
The Company considers factors such as track record, size of the institution, market reputation, financial strength/rating and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings. Security deposits against leasing of premises/Equipments are refundable upon closure of the lease and hence credit risk associated with such deposits is relatively low.
i) Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. The Company regularly monitors liquidity position through rolling forecast based on estimated free cash flow generated from business. It maintains adequate sources of financing including loans, debt, and overdraft from banks. It also enjoys strong access to domestic capital markets across various debt instruments.
The following are the contractual maturities of financial liabilities at the reporting date. The contractual cash flow amounts are gross and undiscounted:
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company''s 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. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar (''"''USD''"''), the Euro ("EURâ), the Swiss Franc (''"''CHF''"'') and Chinese Yuan (''"''CNY''"''). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupee ("INR'''') relative to the USD, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements. The unhedged exposures are maintained and kept to minimum feasible.
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Company''s capital management is to maximise the shareholders'' value.
Borrowing contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, interest service coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company meets certain prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of the financial statements. The Company has also satisfied all other debt covenants prescribed in the respective sanction of bank loan. The deferred sales tax loans do not carry any debt covenant.
A) Employee stock option plan 2014
a) During the year 2014-15, the Company has instituted an Essel Employee Stock Option Scheme 2014 (''"''Scheme 2014ââ) as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than directors, promoters or person belonging to promoter group. Subject to terms and conditions of the Scheme 2014, the said options vested on each of 1 July 2016, 1 July 2017 and 1 July 2018 to the extent mentioned in the letter of grant and can be exercised within a maximum period of four years from the date of vesting. When exercisable, each option is convertible into one equity share of Rs. 2 each fully paid up.
a) During the previous year, the Company had instituted an EPL Employee Stock Option Scheme 2020 ("Scheme 2020") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than the promoters or person belonging to promoter group.
In Previous year, pursuant to the said Scheme 2020, 3,836,089 stock options convertible into 3,377,134 equity shares of Rs. 2 each at an exercise price of Rs 161 per share and 458,955 equity shares of Rs 2 each at an exercise price of Rs. 268 per share were granted to eligible employees, being the market price as defined in the Securities and Exchange Board of India (Share Based Employee Benefits) Regulation, 2014 (SEBI Regulation). During the current year, further 1,526,718 stock options convertible into equivalent equity shares of Rs 2 each at an exercise price of Rs 161 per share were granted to eligible employee.
Subject to terms and conditions of the Scheme 2020, the said options will vest in a phased manner in every year during the next five years, as per the provisions of the Scheme 2020.
40 Employee benefit obligation
The disclosures of employee benefits as defined in the Ind AS 19 - "Employee Benefitsâ are given below:
a. The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which is managed by the Life Insurance Corporation of India and HDFC Bank. The gratuity benefit plan is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member''s length of service and salary at the time of retirement/termination age. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
b. Leave encashment is a non-funded defined benefit scheme. The obligation for leave encashment is recognized in the same manner as gratuity.
|
43 Contingent liabilities and commitments (to the extent not provided for) A. Contingent liabilities: (Rs in million) |
||
|
As at 31 March 2022 |
As at 31 March 2021 |
|
|
i. Claims against the Company not acknowledged as debt |
||
|
(a) Disputed indirect taxes* |
367 |
274 |
|
(b) Disputed direct taxes* |
72 |
80 |
|
(c) Other claims not acknowledged as debts |
1 |
1 |
|
*The above matters primarily relates to tax positions undertaken by the Company. (Rs in million) |
||
|
As at 31 March 2022 |
As at 31 March 2021 |
|
|
ii. Guarantees excluding financial guarantees |
||
|
Bank guarantees given by the Company |
28 |
30 |
|
(Rs in million) |
||
|
As at 31 March 2022 |
As at 31 March 2021 |
|
|
iii. Other money for which the Company is contingently liable |
||
|
Duty benefit availed under EPCG scheme, pending export obligations |
240 |
65 |
|
B. Commitments: |
||
|
i. Capital commitments |
||
|
Estimated amount of contracts remaining to be executed on capital account, not provided for (net of advances) is Rs. 451 million (31 March 2021 is Rs. 66 million). |
||
|
(Rs in million) |
||
|
As at 31 March 2022 |
As at 31 March 2021 |
|
|
ii. Financial guarantees provided |
||
|
Corporate guarantees, standby letter of credit and letter of comfort given for loans taken by subsidiaries. Loans outstanding against these guarantees, standby letter of credit and letter of comfort is Rs. 2,124 million (31 March 2021: Rs. 2,442 million) |
2,160 |
2,672 |
|
(Rs in million) |
||
|
As at 31 March 2022 |
As at 31 March 2021 |
|
|
iii. Other commitment |
||
|
Commitment towards purchase of additional 27.54% of equity share capital of Creative Stylo Packs Private Limited.* |
600 |
600 |
|
* The aggregate number of shares of EPL Limited of Rs. 600 million to be issued to the selling shareholders of Creative Stylo Packs Private Limited as per the Share Purchase Agreement. |
||
a. Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than twelve months of lease term on the date of initial application.
b. Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application.
v. Other disclosures:
a. The principle portion and interest portion of the lease payments amounting to Rs 154 million (31 March 2021 : Rs. 176 million) have been separately disclosed in the statement of cash flows under cash flows from financing activities.
b. Lease contracts entered by the Company, majorly pertains for buildings taken on lease to conduct its business in the ordinary course. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.
Maturity analysis of lease liabilities is given in note 38(A) B(ii)
The financial statements of the Company contain both the consolidated financial statements as well as the standalone financial statements. Hence, the Company has presented segment information on the basis of the consolidated financial statements as permitted by Ind AS 108 "Operating Segments." The Company has only one major identifiable business segment viz. Plastic Packaging Material.
Mar 31, 2019
1 CORPORATE INFORMATION
Essel Propack Limited (hereinafter referred to as ''EPL'' or ''the Company'' or ''the parent company'') is domiciled and incorporated in India and its shares are publicly traded on the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) in India. The Company''s registered office is located at P.O. Vasind, Taluka : Shahpur District: Thane, Maharashtra -421604, India. The Company is engaged in manufacture of plastic packaging material in the form of multilayer collapsible tubes and laminates used primarily for packaging of consumer products in the Beauty & Cosmetics, Health & Pharmaceuticals, Food, Home and Oral care categories.
The separate financial statements (hereinafter referred to as "Financial Statements") of the Company for the year ended 31 March 2019 were authorised for issue by the Board of Directors at their meeting held on 7 May 2019.
2 BASIS OF PREPARATION AND OTHER SIGNIFICANT ACCOUNTING POLICIES
2.1 Basis of preparation of financial statements
a) The financial statements have been prepared to comply in all material respects with the Indian Accounting Standards (Ind AS) notified under Section 133 of Companies Act, 2013 (the Act) read with Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other relevant provisions of the Act and rules framed thereunder and guidelines issued by Securities and Exchange Board of India (SEBI).
These financial statements have been prepared under the historical cost convention and on accrual basis, except for certain financial assets and liabilities (including derivative instruments), non-current asset held for sale, defined benefit plan assets and liabilities and share based payments being measured at fair value.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or a liability at the measurement date.
The financial statements are presented in Indian Rupees (''INR'') with values rounded off to the nearest lakhs (00,000), except otherwise indicated. Zero ''0'' denotes amount less than a lakh.
b) Current and non-current classification
Assets and liabilities are classified as current if expected to realise or settle within twelve months after the balance sheet date. Deferred tax assets and liabilities are classified as non-current assets and liabilities.
2.2 Accounting pronouncements issued
i) New Standards adopted
Ind AS 115 "Revenue from Contracts with Customers"
The Companies (Indian Accounting Standards) Amendment Rules, 2018 issued bythe Ministry of Corporate Affairs (MCA) notified Ind AS 115 "Revenue from Contracts with Customers" related to revenue recognition which replaced Ind AS 11 "Construction Contracts" and Ind AS 18 " Revenue" and provide a single, comprehensive model for all contracts with customers. The revised standard contains principles to determine the measurement of revenue and timing of when it is recognized. The amendment also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in those judgments as well as assets recognized from costs incurred to fulfill these contracts.
The Company has adopted Ind AS 115 w.e.f. 1 April 2018 using the modified retrospective approach. However, the adoption of the standard did not have any impact on the financial statements.
Comparative amounts have not been adjusted and continued to be reported in accordance with Ind AS 18 "Revenue". Refer note 2.3(l)(i) below for the Company''s accounting policy for revenue recognition as per Ind AS 115.
ii) New standards / amendments to existing standards issued but not effective
a) Ind AS 116 "Leases"
On 30 March 2019, the Ministry of Corporate Affairs (MCA) issued the companies (Indian Accounting Standards) Amendment Rules, 2019, notifying Indian Accounting Standards (Ind AS) 116, "Leases", which is applicable to the Company w.e.f. 1 April, 2019. Ind AS 116 eliminates the current classification model for lessee''s lease contracts as either operating or finance leases and, instead, introduces a single lessee accounting model requiring lessees to recognize right-of-use assets and lease liabilities for leases with a term of more than twelve months. This brings the previous off-balance leases on the balance sheet in a manner largely comparable to current finance lease accounting. Ind AS 116 is effective for financial year beginning on or after 1 April 2019. The Company will adopt the standard for the financial year beginning 1 April 2019. By applying Ind AS 116, straight-line operating lease expense will be replaced by depreciation expense on right-of-use assets and interest expense on lease liabilities.
The Company is currently assessing the impact of adopting Ind AS 116 on the Financial Statements. It is intended to use most of the simplifications available under Ind AS116
b) Ind AS 12 Income Taxes (Amendments relating to income tax consequences of dividend and uncertainty over income tax treatments) :
The amendment relating to income tax consequences of dividend clarify that a Company shall recognize the income tax consequences of dividends in the statement of profit and loss, other comprehensive income or equity according to where the Company originally recognized those past transactions or events. The Company does not expect any impact from this pronouncement. It is relevant to note that the amendment does not amend situations where the Company pays a tax on dividend which is effectively a portion of dividends paid to taxation authorities on behalf of shareholders. Such amount paid or payable to taxation authorities continues to be charged to equity as part of dividend, in accordance with Ind AS 12.
The amendment to Appendix C of Ind AS 12 specifies that the amendment is to be applied to the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over income tax treatments under Ind AS 12. It outlines the following: (1) the Company has to use judgment, to determine whether each tax treatment should be considered separately or whether some can be considered together. The decision should be based on the approach which provides better predictions of the resolution of the uncertainty (2) the Company is to assume that the taxation authority will have full knowledge of all relevant information while examining any amount (3) Company has to consider the probability of the relevant taxation authority accepting the tax treatment and the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates would depend upon the probability. The Company does not expect any significant impact of the amendment on its financial statement.
c) Ind AS 109 Financial Instruments (Prepayment Features with Negative Compensation) :
The amendments relate to the existing requirements in Ind AS 109 regarding termination rights in order to allow measurement at amortized cost (or, depending on the business model, at fair value through other comprehensive income) even in the case of negative compensation payments. The Company does not expect this amendment to have any impact on its financial statement.
d) Ind AS 19 Employee Benefits (Plan Amendment, Curtailment or Settlement):
The amendments clarify that if a plan amendment, curtailment or settlement occurs, it is mandatory that the current service cost and the net interest for the period after the re-measurement are determined using the assumptions used for the re-measurement.
In addition, amendments have been included to clarify the effect of a plan amendment, curtailment or settlement on the requirements regarding the asset ceiling. The Company does not expect this amendment to have any significant impact on its financial statement.
e) Ind AS 23 Borrowing Costs:
The amendments clarify that if any specific borrowing remains outstanding after the related asset is ready for Its intended use or sale, that borrowing becomes part of the funds that an Company borrows generally when calculating the capitalization rate on general borrowings. The Company does not expect any impact from this amendment.
b) Terms/ rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs. 2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The final dividend proposed bythe Board of Directors is subject to the approval of the shareholders in the ensuingAnnual General Meeting.
In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.
d) The Board of Directors at its meeting held on 26 April 2018, recommended issue of bonus equity shares, in the ratio of one equity share of Rs. 2 each fully paid up for every one equity share of the Company held by the shareholders as on a record date. The above issue of bonus shares has been approved by the shareholders in the annual general meeting held on 13 June 2018. Consequently, the Company allotted 15,71,81,664 equity shares of Rs. 2 each fully paid up bonus shares by capitalisation of securities premium amounting to Rs. 3,144 Lakhs.
e) There are no shares bought back or shares issued for consideration other than cash during five years preceding 31 March 2019.
f) For details of shares reserved for issue under the employee share based payment plan of the Company (Refer note 43).
g) Forfeited shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during earlier year. The amount of Rs. 1 Lakh in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
Nature and purpose of reserves
i) Capital reserve
Capital reserve represents capital surplus and not normally available for distribution as dividend.
ii) Securities premium
Securities premium is used to record the premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.
iii) Debenture redemption reserve (DRR)
The Company had issued redeemable non-convertible debentures and accordingly DRR is required to be created pursuant to the Companies (Share capital and Debentures) Rules 2014. DRR is required to be created, out of profits of the Company available for payment of dividend, upto an amount which is equal to 25% of the total value of the debentures issued.
iv) Share options outstanding account
Represent the fair value at respective grant dates of options granted and outstanding for vesting/exercise, under Essel Employee Stock Option Scheme 2014. This balance will be transferred to share capital and security premium account as and when the options get exercised from time to time or to retained earnings in the event of forfeiture, non-vesting or lapse.
v) General reserve
The reserve is a distributable reserve maintained by the Company out of transfers made from annual profits.
vi) Retained earnings
Retained earnings represent the accumulated earnings net of losses, if any, made by the Company over the years.
vii) Other comprehensive income
Other comprehensive income comprises of re-measurement gains/(losses) of defined benefit obligations.
d) The Company has brought forward long term capital losses of Rs. 2,726 lakhs (31 March 2018 Rs. 2,714 lakhs) that are available for offsetting for eight years against future taxable long term capital gains till FY 2023-2024. Deferred tax assets of Rs. 635 lakhs (31 March 2018 Rs. 632 lakhs) have not been recognized in respect of these losses in view of uncertainty of future taxable long term capital gains.
ii) Fair value hierarchy
The fairvalues of the financial assets and liabilities are the amount thatwould be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
a) The Company''s borrowings have been contracted at floating rates of interest, which resets at short intervals. Accordingly, the carrying value of such borrowings (including interest accrued but not due) approximates fair value.
b) The fair values for "Other non-current financial assets " comprising of lease rental deposits and bank deposits (due for maturity after twelve months from the reporting date) are based on discounted cash flows using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs including counterparty credit risk.
c) The carrying amounts of trade receivables, cash and cash equivalents, bank balances other than cash and cash equivalents, current loans, other current financial assets, current borrowings, trade payables and other financial liabilities approximates the fair values due to the short-term maturities of these financial assets / liabilities.
d) There have been no transfers between level 1, level 2 and level 3 for the years ended 31 March 2019 and 31 March 2018.
v) Valuation techniques used to determine fair value and significant estimates and judgements made in:
The fairvalue of foreign exchange forward contracts is determined using forward exchange rates at the balance sheet date. The fair values of the remaining financial instruments is determined using discounted cash flow method.
3 (A) FINANCIAL RISK MANAGEMENT
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk;
- Market risk - Foreign currency; and
- Market risk - Interest rate
A Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
i) Trade receivables
The Company extends credit to customers in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company has also taken advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
The Company uses provision matrix whereby trade receivables are considered impaired based on past trends where such receivables are outstandings for more than one year. The allowance for lifetime expected credit loss on customer balances for the year ended 31 March 2019 and 31 March 2018 is not material and the same has not been recognised. The reversal for lifetime expected credit loss on customer balances for the year ended 31 March 2019 is '' Nil (31 March 2018:? Nil).
iv) Other financial instruments
The Company considers factors such as track record, size of the institution, market reputation, financial strength/rating and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings. Security deposits against leasing of premises/equipments are refundable upon closure of the lease and hence credit risk associated with such deposits is relatively low.
B Liquidity risk
i) Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. It maintains adequate sources of financing including loans, debt and overdraft from banks. It also enjoys strong access to domestic capital markets across various debt instruments.
ii) Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flow amounts are gross and undiscounted.
C 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 Company''s 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. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
i Foreign currency risk
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar ("USD"), the Euro ("EUR"), the Swiss Franc ("CHF") and the Chinese Yuan ("CNY"). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupees ("INR") relative to the USD, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements, the unhedged exposures are maintained and kept to minimum feasible.
The above table excludes foreign currency exposures (financial liabilities) of Rs. Nil (31 March 2018: Rs. 1,829 lakhs) denominated primarily in USD and CHF currencies for which the exchange differences (net) are being capitalised to cost of property, plant and equipment. Accordingly the corresponding foreign exchange forward contracts against these financial liabilities amounting to Rs. Nil (31 March 2018: Rs. 1,829 lakhs) have been excluded.
Sensitivity to foreign currency risk
The following table demonstrates the sensitivity in the USD, EUR, CHF, CNY and other currencies with all other variables held constant. The below impact on the Company''s profit before tax is based on changes in the fair value of unhedged foreign currency monetary assets and liabilities at balance sheet date:
ii Interest rate risk
This refers to risk to Company''s cash flow and profits on account of movement in market interest rates.
For the Company the interest risk arises mainly from interest bearing borrowings which are at floating interest rates. To mitigate interest rate risk, the Company closely monitors market interest and as appropriate makes use of hedged products optimised borrowing mix / composition etc.
3 (B) CAPITAL MANAGEMENT
Risk management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Company''s capital management is to maximise the shareholders'' value.
For the purpose of the Company''s capital management, equity includes issued capital, securities premium and other reserves. Net debt includes loans less cash and bank balances. The Company manages capital by monitoring gearing ratio which is net debt divided by equity plus net debt.
Loan covenants
Borrowings contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, interest service coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company meets certain prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of the consolidated financial statements. The Company has also satisfied all other debt covenants prescribed in the respective sanction of bank loan. The deferred sales tax loans and finance leases do not carry any debt covenant.
4 SHARE-BASED PAYMENTS
Employee stock option plan
a) During the year 2014-15, the Company had instituted an Essel Employee Stock Option Scheme 2014 ("the Scheme") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than directors, promoters or person belonging to promoter group.
Subject to terms and conditions of the Scheme, the said options vested on each of 1July 2016,1July 2017 and 1July 2018 to the extent mentioned in the letter of grant and can be exercised within a maximum period of four years from the date of vesting. When exercisable, each option is convertible into one equity share of? 2 each fully paid up.
(i) The weighted average share price at the date of exercise of options exercised during the year ended 31 March 2019 was Rs. 102.70 (31 March 2018: Rs. 277.77).
(ii) Forfeited on account of non-market performance vesting conditions not achieved.
(iii) Lapsed on account of employees resigned without exercising.
5 GRATUITY AND OTHER LONG-TERM BENEFIT PLANS
The disclosures of employee benefits as defined in the lndAS19 - "Employee Benefits" are given below:
a. The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which is managed by the LIC of India and HDFC Bank. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
b. Leave encashment is a non-funded defined benefit scheme. The obligation for leave encashment is recognized in the same manner as gratuity.
1 Amounts recognized as an expense and included in the Note 35 "Employee benefits expense" are gratuity Rs. 99 Lakhs (31 March 2018 Rs. 84 Lakhs) and leave encashment Rs. 10 Lakhs (31 March 2018 Rs. 153 Lakhs). Net interest cost on defined benefit obligation recognised in Note 36 under "Finance costs" is Rs. 79 Lakhs (31 March 2018 Rs. 76 Lakhs).
2 The estimate of future salary increases considered in the actuarial valuation takes into account the rate of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
3 "Contribution to provident and other funds" which is a defined contribution plan is recognized as an expense in Note 35 of the financial statements.
6 Insurance claim receivable of Rs. 193 lakhs (31 March 2018: Rs. 193 lakhs) is in respect of transit damage to certain plant and machinery, which is under litigation before National Consumer Disputes Redressal Commission, New Delhi (Refer Note 16).
7 LEASES
a. Finance Lease
The Company has acquired plant and machinery and equipment under finance lease which are capitalized under property, plant and equipment. The minimum lease payments required underthe finance lease that have initial or remaining non-cancellable lease terms and their presentvalue are as follows:
b. Operating Lease
The Company has taken office and factory units, residential facilities, plant and machinery (including equipment), IT assets, vehicles, etc. under cancellable/ non-cancellable operating lease agreements that are renewable on a periodic basis at the option of both the lessor and the lessee. The initial tenure of these leases varies from eleven to one hundred and eight months. The rental obligations are as follows:
8 SEGMENT INFORMATION
The financial statements of the Company contain both the consolidated financial statements as well as the separate financial statements. Hence, the Company has presented segment information on the basis of the consolidated financial statements as permitted by Ind AS 108 "Operating Segments." The Company has only one major identifiable business segmentviz. Plastic Packaging Material.
i. All the loans/guarantees and security given are for general business purposes.
ii. The loan is interest bearing and is at arm''s length.
iii. Security provided by the Company in clause (d) above is collateral to the corporate guarantee given in clause c (i) above
iv. The outstanding loan amount availed by the subsidiaries against the corporate guarantees/ letter of comfort given and security provided by the Company is Rs. 36,885 lakhs (31 March 2018 Rs. 40,553 lakhs).
v. Amounts disclosed in (c) and (d) are translated at respective year-end foreign exchange rates.
i) All transactions with related parties are made on arm''s length basis in the ordinary course of business. The outstanding balances at year end are unsecured due to be settled for consideration in cash.
ii) Sprit Infrapower and Multiventures Private Limited (Formerly Sprit Textiles Private Limited) ceased to be a related party post F.Y. 2016-17 and accordingly not reported in the above disclosures for current as well as in the previous financial year.
iii) The above disclosures are excluding Ind AS adjustments.
A Excludes leave encashment and gratuity liability provided in the books on the basis of actuarial valuation on an overall Company basis. Further the Essel Employee Stock Option Scheme 2014 does not extend to chairman and managing director, hence there is no share based compensation benefit.
* The performance bonus for the current year has been provided in the accounts as recommended by the nomination and remuneration committee and approved by the Board of Directors. The total remuneration to Managing Director computed as per the Companies Act, 2013 is within limits prescribed u/s 197 of the Companies Act, 2013.
9 Dividend of Rs. 5 Lakhs (31 March 2018 Rs. 3 Lakhs) unclaimed for a period of more than seven years is transferred to Investor Education and Protection Fund during the year. There is no amount due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2019.
10 CORPORATE SOCIAL RESPONSIBILITY (CSR)
During the year, the Company has spent Rs. 56 lakhs (31 March 2018 Rs. 78 lakhs) towards various CSR initiatives as against Rs. 209 lakhs (31 March 2018 Rs. 179 lakhs) as required by Section 135 read with Schedule VII of the Companies Act 2013. CSR spend has been charged to the statement of profit and loss under" Other expenses" in line with ICAI guidance note issued in May 2015.
11 RESEARCH AND DEVELOPMENT EXPENDITURE (R&D)
During the year, the Company has incurred total R&D expenditure ofRs.890 lakhs (31 March 2018 Rs.532 lakhs) including capital expenditure ofRs.275 lakhs (31 March 2018 Rs. Nil), out of which the Company has claimed weighted tax deduction on eligible R&D expenditure ofRs.867 lakhs (31 March 2018 Rs.440 lakhs) including capital expenditure ofRs.275 lakhs (31 March 2018 Rs. Nil) under section 35(2AB) of the Income Tax Act, 1961.
b) Revenue recognised during the year from performance obligations satisfied (or partially satisfied) in the previous period, is Rs.127 lakhs on account of change in transaction price
d) There are no discounts / rebates given during the year and hence revenue from sale of goods reported in "Revenue from operations" is as per contracted price.
12. GOODS AND SERVICES TAX
Following the commencement of Goods and Services Tax (GST) with effect from 1 July 2017, Revenue from operations for the period beginning 1 July 2017 is reported net of GST recovered, as required by Ind AS. However, prior to GST regime excise duty recovered was included as part of Revenue from operations for the reporting period till 30 June 2017 as required by Ind AS. Accordingly, the revenue from operations for the year ended 31 March 2019 are not comparable with the corresponding previous year presented in the financial statements. To facilitate comparison, the following additional information is being provided:
Notes :
i) Other changes in equity share capital and securities premium are on account of issue of bonus equity shares and transfer from share options outstanding account on exercise of share options (Refer note 19(d) and 20).
ii) Other changes in borrowings are on account of amortisation of ancillary borrowing costs.
13 PRIOR PERIOD COMPARATIVES
Previous year''s figures have been regrouped / rearranged wherever necessary to correspond with current year''s classifications / disclosures.
Mar 31, 2018
1 Corporate information
Essel Propack Limited (hereinafter referred to as âEPLâ or âthe Companyâ or âthe parent companyâ) is domiciled and incorporated in India and its shares are publicly traded on the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) in India. The Companyâs registered office is located at P.O. Vasind , Taluka : Shahpur District: Thane, Maharashtra - 421604 , India. The Company is engaged in manufacture of plastic packaging material in the form of multilayer collapsible tubes and laminates used primarily for packaging of consumer products in the Beauty & Cosmetics, Health & Pharmaceuticals, Food, Home and Oral care categories.
The separate financial statements (hereinafter referred to as âFinancial Statementsâ) of the Company for the year ended 31 March 2018 were authorised for issue by the Board of Directors at their meeting held on 26 April 2018.
2 Basis of preparation of financial statements
a) The financial statements have been prepared to comply in all material respects with the Indian Accounting Standards (Ind AS) notified under Section 133 of Companies Act, 2013 (the Act) read with Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other relevant provisions of the Act and rules framed thereunder and guidelines issued by Securities and Exchange Board of India (SEBI).
These financial statements have been prepared under the historical cost convention and on accrual basis, except for certain financial assets and liabilities (including derivative instruments), defined benefit plan assets and liabilities and share based payments being measured at fair value.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or a liability at the measurement date.
The financial statements are presented in Indian Rupees (âINRâ) with values rounded off to the nearest lakhs (00,000), except otherwise indicated. Zero â0â denotes amount less than a lakh.
b) Current and non-current classification
Assets and liabilities are classified as current if expected to realise or settle within twelve months after the balance sheet date. Deferred tax assets and liabilities are classified as non-current assets and liabilities.
3 (A) Recent accounting pronouncements
In March 2018, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) Amendment Rules, 2018, notifying Indian Accounting Standard (Ind AS) 115 âRevenue from Contracts with Customersâ; notifying amendments to Ind AS 12 âIncome Taxesâ and Ind AS 21 âThe Effects of Changes in Foreign Exchange Ratesâ. Ind AS 115, amendments to the Ind AS 12 and Ind AS 21 are applicable to the Company w.e.f. 1 April 2018.
i) Ind AS 115 âRevenue from Contracts with Customersâ
The core principle of Ind AS 115 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further this standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entityâs contracts with customers. The standard permits two possible methods of transitions) Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8 - âAccounting Policies, Changes in Accounting Estimates and Errorsâ. b) Retrospectively with cumulative effect of initially applying the standard recognised at the date of initial application (Cumulative catch - up approach). The Company will adopt the standard on 1 April 2018 by using the cumulative catch-up transition method and accordingly comparatives for the year ending or ended 31 March 2018 will not be retrospectively adjusted. The effect on adoption of Ind AS 115 is expected to be insignificant.
ii) Amendments to Ind AS
a) Ind AS 12 âIncome Taxesâ
The amendment considers that tax law determines which deductions are offset against taxable income and that no deferred tax asset is recognised if the reversal of the deductible temporary difference will not lead to tax deductions.
Accordingly, segregating deductible temporary differences in accordance with tax law and assessing them on entity basis or on the basis of type of income is necessary to determine whether taxable profits are sufficient to utilise deductible temporary differences.
b) Ind AS 21 âThe Effects of Changes in Foreign Exchange Ratesâ
The amendment to this Ind AS requires foreign currency consideration paid or received in advance of an item of asset, expense or income, resulting in recognition of a non-monetary prepayment asset or deferred income liability, to be recorded in the Companyâs functional currency by applying the spot exchange rate on the date of transaction.
The date of transaction which is required to determine the spot exchange rate for translation of such items would be earlier of:
- the date of initial recognition of the non-monetary prepayment asset or deferred income liability, and
- the date on which the related item of asset, expense or income is recognised in the financial statements.
If the transaction is recognised in stages, then a spot exchange rate for each transaction date would be applied to translate each part of the transaction.
The Company has evaluated the impact of the above amendments on the financial statements and the impact is not material.
3 (B) Significant estimates, judgements and assumptions
The preparation of financial statements in conformity with Ind AS requires the management to make estimates, assumptions and exercise judgement in applying the accounting policies that affect the reported amount of assets, liabilities and disclosure of contingent liabilities at the date of financial statements and the reported amounts of income and expenses during the year.
The Management believes that these estimates are prudent and reasonable and are based on the Managementâs best knowledge of current events and actions. Actual results could differ from these estimates and differences between actual results and estimates are recognised in the periods in which the results are known or materialised.
This note provides an overview of the areas that involves a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.
i) Defined benefit obligation
The cost of post-employment and other long term benefits is determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include determination of discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The assumptions used are disclosed in note 44.
ii) Fair value of financial instruments
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an armâs length transaction at the reporting date. For details of the key assumptions used and the impact of changes to these assumptions refer note 40.
iii) Share-based payments
Estimating fair value for share-based payment requires determination of the most appropriate valuation model. The estimate also requires determination of the most appropriate inputs to the valuation model including the expected life of the option, volatility and dividend yield and making assumptions about them. The assumptions and models used for estimating fair value for share-based payment transactions are disclosed in note 43.
iv) Impairment of non-financial assets
Impairment exists when the carrying value of an asset or cash generating unit (CGU) exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at armâs length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the future years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the assetâs performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate.
v) Impairment of financial assets
The impairment provisions for financial assets disclosed are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Companyâs past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
vi) Taxes
The Company periodically assesses its liabilities and contingencies related to income taxes for all years open to scrutiny based on latest information available. The Company records its best estimates of the tax liability in the current tax provision. The management believes that they have adequately provided for the probable outcome of these matters.
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits.
b) Terms/ rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs.2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The final 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 of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.
e) No bonus shares have been issued and no shares bought back during five years preceding 31 March 2018.
f) For details of shares reserved for issue under the employee share based payment plan of the Company (Refer note 43).
g) 500,155 equity shares of Rs.2 each fully paid up were allotted on 14 September 2012 for consideration other than cash, pursuant to the Scheme of Merger of Ras Propack Lamipack Limited and Ras Extrusions Limited with the Company.
h) Forfeited shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during earlier year. The amount of Rs.1 Lakh in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
Nature and purpose of reserves
i) Capital reserve
Capital reserve represents capital surplus and not normally available for distribution as dividend.
ii) Securities premium
Securities premium is used to record the premium received on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.
iii) Debenture redemption reserve (DRR)
The Company had issued redeemable non-convertible debentures and accordingly DRR is required to be created pursuant to the Companies (Share capital and Debentures) Rules 2014. DRR is required to be created, out of profits of the Company available for payment of dividend, upto an amount which is equal to 25% of the total value of the debentures issued.
iv) Share options outstanding account
Represent the fair value at respective grant dates of options granted and outstanding for vesting/exercise, under Essel Employee Stock Option Scheme 2014. This balance will be transferred to share capital and security premium account as and when the options get exercised from time to time or to retained earnings in the event of forfeiture, non-vesting or lapse.
v) General reserve
The reserve is a distributable reserve maintained by the Company out of transfers made from annual profits.
vi) Retained earnings
Retained earnings represent the accumulated earnings net of losses, if any, made by the Company over the years.
vii) Other comprehensive income
Other comprehensive income comprises of re-measurement gains/(losses) of defined benefit obligations.
Short-term borrowings of Rs.2,738 lakhs (31 March 2017: Rs.1,741 lakhs) are secured by first pari-passu charge on current assets and second pari-passu charge on all fixed assets of the company (except all fixed assets situated at chakan).
4 Income tax
a) The major components of income tax for the year ended 31 March 2018 are as under:
i) Income tax related to items recognised directly in the statement of profit and loss during the year
ii) Deferred tax related to items recognised in other comprehensive income (OCI) during the year
b) Reconciliation of tax expense and the accounting profit multiplied by tax rate:
c) Deferred tax relates to the following:
d) The Company has brought forward long term capital losses of Rs.2,714 lakhs (31 March 2017 Rs.2,714 lakhs) that are available for offsetting for eight years against future taxable long term capital gains till FY 2023-2024. Deferred tax assets of Rs.632 lakhs (31 March 2017 Rs.615 lakhs) have not been recognised in respect of these losses in view of uncertainty of future taxable long term capital gains.
ii) Fair value hierarchy
The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Indian Accounting Standards. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
iii) Financial assets (other than investment in subsidiaries) and liabilities measured at fair value through profit or loss at each reporting date
a) The Companyâs borrowings have been contracted at floating rates of interest, which resets at short intervals. Accordingly, the carrying value of such borrowings (including interest accrued but not due) approximates fair value.
b) The fair values for âOther non-current financial assets â comprising of lease rental deposits and bank deposits (due for maturity after twelve months from the reporting date) are based on discounted cash flows using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs including counterparty credit risk.
c) The carrying amounts of trade receivables, cash and cash equivalents, bank balances other than cash and cash equivalents, current loans, other current financial assets, current borrowings, trade payables and other financial liabilities approximates the fair values due to the short-term maturities of these financial assets / liabilities.
d) There have been no transfers between level 1, level 2 and level 3 for the years ended 31 March 2018 and 31 March 2017.
v) Valuation techniques used to determine fair value and significant estimates and judgements made in:
The fair value of foreign exchange forward contracts is determined using forward exchange rates at the balance sheet date. The fair values of the remaining financial instruments is determined using discounted cash flow method.
5 Financial risk management
The Company has exposure to the following risks arising from financial instruments:
- Credit risk;
- Liquidity risk;
- Market risk - Foreign currency; and
- Market risk - Interest rate
A. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counter party to a financial instrument fails to meet its contractual obligations.
The Company is exposed to credit risk from its operating activities (primarily trade receivables), lease rental deposits, deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
i) Trade receivables
The Company extends credit to customers in the normal course of business. The Company considers factors such as financial conditions / market practices, credit track record in the market, analysis of historical bad debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company has also taken advances and security deposits from some of its customers, which mitigate the credit risk to an extent.
ii) The ageing analysis of the trade receivables (other than due from related parties) has been considered from the date the invoice falls due.
The Company uses provision matrix whereby trade receivables are considered impaired based on past trends where such receivables are outstandings for more than one year. The allowance for lifetime expected credit loss on customer balances for the year ended 31 March 2018 and 31 March 2017 is not material and the same has not been recognised. The reversal for lifetime expected credit loss on customer balances for the year ended 31 March 2018 is Rs. Nil ( 31 March 2017 : Rs. Nil ).
v) Other financial instruments
The Company considers factors such as track record, size of the institution, market reputation, financial strength/rating and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings. Security deposits against leasing of premises/equipments are refundable upon closure of the lease and hence credit risk associated with such deposits is relatively low.
B Liquidity risk
i) Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Companyâs approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Companyâs reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. It maintains adequate sources of financing including loans, debt and overdraft from banks. It also enjoys strong access to domestic capital markets across various debt instruments.
ii) Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The contractual cash flow amounts are gross and undiscounted.
C 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. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Companyâs activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
i Foreign currency risk
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar (âUSDâ), the Euro (âEURâ), the Swiss Franc (âCHFâ) and the Chinese Yuan (âCNYâ). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupees (âINRâ) relative to the USD, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Companyâs assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimising cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to minimise the impact to results of the exchange rate movements. the unhedged exposures are maintained and kept to minimum feasible.
The above table excludes foreign currency exposures (financial liabilities) of Rs.1,829 lakhs (31 March 2017: Rs.5,255 lakhs) denominated primarily in USD and CHF currencies for which the exchange differences (net) are being capitalised to cost of property, plant and equipment. Accordingly the corresponding foreign exchange forward contracts against these financial liabilities amounting to Rs.1,829 lakhs (31 March 2017: Rs.4,828 lakhs) have been excluded.
Sensitivity to foreign currency risk
The following table demonstrates the sensitivity in the USD, EUR, CHF, CNY and other currencies with all other variables held constant. The below impact on the Companyâs profit before tax is based on changes in the fair value of unhedged foreign currency monetary assets and liabilities at balance sheet date:
ii Interest rate risk
This refers to risk to Companyâs cash flow and profits on account of movement in market interest rates.
For the Company the interest risk arises mainly from interest bearing borrowings which are at floating interest rates. To mitigate interest rate risk, the Company closely monitors market interest and as appropriate makes use of hedged products optimised borrowing mix / composition etc.
b) Interest rate sensitivity
The following table illustrates the sensitivity of profit and equity to a reasonably possible change in interest rate of 50 basis point increase or decrease. The calculations are based on the variable rate borrowings outstanding at balance sheet date. All other parameters are held constant.
5 Capital Management Risk management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Companyâs capital management is to maximise the shareholdersâ value.
For the purpose of the Companyâs capital management, equity includes issued capital, securities premium and other reserves. Net debt includes loans less cash and bank balances. The Company manages capital by monitoring gearing ratio which is net debt divided by equity plus net debt.
* Including deposits with banks having original maturity period of more than twelve months of Rs.20 lakhs (31 March 2017 Rs.29 lakhs) shown under other non current financial assets.
Loan covenants
Borrowings contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, interest service coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company meets certain prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of the consolidated financial statements. The Company has also satisfied all other debt covenants prescribed in the respective sanction of bank loan. The deferred sales tax loans and finance leases do not carry any debt covenant.
6 Share-based payments Employee stock option plan
a) During the year 2014-15, the Company had instituted an Essel Employee Stock Option Scheme 2014 (âthe Schemeâ) as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than directors, promoters or person belonging to promoter group.
Subject to terms and conditions of the Scheme, the said options will vest on each of 1 July 2016, 1 July 2017 and 1 July 2018 to the extent mentioned in the letter of grant and can be exercised within a maximum period of four years from the date of vesting. When exercisable, each option is convertible into one equity share of Rs.2 each fully paid up.
b) Summary of options granted under the Scheme
c) Expiry date and exercise prices of the share options outstanding at the end of the year:
d) The fair value of each option granted is estimated on the date of grant using the black scholes model with the following assumptions
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information.
e) Expense arising from share based payments transactions
Notes:
(i) The weighted average share price at the date of exercise of options exercised during the year ended 31 March 2018 was â277.77 (31 March 2017: Rs.249.39).
(ii) Forfeited on account of non-market performance vesting conditions not achieved.
(iii) Forfeited on account of employees resigned without exercising
7 Gratuity and other long-term benefit plans
The disclosures of employee benefits as defined in the Ind AS 19 - âEmployee Benefitsâ are given below:
a. The Company makes annual contributions to the employeesâ gratuity fund scheme, a funded defined benefit plan which is managed by the LIC of India and HDFC Bank. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
b. Leave encashment is a non-funded defined benefit scheme. The obligation for leave encashment is recognised in the same manner as gratuity.
c. Details of post retirement gratuity plan are as follows:-
i. Net expenses recognised during the year in the statement of profit and loss
ii. Net expenses recognised during the year in other comprehensive income (OCI)
iii. Net liability recognised in the balance sheet
iv. Reconciliation of opening and closing balances of defined benefit obligation
Notes:
1 Amounts recognised as an expense and included in the Note 34 âEmployee benefits expenseâ are gratuity Rs.84 lakhs (31 March 2017 Rs.66 lakhs) and leave encashment Rs.153 lakhs (31 March 2017 Rs.241 lakhs). Net interest cost on defined benefit obligation recognised in Note 35 under âFinance costsâ is Rs.76 lakhs (31 March 2017 Rs.59 lakhs).
2 The estimate of future salary increases considered in the actuarial valuation takes into account the rate of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
3 âContribution to provident and other fundsâ which is a defined contribution plan is recognised as an expense in Note 34 of the financial statements.
8 Collateral / security pledged
The carrying amount of assets pledged as security for current and non-current borrowings of the Company and for a loan of USD 11.50 Million (31 March 2017: USD 12.50 Million) availed by a subsidiary are as under:
9 Insurance claim receivable of Rs.193 lakhs (31 March 2017: Rs.193 lakhs) is in respect of transit damage to certain plant and machinery, which is under litigation before National Consumer Dispute Rederssal Commission, New Delhi (Refer Note 16).
10 Leases
a. Finance Lease
The Company has acquired plant and machinery and equipment under finance lease which are capitalised under property, plant and equipment. The minimum lease payments required under the finance lease that have initial or remaining non-cancellable lease terms in excess of one year as at 31 March 2018 and their present value are as follows:
b. Operating Lease
The Company has taken office and factory units, residential facilities, plant and machinery (including equipment), IT assets, vehicles, etc. under cancellable/ non-cancellable operating lease agreements that are renewable on a periodic basis at the option of both the lessor and the lessee. The initial tenure of these leases varies from eleven to one hundred and eight months. The rental obligations are as follows:
11 Segment information
The financial statements of the Company contain both the consolidated financial statements as well as the separate financial statements. Hence, the Company has presented segment information on the basis of the consolidated financial statements as permitted by Ind AS 108 âOperating Segments.â The Company has only one major identifiable business segment viz. Plastic Packaging Material.
12 Information required under Section 186(4) of the Companies Act, 2013
a. Loans given
* Name changed from Sprit Textiles Private Limited w.e.f. 2 November, 2017.
b. Investments made
There are no investments other than disclosed in Note 6 - Non-current investments.
c. Corporate guarantees and letter of confort given on behalf of subsidiaries
d. Security provided for loan availed by the subsidiary
Notes
i. All the loans/guarantees and security given are for general business purposes.
ii. The loan is interest bearing and is at armâs length.
iii. Security provided by the Company in clause (d) above is collateral to the corporate guarantee given in clause c (i) above.
iv. The outstanding loan amount availed by the subsidiaries against the corporate guarantees/ letter of comfort given and security provided by the Company is Rs.40,553 lakhs (31 March 2017 Rs.46,332 lakhs).
v. Amounts disclosed in (c) and (d) are translated at respective year-end foreign exchange rates.
13 Disclosure as required by Schedule V (A)(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
Investments by Loanee in the equity shares of the Company as at 31 March 2018
14 Micro, Small and Medium Enterprises
Disclosure required under the Micro, Small and Medium Enterprises Development Act, 2006 (âThe Actâ) are given as follows:
15 Related party disclosures
a. List of related parties
i. Ultimate holding company
Rupee Finance and Management Private Limited (ceased to be ultimate holding company w.e.f. 6 October 2016 pursuant to the scheme of amalgamation -Refer note 58)
ii. Holding company
Whitehills Advisory Services Private Limited (ceased to be holding company w.e.f. 6 October 2016 pursuant to the scheme of amalgamation - Refer note 58)
vi. Other related parties with whom transactions have taken place during the year and balances outstanding at the year-end
Other related parties
Aqualand (India) Limited, Ayepee Lamitubes Limited, Ganjam Trading Company Private Limited, Pan India Paryatan Private Limited, Sprit Infrapower & Multiventures Private Limited (formerly Sprit Textiles Private Limited), ITZ Cash Card Limited, Shrotra Enterprises Private Limited.
vii. Key management personnel / Directors
Executive director Mr. Ashok Goel (Chairman and Managing Director)
Independent director Mr. Boman Moradian
Independent director Mr. Mukund M. Chitale
Independent director Ms. Radhika Pereira
Non-executive director Mr. Atul Goel
A Excludes leave encashment and gratuity liability provided in the books on the basis of actuarial valuation on an overall Company basis. Further the Essel Employee Stock Option Scheme 2014 does not extend to chairman and managing director, hence there is no share based compensation benefit.
* The performance bonus for the current year has been provided in the accounts as recommended by the nomination and remuneration committee and approved by the Board of Directors. The total remuneration to Managing Director computed as per the Companies Act, 2013 is within limits prescribed u/s 197 of the Companies Act, 2013.
16 Dividend of Rs.3 lakhs (31 March 2017 Rs.2 lakhs) unclaimed for a period of more than seven years is transferred to Investor Education and Protection Fund during the year. There is no amount due and outstanding to be credited to Investor Educaton and Protection Fund as at 31 March 2018.
17 Corporate Social Responsibility (CSR)
During the year, the Company has towards various CSR initiatives spent Rs.78 lakhs (31 March 2017 Rs.42 lakhs) as against Rs.179 lakhs (31 March 2017 Rs.165 lakhs) as required by Section 135 read with Schedule VII of the Companies Act 2013. CSR spend has been charged to the statement of profit and loss under âOther expensesâ in line with ICAI guidance note issued in May 2015.
18 Research and Development expenditure (R&D)
During the year, the Company has incurred total R & D expenditure of Rs.532 lakhs (31 March 2017 Rs.562 lakhs) including capital expenditure of Rs. Nil (31 March 2017 Rs.66 lakhs), out of which the company has claimed weighted tax deduction on eligible R & D expenditure of Rs.440 lakhs (31 March 2017 Rs.470 lakhs) including capital expenditure of Rs. Nil (31 March 2017 Rs.66 lakhs) under section 35(2AB) of the Income Tax Act, 1961.
19 Scheme of Amalgamation
i A Scheme of Amalgamation of the holding company Whitehills Advisory Services Private Limited (âtransferor companyâ) with Essel Propack Limited (âtransferee companyâ) and their respective shareholders (the Scheme) was sanctioned by the Honâble High Court of Judicature at Mumbai vide its order dated 1 September 2016. The Scheme became effective on 6 October 2016 and consequently all assets, liabilities and reserves of transferor company vested with the Company on the appointed date i.e. 1 November 2015 at their respective book values. Accordingly, the financial statements for the year ended 31 March 2017 includes the transactions of the transferor company.
ii Pursuant to the Scheme:-
a. 88,829,014 and 88,829 equity shares of Rs.2 each fully paid up of the Company were allotted to the participating preference shareholders and equity shareholders respectively of the transferor company and equivalent number of equity shares of Rs.2 each fully paid up held by the transferor company were cancelled. There was no change in the paid up equity share capital of the Company post allottment of the above equity shares.
b. The net assets taken over were credited to capital reserve and expenses incurred in relation to and in connection with the Scheme were debited to capital reserve as detailed below:
20 Goods and Services tax
Following the commencement of Goods and Services Tax (GST) with effect from 1 July 2017, Revenue from operations for the period beginning 1 July 2017 is reported net of GST recovered, as required by Ind AS. However, prior to GST regime excise duty recovered was included as part of Revenue from operations for the reporting period till 30 June 2017 as required by Ind AS. Accordingly, the revenue from operations for the year ended 31 March 2018 are not comparable with the corresponding previous years presented in the financial results. To facilitate comparison, the following additional information is being provided:
21 Prior period comparatives
Previous yearâs figures have been regrouped / reclassified wherever necessary to correspond with current yearâs classifications / disclosures.
Mar 31, 2017
Notes:
(i) Buildings include roads, residential flats, tube well, and water tanks and share in co-operative society.
(ii) Additions to plant and machinery includes exchange difference of Rs. 334 lakhs capitalized during the financial year 2016-17.
(iii) For details of property, plant and equipment pledged as security, refer note 46.
Notes:
(i) Buildings include roads, residential flats, tube well, and water tanks and share in co-operative society.
(ii) Additions to plant and machinery includes exchange difference of Rs. 628 lakhs capitalized during the financial year 2015-16.
(iii) For details of property, plant and equipment pledged as security, refer note 46.
(iv) * Refer notes 3A(b)(iii) and 3A(c)(ii).
@ The Company has given an undertaking that it will continue to hold / control at least 51% of equity share capital and preference share capital during the tenure of credit facility availed by the subsidiaries from the banks.
Security deposits are interest free non-derivative financial assets carried at amortized cost. These primarily include deposits given against rented premises and various deposits with government authorities. The carrying value may be affected by changes in the credit risk of the counterparties.
Inventories were written down to net realizable value by Rs.78 lakhs (31 March 2016 Rs. 27 lakhs). This amount is recognized as an expense during the year and included in "Changes in inventories of finished goods and goods-in-process" in the statement of profit and loss.
* Deposited with / lien in favour of various Government authorities / banks. Deposits with banks earns interest at floating rates based on daily bank deposit rates.
b) Terms/ rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs.2 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The final 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 of the Company, the holders of the equity shares will be entitled to receive remaining assets of the Company, after distribution of preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.
* During the year, all the shares held by Whitehills Advisory Services Private Limited have been transferred to Ashok Goel Trust pursuant to a scheme of amalgamation (Refer note 62). As such, there is no holding company or ultimate holding Company w.e.f. 6 October 2016.
* During the year, all the shares held by Whitehills Advisory Services Private Limited have been transferred to Ashok Goel Trust pursuant to a scheme of amalgamation (Refer note 62). As such, there is no holding company w.e.f. 6 October 2016.
e) No bonus shares have been issued and no shares bought back during five years preceding 31 March 2017.
f) For details of shares reserved for issue under the employee share based payment plan of the Company (Refer note 43).
g) 500,155 equity shares of Rs.2 each fully paid up were allotted on 14 September 2012 for consideration other than cash, pursuant to the Scheme of Merger of Ras Propack Lamipack Limited and Ras Extrusions Limited with the Company.
h) Forfeited shares consist of 35,725 partly paid up equity shares and 21,395 fully paid up bonus shares forfeited during the previous year. The amount of Rs. 1 Lakh in relation to the forfeiture will be transferred to reserves upon cancellation of these shares.
Nature and purpose of reserves
i) Capital reserve
Capital reserve represents capital surplus and not normally available for distribution as dividend.
ii) Securities premium
Securities premium is used to record the premium received on issue of shares. The reserve is utilized in accordance with the provisions of the Companies Act, 2013.
iii) Debenture redemption reserve (DRR)
The Company had issued redeemable non-convertible debentures and accordingly DRR is required to be created pursuant to the Companies (Share capital and Debentures) Rules 2014. DRR is required to be created, out of profits of the Company available for payment of dividend, up to an amount which is equal to 25% of the total value of the debentures issued.
iv) Share options outstanding account
Represent the fair value at respective grant dates of options issued to employees under Essel Employee Stock Option Scheme 2014. This balance will be transferred to share capital and security premium account as and when the options get exercised from time to time.
v) General reserve
The reserve is a distributable reserve maintained by the Company out of transfers made from annual profits.
vi) Retained earnings
Retained earnings represent the accumulated earnings net of losses if any made by the Company over the years.
vii) Other comprehensive income
Other comprehensive income comprises of re-measurement gains/(losses) of defined benefit obligations.
d) The Company has brought forward long term capital losses of Rs. 2,714 lakhs (31 March 2016 Rs. 2,714 lakhs, 1 April 2015 Rs. Nil) that are available for offsetting for eight years against future taxable long term capital gains till FY 2023-2024. Deferred tax assets of Rs.615 lakhs (31 March 2016 Rs. 615 lakhs, 1 April 2015 Rs. Nil) have not been recognized in respect of these losses in view of uncertainty of future taxable long term capital gains.
Fair value hierarchy
The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (a) recognized and measured at fair value and (b) measured at amortized cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into three levels prescribed under the Ind AS. An explanation for each level is given below.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include foreign exchange forward contracts.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level.
Financial assets (other than investment in subsidiaries) and liabilities measured at fair value through profit or loss at each reporting date
The carrying amounts of trade receivables, cash and bank balances, current loans, current borrowings, trade payables and other financial liabilities are considered to be approximately equal to the fair value due to the short -term maturities of these financial assets/liabilities.
The fair values of non-current loans, other non-current financial assets and non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs. During the periods mentioned above, there have been no transfers amongst the levels of hierarchy.
Valuation techniques used to determine fair value:
- the fair value of foreign exchange forward contracts is determined using forward exchange rates at the balance sheet date
1 Financial risk management A Credit risk
The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and other financial instruments. Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of counter party, taking into account the financial condition, current economic trends, and the analysis of historical bad debts and ageing of accounts receivable etc. Individual risk limits are set accordingly.
i) Trade receivables
The Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extension of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets. The Company has also taken advances and security deposits from certain customers, which mitigate the credit risk to an extent.
ii) Financial instruments and cash deposits
The Company considers factors such as track record, size of the institution, market reputation and service standards to select the banks with which balances and deposits are maintained. Generally, the balances are maintained with the institutions from whom the Company has also availed borrowings.
B Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables, derivative instruments and other financial liabilities.
The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities. The Company regularly monitors liquidity position through rolling forecast based on estimated free cash flow generated from business.
C 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 Company''s 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 optimizing the return. The sensitivity analysis excludes the impact of movements in market variables on the carrying value of post-employment benefit obligations provisions and on the non-financial assets and liabilities. The sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
The Company''s activities expose it to risks on account of changes in foreign currency exchange rates and interest rates. The Company uses derivative financial instruments such as foreign exchange forward contracts of varying maturity depending upon the underlying contract as a risk management strategy to manage its exposures to foreign exchange fluctuations and interest rate.
I Foreign currency risk
Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market prices. The Company is exposed to foreign exchange risk on their receivables, payables and foreign currency loans which are mainly held in the United State Dollar (""USD""), the Euro ("EUR"), the Swiss Franc (""CHF"") and Chinese Yuan (""CNY""). Consequently, the Company is exposed primarily to the risk that the exchange rate of the Indian Rupees ("INR") relative to the USD, the EUR, the CHF, and the CNY may change in a manner that has a material effect on the reported values of the Company''s assets and liabilities that are denominated in these foreign currencies.
The Company evaluates exchange rate exposure arising from foreign currency transactions and follows established risk management policies, including minimizing cross currency transactions, using natural hedge and the use of derivatives like foreign exchange forward contracts to hedge exposure to foreign currency risk.
The above table exclude foreign currency exposures (financial liabilities) of Rs. 5,255 lakhs (31 March 2016: Rs.7,008 lakhs, 1 April 2015: Rs. 8,492 lakhs) denominated primarily in USD, EUR and CHF currencies for which the exchange differences (net) are being capitalized to cost of property, plant and equipment. Accordingly the corresponding forward contracts against these financial liabilities amounting to Rs. 4,828 lakhs (31 March 2016: Rs. 3,646, 1 April 2015: Rs. 1,648 lakhs) have been excluded.
''0'' Zero denotes less a than lakh.
Sensitivity to foreign currency risk
The following table demonstrates the sensitivity in the USD, EUR, CHF, CNY and other currencies with all other variables held constant. The below impact on the Company''s profit before tax is based on changes in the fair value of unhedged foreign currency monetary assets and liabilities at balance sheet date:
II Interest rate risk
This refers to risk to Company''s cash flow and profits on account of movement in market interest rates.
For the Company the interest risk arises mainly from interest bearing borrowings which are at floating interest rates. To mitigate interest rate risk, the Company closely monitors market interest and as appropriate make use of hedged products and optimize borrowing mix / composition.
b) Interest rate Sensitivity
The following table illustrates the sensitivity of profit and equity to a reasonably possible change in interest rate of 50 basis point increase or decrease. The calculations are based on the variable rate borrowings outstanding at balance sheet date. All other parameters are held constant.
2 Capital Management Risk management
The Company manages its capital structure and makes necessary adjustments in light of changes in economic conditions and the requirement of financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders, issue new shares or raise / retire debt. The primary objective of the Company''s capital management is to maximize the shareholders'' value.
For the purpose of the Company''s capital management, equity includes issued capital, securities premium and other reserves. Net debt includes loans less cash and bank balances. The Company manages capital by monitoring gearing ratio which is net debt divided by equity plus net debt.
Loan Covenants
Bank loans contain certain debt covenants relating to limitation on indebtedness, debt-equity ratio, debt to EBITDA ratio, interest service coverage ratio and debt service coverage ratio. The limitation on indebtedness covenant gets suspended once the Company meets certain prescribed criteria. The debt covenant related to limitation on indebtedness remained suspended as of the date of adoption of the financial statements. The Company has also satisfied all other debt covenants prescribed in the respective sanction of bank loan. The deferred sales tax loans and finance leases do not carry any debt covenant.
3 Share-based payments
Employee stock option plan
a) During the year 2014-15, the Company had instituted an Essel Employee Stock Option Scheme 2014 ("the Scheme") as approved by the Board of Directors for issuance of stock options to the eligible employees of the Company and of its subsidiaries, other than directors, promoters or person belonging to promoter group.
Subject to terms and conditions of the Scheme, the said options will vest on each of 1July 2016, 1July 2017 and 1July 2018 to the extent mentioned in the letter of grant and can be exercised within a maximum period of four years from the date of vesting. When exercisable, each option is convertible into one equity share of Rs. 2 each fully paid up.
*The weighted average share price at the date of exercise of options exercised during the year ended 31 March 2017 was Rs.249.39.
4 Gratuity and other long-term benefit plans
As per Indian Accounting Standard - 19 "Employee Benefits", the disclosures of employee benefits as defined in the Indian Accounting Standard are given below:
a. The Company makes annual contributions to the employees'' gratuity fund scheme, a funded defined benefit plan which is managed by LIC of India. The present value of obligation is determined based on actuarial valuation using the projected unit credit 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.
b. Leave encashment is a non-funded defined benefit scheme. The obligation for leave encashment is recognized in the same manner as gratuity.
c. Details of post retirement gratuity plan are as follows:-
i. Expenses recognized during the year in the statement of profit and loss
Notes:
5 Amounts recognized as an expense and included in the Note 35 "Employee benefits expense" are gratuity Rs.125 lakhs (31 March 2016 Rs.133 lakhs) and leave encashment Rs.241 lakhs (31 March 2016 Rs.120 lakhs)
6 The estimate of future salary increases considered in the actuarial valuation, takes into account the rate of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.
7 Contribution to provident and other funds" which is a defined plan is recognized as an expense in Note 35 of the financial statements.
8 Specified bank notes (SBN)
The Company has no transactions in cash and hence disclosures w.r.t. Specified Bank Notes (SBN) are not applicable.
9 Collateral / security pledged
The carrying amount of assets pledged as security for current and non-current borrowings of the Company and for a loan of USD 12.50 Million (31 March 2016: USD Nil, 1 April 2015: USD 9.00 Million) availed by a subsidiary are as under:
* Does not include disputed excise duty of Rs. Nil (31 March 2016 Rs.1,154 lakhs and 1 April 2015 Rs.1,154 lakhs) for alleged undervaluation in inter unit transfer of web, for captive consumption as it does not have significant impact on profits of the Company since excise duty paid by one unit is admissible as Cenvat credit at other unit. Further, the appeal filed by Excise Department against the decision (in Company''s favour) of High Court has been set aside by the Hon''ble Supreme Court during the year.
10 This claim is in respect of transit damage to the plant and machinery, which is under litigation before National Consumer Dispute Rederssal Commission, New Delhi (Refer Note 16).
11 Leases
a. Finance Lease
The Company has acquired plant and machinery and equipments under finance lease which are capitalized under property, plant and equipment. The minimum lease payments required under this finance lease that have initial or remaining non-cancellable lease terms in excess of one year as at 31 March 2017 and its present value are as follows:
b. Operating Lease
The Company has taken premises, residential facilities, plant and machinery (including equipment) and vehicles under cancellable/ non-cancellable operating lease agreements that are renewable on a periodic basis at the option of both the lessor and the lessee. The initial tenure of the leases varies from eleven to one hundred and eight months. The rental obligations are as follows:
12 Segment information
The financial statements of the Company contain both the consolidated financial statements as well as the separate financial statements of the parent Company. Hence, the Company has presented segment information on the basis of the Consolidated Financial Statements as permitted by Ind As 108 "Operating Segments." The Company has only one major identifiable business segment viz. Plastic Packaging Material.
13 Divestment of Packaging India Private Limited
On 13 July 2015, the Company had divested its stake in wholly owned subsidiary, Packaging India Private Limited for full cash consideration as part of its strategy to pursue growth opportunity in its tube packaging business which has great potential across the globe in the Beauty & Cosmetics, Pharma & Health and Food categories. Gain on divestment of Rs.4,689 lakhs is credited to the statement of profit and loss of the previous year net off transaction costs and contingencies for any possible indemnity/claim.
14 Exceptional items for the previous year Rs.4,529 lakhs include
a) Gain of Rs.4,689 lakhs on divestment of its wholly owned subsidiary (Refer Note 51)
b) Rs.160 lakhs write off of ancillary borrowing costs on account of pre-payment of long-term borrowings and related charges thereof.
15 Micro, Small and Medium Enterprises
Disclosure required under the Micro, Small and Medium Enterprises Development Act, 2006 ("The Act") are given as follows:
Note: The information has been given in respect of such vendors to the extent they could be identified as "Micro and Small" enterprises on the basis of information available with the Company.
16 Related party disclosures
i. Ultimate holding company
Rupee Finance and Management Private Limited (Ceased to be ultimate holding company w.e.f. 6 October 2016 pursuant to the scheme of amalgamation (Refer note 62)
ii. Holding company
White hills Advisory Services Private Limited (Ceased to be holding company w.e.f. 6 October 2016 pursuant to the scheme of amalgamation (Refer note 62)
* 7.35% is held through Lamitube Technologies (Cyprus) Limited ** Divested on 13 July 2015 (Refer note 51)
# Subsidiary has discontinued its operations and is under liquidation
## Ceased to be joint ventures and became wholly owned subsidiaries w.e.f. 30 September 2016. A Merged with Lamitube Technologies Limited during the previous year 2015-16 AA Incorporated during the previous year 2015-16 @ Under deregistration process
## Ceased to be joint ventures and became wholly owned subsidiaries w.e.f. 30 September 2016
vi Other related parties with whom transactions have taken place during the year and balances outstanding at the year-end Other related parties
Aqualand (India) Limited, Ayepee Lamitubes Limited, Ganjam Trading Company Private Limited, Pan India Paryatan Private Limited, Rama Associates Limited, Zee Entertainment Enterprises Limited, Sprit Textiles Private Limited, ITZ Cash Card Limited, Shrotra Enterprises Private Limited.
vii Key Management Personnel
Executive Director Mr. Ashok Goel (Chairman and Managing Director)
Notes:
i) All transactions with related parties are made on arm''s length basis in the ordinary course of business. The outstanding balances at year end are unsecured due to be settled for consideration in cash.
ii) ''0'' Zero denotes less then a Lakh
A Excludes leave encashment and gratuity provided on the basis of actuarial valuation on an overall Company basis. Further the Essel Employee Stock Option Scheme 2014 does not extend to chairman and managing director, hence there is no share based compensation benefit.
* The performance bonus for the current year has been provided in the accounts as recommended by the nomination and remuneration committee and approved by the Board of Directors. The total remuneration to Managing Director on this basis as computed as per the Companies Act, 2013 is within limits prescribed u/s 197 of the Companies Act, 2013.
* Repayment received of loan taken over pursuant to the scheme of amalgamation (Refer note 62)
b. Investments made
There are no investments other than disclosed in Note 6 - Non-current investments.
Notes
i. All the loans/guarantees and security given are for general business purposes.
ii. The loans are interest bearing and at arm''s length.
iii. Loans given to Sprit Textiles Private Limited is repayable on demand.
iv. The outstanding loan amount availed by the subsidiaries against the corporate guarantees/security given by the Company as at 31 March 2017 is Rs.46,332 lakh (31 March 2016 Rs.41,044 lakhs; 1 April 2015 Rs.40,155)
v. Amounts disclosed in (c) and (d) are translated at respective year-end foreign exchange rates.
17 Dividend of Rs.2 lakhs (31 March 2016 Rs.7 lakhs; 31 March 2015 Nil) unclaimed for a period of more than seven years is transferred to Investor Education and Protection Fund during the year. There is no amount due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2017.
18 Corporate Social Responsibility (CSR)
During the year, the Company has towards various CSR initiatives spent Rs.42 lakhs (31 March 2016 Rs.63 lakhs) as against Rs.165 lakhs (31 March 2016 Rs.141 lakhs) as required by Section 135 read with Schedule VII of the Companies Act 2013. CSR spend has been charged to the Statement of Profit and Loss under "Other Expenses" in line with ICAI guidance note issued in May 2015.
19 Research and Development expenditure (R&D)
During the year, the Company has incurred total R&D expenditure of Rs.562 lakhs (31 March 2016 Rs.634 lakhs) including capital expenditure of Rs. 66 lakhs (31 March 2016 Rs.125 lakhs), out of which the Company has claimed weighted tax deduction on eligible R&D expenditure of Rs. 470 lakhs (31 March 2016 Rs. 373 lakhs) including capital expenditure of Rs.66 lakhs (31 March 2016 Rs.125 lakhs) under Section 35(2AB) of the Income Tax Act, 1961.
20 Scheme of Amalgamation
i A Scheme of Amalgamation of the holding company White hills Advisory Services Private Limited ("transferor company") with Essel Propack Limited ("transferee company") and their respective shareholders (the Scheme) was sanctioned by Hon''ble High Court of Judicature at Mumbai vide its order dated 1 September 2016. The Scheme became effective on 6 October 2016 and consequently all assets, liabilities and reserves vested in the Company on the appointed date i.e. 1 November 2015. Accordingly, the financial statements for the year ended 31 March 2017 includes the transactions of the transferor company.
ii The amalgamation is accounted for as per the accounting treatment mentioned in the Scheme approved by the Hon''ble High Court i.e. as per the pooling of interest method.
iii Pursuant to the Scheme:-
a. All assets and liabilities appearing in the books of the transferor company have been recorded by the transferee company at their respective book values at the appointed date.
b. 88,829,014 and 88,829 equity shares of Rs.2 each fully paid up of the Company have been allotted to the participating preference shareholders and equity shareholders respectively of the transferor company and equivalent number of equity shares of Rs.2 each fully paid up held by the transferor company have been cancelled. There is no change in the paid up equity share capital of the Company post allottment of the above equity shares.
c. The net assets taken over have been credited to capital reserve and expenses incurred in relation to and in connection with the Scheme have been debited to capital reserve as detailed below:
d. The authorized equity share capital of the Company stands increased by 50,050,000 equity shares of Rs.2 each.
e. During the period between the appointed date and the effective date, as transferor company has carried on the existing business in "trust" on behalf of the Company, all vouchers, documents etc; for that period are in the name of transferor company.
21 Prior period comparatives
Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with current year''s classifications / disclosures.
22 First time adoption of Ind AS A First Ind AS financial statements
These are the Company''s first separate financial statements prepared in accordance with Ind AS applicable as at 31 March 2017.
The accounting policies set out in note 3 have been applied in preparing the financial statements for the year ended 31 March 2017, the comparative information presented in these financial statements for the year ended 31 March 2016 and in the preparation of an opening Ind AS balance sheet as at 1 April 2015 (the date of transition). In preparing its opening Ind AS balance sheet, the Company has restated the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2014 and other relevant provisions of the Act (previous GAAP or Indian GAAP) so as to comply in all material respects with Ind AS.
An explanation of how the transition from previous GAAP to Ind AS has affected the Company''s financial position, financial performance and cash flows is as follows:"
i Optional exemptions availed
a) Deemed cost
Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognized in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption is also applicable for intangible assets covered by Ind AS 38.
Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.
b) Investment in subsidiaries
Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its investment in subsidiaries as recognized in the financial statements at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.
Accordingly, the Company has elected to measure all of its investments in subsidiaries at their previous GAAP carrying value.
c) Long-term foreign currency monetary items
A first-time adopter may continue the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items recognized in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period as per the previous GAAP
Accordingly, the Company has elected to continue the current accounting policy adopted for accounting of exchange differences arising from translation of long-term foreign currency monetary items .
ii Mandatory exceptions applied
a) Estimates
An entity''s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.
Ind AS estimates as at 1 April 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP except where Ind AS required a different basis for estimates as compared to the previous GAAP.
b) De-recognition of financial assets and liabilities
Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity''s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.
The Company has applied the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.
c) Classification and measurement of financial assets
Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
d) Government loans
As per Ind AS 101, if a first-time adopter did not, under its previous GAAP, recognize and measure a government loan at a below-market rate of interest on a basis consistent with Ind AS requirements, it shall use its previous GAAP carrying amount of the loan at the date of transition to Ind ASs as the carrying amount of the loan in the opening Ind AS Balance Sheet. An entity shall apply Ind AS 109 to the measurement of such loans after the date of transition to Ind As.
Under the previous GAAP, these loans were carried at amounts that will be repaid. Accordingly, the Company applies this exception and does not make any changes to the interest free deferred sales tax loans outstanding as at the date of transition.
Impact of Ind AS adoption on the statement of cash flows for the year ended 31 March 2016 -
All the adjustments on account of Ind AS are non - cash in nature and hence, there is no material impact on the statement of cash flows.
S.N. Explanation to reconciliation:
B.1 Security deposits
Under the previous GAAP, interest free lease security deposits given (that are refundable in cash on expiry/termination of the lease term) were recorded at their transaction value. Under Ind AS, all financial assets are required to be measured at fair value. Accordingly, the Company has fair valued lease security deposits under Ind AS. Difference between the fair value and transaction value of the security deposits has been recognized as prepaid expenses. Consequent to this change, security deposits decreased by Rs. 378 lakhs as at 31 March 2016 (1 April 2015: Rs.497 lakhs) and prepaid expenses increased by Rs. 326 lakhs as at March 2016 (1 April 2015: Rs. 448 lakhs). Total equity decreased by Rs.49 lakhs as at 1 April, 2015. The profit for the year ended on 31 March 2016 decreased by Rs.3 lakhs due to recognition of prepaid expenses over the lease term amounting to Rs.155 lakhs which is partially offset by notional interest income of Rs. 152 lakhs recognized on security deposits.
B.2 Proposed dividend
Under the previous GAAP, proposed dividend including tax thereon was recognized as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, proposed dividend is recognized as a liability in the period in which it is declared by the Company i.e. as and when approved by the shareholders. Therefore the proposed dividends and tax thereon amounting to Rs.4,158 lakhs and Rs. 3,015 lakhs for the year ended 31 March 2016 and 31 March 2015 respectively have been credited to retained earnings.
B.3 Tax adjustments
Tax adjustments include deferred tax impact on account of differences between previous GAAP and Ind AS. Consequently, the deferred tax liability increased by Rs. 2 lakhs as on 31 March 2016 ( decreased by '' ''0'' as at 1 April 2015).
B.4 Remeasurements of defined benefit plans
Under the previous GAAP, remeasurements i.e. actuarial gains and losses on the net defined benefit liability were recognized in the statement of profit and loss. Under Ind AS, these remeasurements are recognized in other comprehensive income instead of the statement of profit and loss. As a result of this change, the profit for the year ended 31 March 2016 increased by Rs.50 lakhs (net of deferred tax of Rs.27 lakhs). There is no impact on the total equity as at 31 March 2016.
B.5 Other comprehensive income (OCI)
Under previous GAAP, the Company was not required to present other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit or loss to profit or loss as per Ind-AS. Further, Ind-AS profit or loss is reconciled to total comprehensive income as per Ind-AS.
B.6 Fair valuation of forward contracts
Under the previous GAAP, the premium or discount arising at the inception of foreign exchange forward contracts (except on contracts related to long term monetary item) entered into to hedge an existing asset / liability, were amortized as expense or income over the life of the contract. Exchange differences on such contracts were recognized in the statement of profit and loss in the reporting period in which the exchange rate changes. Under the IND AS 109, foreign exchange forward contracts are carried at fair value and the resultant gains /(losses) are recorded in the statement of profit and loss. Accordingly, the same has been fair valued resulting in decrease in equity by Rs.6 lakhs as at 31 March 2016 (increase Rs.1 lakhs as at 1 April 2015).
B.7 Employee stock options
Under the previous GAAP, the cost of employee stock option plan was recognized using the intrinsic value method. Under Ind AS, employee stock option plan is now recognized based on the fair value of the options as at the grant date. Consequently the amount recognized in share options outstanding account stands at Rs.722 lakhs as at 31 March 2016 (1 April 2015: Rs.23 lakhs). Of this, Rs.346 lakhs (March 2015 - Rs.12 lakhs) pertains to options granted to the employees of subsidiaries which is recognized as deemed investments in subsidiaries and recorded equivalent increase in equity. The proft for the year ended 31 March 2016 decreased by Rs.365 lakhs.
B.8 Excise duty
Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented on the face of the statement of profit and loss as part of expenses. This change has resulted in an increase in total revenue and total expenses for the year ended 31 March 2016 by Rs.7454 lakhs. There is no impact on the total equity and profit.
Notes:
Previous year figures are regrouped / reclassified wherever necessary.
Mar 31, 2014
1. Contingent Liabilities not provided for
(Amount in Rs.)
2014 2013
a) Unexpired Letters of credit
(net of Liability provided) 17,040,962 26,159,580
b) Guarantees and counter guarantees
given by the Company (includes Rs. 5,297,214,117 5,676,306,052
Rs. 5,294,214,117 (Rs. 5,673,306,052)
for loans taken by subsidiaries].
Loans outstanding against these
guarantees are Rs. 4,233,113,957 (Rs.
3,635,492,582)
c) Disputed Indirect Taxes* 185,688,926 245,881,848
d) Disputed Direct Taxes 83,355,624 109,705,949
e) Claims not acknowledged as debts 4,996,550 4,996,550
f) Deferred Sales Tax liability
assigned 68,605,087 68,605,087
g) Duty benefit availed under
EPCG scheme, pending export
obligations 181,207,500 114,657,607
* Does not include disputed excise duty of Rs. 115,428,779 (Rs.
115,428,779) for alleged undervaluation in inter unit transfer of web,
for captive consumption as it does not have significant impact on
profits of the Company since excise duty paid by one unit is admissible
as Cenvat credit at other unit. Further, the appeal filed by Excise
Department against the decision (in Company''s favour) of High Court is
pending before the Hon''ble Supreme Court.
A Without considering relief granted by the Appellate Authorities in
favour of the Company, tax effect Rs. 35,347,198 (Rs. 33,477,720)
(approx.), which is pending with relevant authority.
b) Performance bonus payable to managing director for the year ended 31
March 2011 to the extent of Rs. 5,208,255 not covered by the Central
Government approval is written back during the year.
c) The current year financial statements include commission paid to
Non-executive independent directors Rs. 4,176,986 for the year ended 31
March 2013 and payable Rs. 3,600,000 for the year ended 31 March 2014.
(Previous year Rs. 3,600,000)
2. Investments
a) The Company''s wholly owned subsidiary (WOS), Essel Packaging (Nepal)
Private Limited, had discontinued its operations and disposed off
assets and paid off liabilities. The Management is of the opinion that
the realizable value of investment will not be less than its carrying
value.
b) During the year, the Company has transferred its investment in a
wholly owned direct subsidiary Lamitube Technologies Limited, Mauritius
to its step down wholly owned subsidiary EP Lamipack Limited, India as
a part of reorganisation of its investment in subsidiaries at a value
determined by the independent valuer. In substance, pattern of
ownership, beneficial interest and control of the company''s investment
has not, in any way, been altered. Gain of Rs. 20,564,418 on the
transaction has been shown as an exceptional item in the Statement of
Profit and Loss.
3. During the year, the Company has fulfilled its export obligations
under the "Zero Duty EPCG Scheme" of erstwhile Ras Propack Lamipack
Limited ("RPLL") (the merged entity) and accordingly remaining custom
duty provision, which was capitalised in earlier years of Rs. 24,445,620
(Rs. 18,783,126) is reduced from the cost of fixed assets and
consequently interest on custom duty of Rs. 61,623,062 (Rs. 47,348,915)
is written back to the Statement of Profit and Loss as an exceptional
item.
4. Exceptional item includes (a) write back of Rs. 61,623,062 (Rs.
47,348,915) being interest provided by erstwhile RAS Propack Lamipack
Limited (merged) on custom duty provision on imports under EPCG scheme,
no longer required, (b) Cenvat credit of Rs. 69,283,365 (Rs. Nil) of
prior years, not realisable hence written off and (c) gain of Rs.
20,564,418 (Rs. Nil) on sale of investment (refer note 29 (b)).
5. Foreign Exchange Difference
The Companies (Accounting Standards) Amendment Rules, 2011 has amended
provisions of AS-11 related to "The Effect of Changes in Foreign
Exchanges Rates" vide notification dated 11 May 2011 (as amended on 29
December 2011 and further clarification dated 9 August 2012) issued by
The Ministry of Corporate Affairs (MCA). In terms of these amendments,
a) Exchange difference loss (net) of Rs. 95,105,514 (Rs. 54,844,301) is
capitalised to cost of fixed assets/capital work in progress.
6. Gratuity and Other Post Employment Benefit Plans
As per Accounting Standard - 15 "Employee Benefits", the disclosures of
employee benefits as defined in the Accounting Standard are given
below:
a) The Company makes annual contributions to the employees'' gratuity
fund scheme, a funded defined benefit plan which is managed by LIC of
India. The present value of obligation is determined based on actuarial
valuation using the projected unit credit 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.
b) Leave encashment is a non-funded defined benefit scheme. The
obligation for leave encashment is recognized in the same manner as
gratuity.
c) Details of post retirement gratuity plan are as follows:-
i. Expenses recognised during the year
d) Fellow Subsidary
White hills Advisory Services Private Limited (w.e.f. 12 February 2014)
ii) Other related parties with whom transactions have taken place
during the year and balances outstanding at the year end.
a) Other Related Parties
Aqualand (India) Limited, Ayepee Lamitubes Limited, Churu Trading
Company Private Limited (merged with Sprit Textiles Private Limited
w.e.f. 1 October 2012), Continental Drug Company Private Limited, Essel
Corporate Resources Private Limited, Ganjam Trading Company Private
Limited, Pan India Paryatan Private Limited, Prajatma Trading Company
Private Limited (merged with Sprit Textiles Private Limited w.e.f. 1
October 2012), Rama Associates Limited, Zee Entertainment Enterprises
Limited, Sprit Textiles Private Limited.
b) Directors of the Company
Non-Executive Director Mr. Subhash Chandra
Executive Director Mr. Ashok Goel
(Vice-Chairman and Managing Director)
7. Dividend of Rs. 829,918 [t 858,629) unclaimed for a period of more
than seven years is transferred to Investor Education and Protection
Fund during the year. There is no amount due and outstanding to be
credited to Investor Education and Protection Fund as at 31 March 2014.
8. Service charges include prior period income of Rs. Nil (Rs. 832,498).
9 Segment Information.
The financial statements of the Company contain both the consolidated
financial statements as well as the separate financial statements of
the parent Company. Hence, the Company has presented segment
information on the basis of the Consolidated Financial Statements as
permitted by Accounting Standard -17.
10. Prior Period Comparatives
Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with current year''s classifications /
disclosures. Figures in brackets pertain to previous year.
Mar 31, 2013
1. CORPORATE INFORMATION
Essel Propack Limited (hereinafter referred to as ''EPL'' or ''the
Company'') is a producer of plastic packaging material in the form of
multilayer collapsible tubes and laminates used primarily for packaging
of toothpaste, personal care, cosmetics, pharmaceuticals, household and
industrial products.
a) Terms / rights attached to equity shares
The Company has only one class of equity shares having a par value of
Rs. 2 per share. Each holder of equity shares is entitled to one vote
per share. The Company declares and pays dividend in Indian rupees. The
final 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 of the Company, the holders of the equity
shares will be entitled to receive remaining assets of the Company,
after distribution of preferential amount. The distribution will be in
proportion to the number of equity shares held by the shareholders.
b) No bonus shares have been issued and no shares bought back during
five years preceding 31 March 2013.
c) 5,00,155 equity shares of Rs. 2 each fully paid up were allotted on
14 September 2012 for consideration other than cash.
(Refer note 30)
Short-term borrowings of
a) Rs. 151,623,902 (Rs. 260,541,770) are secured by first pari-passu
charge on current assets and second pari-passu charge on fixed assets
situated at Vasind, Murbad, Wada, Goa and Nalagarh units. These loans
are also collaterally secured by security provided and guarantee issued
by related party.
b) Rs. 392,346,144 (Rs. 391,540,623) are secured by first pari-passu
charge on current assets and second pari-passu charge on fixed assets
situated at Vasind, Murbad, Wada, Goa and Nalagarh units.
c) Rs. Nil (Rs. 81,740,051) are secured by first pari-passu charge on
current assets of the Company.
d) Unsecured short term loan from banks of Rs.250,000,000 (Rs.
250,000,000) are against security provided and guarantee issued by
related party.
2. CAPITAL AND OTHER COMMITMENTS
Estimated amount of contracts remaining to be executed on capital
account, not provided for (net of advances) Rs. 229,063,283 (Rs.
265,249,641).
* Does not include disputed excise duty of Rs. 115,428,779 (Rs.
115,428,779) for alleged undervaluation in inter unit transfer of web,
for captive consumption as it does not have significant impact on
profits of the Company since excise duty paid by one unit is admissible
as Cenvat credit at other unit. Further, the appeal filed by Excise
Department against the decision (in Company''s favour) of High Court is
pending before the Hon''ble Supreme Court.
A Without considering relief granted by the Appellate Authorities in
favour of the Company, tax effect Rs. 53,583,923 (Rs. 50,576,133)
(approx.), which is pending.
b) The performance bonus payable to managing director for the year
ended 31 March 2011 as approved by the Central Government vide letter
dated 16 May 2012 was less than performance bonus approved by the Board
of Directors by Rs. 5,208,255. The Company has made a representation to
the Central Government for approval of the said amount which remains
unpaid.
c) During the year, the Company has paid commission of Rs. 3,600,000
(Rs. 3,600,000) to Non-executive independent directors for the year
ended 31 March 2012.
3. LEASES
The Company has taken premises, residential facilities, plant and
machinery (including equipments) and vehicles under cancellable /
non-cancellable operating lease agreements that are renewable on a
periodic basis at the option of both the lessor and the lessee. The
initial tenure of the leases varies from eleven to sixty months. The
rental obligations are as follows:
4. The Company''s wholly owned subsidiary (WOS), Essel Packaging
(Nepal) Private Limited, had discontinued its operations and disposed
off assets and paid off liabilities. The Company in earlier years, has
received Rs. 60,000,000 upon reduction of the Subsidiary''s capital, and
provided total Rs. 18,996,622 towards diminution in value of Investment
and the Management is of the opinion that the realizable value of
investment will not be less than its carrying value.
5. Scheme of Merger of Ras Propack Lamipack Limited ("RPLL") and
Ras Extrusions Limited ("REL") with the Company
a) Scheme of Merger ("the Scheme") of Ras Propack Lamipack Limited
("RPLL") and Ras Extrusions Limited ("REL") with the Company as
part of Modified Scheme was sanctioned by Board for Industrial and
Financial Reconstruction ("BIFR") on 10 May 2012 vide summary
record of proceedings issued on 28 August 2012. The Scheme became
effective on 30 August 2012 and consequently, the entire undertaking of
the transferor companies including all assets, liabilities and
reserves, vested in the Company on appointed date i.e. 1 April 2011.
The Scheme has been given effect to in the financial statements for the
year ended 31 March 2012 as per "Pooling of interest" method
prescribed under Accounting Standard 14 "Accounting of
Amalgamation" and surplus of Rs. 74,690,690, being difference between
the value of assets, liabilities and reserves transferred, is adjusted
in general reserve.
b) Pursuant to the Scheme, 380,248 and 119,907 equity shares of Rs. 2
each fully paid up have been allotted to the shareholders of RPLL and
REL respectively on 14 September 2012.
c) Certain assets and liabilities acquired pursuant to the Scheme are
under process of transfer in the name of the company.
6. Provision for custom duty (including interest) of Rs. 86,068,682
(Rs. 152,200,723) is towards possible liability on account of non-
fulfilment of export obligations under the "Zero Duty EPGC Scheme"
of erstwhile Ras Propack Lamipack Limited ("RPLL") (the merged
entity).
During the year, custom duty provision of Rs. 18,783,126 is adjusted in
the cost of fixed assets and provision for interest on custom duty
provision of Rs. 47,348,915 is written back to the Statement of Profit
and Loss and included in other income, to the extent of fulfilment of
export obligations by the Company. Related procedural formalities will
be completed in due course.
7. FOREIGN EXCHANGE DIFFERENCE
The Companies (Accounting Standards) Amendment Rules, 2011 has amended
provisions of AS-11 related to "The Effect of Changes in Foreign
Exchanges Rates" vide notification dated 11 May 2011 (as amended on
29 December 2011 and further clarification dated 9 August 2012) issued
by The Ministry of Corporate Affairs (MCA). In terms of these
amendments,
a) Exchange difference loss (net) of Rs. 54,844,301 (Rs. 18,646,059) is
capitalised to cost of fixed assets/capital work in progress.
b) Movement in "Foreign Currency Monetary Item Translation Difference
account" (FCMITD) is as under:-
Note: The information has been given in respect of such vendors to the
extent they could be identified as "Micro and Small" enterprises on
the basis of information available with the Company.
8. GRATUITY AND OTHER POST EMPLOYMENT BENEFIT PLANS
As per Accounting Standard - 15 "Employee Benefits", the disclosures
of employee benefits as defined in the Accounting Standard are given
below:
a) The Company makes annual contributions to the employees'' gratuity
fund scheme, a funded defined benefit plan which is managed by LIC of
India. The present value of obligation is determined based on actuarial
valuation using the projected unit credit 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.
b) Leave encashment is a non-funded defined benefit scheme. The
obligation for leave encashment is recognised in the same manner as
gratuity.
Notes:
1. Amount recognised as an expense and included in the Note 22
"Employee benefits expenses" are gratuity Rs. 16,178,281 (Rs.
4,053,970) and leave encashment Rs. 13,964,340 (Rs. 7,759,085)
2. The estimate of future salary increases considered in the actuarial
valuation, taking into account rate of inflation, seniority, promotions
and other relevant factors, such as supply and demand in the employment
market.
3. "Contribution to provident and other funds" is recognised as an
expense in note 22 of the statement of Profit and Loss.
ii) Other related parties with whom transactions have taken place
during the year and balances outstanding at the year end.
(a) Other Related Parties
Aqualand (India) Limited , Ayepee Lamitubes Limited, Churu Trading
Company Private Limited (merged with Sprit Textiles Private Limited
w.e.f. 1 October 2012) , Continental Drug Company Private Limited,
Essel Corporate Resources Private Limited, Ganjam Trading Company
Private Limited, Pan India Paryatan Private Limited, Prajatma Trading
Company Private Limited (merged with Sprit Textiles Private Limited
w.e.f. 1 October 2012), Rama Associates Limited, Zee Entertainment
Enterprises Limited, Sprit Textiles Private Limited.
(b) Directors of the Company
Non-Executive Directors Mr. Subhash Chandra
Mr. Boman Moradian
Mr. K. V. Krishnamurthy (deceased on 16 January 2013)
Mr. Tapan Mitra Mr. Mukund M. Chitale
Executive Director Mr. Ashok Kumar Goel
(Vice-Chairman and Managing Director)
"Major Parties" denotes entries who account 10% or more of the
aggregate for that category of transactions. For details of
remuneration to directors (refer note 27) and guarantee / security
given by related party (Refer Note 5 and 9)
* Churu Trading Company Private Limited and Prajatma Trading Company
Private Limited have merged with Sprit Textiles Private Limited w.e.f 1
October 2012
Note:
Loans to others are repayable on demand and hence not considered in the
above disclosure requirements. However, interest is charged on terms
not prejudicial to the interests of the company.
9. Dividend of Rs. 858,629 (Rs. 968,099) unclaimed for a period of
more than seven years is transferred to Investor Education and
Protection Fund during the year. There is no amount due and outstanding
to be credited to Investor Education and Protection Fund as at 31 March
2013.
10. Service charges include prior period income of Rs. 832,498 (Rs.
15,324,924).
11. Provision for current tax is made as per the provisions of section
115JB (Minimum Alternate Tax) of the Income-Tax Act, 1961 (Act) after
considering set-off of brought forward losses and unabsorbed
depreciation of the transferor companies as allowed under section 72A
of the Act.
12. SEGMENT INFORMATION
The financial statements of the Company contain both the consolidated
financial statements as well as the separate financial statements of
the parent company. Hence, the company has presented the segment
information on the basis of the consolidated financial statements as
permitted by Accounting Standard-17.
13. PRIOR PERIOD COMPARATIVES
Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with current year''s classifications /
disclosures. Figures in brackets pertains to previous year.
Mar 31, 2012
1. Corporate Information
Essel Propack Limited (hereinafter referred to as 'EPL' or 'the
Company') is a producer of plastic packaging material in the form of
multilayer collapsible tubes and laminates used primarily for packaging
of toothpaste, personal care, cosmetics, pharmaceuticals, household and
industrial products.
Nature of security and terms of repayments for long-term borrowings
a) Term loan from banks of Rs. 1,429,669,917 (Rs. 1,543,759,972) are
secured by pari passu first charge on fixed assets situated at Vasind,
Wada, Murbad, Goa, Nalagarh units. These loans are further secured by
way of security provided and guarantee issued by a promoter group
Company.
b) Term loan from bank of Rs. 84,375,000 (Rs. 121,875,000) is secured by
subservient charge on movable assets situated at Vasind, Wada, Murbad,
Goa, Nalagarh units. The loan is further secured by way of security
provided and corporate guarantee issued by a promoter group Company.
Term loan from banks carrying interest rate ranging from 13% to 16.50%
p.a. and are repayable in monthly / quarterly installments by 2015-16.
Charge is yet to be created for term loan from banks of Rs. 399,969,917
(Rs. Nil).
c) Buyers credit from bank of Rs. 58,512,128 (Rs. Nil) is secured by pari
passu first charge on fixed assets situated at Vasind, Wada, Murbad,
Goa, Nalagarh units and second charge on current assets of the company.
d) Buyers credit from banks of Rs. 38,179,541 (Rs. 35,656,459) are secured
by hypothecation of current assets and second charge on fixed assets
situated at Vasind, Murbad, Wada, Goa and Nalagarh units.
Buyers credit from banks carrying interest rate ranging from 2.38% to
4.15% p.a. and are repayable in maximum period of three year from the
date of transaction. Charge is yet to be created for buyers credit of Rs.
58,512,128 (Rs. Nil).
e) Out of Unsecured term loan and buyers credit from banks Rs.
1,135,504,301, Rs. 707,322,442 (Rs. 665,625,000) are against exclusive
charge on land owned and guarantee issued by a promoter group company.
Term loan from banks carrying interest rate ranging from 12.45% to
16.50% p.a. and are repayable in monthly / quarterly installments by
2014-15. Buyers credit carrying interest rate ranging from 2.24% to
4.04 % p.a. and are repayable in maximum period three years from the
date of transaction.
f) Deferred sales tax interest free loans are repayable after a period
of 10 to 14 years upto 2024-25.
1. Capital and other commitments
Estimated amount of contracts remaining to be executed on capital
account, not provided for (net of advances) Rs. 265,249,641 (Rs.
120,229,324)
2. Contingent Liabilities not provided for
(Amount in Rs.)
2012 2011
a) Unexpired Letters of Credit
(net of liability provided) 260,288,175 63,951,109
b) Guarantees and counter guarantees
given by the Company [includes 5,148,597,625 4,909,534,605
Rs. 5,133,821,625 (Rs. 4,897,618,605)
for loans taken by Subsidiaries].
Loans outstanding against these
guarantees are Rs. 2,788,793,162
(Rs. 3,575,862,493)
c) Disputed Indirect Taxes * 276,118,838 274,559,769
d) Disputed Direct Taxes 28,805,069 18,467,097
e) Claims not acknowledged as debts 3,331,550 3,556,550
f) Deferred Sales Tax
Liability assigned 84,496,517 112,609,023
g) Duty benefit availed under EPCG
scheme, pending export obligations 117,430,117 88,214,189
* Does not include disputed excise duty of Rs. 198,191,799 (Rs.
198,191,799) for alleged undervaluation in inter unit transfer of Web,
for captive consumption as it does not have significant impact on
profits of the Company since excise duty paid by one unit is admissible
as Cenvat credit at other unit. Further, the appeal filed by Excise
Department against the decision (in Company's favour) of High Court is
pending before Supreme Court.
3. Managerial remuneration
b) During the year, the Company has paid commission of Rs. 3,600,000 (Rs.
4,125,000) to Non-Executive Independent Directors based on the Profits
for the year ended 31 March 2011.
Mar 31, 2011
A) Contingent Liabilities not provided for
(Amount in Rs.)
As at As at
Sr.No. Particulars March 31, 2011 March 31, 2010
a) Unexpired Letters of Credit (net of
liability provided) 63,951,109 24,903,527
b) Guarantees and counter guarantees
given by the Company [includes
Rs. 4,897,618,605 (Rs. 4,619,879,977) for
loans taken by Subsidiaries. 4,909,534,605 4,660,722,516
Loans outstanding against these
guarantees are Rs. 3,575,862,493
(Rs. 3,643,691,169)
c) Disputed Indirect Taxes * 274,559,769 244,789,742
d) Disputed Direct Taxes 18,467,097 72,838,393
e) Claims not acknowledged as debts 3,556,550 3,556,550
f) Deferred Sales Tax Liability assigned 112,609,023 144,937,480
g) Duty benefit availed under EPCG scheme,
pending export obligations 88,214,189 53,578,077
* Does not include disputed excise duty of Rs. 198,191,799 (Rs.
198,191,799) for alleged undervaluation in inter unit transfer of
Web, for captive consumption as it does not have significant impact on
profits of the Company since excise duty paid by one unit is admissible
as Cenvat credit at other unit. Further, the appeal filed by Excise
Department against the decision (in Company's favour) of High Court is
pending before Supreme Court.
2) Investments - Restructuring
a) Essel Packaging Nepal Private Limited
The Company's wholly owned subsidiary (WOS), Essel Packaging (Nepal)
Private Limited, had discontinued its operations and disposed off
assets and paid off liabilities. The Company had received
Rs. 60,000,000 upon reduction of the Subsidiary's capital, and
provided Rs. 16,996,622 towards diminution in value of Investment
in earlier years and the Management is of the opinion that
the realizable value will not be less than its carrying value.
b) During the year, the Company has transferred its equity and
preference shareholding in its wholly owned direct subsidiary, Essel
Propack America, LLC to Arista Tubes Inc., USA, a wholly owned step
down subsidiary, which has in consideration allotted its own equity
shares to the Company, based on swap ratio determined on valuation by
ndependent professional valuers. This was done as part of consolidation
of the Company's operations in the USA.B However, the substance of the
pattern of ownership, beneficial interest, direction and control of the
investee Companies! has not, in any way, been altered. In compliance
with paragraph 17.b of Accounting standard 1, the company has!
continued to value the equity shares so allotted by Arista Tubes Inc.,
USA at the same amount as the carrying value ofl its erstwhile
shareholding in Essel Propack America, LLC so as to subserve the truth
and fairness of the transaction and! its result.
c) Pursuant to the directions issued by the Board for Industrial and
Financial Reconstruction ("BIFR") on the Miscellaneous! Applications
filed by Ras Propack Lamipack Limited ("RPLL") and Ras Extrusions
Limited ("REL"), a Draft Modifiedl Rehabilitation Proposal ("DMRP")
including draft Scheme of Merger for proposed merger of RPLL and REL
with thel Company was approved by the Board of Directors of Essel
Propack Limited (the "Company"), in its meeting held on I May 30, 2011
which is subject to the approval by the members of the Company, BIFR
and other regulatory approvals I as applicable.
3) Exceptional item represents loss on sale of long term investments Rs.
Nil (Rs.1,041,636).
4) a) The Companies (Accounting Standards) Amendment Rules, 2011 has
amended the provisions of AS-11 related
to 'Effects of the changes in Foreign Exchange Rates' vide Notification
dated May 11, 2011. The Company has unamortised opening balance in
"Foreign Currency Monetary Item Translation Difference Account" (FCMITD
Account) of Rs. 80,041,332. During the year, exchange gain of Rs.
53,217,235 is transferred to FDMITD Account and Rs. 19,541,656 has been
written off and balance Rs. 7,282,441 has been carried over.
5) As per Accounting Standard à 15 "Employee Benefits", the
disclosures of employee benefits as defined in the Accounting Standard
are given below:
a) The Company makes annual contributions to the employees' gratuity
fund scheme, a funded defined benefit plan which is managed by LIC of
India. The present value of obligation is determined based on actuarial
valuation using the projected unit credit 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.
b) Leave encashment is a non funded defined benefit scheme. The
obligation for leave encashment is recognised in the same manner as
gratuity.
11) Capital Work In Progress includes Capital advances of Rs. 29,083,166
(Rs.124,577,517).
ii) Other related parties with whom transactions have taken place
during the period and balances outstanding at the year- end.
a) Other Related Parties
Ayepee Lamitubes Limited, Churu Trading Company Private Limited,
Continental Drug Company Private Limited, Essel Corporate Resources
Private Limited, Ganjam Trading Company Private Limited, Pan India
Paryatan Private Limited, Premier Finance and Trading Company Limited,
Prajatma Trading Company Private Limited, Zee Entertainment Enterprises
Limited, Briggs Trading Company Private Limited.
b) Directors of the Company
Non-Executive Directors
Mr. Subhash Chandra
Mr. Boman Moradian
Mr. K.V. Krishnamurthy
Mr. Tapan Mitra
Mr. Mukund M. Chitale
Late Mr. Davendra Ahuja (expired on August 20, 2010)
Executive Director
Mr. Ashok Kumar Goel
(Vice Chairman & Managing Director)
6) Financial Statements of Subsidiary Companies
The Ministry of Corporate Affairs, Government of India vide its
circular no.2/2011 dated February 8, 2011 has provided an exemption to
companies from complying with Section 212, provided such companies
publish the audited consolidated financial statements in the Annual
Report. Accordingly, the Annual Report of Financial Year 2010-11 does
not contain the financial statements of Subsidiaries. As per the Order,
key details of each subsidiary are attached along with statements under
Section 212 (1) of the Act.
7) Secured Loans
(i) Term loans amounting to Rs. 1,543,759,972 (Rs. 2,512,611,625) are
secured by pari passu first charge on Company's fixed assets situated
at Vasind, Wada, Murbad, Goa and Nalagarh units and further by security
provided and guarantee issued by a promoter group company.
(ii) Term loan amounting to Rs. 121,875,000 (Rs. 150,000,000) is secured by
subservient charge on Company's movable fixed assets situated at
Vasind, Wada, Murbad, Goa and Nalagarh units, both present and future
and further by security provided and corporate guarantee issued by a
promoter group company.
(iii) Term loans repayable within one yearRs. 551,559,972 (Rs.
1,007,340,450).
(iv) Working capital loans repayable within one yearRs. 85,411,879 (Rs.
44,061,672).
(v) Working Capital loan is secured by :
a) Rs. 40,464,412 (Rs. 29,363,762) by way of hypothecation of current
assets of the Company and second charge on Company's fixed assets
situated at Vasind, Murbad, Wada, Goa and Nalagarh units.
b) Rs. 244,240,574 (Rs. Nil) by way of hypothecation of current assets of
the Company and second charge on Company's! fixed assets and further
collaterally secured by immovable property and guarantee issued by a
promoter group Company.
c) Rs. 74,789,387 (Rs. 44,061,672) by way of first pari passu charge on
current assets of the Company. Charge is yet tol be created.
d) Rs. 77,725,355 (Rs. Nil) by way of first pari passu charge on current
assets of the Company and second mortgage pari! passu basis over the
immovable properties of the Company situated at Wada and Vasind units.
8) Unsecured Loans
(i) Term Loan from Banks includes Rs. 665,625,000 (Rs. 830,000,000) which
is against security and guarantee issued by al promoter group company.
(ii) Short Term Loan from banks includes:
a) Rs. 250,000,000 (Rs. Nil) against exclusive charge on immovable property
owned by a promoter group Company.
b) Rs. Nil (Rs. 500,000,000) against letter of comfort issued by a promoter
group company. (iii) Repayable within one yearRs. 486,289,379 (Rs.
192,500,000).
9) Comparatives
a) The previous year's financial statements are for fifteen months
period from January 1, 2009 to March 31, 2010. Current year figures
relate to the twelve months ended March 31, 2011. Accordingly, Current
year's figures are not comparable with those of the previous year.
b) Previous year figures are regrouped, rearranged or recast wherever
necessary to confirm to this year's classification. Figures in
brackets pertain to previous year.
Mar 31, 2010
1) b) Contingent Liabilities not provided for
(Amount in Rs.)
Sr.
No. Particulars As at As at
31-Mar-2010 31-Dec-2008
a) Unexpired Letters of Credit 24,903,527 17,532,064
b) Guarantees and counter
guarantees given by the
Company [includes
Rs.4,619,879,977
(Rs.6,230,497,924) for loans
taken by Subsidiaries].
Loans outstanding against these
guarantees are Rs. 3,643,691,169
(Rs. 4,913,293,952) 4,660,722,516 6,331,124,474
c) Disputed Indirect Taxes* 244,789,742 166,253,616
d) Disputed Direct Taxes 72,838,393 49,784,919
e) Claims not acknowledged
as debts 3,556,550 3,556,550
f) Deferred Sales Tax Liability
assigned 144,937,480 180,319,450
g) Duty benefit availed under EPCG
scheme, pending export obligations 59,213,138 65,793,947
* Does not include Rs.198,191,799 (Rs.198,191,799) for alleged
undervaluation in inter unit transfer of Web, for captive consumption
as it does not have significant impact on profits of the Company since
excise duty paid by one unit is admissible as Cenvat credit at other
unit. Further,the appeal filed by Excise Department against the
decision (in Companys favour) of High Court is pending before Supreme
Court.
2) Investments
a) Essel Packaging Nepal Private Limited
The Companys wholly owned subsidiary (WOS), Essel Packaging (Nepal)
Private Limited, had discontinued its operation and disposed its assets
and paid off its liabilities. The Company had received Rs. 40,000,000
upon reduction of the Subsidiarys capital,and provided Rs.16,996,622
towards diminution in value of Investment in earlier years. In 2008,
the WOS made an application to concerned authorities for further
reduction of capital by 50% (NPR 32,000,000 equivalent to
Rs.20,000,000) and repayment thereof to shareholders. Pursuant to
approval, the Company has received Rs. 20,000,000 during the current
period.
The Management is of the opinion that the realizable value of balance
Investment will not be less than its carrying value.
b) Bericap India Private Limited
In accordance with the terms of agreement with Bericap Holding Gmbh and
Bericap India Private Limited, the Company had in December, 2008
exercised the Put option for sale and transfer of 3,141,971 equity
shares held by the Company in Bericap India Private Limited to Bericap
Holding Gmbh. The transfer of shares has been effected and money
received during the period.
c) In the year 2007, the Company had consented to act as Co-promoter in
the rehabilitation and revival scheme of RAS Propack Lamipack Limited
(RPLL) and RAS Extrusion Limited (REL), before the Board for Industrial
and Financial Reconstruction (BIFR), New Delhi. Pursuant to the BIFR
orders dated February 6,2009 and February 17,2009 the Company
i) made an investment of Rs.41,091,000 in Equity shares and
Rs.30,000,000 as unsecured loans to RPLL during the period.
ii) made an investment of Rs.7,500,000 in Equity shares and Rs.
15,000,000 as unsecured loans to REL, subsequent to March 31, 2010.
3) a) The Companies (Accounting Standards) Amendment Rules 2009 has
amended the provision of AS-11 related to Effects of the changes in
Foreign Exchange Rates. Accordingly, the Company has adjusted exchange
difference gain of Rs. 5,650,224 (net of Tax Rs.2,810,413) through
General Reserve pertaining to earlier periods and exchange difference
loss of Rs. 126,096,690 is transferred to Foreign Currency Monetary
Item Translation Difference Account to be amortised over the balance
period of such long term assets/liabilities. Out of the above, Rs.
37,594,721 has been written off in the current year and Rs. 80,041,332
has been carried over.
4) During the period,ancillary costs for arrangement of borrowings are
amortised over the period of borrowings instead of expensed when
incurred. Accordingly, Profit before Tax for the period is higher by
Rs.37,079,803. This change is as permitted under AS 16 on "Borrowing
Costs"
5) During the period with the implementation of ERP software cost
formulae for valuation of inventories is changed to Moving Weighted
Average basis instead of First in First out (FIFO). Impact of this
change on Profit before Tax is not determinable.
6) As per Accounting Standard - 15 "Employee Benefits" the disclosures
of employee benefits as defined in the Accounting Standard are given
below:
The employees gratuity fund scheme managed by LIC of India is a
defined benefit plan. The present value of obligation is determined
based on actuarial valuation using the projected unit credit 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. The obligation for leave encashment
is recognised in the same manner as gratuity.
7) a) Capital Work In Progress includes Capital advances of
Rs.124,577,517 (Rs. 43,753,974)
b) Sundry Creditors for others include cheques overdrawn to the tune of
Rs. Nil (Rs.41,044,439) which are since presented and paid.
8) Related Party Disclosure
i) List of Parties where control exists a) Subsidiary Companies
* These subsidiaries have discontinued their operations and are in the
process of liquidation.
* These Companies ceased to be Subsidiaries w.e.f. December 23, 2009
following sale by Companys overseas Subsidiaries of their shareholding
in these Companies.
ii) Other Related parties with whom transactions have taken place
during the period and balances outstanding at the year- end.
a) Other Related Parties
Ayepee Lamitubes Limited,BriggsTrading Company Private
Limited,ChuruTrading Company Private Limited, Continental Drug Company
Private Limited, Pan India Network Infravest Private Limited, Essel
Corporate Resources Private Limited, Ganjam Trading Company Private
Limited, Pan India Paryatan Private Limited, Premier Finance and
Trading Company Limited, Prajatma Trading Company Private Limited.
b) Directors of the Company
Non-Executive Directors Mr.Subhash Chandra
Mr.Boman Moradian
Mr.Dev Ahuja
Mr.K.V.Krishnamurthy
Mr.Tapan Mitra
Mr. Mukund M. Chitale
Executive Director Mr. Ashok Kumar Goel
(Vice-Chairman & Managing Director)
9) Financial Statements of Subsidiary Companies
The Ministry of Corporate Affairs, Government of India vide its order
no.47/289/2010-CL-lll dated June 21, 2010 issued under section 212(8)
of the Companies Act, 1956 ("The Act") has exempted the Company from
attaching the Balance Sheets and Profit and Loss Accounts of its
subsidiaries under section 212(1) of the Act. As per the orders, key
details of each subsidiary are attached along with statements under
section 212 (1) of the Act.
10) Secured Loans
i) Term loans amounting to Rs.2,512,611,625 are secured by pari passu
first charge on Companys fixed assets situated at Vasind,Wada,Murbad,
Goa and Nalagarh units and further by security provided and guarantees
issued by group companies.
ii) Term loan amounting to Rs.150,000,000 is secured by subservient
charge on Companys movable fixed assets situated at Vasind, Wada,
Murbad, Goa and Nalagarh units, both present and future and further by
security provided and corporate guarantee issued by a group company.
iii) Term loans repayable within one year Rs.1,007,340,450
(Rs.97,500,000)
iv) Working Capital loan is secured by hypothecation of current assets
of the Company and second charge on fixed assets of the Companys units
situated atVasind,Wada, Murbad, Goa and Nalagarh.
11) Unsecured Loans
i) Short Term Loan from Banks includes Rs.500,000,000 (Rs.400,000,000)
which is against letter of comfort issued by a group company
ii) Other Loans from Banks of Rs.830,000,000 (Rs.Nil) which is against
security and guarantee issued by a group company
iii) Repayable within one year Rs.192,500,000 (Rs.97,500,000)
12) Comparatives
a) Pursuant to the approval of the Board of Directors at its meeting
held on October 28,2009 the Companys current accounting year has been
aligned with the fiscal year of the Goverment. Hence the current years
financial statements are in respect of the fifteen months period from
January 1,2009 to March 31,2010. Previous year figures relate to the
twelve months ended December 31,2008. Current years figures are
accordingly, not comparable with those of the previous year.
b) Previous year figures are regrouped, rearranged or recast wherever
necessary to confirm to this years classification. Figures in brackets
pertain to previous year.
13) Segment Reporting
Under AS-17,the Company has only one major identifiable business
segment viz. Plastic packaging material.
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article