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Notes to Accounts of Jyoti Structures Ltd.
Mar 31, 2025
OCI Presentation of defined benefit plan:
Gratuity is in the nature of defined benefit plan, Re-measurement gains / (losses) on defined benefit plans is shown under OCI as items that will not be reclassified to profit or loss and also the income tax effect on the same.
Presentation in Statement of Profit & Loss and Balance Sheet:
Expense for service cost, net interest on net defined benefit liability (asset) is charged to Statement of Profit & Loss. IND AS 19 does not require segregation of provision in current and non-current, however net defined liability/(Assets) is shown as current and noncurrent provision in balance sheet as per IND AS 1.
7 The Company investment, in the equity share capital of Jyoti Structures Africa (Pty) Limited (JS Africa) a subsidiary company, as on 31st March, 2025 and as on 31st March 2024 was Rs. 419/-. The Company has also advanced loan of Rs.51.12 Cr (P.Y. Rs. 59.90 Cr) to JS Africa. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 419/- and no provision is made against outstanding loans and dues of the said company. Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available and there is no activity.
8 The Company investment, in the equity share capital of Jyoti Structures FZE, Dubai a subsidiary company, as on 31st March, 2025 and as on 31st March 2024 was Rs. 3.17 Cr. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 3.17 Cr. Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available.
9 Considering the long-term nature of investments and in absence of availability of audited financial statements, no provision has been considered necessary by the management in respect of impairment in the value of investment as well as loans and advance except for the Subsidiaries/Joint Venture (JV) mentioned in the following table other than to the extent provided for -
No dividend has been declared and paid during year ended 31st March, 2025 & in FY 2023-24. There is no remittance in Foreign Currencies on account of Dividend.
The loans given, investments made and guarantees given and securities provided during the year under review, are in compliance with the provisions of the Section 186 of the Act and Rules made thereunder and details thereof are given in the notes to the Standalone Financial Statements.
All above loans have been given for business purposes (excludes foreign exchange fluctuations) & It''s a net of provision. b) Investments are shown under respective head.
15. Employees Stock Option Scheme:
Under Jyoti Structures Limited Employees Stock Option Scheme 2021 (JSL ESOS 2021), the company is authorised to issue up to 3,17,26,386 Options to be converted into 1 equity share of Rs. 2 each. A Nomination and Remuneration Committee (NRC) Committee has been constituted by the Board of Directors of the Company to administer the Scheme and determine the exercise price as applicable.
The amount of Rs. 5.28 Cr (P.Y. Rs. 6.68 Cr) debited to Employee Compensation Expense - ESOS account, represents the proportionate cost for the year and has been debited to the revenue account.
The amount of Rs. 13.68 Cr (PY. Rs. 14.87 Cr) in Employee Stock Option outstanding account, represents discounts on the options outstanding.
The balance un-amortized portion of Rs. 4.80 Cr (P.Y. Rs. 8.20 Cr) Being Deferred Employee Compensation Expense has been shown as reduction from Employees Stock Options outstanding in the Balance Sheet.
b) Fair Value Measurements
The fair value of financial instruments as referred to in the note above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements). The categories used are as follows:
⢠Level 1: Quoted prices for identical instruments in an active market;
⢠Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
⢠Level 3: Inputs which are not based on observable market data.
For assets and liabilities which are measured at fair value as at Balance Sheet date, the classification of fair value calculations by category is summarized below:
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.
(b) Financial Risk Management - Objectives and Policies
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables.
The Company''s business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Board of Directors (âBoard'') oversee the management of these financial risks through its Risk Management Committee. The Risk Management Policy of the Company formulated by the Risk Management Committee are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly.
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk include borrowings, investments, trade payables, trade receivables and loans.
i) Interest Rate Risk:
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. According to the Company interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point (bps) increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates.
⢠Exposure to interest rate risk:
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates.
The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure, the Company does not enter into any forward exchange contract or into any derivative instruments for trading or speculative purposes.
The Company is mainly exposed to changes in USD and EUR. The below table demonstrates the sensitivity to a 5% increase or decrease in the above-mentioned currencies against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents the management''s assessment of a reasonably possible change in the foreign exchange rates.
iii) Other Price Risk:
Other price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price.
The Company is mainly exposed to the price risk due to its investment in mutual funds. The price risk arises due to uncertainties about the future market values of these investments.
At 31st March 2025, the investment in mutual funds amounts to Rs. 0.88 Cr (P.Y Rs. 0.83 Cr.)
A 5% increase in market prices would have led to approximately an additional gain of Rs. 0.04 Cr (P.Y Rs. 0.04 Cr) in Other Comprehensive Income.
A 5% decrease in prices would have led to an equal but opposite effect.
Credit risk refers to risk that a counter party will default on its contractual obligations resulting in financial loss to the Company.
To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information. The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwardinglooking information such as:
i) Actual or expected significant adverse changes in business,
ii) Actual or expected significant changes in the operating results of the counterparty,
iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligations,
iv) Significant increase in credit risk on other financial instruments of the same counterparty,
v) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.
Financial assets are written off when there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.
The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.
Total trade receivables as on 31st March, 2025 are Rs 2,136.85 Cr (P.Y. Rs. 2,022.75 Cr.). The Company has initiated reconciliation process with Trade Receivables to determine the continuation of contracts, details of work in progress with age, stage of completion, progress billing, disputed and undisputed dues. The Company has made a provision of Rs. 10.75 Cr. (P.Y. Rs 8.75 Cr.) as provision for estimated credit loss.
Liquidity Risk is defined as the risk that the Company will face in meeting its obligations associated with its financial liabilities. The processes and policies related to such risks are overseen by the management. The management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.
18. Engineering Procurement Construction (EPC) Contracts provide for levy of liquidity damages (LD) to the extent of 10% of the contract value for delay in execution of the contracts. As a trade practice, on completion of the contracts such delay is generally condoned by granting time extension. It is not possible to ascertain the quantum of the LD for the projects where execution is delayed, as the proposals for time extension are pending with the customer sand in the past, time extensions have been granted in similar circumstances. However, considering recurring/persisting delays it is not possible to assess the amount for which the company would be liable. Hence, the same has not been provided for.
19. Previously, the Company had a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At the year end, the Company reviewed and ensured that adequate provision as required under any law /accounting standards for material foreseeable losses on such long-term contract has been made in the books of accounts. The Company has not entered into a derivative contract during the year.
20. The Group is operating in only one primary business segment of power transmission and distribution wherein it manufactures/deals in various components/equipment''s and constructs infrastructure related to power transmission. As such there are no separate primary reportable or identifiable business segments. However, there are operations in different geographical segments of which details are given as below:
26. The Company has not transferred unclaimed dividend amounts to Investor Education and Protection Fund as per the requirement of the Companies Act, 2013. as the Company is in midst of shareholder details'' collation. The company is under process of transferring an amount of Rs 0.18 Cr to investor education protection fund.
27. Under the Approved Resolution Plan, Company has the right to prepay the restructured debt owed to the Financial Creditors at any time, at the net present value (NPV) of the principal outstanding. With respect to the assenting Secured FCs, as part of restructuring, secured Non-Convertible Debenture (NCD''s) at face value of Rs. 1 Lac each, were issued. The value of NCD''s including redemption premium as on March 31,2025 was Rs. 1,868.56 Cr (As on March 31,2024 was Rs. 1,730.14 Cr) is reflected in Note No 15 & 19 under Financial Liabilities - Long Term and Short-Term Borrowings. The assenting secured financial creditors were to be paid their dues over a period of 12 years. Towards this, Non-Convertible Debentures (NCDs) were issued at a face value of the NPV as on November 9, 2021. These NCDs are payable at the Net Present Value which is reflected in Financials. The increase in net present value due to passage of time is shown as the NCD Remeasurement effect due to increase in net present value of these NCDs.
28. In FY 2021-22, a Debenture Redemption Reserve of Rs. 1,813.38 Cr was created for redemption premium payable on Non-Convertible Debenture (NCD''s). The NCD''s are repayable at any point of time at Net Present Value as per Resolution Plan. In March 31,2025, a sum of Rs. 138.41 Cr (As on March 31,2024 Rs 128.16 Cr.) being changes in remeasurement of NCD at NPV fair value was transferred from Debenture Redemption Reserve to Financial Liabilities Long Term Borrowings Account.
29. The Financial Creditors of Rs. 1995.72 Cr. (Preceding financial year Rs. 1915.84 Cr.) as per Note No 15 & 19 includes amount payable to Dissenting Financial Creditors, various financial creditors under IDBI Trusteeship, NCDs and amount payable to unsecured financial creditors.
30. The financial statements include the assets, liabilities, income and expenditure in respect of seven branches. The company has included the figures / amounts for the year ended on March 31,2025 in respect of its five branches (management certified) at Bhutan I, Kenya, Tanzania, Georgia, South Africa and two branch (Audited) Uganda and Tunisia.
31. The Company has repaid its outstanding dues to the Struck off Companies u/s 248 of the Companies Act 2013, during the year. The Balance Outstanding with the Companies Struck off is as under:
32. The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property under the benami transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
33. The Company has not traded or invested in Crypto currency or Virtual Currency during the current / Preceding financial year.
34. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of The Company (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
35. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries
36. There is no income surrendered or disclosed as income during the current year or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account
37. The resolution plan stood implemented on November 9, 2021 with the infusion of equity by the investors, issuance of securities to financial creditors and transfer of control to the present management, in terms of the resolution plan. The payments to the financial creditors, operational creditors and employees'' dues are set out in resolution plan.
38. The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
39. The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
40. The Company is not declared wilful defaulter by any bank or financials institution or lender during the year.
41. Previous year''s figures have been re-arranged, re-grouped and re-classified, wherever necessary.
Mar 31, 2024
20. Provisions and Contingencies:
a) A provision is recognised when there is a present obligation as a result of a past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate.
b) If the effect of time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
c) A disclosure for a contingent liability is made when there is a possible or present obligation that may but probably will not require an outflow of resources. When there is a possible obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made.
d) Contingent assets: 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 entity. Contingent assets are not recognized but disclosed only when an inflow of economic benefits is probable.
21. Segment Reporting
Operating segments are reported in a manner consistent with internal reporting provided to chief operating decision maker. The Board of Directors of the Company has been identified as chief operating decision maker which assesses the financial performance and position of the Company, and makes strategic decisions.
22. Exceptional items
Exceptional Items include income/expenses that are considered to be part of ordinary activities, however of such significance and nature that separate disclosure enables the users of financial statements to understand the impact in more meaningful manner. Exceptional Items are identified by virtue of their size, nature and incidence.
23. Rounding off amounts
All amounts disclosed in the financial statements and notes have been rounded off to the nearest lacs as per the req ui rement of Schedule III, unless otherwise stated.
24. Critical estimates and judgements
In the application of the Company''s accounting policies, the Management of the Company are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions that has the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are included in notes no.34:
a) Measurement and likelihood of occurrence of provisions and contingencies.
b) Carrying value of receivables, loans and advances and their respective impairment.
c) Measurement of Provision required for Defect Liability Period and Liquidated Damages Payable as per Contracts.
d) Charging/ recognizing as receivables of Bank Guarantees invoked by banks.
e) Estimation of current tax expenses and Payable.
f) Financial Instruments.
g) Valuation of Inventories
h) Amount of liabilities recognized in the financial statements in respect of unrecognized claims preferred by financial and operational creditors.
25. Fair value measurements
The Company applies valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing estimates and assumptions consistent with the market participants to price the instrument. The Company''s assumptions are based on observable data as far as possible, otherwise on the best information available. Estimated fair values may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.
26. Employees Stock Option Scheme
Stock Options are granted to eligible employees under the JSL Employee Stock Option Scheme 2021 (âJSL ESOS 2021â) as may be decided by the Nomination & Remuneration Committee. Under Ind AS, the cost of JSL ESOS 2021 is recognised based on the fair value of Stock Options as on the grant date. The fair value of Stock Options granted is recognized in the Statement of Profit and Loss over the period in which the performance and / or service conditions are fulfilled for employees of the Company (other than those out on deputation).
7 The Company investment, in the equity share capital of Jyoti Structures Africa (Pty) Limited (JS Africa) a subsidiary company, as on 31st March, 2024 and as on 31st March 2023 was Rs. 419/-. The Company has also advanced loan of Rs.3,258.85 Lacs (P.Y. Rs. 3,258.85 Lacs) to JS Africa and the outstanding receivable from that company is Rs. 2,731.16 Lacs (P.Y. Rs. 2,712.18 Lacs) against advances and receivables. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 419/- and no provision is made against outstanding loans and dues of the said company. Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available and there is no activity.
8 The Company investment, in the equity share capital of Jyoti Structures FZE,) a subsidiary company, as on 31st March, 2024 and as on 31st March 2023 was Rs. 317.04 lacs. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 317.04 lacs Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available.
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.
(c) Financial Risk Management - Objectives and Policies
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables.
The Company''s business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Board of Directors (âBoardâ) oversee the management of these financial risks through its Risk Management Committee. The Risk Management Policy of the Company formulated by the Risk Management Committee are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly.
A) Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk include borrowings, investments, trade payables, trade receivables and loans.
i) Interest Rate Risk:
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
According to the Company interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point (bps) increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates.
⢠Exposure to interest rate risk:
ii) Foreign Currency Risk:
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates.
The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure, the Company does not enter into any forward exchange contract or into any derivative instruments for trading or speculative purposes.
The Company is mainly exposed to changes in USD and EUR. The below table demonstrates the sensitivity to a 5% increase or decrease in the above-mentioned currencies against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents the management''s assessment of a reasonably possible change in the foreign exchange rates.
iii) Other Price Risk:
Other price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price.
The Company is mainly exposed to the price risk due to its investment in mutual funds. The price risk arises due to uncertainties about the future market values of these investments.
At 31st March 2024, the investment in mutual funds amounts to Rs. 82.56 Lacs (Rs. 63.00 Lacs as on 31st March, 2023)
A 5% increase in market prices would have led to approximately an additional gain of Rs. 4.13 Lacs in Other Comprehensive Income.
5% decrease in prices would have led to an equal but opposite effect.
B) Credit Risk
Credit risk refers to risk that a counter party will default on its contractual obligations resulting in financial loss to the Company.
To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information. The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:
I) Actual or expected significant adverse changes in business,
ii) Actual or expected significant changes in the operating results of the counterparty,
iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligations,
iv) Significant increase in credit risk on other financial instruments of the same counterparty,
v) Significant changes in the value of the collateral supporting the obligation or in the quality of the third -party guarantees or credit enhancements.
Financial assets are written off when there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.
The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.
C) Liquidity Risk
Liquidity Risk is defined as the risk that the Company will face in meeting its obligations associated with its financial liabilities. The processes and policies related to such risks are overseen by the management. The management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.
Maturity profile of financial liabilities:
18. Engineering Procurement Construction (EPC) Contracts provide for levy of liquidity damages (LD) to the extent of 10% of the contract value for delay in execution of the contracts. As a trade practice, on completion of the contracts such delay is generally condoned by granting time extension. It is not possible to ascertain the quantum of the LD for the projects where execution is delayed, as the proposals for time extension are pending with the customer sand in the past, time extensions have been granted in similar circumstances. However, considering recurring/persisting delays it is not possible to assess the amount for which the company would be liable. Hence, the same has not been provided for.
19. Previously, the Company had a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At the year end, the Company reviewed and ensured that adequate provision as required under any law /accounting standards for material foreseeable losses on such long-term contract has been made in the books of accounts. The Company has not entered into a derivative contract during the year.
26. During the year, the Company has not transferred unclaimed dividend amounts to Investor Education and Protection Fund as per the requirement of the Companies Act, 2013. as the Company is in midst of shareholder details'' collation. The company is under process of transferring an amount of Rs 17.70 Lacs to investor education protection fund.
27. Under the Approved Resolution Plan, Company has the right to prepay the restructured debt owed to the Financial Creditors at any time, at the net present value (NPV) of the principal outstanding. With respect to the assenting Secured FCs, as part of restructuring, secured Non-Convertible Debenture (NCDâs) at face value of Rs. 1 Lac each, were issued. The value of NCDâs including redemption premium as on March 2024 was Rs. 1,73,014.45 Lacs (P.Y. Rs. 1,60,198.57 Lacs) is reflected in Note no 15 under Financial Liabilities - Long Term Borrowings. The assenting secured financial creditors were to be paid their dues over a period of 12 years. Towards this, Non-Convertible Debentures (NCDs) were issued at a face value of the NPV as on November 9, 2021. These NCDs are payable at the Net Present Value which is reflected in Financials. The increase in net present value due to passage of time is shown as the NCD Remeasurement effect due to increase in net present value of these NCDs.
28. In FY 2021-22, a Debenture Redemption Reserve of Rs. 1,81,337.86 Lacs was created for redemption premium payable on Non-Convertible Debenture (NCDâs). The NCDâs are repayable at any point of time at Net Present Value as per Resolution Plan. In FY 2023-24, a sum of Rs. 12,815.88 Lacs (Preceding financial year Rs 11,866.57 Lacs) being changes in remeasurement of NCD at NPV fair value was transferred from Debenture Redemption Reserve to Financial Liabilities Long Term Borrowings Account.
29. The Financial Creditors of Rs.18,569.57 Lacs (Preceding financial year Rs. 20,082.37 Lacs) as per Note No 15 & 19 includes amount payable to Dissenting Financial Creditors, various financial creditors under IDBI Trusteeship and amount payable to unsecured financial creditors.
30. The financial statements include the assets, liabilities, income and expenditure in respect of seven branches. The company has included the figures / amounts for the year ended on March 31, 2024 in respect of its five branches (management certified) at Bhutan I, Kenya, Tanzania, Georgia, South Africa and two branches (Audited) at Uganda and Tunisia.
31. The Company did not have any transactions with Struck of Companies u/s 248 of the Companies act 2013 in FY 2023-24 nor in Preceding financial year 2022-23. The Balance Outstanding with Companies Struck off is as under:
32. The Company does not have any benami property, where any proceeding has been initiated 32.The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property under the benami transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
33. The Company has not traded or invested in Crypto currency or Virtual Currency during the current / Preceding financial year.
34. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of The Company (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
35. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries
36. There is no income surrendered or disclosed as income during the current year or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account
37. The resolution plan stood implemented on November 9, 2021 with the infusion of equity by the investors, issuance of securities to financial creditors and transfer of control to the present management, in terms of the resolution plan. The payments to the financial creditors, operational creditors and employees'' dues are set out in resolution plan. In this regard, on account of the delay by MIDC to execute the tripartite agreement and non-release of the NFB Limits by the lenders in terms of the resolution plan, the company has filed an application with the Honâble NCLT seeking exclusion of time. The application is currently sub judice.
38. The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
39. The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
40. The Company is not declared wilful defaulter by any bank or financials institution or lender during the year.
41. Previous yearâs figures have been re-arranged, re-grouped and re-classified, wherever necessary.
In terms of our report attached For and on behalf of the Board of Directors
For G.P.SHARMA & CO.LLP
Chartered Accountants
Firm Registration No: 109957W/W100247 sd/- sd/-
sd/- Abdul Hameed Khan Monica Akhil Chaturvedi
Chief Executive Officer & Independent Director
Utkarsh Sharma Whole time Director DIN: 02193359
Partner DIN: 09508070
Membership Number : 147906 sd/- sd/-
Place : Mumbai Sonali K Gaikwad Kumar V Balan
Date : 29th May, 2023 Company Secretary Chief Financial Officer
Mar 31, 2023
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of advances) are Rs. Nil (P Y. Rs. Nil).
2. Contingent Liabilities not provided for:
|
(Rs. in Lacs) |
|||
|
Sr. No. |
Particulars |
2022-23 |
2021-22 |
|
Section - 1 - Contingent Liability |
|||
|
i) |
Outstanding Bank Guarantee (BG) |
6,564.00 |
6,564.00 |
|
Section - 2 - Contingent Liability |
|||
|
i) |
Disputed liabilities in respect of Income Tax, Sales Tax, |
||
|
Central Excise and Service Tax (under appeal) |
13,566.54 |
13,566.54 |
|
|
ii) |
Writ Petitions/claim |
95.81 |
95.81 |
|
iii) |
Civil Matters |
831.05 |
831.05 |
|
iv) |
Labour Matters |
3.78 |
3.78 |
|
v) |
Arbitration Matters |
226.35 |
226.35 |
In case of items provided for in the approved resolution plan, reflected in the Year 2022-23 and P.Y. 2021-22 under Section 2 of the Table above, if such liability crystalizes then, as per the Approved Resolution Plan, all such amounts accrued shall be treated and serviced as unsecured debt of the Company and settled at 42% (as shown in the above Table) to be repaid from the 6th to 12th year. However, these matters are pending for decision before various judicial and legislative authorities. Accordingly, the management has assessed that the possibility of outflow of resources embodying economic benefits with respect to such claims / debts is remote.
Other than the claims and settlements pertaining to the Company that have been envisaged and set out under this Approved Resolution Plan, no other payment or settlement, of any kind, shall be made to any other person or entity in respect of any other claims (whether not admitted or filed with the Resolution Professional) and all such claims against the Company along with any related legal proceedings stand irrevocably and unconditionally abated, settled and extinguished. This condition relating to such extinguishment of claims and related legal proceedings are irrevocably and unconditionally abated, settled and extinguished, forms an integral part of the order by the NCLT approving the Approved Resolution Plan and shall accordingly be binding on all the stakeholders including the Company, its employees, workmen, financial and operational creditors, guarantors, security providers, and other stakeholders. The treatment accorded to the persons receiving settlement under this Approved Resolution Plan shall constitute an absolute discharge and settlement of the dues to which they pertain and shall be the full and final performance, discharge and satisfaction of all obligations relating thereto.
4. There was no import of materials during current and previous year. Disclosure of CIF Value of imports, Value of Imported and Indigenous Raw Materials and Stores & Components Consumed, Earnings and Expenditure in Foreign Currency etc., is not applicable.
5. Other Equity - As reflected in Note No 14
6. Disclosure as required by Indian Accounting Standard 19 âEmployee Benefits'':
Defined Contribution Plans: a) Provident Fund
The Provident Fund is operated by the Regional Provident Fund Commissioner. Under the scheme, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit scheme to fund the benefits.
The Company has recognized the following amounts in the Statement of Profit and Loss for the Year:
Defined Benefit Plans:Gratuity and Leave Encashment Gratuity
The company policy allows employees retirement benefits to employees who have completed more than 5 years of service with the company. The details of the same are based on the actuarial valuation being done by an external agency based on employee details provided by the company.
The details of employee benefits in the nature of leave entitlements of employees are based on the policies of the company. The assessment of the liability and costs is done at each reporting date. On an annual basis the same is being done by an external actuary based on employee details as provided by the company.
For actuarial valuation gratuity liability has been considered as per the provisions of the Payment of Gratuity Act, 1972 despite there being higher amount of gratuity liability as per the Company''s HR policy.
The Gratuity and Leave benefits continue to be provided for all employees notwithstanding that the salary and other costs are booked based on attendance.
OCI Presentation of defined benefit plan:
Gratuity is in the nature of defined benefit plan, Re-measurement gains / (losses) on defined benefit plans is shown under OCI as items that will not be reclassified to profit or loss and also the income tax effect on the same.
Presentation in Statement of Profit & Loss and Balance Sheet:
Expense for service cost, net interest on net defined benefit liability (asset) is charged to Statement of Profit & Loss. IND AS 19 does not require segregation of provision in current and non-current, however net defined liability/(Assets) is shown as current and non-current provision in balance sheet as per IND AS 1.
7. The Company investment, in the equity share capital of Jyoti Structures Africa (Pty) Limited (JS Africa) a subsidiary company, as on 31st March, 2023 and as on 31st March 2022 was Rs. 419/-. The Company has also advanced loan of Rs.3,258.85 Lacs (PY. Rs. 3,258.85 Lacs) to JS Africa and the outstanding receivable from that company is Rs. 2,712.18 Lacs (P.Y. Rs. 2,752.88 Lacs) against advances and receivables. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 419/- and no provision is made against outstanding loans and dues of the said company. Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available and there is no activity.
8. The Company investment, in the equity share capital of Jyoti Structures FZE,) a subsidiary company, as on 31st March, 2023 and as on 31st March 2022 was Rs. 317.04 lacs. Though the net worth of the subsidiary has been eroded, the Company has not provided for diminution in value of investment of Rs. 317.04 lacs Considering the implementation of the approved resolution plan for the Company to begin with which turnaround of the subsidiaries is also expected to happen, the management is of the opinion that these accumulated losses of that company are temporary in nature and will be recovered in the near future. However, the audited financial statements and / or other details are not available.
9. Considering the long-term nature of investments and in absence of availability of audited financial statements, no provision has been considered necessary by the management in respect of impairment in the value of investment as well as loans and advance except for the Subsidiaries/Joint Venture (JV) mentioned in the following table other than to the extent provided for
The above amounts are net off provisions, if any.
The related party transaction and balances are based on the details as available with the Company. The changes in balances is due to effect of branches and impact of foreign exchange fluctuations.
13. Remittance in Foreign Currencies for Dividend:
No dividend has been declared and paid in FY 2022-23. There is no remittance in Foreign Currencies on account of Dividend.
(b) Fair Value Measurements
The fair value of financial instruments as referred to in the note above have been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements). The categories used are as follows:
⢠Level 1: Quoted prices for identical instruments in an active market;
⢠Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
⢠Level 3: Inputs which are not based on observable market data.
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.
(c) Financial Risk Management - Objectives and Policies
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables.
The Company''s business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Board of Directors (''Board'') oversee the management of these financial risks through its Risk Management Committee. The Risk Management Policy of the Company formulated by the Risk Management Committee are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly.
A) Market Risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk include borrowings, investments, trade payables, trade receivables and loans.
i) Interest Rate Risk:
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.
According to the Company interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting
period was outstanding for the whole year. A 50 basis point (bps) increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates.
ii) Foreign Currency Risk:
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates.
The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure, the Company does not enter into any forward exchange contract or into any derivative instruments for trading or speculative purposes.
The Company is mainly exposed to changes in USD and EUR. The below table demonstrates the sensitivity to a 5% increase or decrease in the above-mentioned currencies against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents the management''s assessment of a reasonably possible change in the foreign exchange rates.
iii) Other Price Risk:
Other price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price.
The Company is mainly exposed to the price risk due to its investment in mutual funds. The price risk arises due to uncertainties about the future market values of these investments.
At 31st March 2023, the investment in mutual funds amounts to Rs. 63.00 Lacs (Rs. 60.17 Lacs as on 31st March, 2022)
A 5% increase in market prices would have led to approximately an additional gain of Rs. 3.15 Lacs in Other Comprehensive Income.
A 5% decrease in prices would have led to an equal but opposite effect.
Credit risk refers to risk that a counter party will default on its contractual obligations resulting in financial loss to the Company.
To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information. The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:
i) Actual or expected significant adverse changes in business,
ii) Actual or expected significant changes in the operating results of the counterparty,
iii) Financial or economic conditions that are expected to cause a significant change to the counterparty''s ability to meet its obligations,
iv) Significant increase in credit risk on other financial instruments of the same counterparty,
v) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.
Financial assets are written off when there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.
The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.
Liquidity Risk is defined as the risk that the Company will face in meeting its obligations associated with its financial liabilities. The processes and policies related to such risks are overseen by the management. The management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.
The Non-Convertible Debenture of Rs. 1,60,198.57 Lakhs (P.Y. Rs. 1,48,332/- Lacs) issued to Assenting Financial Creditor is reflected at Face Value in Note no 15 under Financial Liabilities - Long Term Borrowings.
The Non-Convertible Debentures are payable over a 12 years period as per Resolution Plan with Redemption Premium. There is an option to prepay the Non-Convertible Debentures at the Net Present Value at the option of the Company.
18. Engineering Procurement Construction (EPC) Contracts provide for levy of liquidity damages (LD) to the extent of 10% of the contract value for delay in execution of the contracts. As a trade practice, on completion of the contracts such delay is generally condoned by granting time extension. It is not possible to ascertain the quantum of the LD for the projects where execution is delayed, as the proposals for time extension are pending with the customer sand in the past, time extensions have been granted in similar circumstances. However, considering recurring/persisting delays it is not possible to assess the amount for which the company would be liable. Hence, the same has not been provided for.
19. Previously, the Company had a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At the year end, the Company reviewed and ensured that adequate provision as required under any law /accounting standards for material foreseeable losses on such long-term contract has been made in the books of accounts. The Company has not entered into a derivative contract during the year.
20. The Group is operating in only one primary business segment of power transmission and distribution wherein it manufactures/deals in various components/equipment''s and constructs infrastructure related to power transmission. As such there are no separate primary reportable or identifiable business segments.
22. The company has various input credits and balances with various statutory authorities pertaining to service tax, VAT, GST, sales tax etc. aggregating to Rs. 3,618.31 lacs (P.Y.Rs. 3,240.35 lacs). The recovery of these amounts is subject to reconciliation, filing of returns and admission by respective statutory authorities. No adjustments have been made in the books of accounts in respect of such amounts.
23. Corporate Social Responsibility (CSR) - In view of losses incurred, expenditure on CSR is not applicable for the year ended as at 31st March, 2023.
24. Total trade receivables as at 31st March, 2023 are Rs 1,99,043.44 Lacs (P.Y. Rs. 1,89,123.43 Lacs). The Company has initiated reconciliation process with Trade Receivables to determine the continuation of contracts, details of work in progress with age, stage of completion, progress billing, disputed and undisputed dues. The reconciliation process is still ongoing. During the Previous Financial Year 2021-22 the company based on its assessment of receivable the company has written back to other equity the excess provision of doubtful debts totalling Rs. 73,959.88 Lacs. The Company has made a provision of Rs. 150 Lacs (P.Y. Rs 600 Lacs) as provision for estimated credit loss.
27. The Company had undergone the corporate insolvency resolution process (âCIRPâ) pursuant to a petition filed under section 7 of the Insolvency and Bankruptcy Code, 2016 (âCodeâ) by the State Bank of India. Under the CIRP, the resolution plan submitted by an resolution applicant received the assent of the Hon''ble NCLT vide order dated 27 March 2019 (âApproval Resolution Planâ). Pursuant to the Company effectuating of certain steps, the Approved Resolution Plan was implemented with effect from November 09, 2021. Accordingly, the Balance Sheet of the Company was recasted in Previous FY 2021-22 to reflect the changes as per the Approved Resolution Plan. As per the Resolution plan, control was transferred by the Erstwhile Resolution Professional to the newly constituted board led by chairman, with effect from November 9, 2021. The board, then appointed the Chief Executive Officer (CEO) for day to day management.
28. During the year, the Company has not transferred unclaimed dividend amounts to Investor Education and Protection Fund as per the requirement of the Companies Act, 2013. as the Company is in midst of shareholder details'' collation. The company is under process of transferring an amount of Rs 17.70 Lacs to investor education protection fund.
29. Following is the impact of Resolution Plan''s Implementation in the previous year FY 2021-22
a. Equity:- The Company has issued 4,250 Lacs equity shares at Rs. 4 per share totalling to Rs. 17,000 Lacs to Resolution Plan''s Investors. Further, Assenting Secured Financial Creditors have been issued 1000 Lac shares at Rs. 4 per share totalling to Rs. 4,000 Lacs in order to convert portion of their debt.
b. Compulsory Convertible Preference Shares:- 700 Lacs Compulsorily Convertible Preference Shares have been issued to Aion and Apollo Group at Rs. 4 per share.
c. Non-Convertible Debentures:- Assenting Secured Financial Creditors have been issued Non-Convertible Debentures and the face value of the Debentures is Rs. 1,48,332.00 Lacs as on November 09, 2021.
Pursuant to the above, the Company has transferred the balance outstanding liabilities to Retained Earnings as âResolution Plan Recastâ.
30. In previous year FY 2021-22, the bought forward amount from 1st April 2021 of Debenture Redemption Reserve, General reserve and Fixed deposit Redemption Reserve has been transferred to Retained Earnings.
31. In previous year FY 2021-22, a Debenture Redemption Reserve of Rs. 1,81,337.86 Lacs was created for redemption premium payable on NCD''s. The NCD''s are repayable at any point of time at Net Present Value as per Resolution Plan. In the FY 2022-2023, a sum of Rs 11,866.57 Lacs being changes in remeasurement of NCD at NPV fair value was transferred from Debenture Redemption Reserve to Financial Liabilities Long Term Borrowings Account.
32. The Financial Creditors of Rs.12,716.03 Lacs (PY Rs. 16,716 Lacs) as per Note no 15 includes amount payable to Dissenting Financial Creditors, various financial creditors under IDBI Trusteeship and amount payable to unsecured financial creditors.
33. The company has included the figures / amounts for the year ended on date in respect of its seven branches (management certified) at Bhutan I, Kenya, Tanzania, Georgia, Tunisia, South Africa and Uganda; The financial statements include the assets, liabilities, income and expenditure in respect of seven branches.
34. There are no shares allotted under ESOP / ESOS as at the reporting date.
36. The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
37. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
38. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of The Company (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
39. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries
40. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
41. The resolution plan stood implemented on November 9, 2021 with the infusion of equity by the investors, issuance of securities to financial creditors and transfer of control to the present management, in terms of the resolution plan. The payments to the financial creditors are set out in resolution plan. In this regard, on account of the delay by MIDC to execute the tripartite agreement and non-release of the NFB Limits by the lenders in terms of the resolution plan, the company has filed an application with the Hon''ble NCLT seeking exclusion of time. The application is currently sub judice.
42. The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
43. The Company is not declared wilful defaulter by any bank or financials institution or lender during the year.
44. Previous year''s figures have been re-arranged, re-grouped and re-classified, wherever necessary. However, the previous year figures are not comparable in view of Resolution Plan being implemented on November 9, 2021.
The Notes referred to above form an integral part of the Statement of Accounts.
Mar 31, 2015
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. 7.14 Lacs (P.Y. Rs.
11.28 Lacs ). Advances paid Rs. 5.93 Lacs (P.Y. Rs.. 24.32 Lacs).
2. The gross block of fixed asset includes Rs. 83.62 Lacs (P.Y. Rs. 83.62
Lacs) on account of revaluation of fixed assets carried out by the
Company in the year 1993-94. Consequent to the said revaluation, there
is an additional charge of Rs. 2.42 Lacs (P.Y. Rs. 2.42 Lacs) on account
of depreciation and an equivalent amount has been withdrawn from the
revaluation reserve and credited to Statement of Profit and Loss. This
has no impact on the loss for the year.
3. The Company has a process whereby periodically all long term
contracts are assessed for material foreseeable losses. At the year
end, the Company has reviewed and ensured that adequate provision as
required under any law/ accounting standards for material foreseeable
losses on such long term contracts has been made in the books of
accounts. The Company has not entered into a derivative contract during
the year.
4. The Company has invested an amount of USD 129.90 Lacs equivalent
to Rs. 6,000.65 Lacs in its subsidiary company namely, Jyoti
International Inc. Further, as at 31st March, 2015, balance of loans
and advances outstanding was of Rs. 6,712.77 lacs to Jyoti International
Inc. and Rs. 3,148.57 lacs to Jyoti Americas LLC, a wholly owned
subsidiary of Jyoti International Inc. That company maintains its
accounts on financial year basis. The company has incurred total loss of
USD 219.53 Lacs equivalent to Rs. 13,763.34 Lacs (P.Y. Loss of USD 133.01
Lacs equivalent to Rs. 7,579.41 Lacs) during the year. Total accumulated
losses as on 31st March 2015 are USD 420.67 Lacs (P.Y. USD 201.14
Lacs). However, based on the orders in hand and the business outlook of
the company, the management is of the opinion that these accumulated
losses are temporary in nature and will be recovered in the next few
years. Therefore, no provision for diminution in the value of the said
investment or no provision for other outstanding amounts is made as the
management is confident of turning around the business of that company
in the near future.
5. Lauren Jyoti Private Ltd. is a joint venture company (JVC) between
Lauren Engineers Constructors Inc. (Lauren) and Jyoti Structures
Limited (JSL) with equity participation of Rs. 500 Lacs by each partner
and with technical assistance, support and know-how to be provided by
Lauren and pre-qualification credentials by the Company for EPC
Contracts. As on 31st March 2015, the trade receivable of the Company
include amount of Rs. 7,045.80 Lacs outstanding from JVC. Further an
amount of Rs. 5,507.00 Lacs was paid by the Company on account of
encashment of Bank guarantee by a customer of JVC, which amount is
debited to JVC. The other outstanding from JVC are Rs. 830.30 Lacs for
support services provided by the Company. Due to differences and
disputes arising between the partners during the execution of 50 MW
Solar Thermal Power Plant EPC Contract awarded by Godavari Green Energy
Limited, the financial statements of JVC have not been adopted after
31st March 2013. The Company has referred the dispute to arbitration
and the management is reasonably confident of recovering the amount.
6. The Company has invested an amount of Rs. 419 in the equity share
capital of Jyoti Structures Africa (Pty) limited (JS Africa), a
subsidiary company. As on 31st March, 2015, the Company has also
advanced loan of Rs. 3,581.91 lacs to JS Africa and the outstanding
credit to that company is Rs. 3,277.65 lacs. Though the net worth of the
subsidiary has been eroded, the Company has not provided for diminution
in value of investment of Rs. 419 and no provision is made against
outstanding loans and dues of said company. Considering the business
outlook of the subsidiary Company, the management is of the opinion
that these accumulated losses of that company are temporary in nature
and will be recovered in the near future.
7. During the year, the company has paid managerial remuneration
amounting to Rs. 43.04 lacs which is in excess of the provisions of
section 197 of the Companies Act, 2013 read with Part II of Schedule V.
The Company is in the process of seeking shareholders'' approval for
waiver of the same, subject to approval of Central Government.
8. Foreign Currency exposures that are not hedged by derivative
instruments as on 31st March, 2015 amount to Rs. 87,451.53 Lacs (P.Y. Rs.
47,496.99 Lacs)
9. Disclosures for operating leases under Accounting Standard 19 Â
"Leases":
a) Disclosures in respect of the agreements entered into after 1st
April, 2001 for taking on leave and license/under operating leases the
residential/office premises and warehouses, including furniture fittings
therein as applicable and machinery, are given below:
The agreements provide for early termination by either party with a
notice period which varies from fifteen days to three months and they
contain a provision for their renewal.
10. Related Party Disclosures:
Related party disclosures as required by Accounting Standard 18,
"Related Party Disclosures", Relationships (during the year)
(a) Subsidiary of the Company:
i) Jyoti Energy Ltd.
ii) JSL Corporate Services Ltd.
iii) Jyoti Structures Africa (Pty) Ltd.
iv) Jyoti International Inc.
v) Jyoti Americas LLC
vi) Jyoti Structures Canada Ltd.
vii) Jyoti Structures FZE
viii) Jyoti Structures Namibia (Pty) Ltd.
ix) Jyoti Structures Nigeria Ltd.
x) Jyoti Structures Kenya Ltd.
(b) Joint Venture:
i) Gulf Jyoti International LLC ii) Lauren Jyoti Pvt. Ltd.
(c) Key Management Personnel:
i) Mr. Ashok Goyal ii) Mr. Santosh Nayak iii) M r. K. R. Thakur
11. Employees Stock Option Scheme:
Under Jyoti Structures Limited Employees Stock Option Scheme 2005 (ESOS
2005) as amended, the Company is authorised to issue upto 5,00,000
(Five Lacs) stoc k options convertible into 25,00,000 (Twenty Five
Lacs) Equity Shares of Rs. 2/- each to employees. A Compensation
Committee has been constituted by the Board of Directors of the Company
to administer the Scheme.
Each option is to be converted into 5 equity shares of Rs. 2/- each at an
exercise price of Rs. 17/- per equity Share (being the exercise price
adjusted after split of face value from Rs. 10/- to Rs. 2/-). Under the
scheme, 30% of the options vest at the end of one year from the date of
grant of options, 30% at the end of second year from the date of grant
of options and the balance 40% at the end of third year from the date
of grant of options.
The amount of Rs. 20.92 Lacs (P.Y. Rs. 56.15 Lacs) debited to Employee
Compensation Expense  ESOS account, represents the proportionate cost
for the year and has been credited to the revenue account.
The amount of Rs. 341.75 Lacs (P.Y. Rs. 374.20 Lacs) in Employee Stock
Option outstanding account, represents discounts on the options
outstanding.
12. Engineering Procurement Construction (EPC) Contracts provide for
levy of liquidity damages (LD) to the extent of 10% of the contract
value for delay in execution of the contracts. As a trade practice, on
completion of the contracts such delay is generally condoned by
granting time extension. It is not possible to ascertain the quantum of
the LD for the projects where execution is delayed, as the proposals
for time extension are pending with the customers and in the past, time
extensions have been granted in similar circumstances.
13. Consequent to encashment of Bank Guarantee by Power Grid
Corporation of India Ltd. in April 2014, for Tangla-Kokrajhar-
Barabisa, Assam project, the Company has initiated dispute resolution,
in accordance with the terms of the contract.
14. Jaypee Power Ventures Ltd. (JPVNL) wrongfully encashed the
performance bank guarantees amounting to Rs.. 1,773.22 lacs in July 2014,
though the company had completed the contract and the line was charged.
The Company has initiated dispute resolution, in accordance with the
terms of the contract.
15. Maharashtra State electricity Corporation Ltd (MSETCL) has
terminated the contract and encashed the performance guarantees
amounting to Rs. 1,987.48 Lacs in July 2014 as the execution of contract
was delayed due to Right of Way, availability of land, reasons being
beyond the control of the Company. The Company has been advised to
initiate dispute resolution in terms of the contract.
16. MP Madhya Kshetra Vidut Vitaran Company Ltd. has terminated part
of the contract and encashed the performance guarantees amounting to Rs.
2,025.81 Lacs in April 2015 as the execution of contract was delayed
due to reasons beyond the control of the Company. The Company has been
advised to initiate dispute resolution in terms of the contract. The
Company has made provisions in the Statement of Profit and Loss although
the event has occurred after balance sheet date.
17. Trade Payable includes dues to micro and small enterprises to whom
the Company owes amounts outstanding for more than 45 days. The
information regarding micro and small enterprises has been determined
to the extent such parties have been identified on the basis of
information available with the Company. This has been relied upon by
the auditors.
18. The lenders of the Company have restructured the debt under RBI
guidelines on Joint Lender Forum and Corrective Action Plan.
Restructuring contours:
1. The cut-off date (COD) identified, for the purpose of determining
the eligible debts to be restructured under the Restructuring Scheme is
April 1, 2014.
2. Rescheduling of due amount of term loans, working capital loans and
interest thereon and additional sanction of cash credit facility,
non-fund based working capital and term loan.
3. Moratorium for principle repayment of term loan for 18 months from
COD i.e. till September 30, 2015.
4. Reduction in rates of interest on term loans @ 12% p.a.
5. Interest to be funded on term loan for 12 months from COD i.e. till
March 31, 2015.
6. Personal guarantees of promoters of the Company.
7. Pledge of the unencumbered shares of the promoters of the Company.
19. In August 2013, Jyoti Americas LLC (subsidiary of the Jyoti
International Inc.) has issued subordinated debt of $1,30,00,000 and
preferred stock Series A of $1,00,00,000. In April 2014, the Company
issued additional 47 shares of Series A preferred stock, at $4,00,000
per share, for additional gross proceeds of $1,88,00,000. Cumulative
dividends accrues on this preferred stock of Series A accrues on a
daily basis at the rate of 0.01% per year on the original purchase
price, per share.
Jyoti Americas LLC has a contingent liability of $34,700,000 for above
mentioned preferred stock variable return along with its accretion of $
46,16,444 and $12,29,000 for the years ended March 31, 2015 and 2014,
respectively.
As per preferred stock agreement, the Company and Jyoti Structures
Limited, the parent company, plan to settle the variable return due on
August 28, 2016 through the issuance of common stock of Jyoti
Structures Limited. Accordingly, the Company has not recorded an
obligation of $ 3,47,00,000 related to the preferred stock variable
return as of March 31, 2015.
20. The number of shares of Jyoti Structures Ltd. to be issued on
settlement of the preference stock as referred to in Note No. 31 (31)
on the Maturity on August 28, 2016, cannot be ascertained and
therefore, the dilutive effect of those shares on the Diluted EPS of
the Company has not been considered.
21. Corporate Social Responsibility (CSR)
During the year under report the company has constructed roads in 13
villages (in 10 districts) across India at the cost Rs. 193.71 Lacs.
Construction of roads resulted in saving of travel time and ease of
transportation to Villagers.
22. Pursuant to the enactment of Companies Act, 2013 effective 1st
April, 2014, the Company has reviewed the estimated useful life of its
Fixed Assets generally in accordance with that provided in Schedule II
of the Act. The applicable rates of depreciation are also accordingly
altered. As a result amount of Rs. 431.47 Lacs were reduced from the
surplus in the statement of Profit and loss and the depreciation charged
for the year ended 31st March 2015 is higher by Rs. 624.90 Lacs.
23. Previous year''s figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2014
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. 11.28 Lacs (P.Y.
Rs. Nil). Advances paid Rs. 24.32 Lacs (P.Y. Rs. Nil).
2. Contingent Liabilities not provided for:
Sr 2013-14 2012-13
No Particulars Rs. in Lacs Rs. in Lacs
i) Outstanding of Bills Discounted Nil 533,91
ii) Disputed liabilities in respect
of Income Tax, Sales Tax, Central
Excise and Service Tax 802.51 637.46
(under appeal)
iii) Civil Suits 107.87 107.87
iv) Corporate Guarantees 68,918.04 46,247.05
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
Company is AED Nil (PY AED 100.97 Lacs) equivalent to Rs. Nil (PY Rs.
1,498.52 Lacs) as on 31st March, 2014.
3. The gross block of fixed asset includes Rs. 83.62 Lacs (P.Y. Rs.
83.62 Lacs) on account of revaluation of fixed assets carried out by
the Company in the year 1993-94. Consequent to the said revaluation,
there is an additional charge of Rs. 2.42 Lacs (P.Y. Rs. 2.42 Lacs) on
account of depreciation and an equivalent amount has been withdrawn
from the revaluation reserve and credited to Statement of Profit and
Loss. This has no impact on the profit for the year
4. Disclosure as required by Accounting Standard 15 (revised 2005)
"Employee Benefits":
Defined Contribution Plans:
a) Provident Fund
b) Superannuation Fund
The provident fund is operated by the Regional Provident Fund
Commissioner and the superannuation fund is administered by the
Trustees of Jyoti Structures Limited Officers Superannuation Scheme.
Under the schemes, the Company is required to contribute a specified
percentage of payroll cost to the retirement benefit schemes to fund
the benefits.
5. The Company has invested an amount of AED 129.30 Lacs (P.Y. AED
129.30 Lacs) equivalent to Rs. 1642.77 Lacs (P.Y. Rs. 1642.77 Lacs) in
its Joint Venture Company namely, Gulf Jyoti International LLC. That
Company maintains its accounts on calendar year basis. The total paid
up capital of the Company as on 31st March 2014 was AED 431.00 Lacs
(P.Y. AED 431.00 Lacs). As against this capital, the total profit
earned during the year was AED 36.97 Lacs (P.Y. AED 102.74 Lacs) and
total accumulated losses as on 31st March 2014 were AED 92.23 Lacs
(P.Y. AED 129.20 Lacs). However, based on the orders in hand and the
business outlook of the joint venture Company, the management is of the
opinion that these accumulated losses are temporary in nature and will
be recovered in the next couple of years. Due to this, the management
believes that there is no other than temporary diminution in value of
the investment and therefore no provision for the same is made during
the year
6. The company has invested an amount of USD 129.90 Lacs equivalent to
Rs. 6,000.65 Lacs in its subsidiary company namely, Jyoti International
Inc. That Company maintains its accounts on financial year basis. The
company has incurred total loss of USD 133.01 Lacs equivalent to Rs.
7,579.41 Lacs ( P.Y. Loss of USD 57.48 Lacs equivalent to Rs. 3,022.01
Lacs) during the year. Total accumulated losses as on 31st March 2014
are USD 201.14 Lacs (P.Y. USD 68.12 Lacs ). However, based on the
orders in hand and the business outlook of the company, the management
is of the opinion that these accumulated losses are temporary in nature
and will be recovered in the next few years. Due to this, the
management believes that there is no other than temporary diminution in
value of the investment in that company and therefore no provision for
the same is made during the year.
7. Lauren Jyoti Private Ltd. is a joint venture company (JVC) between
Lauren Engineers Constructors Inc. (Lauren) and Jyoti Structures
Limited (JSL) with equity participation of Rs. 500 Lacs by each partner
and with technical assistance, support and know-how to be provided by
Lauren and pre-qualification credentials by the Company for EPC
Contracts. Due to differences and disputes arising between the partners
during the execution of 50 MW Solar Thermal Power Plant EPC Contract
awarded by Godavari Green Energy Limited, the financial statements of
JVC have not been adopted. Based on the advice, the Company is in the
process of referring the dispute to arbitration in accordance with the
Joint Venture Agreement.
8. Foreign Currency exposures that are not hedged by derivative
instruments as on 31st March, 2014 amount to Rs. 47,496.99 Lacs.
9. Employees Stock Option Scheme:
Under Jyoti Structures Limited Employees Stock Option Scheme 2005 (ESOS
2005) as amended, the Company is authorised to issue upto 500,000 (Five
Lacs) stock options convertible into 25,00,000 (Twenty Five Lacs)
Equity Shares of Rs. 2/- each to employees. A Compensation Committee
has been constituted by the Board of Directors of the Company to
administer the Scheme.
Each option is to be converted into 5 equity shares of Rs. 2/- each at
an exercise price of Rs. 17/- per equity Share (being the exercise
price adjusted after split of face value from Rs. 10/- to Rs. 2/-).
Under the scheme, 30% of the options vest at the end of one year from
the date of grant of options, 30% at the end of second year from the
date of grant of options and the balance 40% at the end of third year
from the date of grant of options.
The amount of Rs. 56.15 Lacs [P.Y. (Rs. 83.99 Lacs)] debited/(credited)
to Employee Compensation Expense - ESOS account, represents the
proportionate cost for the year and has been credited to the revenue
account.
The amount of Rs. 374.20 Lacs (P.Y. Rs. 387.36 Lacs) in Employee Stock
Option outstanding account, represents discounts on the options
outstanding.
10. Engineering Procurement Construction (EPC) Contracts provide for
levy of liquated damages (LD) to the extent of 10% of the contract
value for delay in execution of the contracts. As a trade practice, on
completion of the contracts such delay is generally condoned by
granting time extension. It is not possible to ascertain the quantum of
the LD for the projects where execution is delayed, as the proposals
for time extension are pending with the customers and in the past, time
extensions have been granted in similar circumstances.
11. Power Grid Corporation of India Ltd. had awarded
Tangla-Kokrajhar-Barabisa transmission line contract in Assam on
turnkey basis for total value of Rs. 330 crores consisting of Rs. 200
crores supply portion and Rs. 130 crores construction portion. The
execution of the contract was delayed due to local agitation and ethnic
strife, reasons which were beyond control of the Company.
Power Grid Corporation of India Ltd. terminated the contract on 10th
April 2014 and encashed the guarantees including performance guarantee
of Rs. 3,302.68 Lacs. Until termination of contract, the Company had
completed
a) Supply of towers amounting to Rs. 185 crores and balance supply of
towers of Rs. 15 crores are under dispatch;
b) Construction work amounting to Rs. 69 crores.
Though the events have occurred after the balance sheet date and the
liability is disputed, the Company has provided for Rs. 3,302.68 Lacs
in the Statement of Profit and Loss for the current year. The Company
has been advised to initiate dispute resolution mechanism provided in
the contract.
12. Trade Payable includes dues to micro and small enterprises to whom
the Company owes amounts outstanding for more than 45 days. The
information regarding micro and small enterprises has been determined
to the extent such parties have been identified on the basis of
information available with the Company This has been relied upon by the
auditors.
13. The Ministry of Corporate Affairs, Government of India vide its
notification no. 2/2011 dated 8th Feb, 2011 has granted a general
exemption from compliance with section 212 of the Companies Act, 1956
subject to fulfillment of conditions stipulated in the circular. The
Company has satisfied the conditions stipulated in the circular and
hence is entitled for the exemption. Necessary information relating to
the subsidiaries have been included in the consolidated financial
statements.
14. Previous year''s figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2013
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. Nil (P.Y. Rs.
10.55 Lacs). Advances paid Rs. Nil (P.Y. Rs. 10.22 Lacs).
2. Contingent Liabilities not provided for:
Sr. Particulars 2012-13 2011-12
No Rs. in Lacs Rs. in Lacs
i) Outstanding of Bills Discounted 533.91 404.10
ii) Disputed liabilities in respect of
Income Tax, Sales Tax,
Central Excise and Service Tax
(under appeal) 637.47 567.13
iii) Civil Suits 107.87 100.21
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
Company is AED 100.98 Lacs (PY. AED 98.49 Lacs) equivalent to Rs.
1,498.52 Lacs (P.Y Rs. 1,385.92 Lacs) as on 31st March, 2013.
3. The gross block of fixed asset includes Rs. 83.62 Lacs (P.Y. Rs.
83.62 Lacs) on account of revaluation of fixed assets carried out by
the Company in the year 1993-94. Consequent to the said revaluation,
there is an additional charge of Rs. 2.42 Lacs (P.Y. Rs. 2.42 Lacs) on
account of depreciation and an equivalent amount has been withdrawn
from the revaluation reserve and credited to Statement of Profit and
Loss. This has no impact on the profit for the year.
4. Disclosure as required by Accounting Standard 15 (revised 2005)
"Employee Benefits": Defined Contribution Plans:
a) Provident Fund
b) Superannuation Fund
The provident funds are operated by the Regional Provident Fund
Commissioner and the superannuation fund is administered by the
Trustees of the Jyoti Structures Limited Officers Superannuation
Scheme. Under the schemes, the Company is required to contribute a
specified percentage of payroll cost to the retirement benefit schemes
to fund the benefits. These funds are recognised by the Income Tax
authorities.
5. The Company has invested an amount of AED 129.30 Lacs (P.Y. AED
129.30 Lacs ) equivalent to Rs. 1,642.77 Lacs (P.Y. Rs. 1,642.77 Lacs
)in its Joint Venture Company namely, Gulf Jyoti International LLC.
That Company maintains its accounts on calendar year basis. The total
paid up capital of the Company as on 31st March 2013 was AED 431.00
Lacs (P.Y. AED 431.00 Lacs). As against this capital, the total profit
earned during the year was AED 102.74 Lacs (P.Y. Profit AED 104.47
Lacs) and total accumulated losses as on 31st March 2013 were AED
129.20 Lacs (P.Y. AED 221.67 Lacs). However, based on the orders in
hand and the business outlook of the joint venture Company, the
management is of the opinion that these accumulated losses are
temporary in nature and will be recovered in the next couple of years.
Due to this, the management believes that there is no diminution in
value of the investment and therefore no provision for the same is made
during the year.
6. The Company has invested an amount of Rs. 500 Lacs (P.Y. Rs. 500
Lacs) in its Joint Venture Company namely, Lauren Jyoti Pvt Ltd. That
Company maintains its accounts on financial year basis.The total paid
up capital of the Company as on 31st March 2013 was Rs. 1,000 Lacs
(P.Y. Rs. 1,000 Lacs). The statutory audit is in progress hence as per
management presentation total loss incurred during the year by the
company was Rs. 2,162.52 Lacs (P.Y. Rs. 28.27 Lacs). However, based on
the orders in hand and the business outlook of the Joint Venture
Company, the management is of the opinion that there is no diminution
in value of the investment and therefore no provision for the same is
made during the year.
7. The company has invested an amount of USD 129.90 Lacs equivalent
to Rs. 6,000.65 Lacs in its subsidiary company namely, Jyoti
International Inc. That Company maintains its accounts on financial
year basis. The company has incurred total loss of USD 57.48 Lacs
equivalent to Rs. 3,022.01 Lacs ( P.Y. USD 10.64 Lacs equivalent to
Rs.. 1,026.03 Lacs) during the year. Total accumulated losses as on
31st March 2013 are USD 68.12 Lacs (P.Y. USD 10.64 Lacs). However,
based on the orders in hand and the business outlook of the company,
the management is of the opinion that these accumulated losses are
temporary in nature and will be recovered in the next few years. Due to
this, the management believes that there is no other than temporary
diminution in value of the investment in that company and therefore no
provision for the same is made during the year.
8. During the year, the Company has capitalised interest of Rs. Nil
(P.Y. Rs. 14.32 Lacs) on borrowings made for acquisition of qualifying
assets.
9. Expenditure on account of premium of forward exchange contracts to
be recognised in the Statement of Profit and Loss of subsequent
accounting periods amounts to Rs. Nil (P.Y. Rs. 31.46 Lacs).
10. Related Party Disclosures:
Related party disclosures as required by Accounting Standard 18,
"Related Party Disclosures". Relationships (during the year)
(a) Subsidiary of the Company: i) Jyoti Energy Ltd.
ii) JSL Corporate Services Ltd.
iii) Jyoti Structures Africa (Pty) Ltd.
iv) Jyoti International Inc.
v) Jyoti Americas LLC
vi) Jyoti Structures Canada Ltd.
vii) Jyoti Structures FZE
viii) Jyoti Structures Namibia (Pty) Ltd.
(b) Joint Venture:
i) Gulf Jyoti International LLC ii) Lauren Jyoti Pvt Ltd.
(c) Key Management Personnel: i) Mr. Prakash Thakur
ii) Mr. Santosh Nayak iii) Mr. K. R. Thakur
11. Employees Stock Option Scheme:
Under Jyoti Structures Limited Employees Stock Option Scheme 2005 (ESOS
2005) as amended, the Company is authorised to issue upto 5,00,000
(Five Lacs) stock options convertible into 25,00,000 (Twenty Five Lacs)
Equity Shares of Rs. 2/- each to employees. A Compensation Committee
has been constituted by the Board of Directors of the Company to
administer the Scheme.
Each option is to be converted into 5 equity shares of Rs. 2/- each at
an exercise price of Rs. 17/- per equity Share (being the exercise
price adjusted after split of face value from Rs. 10/- to Rs. 2/-).
Under the scheme, 30% of the options vest at the end of one year from
the date of grant of options, 30% at the end of second year from the
date of grant of options and the balance 40% at the end of third year
from the date of grant of options.
The amount of Rs. (83.99) Lacs (P.Y. Rs. 96.22 Lacs) debited/(credited)
to Employee Compensation Expense  ESOS account, represents the
proportionate cost for the year and has been charged to the revenue
account.
The amount of Rs. 387.36 Lacs (P.Y. Rs. 524.82 Lacs) in Employee Stock
Option outstanding account, represents discounts on the options
outstanding.
12. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of the
contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extention of time for the delays
attributable to the customers to complete the contracts. It is
currently uncertain as to whether the customers would grant the
required extension of time and hence, the quantum of liquidated damages
is also uncertain. As per the past experience, where the delays are due
to reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes take
more than reasonable time. As such, no provision on this account has
been made in the books of account.
13. Trade Payable includes dues to micro and small enterprises to whom
the Company owes amounts outstanding for more than 45 days. The
information regarding micro and small enterprises has been determined
to the extent such parties have been identified on the basis of
information available with the Company. This has been relied upon by
the auditors.
14. As the Company''s principal business falls within the single segment
i.e. power transmission and distribution wherein it manufactures, deals
in various components/equipments and constructs infrastructure related
to power transmission, there are no separate reportable or identifiable
business segments as defined by Accounting Standard-17 "Segment
Reporting". The information regarding Geographical Segment is provided
under Notes to Consolidated Financial Statements.
15. The Ministry of Corporate Affairs, Government of India vide its
notification no. 2/2011 dated 8th Feb, 2011 has granted a general
exemption from compliance with section 212 of the Companies Act, 1956
subject to fulfillment of conditions stipulated in the circular. The
Company has satisfied the conditions stipulated in the circular and
hence is entitled for the exemption. Necessary information relating to
the subsidiaries have been included in the Consolidated Financial
Statements.
16. Previous year''s figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2012
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs 10.55 Lacs (P.Y. Rs
72.54 Lacs). Advances paid Rs 10.22 Lacs (P.Y. Rs 36.66 Lacs).
2. Contingent Liabilities not provided for:
2011-12 2010-11
Rs in Lacs Rs in Lacs
i) Outstanding of Bills Discounted 404.10 Nil
ii) Disputed liabilities in respect of
Income Tax, Sales Tax, Central Excise and
Service Tax (under appeal) 567.13 547.82
iii) Civil Suits 100.21 59.41
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
Company is AED 98.49 Lacs (P.Y. AED 96.53 Lacs) equivalent to Rs
1,385.92 Lacs (P.Y. Rs 1,185.26 Lacs) as on 31st March, 2012.
3. The gross block of fixed asset includes Rs 83.62 Lacs on account of
revaluation of fixed assets carried out by the Company in the year
1993-94. Consequent to the said revaluation, there is an additional
charge of Rs 2.42 Lacs (P.Y. Rs 2.42 Lacs) on account of depreciation and
an equivalent amount has been withdrawn from the revaluation reserve
and credited to Statement of Profit and Loss. This has no impact on the
profit for the year.
4. Disclosure as required by Accounting Standard 15 (revised 2005)
"Employee Benefits" :
Defined Contribution Plans:
a) Provident Fund
b) Superannuation Fund
The provident funds are operated by the Regional Provident Fund
Commissioner and the superannuation fund is administered by the
Trustees of the Jyoti Structures Limited Officers Superannuation
Scheme. Under the schemes, the Company is required to contribute a
specified percentage of payroll cost to the retirement benefit schemes
tofund the benefits. These funds are recognised by the Income Tax
authorities.
5. The Company has invested an amount of AED 129.30 Lacs equivalent
to Rs 1,642.77 Lacs in its Joint Venture Company namely, Gulf Jyoti
International LLC. That Company maintains its accounts on calendar year
basis. The total paid up capital of the Company as on 31st December
2011 was AED 431.00 Lacs (P.Y. AED 431.00 Lacs). As against this
capital, the total profit earned during the year was AED 116.31 Lacs
(P.Y. Profit AED 57.61 Lacs) and total accumulated losses as on 31st
December 2011 were AED 239.11 Lacs (P.Y. AED 343.78 Lacs). However,
based on the orders in hand and the business outlook of the Joint
Venture Company, the management is of the opinion that these
accumulated losses are temporary in nature and will be recovered in the
next couple of years. Due to this, the management believes that there
is no diminution in value of the investment and therefore no provision
for the same is made during the year.
6. During the year the Company has invested an amount of Rs 500 Lacs
in its Joint Venture Company namely, Lauren Jyoti Pvt Ltd. The total
paid up capital of the Company as on 31st March 2012 was Rs 1,000 Lacs.
As against this capital, the total loss during the year was Rs 42.76
Lacs. However, based on the orders in hand and the business outlook of
the Joint Venture Company, the management is of the opinion that there
is no diminution in value of the investment and therefore no provision
for the same is made during the year.
7. During the year, the Company has capitalised interest of Rs 14.32
Lacs (P.Y. Rs 4.10 Lacs) on borrowings made for acquisition of
qualifying assets.
8. Related Party Disclosures:
Related party disclosures as required by Accounting Standard 18,
"Related Party Disclosures", issued by the Institute of Chartered
Accountants of India are given below:
Relationships (during the year)
(a) Subsidiary of the Company:
i) Jyoti Energy Ltd.
ii) JSL Corporate Services Ltd.
iii) Jyoti Structures Africa (Pty) Ltd.
iv) Jyoti Holding Inc.
v) Jyoti Americas LLC
vi) Jyoti Projects FZE
(b) Joint Venture:
i) Gulf Jyoti International LLC
ii) Lauren Jyoti Pvt Ltd.
(c) Key Management Personnel:
i) Mr. Prakash Thakur
ii) Mr. Santosh Nayak
iii) Mr. K. R. Thakur
21. Employees Stock Option Scheme:
Under Jyoti Structures Limited Employees Stock Option Scheme 2005 (ESOS
2005) as amended, the Company is authorised to issue upto 500,000 (Five
Lacs) options convertible into 25,00,000 (Twenty Five Lacs) Equity
Shares of Rs 2/- each to employees. A Compensation Committee has been
constituted by the Board of Directors of the Company to administer the
Scheme.
Each option is to be converted into 5 equity shares of Rs 2/- each at an
exercise price of Rs 17/- per equity Share (being the exercise price
adjusted after split of face value from Rs 10/- to Rs 2/-). Under the
scheme, 30% of the options vest at the end of one year from the date of
grant of options, 30% at the end of second year from the date of grant
of options and the balance 40% at the end of third year from the date
of grant of options.
The amount of Rs 96.22 Lacs (P.Y. Rs 169.80 Lacs) debited to Employee
Compensation Expense - ESOS account, represents the proportionate cost
for the year and has been charged to the revenue account.
The amount of Rs 524.82 Lacs (P.Y. Rs 590.73 Lacs) in Employee Stock
Option outstanding account, represents discounts on the options
outstanding.
The balance un-amortised portion of Rs 91.72 Lacs (P.Y. Rs 140.84 Lacs)
being Deferred Employee Compensation Expense has been shown as
reduction from Employees Stock Options outstanding in the Balance
Sheet.
9. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
the customers to complete the contracts. It is currently uncertain as
to whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which sometimes take more than reasonable time. As
such, no provision on this account has been made in the books of
account.
10. In response to relevant notices issued by the assessing officer,
the company has filed its returns of income in respect of earlier
years. The Tax liability of Rs 1,324.99 Lacs arising from the same being
related to an earlier year is reduced from the credit balance of
Statement of Profit and Loss under the head Reserves and Surplus in the
Balance Sheet of the company and effect of the same is not given in the
Statement of Profit and Loss. Due to this, the profit after tax for the
year is higher by the same amount and the basic and diluted earnings
per share for the year is higher by Rs 1.62 respectively.
11. As the Company''s principal business falls within the single
segment i.e. power transmission and distribution wherein it
manufactures, deals in various components/equipments and constructs
infrastructure related to power transmission, there are no separate
reportable or identifiable business segments as defined by Accounting
Standard - 17 "Segment Reporting". The information regarding
Geographical Segment is provided under Notes to Consolidated Financial
Statement.
12. The Ministry of Corporate Affairs, Government of India vide its
notification no. 2/2011 dated 8th Feb, 2011 has granted a general
exemption from compliance with section 212 of the Companies Act, 1956
subject to fulfillment of conditions stipulated in the circular. The
Company has satisfied the conditions stipulated in the circular and
hence is entitled for the exemption. Necessary information relating to
the subsidiaries have been included in the consolidated financial
statements.
13. Previous year''s figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2011
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. 7.25 Million
(P.Y. Rs. 14.42 Million). Advances paid Rs. 3.67 Million (P.Y. Rs 10.16
Million).
2. Contingent Liabilities not provided for:
2010-11 2009-10
Rs. in Million Rs. in Million
i) Outstanding of Bills discounted Nil 13.45
ii) Disputed liabilities in respect
of Income Tax, Sales Tax, Central
Excise and Service Tax (under appeal) 54.78 54.78
iii) Civil Suits 102.80 124.20
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
Company is AED 9.65 Million (P.Y. AED 17.01 Million) equivalent to Rs.
118.53 Million (P.Y. Rs. 208.48 Million) as on 31st March,2011.
3. The gross block of fixed asset includes Rs. 8.36 Million on account
of revaluation of fixed assets carried out by the Company in the year
1993-94. Consequent to the said revaluation, there is an additional
charge of Rs. 0.24 Million (P.Y. 0.24 Million) on account of
depreciation and an equivalent amount has been withdrawn from the
revaluation reserve and credited to Profit and Loss account. This has
no impact on the profit for the year.
4. Disclosure as required by Accounting Standard 15 (revised 2005)
"Employee Benefits" : Defined Contribution Plans:
a) Provident Fund
b) Superannuation Fund
The provident funds are operated by the Regional Provident Fund
Commissioner and the superannuation fund is administered by the
Trustees of the Jyoti Structures Limited Officers Superannuation
Scheme. Under the schemes, the Company is required to contribute a
specified percentage of payroll cost to the retirement benefit schemes
to fund the benefits. These funds are recognised by the Income Tax
authorities.
5. The Company has invested an amount of AED 12.93 Million equivalent
to Rs. 164.28 Million in its Joint Venture Company namely, Gulf Jyoti
International LLC. That Company maintains its accounts on calendar year
basis. The total paid up capital of the Company as on 31st December
2010 was AED 43.10 Million (P.Y. AED 43.10 Million). As against this
capital, the total profit earned during the year was AED 5.76 Million
(P.Y. Loss AED 5.00 Million) and total accumulated losses as on 31st
December 2010 were AED 33.80 Million (P.Y. AED 39.56 Million). However,
based on the orders in hand and the business outlook of the Joint
Venture Company, the management is of the opinion that these
accumulated losses are temporary in nature and will be recovered in the
next couple of years. Due to this, the management believes that there
is no diminution in value of the investment and therefore no provision
for the same is made during the year.
6. The Company has invested an amount of 70 Rand equivalent to Rs.
0.00042 Million in its subsidiary company, namely Jyoti Structures
Africa (Pty) Ltd. The said Company has prepared its accounts for the
period of 13 months ending on 31st March, 2011. The paid up capital of
the said company as on 31st March, 2011 is 100 Rand equivalent to Rs.
0.00060 Million, its loss for the period ended 31st March, 2011 is
12.17 Million Rand equivalent to Rs. 77.02 Million and its total
accumulated losses as on 31st March, 2011 is 29.76 Million Rand
equivalent to Rs. 197.72 Million. Further, the Company has given
loans/advances to the subsidiary company totaling to Rs. 235.33 Million
and amount outstanding against sales as at 31st March 2011, is Rs.
553.51 Million based on the orders in hand and business outlook of the
subsidiary company, the management is of the opinion that these
accumulated losses are temporary in nature and will be recovered over
the next few years. Therefore the management believes that there is no
permanent diminution in the value of investment in the said subsidiary
company and there is no necessity of a provision for the loans or debts
outstanding from the said company.
7. During the year, the Company has capitalised interest of Rs. 0.41
Million (P.Y. Rs. 1.39 Million) on borrowings made for acquisition of
qualifying assets.
8. Expenditure on account of premium of forward exchange contracts to
be recognised in the Profit and Loss Account of subsequent accounting
periods amounts to Rs. 1.89 Million (P.Y. Rs. 3.10 Million).
9. Disclosures for operating leases under Accounting Standard 19 Â
"Leases":
a) Disclosures in respect of the agreements entered into after 1st
April, 2001 for taking on leave and license/under operating leases; the
residential/office premises and warehouses, including furniture
fittings therein, as applicable, and machinery, are given below:
10. Related Party Disclosures :
Related party disclosures as required by Accounting Standard 18,
"Related Party Disclosures", issued by the Institute of Chartered
Accountants of India are given below:
Relationships (during the year)
(a) Subsidiary of the Company:
i) Jyoti Energy Ltd.
ii) JSL Corporate Services Ltd.
iii) Jyoti Structures Africa (Pty) Ltd.
iv) Jyoti Holding Inc.
v) Jyoti Americas LLC
(b) Joint Venture:
i) Gulf Jyoti International LLC
(c) Key Management Personnel:
i) Mr. Prakash Thakur
ii) Mr. Santosh Nayak
iii) Mr. K. R. Thakur
11. Remittance in Foreign Currencies for Dividend:
The Company has not remitted any amount in foreign currencies on
account of dividends during the year and does not have information as
to the extent to which remittance, if any, of foreign currencies on
account of dividends have been made by/on behalf of non-resident
shareholders. The particulars of dividend payable to non-resident
shareholders which was declared during the year are as under:
12. Employees Stock Option Scheme:
On 3rd August, 2005, the Company established Jyoti Structures Limited
Employees Stock Option Scheme (ESOS) which was modified on 6th
September, 2005, 9th October, 2006 and 31st March, 2008 respectively.
Under the Scheme, the Company is authorised to issue upto 5,00,000
(Five Lacs) options convertible into 25,00,000 (Twenty Five Lacs)
Equity Shares of Rs.2/- each to employees. A Compensation Committee has
been constituted by the Board of Directors of the Company to administer
the Scheme.
Each option is at a grant price of Rs. 85/- each to be converted into 5
equity shares of Rs. 2/- each at an exercise price of Rs. 17/- per
equity Share (being the exercise price adjusted after split of face
value from Rs. 10/- to Rs. 2/-). Under the scheme, 30% of the options
vest at the end of one year from the date of grant of options, 30% at
the end of second year from the date of grant of options and the
balance 40% at the end of third year from the date of grant of options.
The amount of Rs.59.07 Million (P.Y.Rs. 59.60 Million) in Employee
Stock Option outstanding account, represents discounts on the options
outstanding.
An amount of Rs. 16.98 Million (P.Y. Rs. 21.93 Million) debited to
Employee Compensation Expense  ESOS account, represents the
proportionate cost for the year and has been charged to the revenue
account.
13. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of the
contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extension of time for the delays
attributable to the customers to complete the contracts. It is
currently uncertain as to whether the customers would grant the
required extension of time and hence, the quantum of liquidated damages
is also uncertain. As per the past experience, where the delays are due
to reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes take
more than reasonable time. As such, no provision on this account has
been made in the books of account.
14. The Provision for Income Tax amounting to Rs. 253.18 Million (P.Y.
Rs. 137.47 Million) as stated in the Balance Sheet is net of Advance
Tax, Tax Deducted at Source and other adjustments.
15. Sundry creditors for goods/services include amounts payable beyond
one year, consist of retentions of Rs. 163.27 Million (P.Y. Rs. 120.48
Million).
16. Sundry creditors includes dues to micro and small enterprises to
whom the Company owes amounts outstanding for more than 45 days. The
information regarding micro and small enterprises has been determined
to the extent such parties have been identified on the basis of
information available with the Company. This has been relied upon by
the auditors. The details are as follows:
17. As the Companys principal business falls within the single
segment i.e. power transmission and distribution wherein it
manufactures, deals in various components/equipments and constructs
infrastructure related to power transmission, there are no separate
reportable or identifiable business segments as defined by Accounting
Standard - 17 "Segment Reporting". The information regarding
Geographical Segment is provided under Notes to Consolidated Financial
Statement.
18. The Company has allotted 10,072,005 no. of 7% Non Convertible
Debentures having face value of Rs. 120/- each at par during the year.
The said debentures are redeemable at par on 14th May, 2012. The amount
realised from the proceed of the issue is utilised for the
re-payment/pre-payment of working capital loans and for meeting issue
expenses as specified in the Letter of Offer.
19. The Ministry of Corporate affairs, Government of India vide its
notification no. 2/2011 dated 8th Feb, 2011 has granted a general
exemption from compliance with section 212 of the Companies Act, 1956
subject to fulfillment of conditions stipulated in the circular. The
Company has satisfied the conditions stipulated in the circular and
hence is entitled for the exemption. Necessary information relating to
the subsidiaries have been included in the consolidated financial
statements.
20. Previous years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2010
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. 14.42 Million
(P.Y. Rs. 197.89 Million). Advances paid Rs. 10.16 Million (P.Y. Rs.
8.20 Million).
2. Contingent Liabilities not provided for:
2009-10 2008-09
Rs. in Million Rs. in Million
i) Outstanding Performance Guarantee
given by banks. 8,039.42 6,264.01
ii) Outstanding of Bills discounted. 13.45 120.97
iii) Disputed liabilities in respect
of Income Tax, Sales Tax, Central Excise
and Service Tax (Under Appeal). 54.78 34.29
iv) Civil Suits. 124.20 124.66
The Company has given a letter of comfort for general banking
facilities provided by State Bank of India to Jyoti Structures Africa
(Pty.) Limited. The total loan outstanding from the bank to the said
Company is ZAR 9.10 Million (P.Y. ZAR 15.73 Million) equivalent to Rs.
55.54 Million (P.Y. Rs. 87.30 Million) as on 31st March 2010.
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
Company is AED 17.02 Million (P.Y. AED 15.70 Million) equivalent to Rs.
208.48 Million (P.Y. Rs. 217.85 Million) as on 31st March 2010.
3. The Gross Block of Fixed Asset includes Rs. 8.36 Million on account
of revaluation of fixed assets carried out by the amalgamating Company
in the year 1993-94. Consequent to the said revaluation, there is an
additional charge of Rs. 0.24 Million on account of depreciation and an
equivalent amount has been withdrawn from the revaluation reserve and
credited to Profit and Loss account. This has no impact on the profit
for the year.
4. Disclosure as required by Accounting Standard 15 (revised 2005)
"Employee benefits". : Defined contribution plans:
a) Provident fund
b) Superannuation fund
The provident funds are operated by the Regional Provident Fund
Commissioner and the superannuation fund is administered by the
Trustees of the Jyoti Structures Limited Officers Superannuation
Scheme. Under the schemes, the Company is required to contribute a
specified percentage of payroll cost to the retirement benefit schemes
to fund the benefits. These funds are recognised by the Income Tax
authorities.
5. The Company has invested an amount of AED 12.93 Million equivalent
to Rs. 164.28 Million in its Joint Venture Company namely, Gulf Jyoti
International LLC. That Company maintains its accounts on calendar year
basis. The total paid up capital of the Company as on 31st December
2009 was AED 43.10 Million (P.Y. AED 43.10 Million). As against this
capital, the total losses incurred during the year were AED 5.00
Million (P.Y. Loss AED 24.37 Million) and total accumulated losses as
on 31st December 2009 were AED 39.56 Million (P.Y. AED 34.57 Million).
However, based on the orders in hand and the business outlook of the
Joint Venture Company, the management is of the opinion that these
accumulated losses are temporary in nature and will be recovered in the
next couple of years. Due to this, the management believes that there
is no diminution in value of the investment and therefore no provision
for the same is made during the year.
6. Expenditure on account of premium of forward exchange contracts to
be recognized in the Profit and Loss account of subsequent accounting
periods amounts to Rs. 3.10 Million (P.Y. Rs. 1.07 Million).
7. Related Party Disclosures:
Related party disclosures as required by Accounting Standard 18,
"Related Party disclosures", issued by the Institute of Chartered
Accountants of India are given below:
Relationships (During the year)
(i) Subsidiary of the Company:
Jyoti Energy Ltd.
JSL Corporate Services Ltd.
Jyoti Structures Africa (Pty.) Ltd.
(JSL Structures Ltd. - Till 31st March 2009)
(ii) Joint Venture:
Gulf Jyoti International LLC
(iii) Key Management Personnel: Shri K. R. Thakur Shri Prakash Thakur
Shri Santosh Nayak
8. Employees Stock Option Scheme:
On 3rd August, 2005, the Company established Jyoti Structures Limited
Employees Stock Option Scheme (ESOS) which was modified on 6th
September, 2005, 9th October, 2006 and 31st March, 2008 respectively.
Under the Scheme, the Company is authorised to issue upto 5,00,000
(Five lacs) options convertible into 25,00,000 (Twenty Five lacs)
Equity Shares of Rs.2/- each to employees. A Compensation Committee has
been constituted by the Board of Directors of the Company to administer
the Scheme.
Each option is at a grant price of Rs. 85/- each to be converted into 5
Equity shares of Rs. 2/- each at an exercise price of Rs. 17/- per
Equity Share (being the exercise price adjusted after split of face
value from Rs. 10/- to Rs. 2/-). Under the scheme, 30% of the options
vest at the end of one year from the date of grant of options, 30% at
the end of second year from the date of grant of options and the
balance 40% at the end of third year from the date of grant of options.
The amount of Rs.59.60 Million (P.Y.Rs. 78.47 Million) in Employee
Stock Option Outstanding account, represents discounts on the options
outstanding.
An amount of Rs. 21.93 Million (P.Y. Rs.35.44 Million) debited to
Employee Compensation Expense  ESOS account, represents the
proportionate cost for the year and has been charged to the revenue
account.
9. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of the
contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extension of time for the delays
attributable to the customers to complete the contracts. It is
currently uncertain as to whether the customers would grant the
required extension of time and hence, the quantum of liquidated damages
is also uncertain. As per the past experience, where the delays are due
to reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes take
more than reasonable time. As such, no provision on this account has
been made in the books of account.
10. JSL Structures Ltd. (JSLSL Â The amalgamating Company), was
engaged in the business of manufacturing of parts of transmission and
telecom towers, sub-station structures and associated work, has been
amalgamated with the Company, pursuant to the order passed by the
Honorable High Court of Judicature at Mumbai, the certified copy of
which was filed with The Ministry of Corporate Affairs on 11th May
2010. The appointed date of the scheme is 1st April 2009. In
accordance with the said scheme and as per the approval of the
Honorable High Court:
a. The Assets and Liabilities of JSLSL are vested in the Company at
their book value with effect from 1st April 2009.
b. 4,374,600 number of equity shares of erstwhile JSLSL which were
held by the Company have been cancelled.
c. Shortfall of book value of net assets taken over by the Company
over the cost of equity shares cancelled amounted to Rs. 30.11 Million
and the same has been debited to Goodwill account on amalgamation.
d. The amount equal to the balances lying in the Revaluation Reserves,
Share Premium, Profit and Loss account and other reserves of JSLSL are
credited to related accounts of the Company.
e. The authorised share capital of the Company stands increased to Rs
850.00 Million consisting of 175,000,000 number of equity shares of Rs.
2/- each and 5,000,000 number of preference shares of Rs. 100/- each.
11. The Provision for Income Tax amounting to Rs. 137.47 Million (P.Y.1
Rs. 171.71 Million) as stated in the balance sheet is net of Advance
tax, Tax Deducted at Source and other adjustments.
12. Sundry Creditors for goods / services include amounts payable
beyond one year, consist of retentions of Rs. 120.48 Million (P.Y. Rs.
107.32 Million)
13. In the earlier years the Company was writing off expenses incurred
for the issue of equity shares made by the Company over a period of
five years in equal installments. During the current year, the
management has decided to write off the full amount of unamortised
expenses incurred in the earlier years for issue of such shares. Due to
this change, the profit for the year has been reduced by Rs. 6.50
Million (P.Y. Rs. Nil).
14. As the Companys principal business falls within the single
segment i.e. power transmission and distribution wherein it
manufactures, deals in various components / equipments and constructs
infrastructure related to power transmission, there are no separate
reportable or identifiable business segments as defined by Accounting
Standard - 17 "Segment Reporting". The information regarding
Geographical Segment is provided under Notes to Consolidated Financial
Statement.
15. Current assets and Current liabilities stating receivables and
payables are subject to confirmation and subsequent adjustment if any.
16. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2009
1. Outstanding Contracts - Capital Account :
Estimated amount of contracts remaining to be executed on capital
account and not provided for (Net of advances) are Rs. 197.89 Million
(P.Y. Rs. 10.90 Million). Advances paid Rs. 8.20 Million (P.Y. Rs.
14.57 Million).
2. Contingent Liabilities not provided for :
a) Outstanding Performance Guarantees given by banks are Rs. 6,264.01
Million (P.Y. Rs. 3,208.61 Million).
b) Outstanding of Bills discounted are Rs. 120.97 Million (P.Y. Rs.
26.90 Million)
c) Claims against Company / Disputed Liabilities not acknowledged as
debts :
Sr. Nature of Claims Period to which the
amount relates
1 Sales Tax (Tax/Penalty/Interest) 1994-06
2 The Central Excise Act 2002-06
3 The Income Tax Act 2000-01
4 Octroi Payable 2005-06
5 Civil Suits 1998-03
Total
2008-09 2007-08
Rs. in Million Rs. in Million
6.62 4.74
25.81 25.81
1.86 1.86
0.34 0.34
120.57 120.57
155.20 153.32
# Future ultimate outflow is uncertain as it depends on the decision by
the respective court / authorities.
The Company has given a letter of comfort for general banking
facilities provided by State Bank of India to Jyoti structure Africa
(Pty.) Limited. The total loan outstanding from the bank to the said
company is ZAR 15.73 million equivalent to Rs. 87.30 million (P.Y. Nil)
as on 31st March, 2009.
The Company has given a letter of comfort for general banking
facilities provided by National Bank of Abu Dhabi to Gulf Jyoti
International LLC. The total loan outstanding from the bank to the said
company is AED 15.69 million equivalent to Rs. 217.85 million (P.Y.
Nil) as on 31st March, 2009.
3. Related Party Disclosures :
Related party disclosures as required by Accounting Standard 18,
ÂRelated Party disclosuresÂ, issued by Institute of Chartered
Accountants of India are given below :
1 Relationships (During the year)
(i) Subsidiary of the Company
JSL Structures Ltd.
Jyoti Energy Ltd.
JSL Corporate Services Ltd.
Jyoti Structures Africa (Pty.) Ltd.
(ii) Key Management Personnel
K. R. Thakur - Managing Director
Santosh Nayak - Dy. Managing Director
Prakash Thakur - Whole-time Director
S. S. Karande - Executive Director
(iii) Joint Venture :
Gulf Jyoti International LLC
4. Employees Stock Option Scheme :
On 3rd August, 2005, the company established Jyoti Structures Limited
Employees Stock Option Scheme (ESOS) which was modified on 6.9.2005,
9.10.2006 and 31.03.2008. Under the Scheme, the company is authorised
to issue upto 5,00,000 (Five lacs) Options convertible into 25,00,000
(Twenty Five lacs) equity shares of Rs.2/- each to employees. A
Compensation Committee has been constituted by the Board of Directors
of the Company to administer the Scheme.
Each option is at a grant price of Rs. 85/- each to be converted into 5
Equity shares of Rs. 2/- each at an exercise price of Rs. 17/- per
Equity Share (being the exercise price adjusted after split of face
value from Rs. 10/- to Rs. 2/-). Under the scheme, 30% of the options
vest at the end of one year from the date of grant of options, 30% at
the end of second year from the date of grant of options and the
balance 40% at the end of third year from the date of grant of options.
The amount in Employee Stock Option Outstanding account of Rs.78.47
Million (P.Y.Rs.101.12 Million ) represents discounts on the above said
options outstanding.
An amount of Rs. 35.44 Million (P.Y. Rs. 42.89 Million) debited to
Employee Compensation Expense  ESOS account representing the
proportionate cost upto the year end has been charged to the revenue
account.
5. In case of fixed assets held by foreign branches, if the
depreciation would have been provided on Straight Line Method at the
rates and in the manner prescribed in Schedule XIV of the Companies
Act, 1956; the profit of the Company would have been higher by Rs. 2.37
Million ( P. Y. Lower by Rs. 0.23 Million)
6. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of the
contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extension of time for the delays
attributable to customers to complete the contracts. It is currently
uncertain as to whether the customers would grant the required
extension of time and hence, the quantum of liquidated damages is also
uncertain. As per the past experience, where the delays are due to
reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes take
more than reasonable time. As such, no provision on this account has
been made in the books of account.
7. The Company has invested an amount of 12.93 Million AED equivalent
to Rs. 164.28 Million in its joint venture company namely Gulf Jyoti
International LLC. The total paid up capital of the company as on
31.12.2008 was AED 43.10 Million. As against this capital, the total
losses incurred during the current financial year were AED 24.37
Million and total accumulated losses on that date were AED 34.57
Million. However, based on the orders in hand and the business outlook
of the joint venture company, the management is of the opinion that
these accumulated losses are temporary in nature and will be recovered
in the next couple of years. Due to this, the management believes that
there is no diminution in value of the investment.
8. The Company for facilitating its job work, has advanced a net
amount of Rs. 24.42,Million (P. Y. Rs. 66.25 Million ) to its
subsidiary company, JSL Structures Ltd. as of 31st March, 2009.
9. The Provision for Income Tax amounting to Rs 171.71 Million (P. Y.
Rs. 354.58 Million) as stated in the balance sheet is net of Advance
tax, Tax Deducted at Source and other adjustments.
10. Sundry Creditors for goods / services includes amounts payable
beyond one year mainly consist of Retentions of Rs. 107.32 Million,
(P.Y. Rs. 97.43 Million )
11. The principal amount due to Micro, Small and Medium Enterprises
was Rs. 5.98 Million ( P. Y. Rs. 5.35 Million). During the year no
interest was paid to such enterprises (P. Y. Nil). As per Micro, Small
and Medium Enterprises Development Act, 2006, the above information has
been determined to the extent such parties have been identified on the
basis of information available with the Company. This has been relied
upon by the Auditors.
12. The Company is operating in only one business segment of power
transmission and distribution wherein it manufactures, deals in various
components/equipments and constructs infrastructures related to power
transmission.
13. The accounts of Abu Dhabi Branch incorporated in this balance
sheet are for the periods starting from 1st March, 2008 to 31st March,
2009.
14. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
15. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2008
1. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. 25.47 Million (P.Y. Rs. Nil).
Advance paid Rs. 14.57 Million (P.Y. Rs. Nil).
2. Managerial Remuneration:
The total amount of Managerial Remuneration paid / payable to the
Managing Director and two Whole-time Directors is Rs. 52.55 Million
(P.Y. Rs. 43.47 Million), which is inclusive of perquisites of Rs. 0.15
Million (P.Y. Rs. 0.13 Million).
3. Contingent Liabilities not provided for:
a) Outstanding Performance Guarantees given by banks are Rs. 4,706.02
Million (P.Y. Rs. 3,208.61 Million).
b) Claims against Company / Disputed Liabilities not acknowledged as
debts :
Sr. Nature of Claims Period to which
the amount relates
1 Sales Tax 1994-06
(Tax/Penalty/lnterest)
2 The Central Excise Act 2002-06
3 The Income Tax Act 2000-01
Total
2007-08 2006-07
Rs. in Million Rs. in Million
4.74 12.20
25.81 28.53
1.85
32.40 40.73
4. Disclosure in respect of the agreements entered into after 1st
April, 2001 for taking on leave and license / under operating leases
the residental / office premises and warehouses, including furniture
and fittings and elevators therein, as applicable, and machinery, is
given below:
a) Lease payments are recongnised in the Profit and Loss Account for
the year.
b) Under some of the agreements, refundable interest free deposits have
been given.
c) Some of the agreements provide for increase in rent.
d) Some of the agreements provide for early termination by either party
with a notice period which varies from 15 days to 3 months.
e) Some of the agreements contain a provision for its renewal.
5. Related Party Disclosures:
Related party disclosures as required by Accounting Standard 18,
"Related Party Disclosures", issued by the Institute of Chartered
Accountants of India are given below:
1 Relationships (During the year)
(i) Subsidiary of the Company JSL Structures Ltd.
Shree Chhatrapati Shahu Power Co. Ltd. JSL Corporate Services Ltd.
Jyoti Structure Africa (Pty.) Ltd.
(ii) Key Management Personnel K R Thakur - Managing Director Prakash
Thakur - Whole-time Director Santosh Nayak - Whole-time Director S S
Karande
(iii) Joint Venture:
Gulf Jyoti International LLC
(iv) Associate
Val-Mir Construction Pvt. Ltd. *
* no transactions during the year
6. Employees Stock Option Scheme :
On 3rd August, 2005, the company established Jyoti Structures Limited
Employees Stock Option Scheme (ESOS) which was modified on 6.9.2005,
9.10.2006 and 31.03.2008. Under the Scheme, the company is authorized
to issue upto 5,00,000 (Five lacs) Options convertible into 25,00,000
(Twenty Five lacs) equity shares of Rs.2/- each to employees. A
Compensation Committee has been constituted by the Board of Directors
of the Company to administer the Scheme.
Each option is at a grant price of Rs. 85/- each to be converted into 5
Equity shares of Rs. 21- each at an exercise price of Rs. 17/- per
Equity Share (being the exercise price adjusted after split of face
value of shares from Rs. 10/- to Rs. 2/-). Under the scheme, 30% of the
options vest at the end of one year from the date of grant of the
options, 30% at the end of the second year from the date of grant of
options and the balance 40% at the end of third year from the date of
grant of options.
The amount in Employee Stock Option Outstanding account of Rs. 101.12
Million (P.Y. Rs. 87.83 Million) represents discounts on the above said
options outstanding.
An amount of Rs. 42.89 Million (P.Y. Rs. 34.40 Million) debited to
Employee Compensation Expense - ESOS account representing the
propotionate cost upto the year end has been charged to the revenue
account.
7. Company has not made any provision for diminution in value of
shares of JSL Structures Ltd. held by it and also by its fully owned
subsidiary company on account of accumulated losses. JSL Structures
Ltd. has made profit during the financial year 2007-08. The Company
further expects JSL Structures Ltd. to make profits in the years to
come in the business of manufacturing transmission line towers; and
hence diminution in value is considered to be temporary.
8. The Company had invested Rs. 21.50 million in AES Orissa
Distribution Pvt. Ltd. and Rs. 0.25 million in Premium Financial
Services Ltd. Full provision for the same was made in the accounts in
the previous year. In the current year the investment is written off
from the books.
9. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of the
contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extension of time for the delays
attributable to customers to complete the contracts. It is currently
uncertain as to whether the customers would grant the required
extension of time and hence, the quantum of liquidated damages is also
uncertain. As per the past experience, where the delays are due to
reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes take
more than reasonable time. As such, no provision on this account has
been made in the books of account.
10. The Company for facilitating its job work, has advanced a net
amount of Rs. 66.25 Million (P.Y. Rs. 47.02 Million) to its subsidiary
company, JSL Structures Ltd. as of 31st March, 2008. Though the Company
has substantial accumulated losses it has started making profits and it
is expected to continue to do so.
11. The Provision for Income Tax amounting to Rs. 365.62 Million (P.Y.
Rs. 147.70 Million) as stated in the Balance Sheet is net of Advance
Tax, Tax Deducted at Source and other adjustments.
12. Sundry Creditors for goods / services include:
i) Amounts payable beyond one year mainly consist of Retentions of Rs.
97.43 Million, (P.Y. Rs. 64.54 Million)
ii) Amounts due to small scale industrial undertakings Rs. 5.35 Million
(P.Y. Rs. 6.77 Million).
iii) The names of small scale industrial undertakings to whom the
Company owes a sum, for more than 30 days are Ganesh Plywood & Timber,
M M Traders & Manufacturers, Neha Engineering, Petro Synth (I) Pvt
Ltd., Patel Packing Prod., Shri Shivleela Gramodyog, Siddhi Vinayak
Metal Pressing Works, Adityapur Dies, Electromech India, Jasmine India
P. Ltd., Makcon Industries, Ratnam Industries, Sree Satya Fasteners Pvt
Ltd.
13. The Company is operating in only one business segment of power
transmission and distribution wherein it manufactures, deals in various
components/equipments and constructs infrastructures related to power
transmission.
14. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
15. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2007
Of the above shares:
a) 13,505 Equity Shares of Rs. 100/- each was the paid-up capital of
the Company as on 31.3.1986.
b) 6,753 Equity Shares of Rs. 100/- each were allotted as fully paid up
Bonus Shares by way of capitalisation of General Reserve in the year
1986-87.
c) 25,387 Equity Shares of Rs. 100/- each were allotted as fully paid
up for cash at par on Rights basis, in the year 1986-87.
d) 24,688 Equity Shares of Rs. 100/- each were allotted as fully paid
up for cash at par on Rights basis, in the year 1988-89.
e) 920,000 Equity Shares of Rs. 10/- each were allotted as fully paid
up for cash at a Premium of Rs. 5/- per share to Public, (including
40,000 Equity Shares allotted to the employees of the Company) in the
year 1989-90.
f) 1,651,330 Equity Shares of Rs. 10/- each were allotted as fully paid
up for cash at a Premium of Rs. 25/- per share on Rights basis,
(including 28,000 Equity Shares allotted to the employees of the
Company) in the year 1992-93.
g) 1,637,330 Equity Shares of Rs. 10/- each were allotted as fully
paid-up Bonus Shares by way of capitalisation out of Share Premium in
the year 1994-95.
h) 4,908,938 Equity Shares of Rs. 10/- each were allotted as fully
paid-up for cash at a Premium of Rs. 25/- per share on Rights basis,
(including 2,51,345 Equity Shares allotted to the employees of the
Company) in the year 2000-01.
i) 2,000,000 Equity Shares of Rs. 10/- each were allotted as fully
paid-up for cash at a Premium of Rs. 37/- per share on Private
Placement in the year 2003-04.
j) 2,000,000 Equity Shares of Rs. 10/- each were allotted as fully
paid-up for cash at a Premium of Rs. 101/- per share on Private
Placement in the year 2004-05.
k) 1,550,000 Equity Shares of Rs. 10/- each were allotted as fully
paid-up for cash at a Premium of Rs. 562/- per share on Private
Placement in the year 2006-07.
l) On 4th August, 2006 the Company subdivided one Equity Share of the
face value Rs. 10/- to five equity shares of Rs. 2/- each.
m) 3,500,000 Equity Shares of Rs. 2/- each were allotted as fully
paid-up for cash at a Premium of Rs. 38.50 per share to Promoters in
the year 2006-07.
n) 341,250 Equity Shares of Rs. 2/- each were allotted as fully paid-up
for cash at a Premium of Rs. 15/- per share to the eligible employees
under the Employees Stock Option Scheme in the year 2006-07.
a) Banks (for Working Capital)
Secured by a first charge on all present and future current assets,
moneys receivable and claims except assets for which exclusive charge
have been created and secured by a charge which is second & subservient
to the charge created in favour of the IDBI, by way of deposit of title
deeds in respect of the Company's immovable property in M.I.D.C.,
Satpur Industrial Area, Nasik (Maharashtra), Raipur (Chhattisgarh) &
Ghoti Nasik Dist. (Maharashtra).
b) IDBI - Term Loan
Secured by pari passu mortgage & charge on all fixed assets except
office premises & equipments situated at Andheri (W), Mumbai, and
second charge on all current assets both present & future.
c) IL & FS Term Loan
Secured by mortgage & charge on fixed assets situated at H-37, Nasik
Industrial Area, Satpur, Nasik and office premises & equipments
situated at Andheri (W), Mumbai.
d) EXIM Bank-(GJI)-Loan
Secured by pari passu mortgage & charge on all fixed assets and second
charge on all current assets both present & future.
e) EXIM Bank-Foreign Currency-Loan
Secured by assignment of project receivables in respect of WBSEB
Project.
f) Asset Finance - From Banks
Secured by hypothecation of respective assets
g) Asset Finance - From Financers
Secured by hypothecation of respective assets
1. Contingent Liabilities not provided for:
a) Outstanding Performance Guarantees given by banks are Rs. 3,208.61
Million (P.Y. Rs. 1,392.09 Million).
b) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 40.73 Million (P.Y. Rs. 35.66 Million).
c) Liability against facility availed from Exim Bank - Nil (P.Y.
Rs. 126.35 Million).
2. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. Nil (P.Y. Rs. 0.35 Million).
Advance paid Rs. Nil (P.Y. Rs. 0.18 Million).
3. Managerial Remuneration:
The total amount of Managerial Remuneration paid to the Managing
Director, is Rs. 43.47 Million (P.Y. Rs. 21.81 Million), which, is
inclusive of perquisites of Rs. 0.13 Million (P.Y. Rs. 0.10 Million)
The installed capacity as disclosed above is as certified by the
management and the same has been relied upon by the Auditors, as this
is a technical matter.
4. Company has not made any provision for diminution in value of shares
of JSL Structures Ltd. held by it and also by its fully owned
subsidiary company due to erosion of net worth on account of losses.
JSL Structures Ltd. has made profit during the financial year 2006-07.
The Company further expects JSL Structures Ltd. to make profits in the
years to come, in the business of manufacturing transmission line
towers, and hence diminution in value is considered to be temporary.
5. The Company had invested Rs. 3.90 Million in JSL Power Projects SON.
BHD., Malaysia. As that company viz. JSL Power Projects SON. BHD has
lost its net worth, full provisions for the same was made in the
accounts. In the current year the investment is written off from the
books.
6. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
customers to complete the contracts. It is currently uncertain as to
whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which sometimes takes more than reasonable time. As
such, no provision on this account has been made in the books of
account.
7. The Company has written off capital work in progress amounting to
Rs. 6.29 Million. This amount represents capital expenditure made for
the projects abandoned by the Company.
8. The Company had lodged its claim with BIFR for recovery of
outstanding loans and advance due from Varun Cements Ltd. amounting to
Rs. 9.15 Million. During the year the Company has written off the
amount due, as the recovery of debt was outstanding for a long time and
it was not able to ascertain when the amount could be recovered.
9. Sundry Debtors other than Trade Debtors amounting to Rs. 7.78
Million being due from Varun Cements Ltd. were written off during the
year. The recovery of this amount was doubtful and overdue. A claim was
lodged against the company with BIFR for recovery. In absence of any
progress in recovery for last number of years it was decided to write
off this amount.
10. The Company has advanced a total net sum of Rs. 47.02 Million (P.Y.
Rs. 47.75 Million) to its subsidiary company, JSL Structures Ltd. as of
31st March, 2007. The Company has substantial accumulated losses.
However, no provision is made by the Company as it expects JSL
Structures Ltd. to make profits in the years to come. For the year
ended 31st March 2007, JSL Structures Ltd. has made profit and the
trend is expected to continue.
11. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
12. The Provision for Income Tax amounting to Rs. 147.70 Million (P.Y.
Rs.110.41 Million) as stated in the Balance Sheet is net of Advance
tax, Tax Deducted at Source and other adjustments.
13. Sundry Creditors for goods/services include:
i) Amounts payable beyond one year mainly consisting of Retentions of
Rs. 64.54 Million, (P.Y. Rs. 77.40 Million)
ii) Amounts due to small scale industrial undertaking's Rs. 6.77
Million (P.Y. Rs. 1.99 Million).
iii) The names of small scale industrial undertakings to whom the
Company owes a sum, for more than 30 days are Amar Industries, Digvijay
Industries, Indo Tech Industries, Jyoti Agencies, Manmeet Industries,
Nike Industries, Onkar Nath Rajeev Gupta, P.B. Electronic & Fasteners,
Ganesh Plywood & Timber, M M Traders & Manufacturers, Nasik Oxygen Co.
Pvt. Ltd., Neha Engineering, Petro Synth (I) Pvt Ltd, Century Crane
Engineers Pvt. Ltd.
14. The Company is in only one business segment of power transmission
and distribution wherein it manufactures, deals in various
components/equipments and constructs infrastructures related to power
transmission.
15. Previous year's figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2006
Of the above shares :
a) 67,530 Equity Shares were issued as fully paid-up Bonus Shares by
way of capitalisation of General Reserve in the year 1985-86.
b) 2,53,870 Equity Shares of Rs.10/- each were issued for cash on
Rights basis, in the year 1986-87.
c) 2,46,880 Equity Shares of Rs.10/- each were issued for cash on
Rights basis, in the year 1988-89.
d) 9,20,000 Equity Shares of Rs.10/- each were issued for cash to
Public, (including 40,000 Equity Shares issued to the employees of the
company) at a Premium of Rs.5/- per share in the year 1989-90.
e) 16,51,130 Equity Shares of Rs.10/- each were issued for cash on
Rights basis, (including 28,000 Equity Shares issued to the employees
of the company) at a Premium of Rs.25/- per share in the year 1992-93.
f) 16,37,330 Equity Shares were allotted as fully paid-up Bonus Shares
by way of capitalisation out of Share Premium in the year 1994-95.
g) 49,08,938 Equity Shares were allotted as fully paid-up for cash on
Rights basis, (including 2,51,345 Equity Shares issued to the employees
of the company) at a Premium of Rs.25/- per share in the year 2000-01
h) 20,00,000 Equity Shares were allotted as fully paid-up for cash on
Private Placement, at a Premium of Rs.37/- per share in the year
2003-04
i) 20,00,000 Equity Shares were allotted as fully paid-up for cash on
Private Placement, at a Premium of Rs.101/- per share in the year
2004-05
a) Banks (for Working Capital)
Secured by hypothecation of raw materials, work-in-progress, finished
goods, stores/spares and consumables, book debts (to the extent of
finance availed against the same, if any) and secured by a charge which
is second & subservient to the charge created in favour of the IDBI, by
way of deposit of title deeds in respect of the Company's immovable
property in M.I.D.C., Satpur Industrial Area, Nasik (Maharashtra),
Raipur (Chhattisgarh), & Ghoti Nasik Dist.(Maharashtra).
b) IDBI - Term Loan
Secured by first mortgage & charge on all fixed assets except office
premises & equipments situated at Andheri (W), Mumbai, and second
charge on all current assets both present & future.
c) IL&FS Term Loan
Secured by first mortgage & charge on fixed assets situated at H-37,
Nasik Industrial Area, Satpur, Nasik and office premises & equipments
situated at Andheri (W), Mumbai.
d) EXIM Bank - Foreign Currency - Loan
Secured by assignment of project receivables in respect of Tunisia
Project. (Ref Note 15)
e) EXIM Bank - (GJI) - Loan
Secured by first mortgage & charge on all fixed assets and second
charge on all current assets both present & future.
f) EXIM Bank - Foreign Currency - Loan
Secured by assignment of project receivables in respect of WBSEB
Project. (Ref Note 15)
g) Asset Finance
Secured by hypothecation of respective assets
1. Contingent Liabilities not provided for:
a) Outstanding Performance Guarantees given by banks are Rs. 13,920.91
Lacs (P.Y. Rs. 13,093.24 Lacs).
b) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 356.64 Lacs (P.Y. Rs.384.61 Lacs).
c) Liability against facility availed from Exim Bank are Rs. 1,263.50
Lacs (P.Y. Rs. 2,185.78 Lacs).
2. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. 3.50 Lacs (P.Y. Rs. 42.36 Lacs).
Advance paid Rs. 1.75 Lacs (P.Y. Rs. 3.79 Lacs).
3. Managerial Remuneration:
The total amount of Managerial Remuneration paid to the Managing
Director, is Rs. 218.06 Lacs (P.Y. Rs. 89.90 Lacs), which, is inclusive
of perquisites of Rs. 1.01 Lacs (P.Y. Rs. 1.09 Lacs)
4. Company has not made any provision for diminution in value of shares
of JSL Refractories Ltd. held by it and also by its fully owned
subsidiary company due to erosion of net worth on account of losses.
The Company expects JSL Refractories to make profits in the years to
come, in the business of manufacturing transmission line towers being
established, and so dimunition in value is considered to be temporary.
5. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
customers to complete the contracts. It is currently uncertain as to
whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which, sometimes takes more than reasonable time. As
such, no provision on this account has been made in the books of
account.
6. In accordance with the terms of the Financial facilities availed
from EXIM Bank, the Company has assigned receivables and retention
receivables in respect of contracts for supply of Towers & Structures
to WBSEB (Tunisia in P.Y.) in favour of the bank. Therefore, an amount
of Rs. 1,263.50 Lacs (P.Y. Rs. 2,185.78 Lacs) being the amount payable
by the customers to the bank out of such receivables has been deducted
both from Loan Amount and from Debtors accordingly. However, this
amount remains as a contingent liability for the Company till such time
the same is paid by the customer to the bank.
7. Loans & advances include an amount of Rs. 91.53 Lacs (P.Y. Rs. 91.53
Lacs) due from Varun Cements Limited. The recovery of this loan is
doubtful. It is learnt that the company is carrying on its operations
in a limited way and therefore, no provision for the same has been made
in the accounts. The company has lodged its claim with BIFR for
recovery of the amount due from Varun Cements Limited.
8. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.75 Lacs (P.Y. Rs. 77.75 Lacs) being equipments lease rentals due
from Varun Cements Limited. The recovery of this amount is doubtful. It
is learnt that the company is carrying on its operations and therefore,
no provision for the same has been made in the accounts. The company
has lodged its claim with BIFR for recovery of the amount due from
Varun Cements Limited.
9. The Company has advanced a total sum of Rs. 477.50 Lacs (P.Y. Rs.
92.82 Lacs) to its subsidiary company, JSL Refractories Ltd. as of 31st
March, 2006. In view of the substantial losses incurred by the company,
the recovery of the said amount is doubtful in near future. However, no
provision is made as the Company expects JSL Refracrtories to make
profits in the years to come, in the business of manufacturing
transmission line towers, being established, and dimunition in value is
considered to be temporary.
10. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
11. During the year the Company has allotted 7,00,000 number of
warrants to its promoters which can entitle them to subscribe for
7,00,000 number of equity share at the price of Rs.202.50 within 18
months from the date of allotment. Against issue of such warrants, the
Company has received Rs. 147.00 Lacs as up-front price. The same is
shown under Share-holders Funds. As per the terms of the issue in case
of non-subscriptions of the shares such up-front price is not
refundable.
12. In the previous year the Company was disclosing the unadjusted tax
provision for number of years under the heading "Provisions" and the
relevant advance tax paid under the heading "Loans & Advances". The
adjustments were done only on the completion of the assessments. During
the year the Company has decided to show the net difference between
Provision for Taxes and advance tax as either "Provision for Taxes" or
as "Advance Tax". Due to this change the Company has disclosed the net
provision for taxation at Rs. 1,104.02 Lacs (P.Y. Rs. 232.92 Lacs) as
at balance sheet date.
13. The Company is in process of issue of 15,50,000 Equity Share to
FII's and Mutual Funds on preferential basis. As these shares will
rank pari-passu with other equity shares the provision for proposed
dividend includes provision for dividend on the proposed issue of
shares.
14. Sundry Creditors for goods/services include :
i) Amounts payable beyond one year Rs. 774.04 Lacs, (P.Y. Rs. 611.69
Lacs)
ii) Amounts due to small scale industrial undertaking's Rs. 19.92 Lacs
(P.Y. Rs. 51.18 Lacs).
iii) The names of small scale industrial undertakings to whom the
Company owes a sum, for more than 30 days are Ganesh Ply wood & Timber,
Nasik Oxygen co. Pvt. Ltd., Neha Engineering, Petro Synt. (I) Pvt Ltd.,
Standard Acid & Alkali, Shree Satya Fasteners Pvt. Ltd.
15. The Company is in only one business segment of power transmission
wherein it manufactures, deals in various components/equipments and
constructs infrastructures related to power transmission.
16. Previous Year's figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2005
A) 67,530 Equity Shares were issued as fully paid-up Bonus Shares by
way of capitalisation of General Reserve in the year 1985-86.
b) 2,53,870 Equity Shares of Rs. 10/- each were issued for cash on
Rights basis, in the year 1986-87.
c) 2,46,880 Equity Shares of Rs. 10/- each were issued for cash on
Rights basis, in the year 1988-89.
d) 9,20,000 Equity Shares of Rs. 10/- each were issued for cash to
Public, (including 40,000 Equity Shares issued to the employees of the
company) at a Premium of Rs. 5/- per share in the year 1989-90.
e) 16,51,130 Equity Shares of Rs. 10/- each were issued for cash on
Rights basis, (including 28,000 Equity Shares issued to the employees
of the company) at a Premium of Rs. 25/- per share in the year 1992-93.
f) 16,37,330 Equity Shares were allotted as fully paid-up Bonus Shares
by way of capitalisation out of Share Premium in the year 1994-95.
g) 49,08,938 Equity Shares were allotted as fully paid-up for cash on
Rights basis, (including 2,51,345 Equity Shares issued to the employees
of the company) at a Premium of Rs. 25/- per share in the year
2000-2001.
h) 20,00,000 Equity Shares were allotted as fully paid-up for cash on
Private Placement, at a Premium of Rs. 37/- per share in the year
2003-2004
i) 20,00,000 Equity Shares were allotted as fully paid-up for cash on
Private Placement, at a Premium of Rs. 101/- per share in the year
2004-2005
SECURED LOANS
a) Banks (for Working Capital)
Secured by hypothecation of raw materials, work-in-progress, finished
goods, stores/spares and consumables, book debts (to the extent of
finance availed against the same, if any) and secured by a charge which
is second & subservient to the charge created in favour of the IDBI, &
UTI by way of deposit of title deeds in respect of the Company's
immovable property in M.I.D.C., Satpur Industrial Area, Nasik
(Maharashtra), Raipur (Chhattisgarh), & Ghoti Nasik Dist.(Maharashtra).
b) IDBI - Term Loan
Secured by first mortgage & charge on all fixed assets except office
premises & equipments situated at Andheri (W), Mumbai ranking pari
passu with UTI, and second charge on all current assets both present &
future.
c) IL & FS Term Loan
Secured by first mortgage & charge on all fixed assets situated at
H-37, Nasik Industrial Area, Satpur, Nasik and office premises &
equipments situated at Andheri (W), Mumbai.
d) EXIM Bank - Foreign Currency - Loan
Secured by assignment of project receivables in respect of Tunisia
Project. (Ref Note 16)
e) EXIM Bank - Foreign Currency - Loan
Secured by assignment of project receivables in respect of WBSEB
Project. (Ref Note 16)
f) EXIM Bank - Loan
Secured by assignment of project receivables in respect of Ethiopia
-; WSS Project.
g) EXIM Bank - Loan
Secured by assignment of project receivables in respect of Ethiopia -
YDH Project.
h) Vehicle Finance
Secured by hypothecation of respective vehicles.
i) Secured Reedemable Non-Convertible Debentures
Secured by first charge by way of hypothecation of all movable
properties including movable plant & machinery ranking pari-passu with
IDBI, created by way of Joint Mortgage by deposit of title deeds in
respect of all immovable properties of the company.
1. Contingent Liabilities not provided for:
a) Outstanding Performance Guarantees given by banks are Rs. 13,093.24
Lacs (P.Y. Rs. 10,108.27 Lacs).
b) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 384.61 Lacs (P.Y. Rs. 352.00 Lacs).
c) Liability against facility availed from Exim Bank are Rs. 2,185.78
Lacs (P.Y. Rs. 391.11 Lacs).
2. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. 42.36 Lacs (P.Y. Rs. Nil). Advance
paid Rs. 3.79 Lacs (P.Y. Rs. Nil Lacs).
3. Managerial Remuneration:
The total amount of Managerial Remuneration paid to the Managing
Director, is Rs. 89.90 Lacs (P.Y. Rs. 40.00 Lacs)., which, is
inclusive of perquisites of Rs. 1.09 Lacs (P.Y. Rs. 0.94 Lacs).
4. Company has not made any provision for diminution in value of shares
of JSL Refractories Ltd due to erosion of net worth on account of
losses, as the Company expects JSL Refractories to turnaround and make
profits in the years to come, and dimunition in value is considered to
be temporary.
5. Octroi grant of Rs. Nil (P.Y. Rs. 7.00 Lacs) from Joint Director of
Industries (PSI) has been credited to Profit & Loss Account for the
year under the head `Income from Other Operations'.
6. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
customers to complete the contracts. It is currently uncertain as to
whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which, sometimes takes more than reasonable time. As
such, no provision on this account has been made in the books of
account.
7. In accordance with the terms of the Financial facilities availed
from EXIM Bank, the Company has assigned receivables and retention
receivables in respect of contracts for supply of Towers & Structures
to Tunisia & WBSEB (Ethiopia in P.Y.) in favour of the bank. Therefore,
an amount of Rs. 2,185.78 Lacs (P.Y. Rs. 391.11 Lacs) being the amount
payable by the customers to the bank out of such receivables has been
deducted both from Loan Amount and from Debtors accordingly. However,
this amount remains as a contingent liability for the Company till such
time the same is paid by the customer to the bank.
8. Loans & advances include an amount of Rs. 91.53 Lacs (P.Y. Rs. 91.13
Lacs) due from Varun Cements Limited. The recovery of this loan is
doubtful. It is learnt that the company is carrying on its operations
in a limited way and therefore, no provision for the same has been made
in the accounts. The company has lodged its claim with BIFR for
recovery of the amount due from Varun Cements Limited.
9. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.75 Lacs (P.Y. Rs. 77.75 Lacs) being equipments lease rentals due
from Varun Cements Limited. The recovery of this amount is doubtful. It
is learnt that the company is carrying on its operations and therefore,
no provision for the same has been made in the accounts. The company
has lodged its claim with BIFR for recovery of the amount due from
Varun Cements Limited.
10. The Company has advanced a total sum of Rs. 92.82 Lacs (P.Y. Rs.
30.88 Lacs) to its subsidiary company, JSL Refractories Ltd. as of 31st
March, 2005. In view of the substantial looses incurred by the company,
the recovery of the said amount is doubtful in near future. However, no
provision is made as the Company expects JSL Refractories to turnaround
and make profits in the years to come.
11. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
12. Sundry Creditors for goods/services include :
i) Amounts payable beyond one year Rs. 611.69 Lacs, (P.Y. Rs. 586.02
Lacs)
ii) Amounts due to small scale industrial undertaking's Rs. 51.18 Lacs
(P.Y. Rs. 47.46 Lacs).
iii) The names of small scale industrial undertakings to whom the
Company owes a sum, for more than 30 days are Galaxy Cable Industries,
Nike Industries, Reliance Engg. Co., Shree Radha Krishna Steel, & Trans
Accessories.
13. The Company is in only one business segment of power transmission
wherein it manufactures, deals in various components/equipments and
constructs infrastructures related to power transmission.
14. Previous Year's figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2004
1. Contingent Liabilities not provided for:
a) Outstanding Performance Guarantees given by banks are Rs.10,108.27
Lacs (P.Y. Rs. 7,784.27 Lacs).
b) Claims-against Company/Disputed Liabilities not acknowledged as
debts are Rs. 352 Lacs (P.Y. Rs.543.96 Lacs).
c) Against, facility availed from Exim Bank are Rs. 391.11 Lacs (P.Y.
Rs.1,602.51 Lacs).
d) Against facility availed from Bank Muscat, SAOG, Oman are Rs. Nil
(P.Y.Rs.1,597.42 Lacs)
3. Managerial Remuneration :
The total amount of Managerial Remuneration paid to the Managing
Director, is Rs. 40.00 Lacs (P.Y. Rs. 36.74 Lacs including remuneration
to one whole-time Director), which is inclusive of perquisites of Rs.
0.94 Lacs (P.Y. Rs.1.17 Lacs)
4. Auditors Remuneration :
2003-2004 2002-2003
Rs in Lacs Rs. in Lacs
i) For Statutory Audit 3.00 3.00
ii) For Tax Audit 1.25 1.00
iii) For Other Services 0.60 0.40
iv) For Taxation Matters 2.50 2.25
v) Service Tax reimbursement 0.39 0.35
vi) For Oman Branch (For Audit & Taxation Matters) 3.15 3.27
vii) For Ethiopia Branch (For Audit & Taxation Matters) 1.65 1.40
Total 12.54 11.67
5. a) Capacity and Production of Transmission Lines, Towers &
Structures :
2003-2004 2002-2003
i) Installed Capacity (MT p.a.) 52,000 52,000
ii) Production (MT) 21,343 24,054
8. Earnings and Expenditure in Foreign Currency:
2003-2004 2002-2003
Rs. in Lacs Rs.in Lacs
i) Earnings (including Deemed Exports and
sales through Export House) 5,294.46 9,327.04
iii) Expenditure-Travelling & Others 19.91 54.36
11. Earnings Per Share (EPS)
2003-2004 2002-2003
Rs. in Lacs Rs. in Lacs
i) Profit/(Loss) After Tax 546.90 45.90
ii) Weighted Average Number of Ordinary Shares
for Earning per Share (In Nos.) 10,844,761 98,20,928
iii) Nominal value of Ordinary Share Rs.10 Rs.10
iv) Basic/Diluted Earning Per Ordinary Share Rs. 5.04 Rs. 0.46
12. Company has not made any provision for diminution in value of
shares of JSL Refractories Ltd due to erosion of net worth on account
of losses.
13. Octroi grant of Rs. 7.00 Lacs (P.Y. Rs. 37.91 Lacs) from Joint
Director of Industries (PSI) has been credited to Profit & Loss Account
for the year under the head Income from Other Operations.
14. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
customers to complete the contracts. It is currently uncertain as to
whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which sometimes takes more than reasonable time. As
such, no provision on this account has been made in the books of
account.
15. In accordance with the terms of the Financial facilities availed
from EXIM Bank, the Company has assigned receivables and retention
receivables in respect of contracts for supply of Towers & Structures
to Ethiopia (& Brazil in P.Y.) in favour of the bank. Therefore, an
amount of Rs. 391.11 Lacs (P.Y. Rs. 1,602.51 Lacs) being the amount
payable by the customers to the bank out of such receivables has been
deducted both from Loan Amount and from Debtors accordingly. However,
this amount remains as a contingent liability for the Company till such
time the same is paid by the customer to the bank.
16. Loans & advances include an amount of Rs. 91.12 Lacs (P.Y. Rs.
89.13 Lacs) due from Varun Cements Limited. The recovery of this loan
is doubtful. It is learnt that the company is carrying on its
operations in a limited way and therefore, no provision for the same
has been made in the accounts. The company has lodged its claim with
BIFR for recovery of the amount due from Varun Cements Limited.
17. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.75 Lacs (P.Y. Rs. 77.75 Lacs) being equipments lease rentals due
from Varun Cements Limited. The recovery of this amount is doubtful. It
is learnt that the company is carrying on its operations and therefore,
no provision for the same has been made in the accounts. The company
has lodged its claim with BIFR for recovery of the amount due from
Varun Cements Limited.
18. The Company has advanced a total sum of Rs. 30.88 Lacs (P.Y. Rs.
0.09 Lacs) to its subsidiary company, JSL Refractories Ltd. as of 31st
March, 2004. In view of the substantial losses incurred by the company,
the recovery of the said amount is doubtful in near future.
19. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
20. In absence of divisible Profit, no transfer has been made to
Debenture Redemption Reserve Account.
21. Sundry Creditors for goods/services include :
i) amounts payable beyond one year Rs. 586.02 Lacs (P.Y. Rs. 783.27
Lacs)
ii) amounts due to small scale industrial undertakings Rs. 47.46 Lacs
(P.Y. Rs. 243.69 Lacs).
iii) The names of small scale industrial undertakings to whom the
Company owes a sum, for more than 30 days are Galaxy Cable Industries,
Geekay Wires Pvt. Ltd., Nike Industries, Pokar Enterprises, R. P.
Engg. Works, Reliance Engg. Co., Shree Radha Krishna Steel, & Trans
Accessories.
22. The Company is in only one business segment of power transmission
wherein it manufactures, deals in various components/equipments and
constructs infrastructures related to power transmission.
23. Refer Annexure 11 for Balance Sheet Abstract & Companys General
Profile as required by part IV of Schedule VI to the Companies Act,
1956.
24. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2003
1. Contingent Liabilities not provided for :
a) Outstanding Performance Guarantees given by banks are Rs.7,784.27
Lacs (P.Y Rs. 7,011.25 Lacs).
b) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 543.96 Lacs (P.Y.Rs.899.09 Lacs).
c) Refer Note Nos 18 & 19
2. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. Nil (P.Y. Rs. Nil). Advance paid
Rs. Nil (P.Y. Rs. Nil).
3. Managerial Remuneration :
The total amount of Managerial Remuneration paid to the Managing
Director, and one whole-time Director is Rs. 36.74 Lacs (P.Y. Rs.47.51
Lacs), which is inclusive of perquisites of Rs. 1.17 Lacs (P.Y. Rs.1.26
Lacs).
4. Auditors Remuneration :
2002-2003 2001-2002
Rs.in Lacs Rs. in Lacs
i) For Statutory Audit 3.00 3.00
ii) For Tax Audit 1.00 0.75
iii) For Other Services 0.40 0.44
iv) For Taxation Matters 2.25 2.00
v) Service Tax reimbursement 0.35 0.21
vi) For Oman Branch 3.28 6.57
(For Audit & Taxation Matters)
vii) For Ethiopia Branch 1.40 0.70
(For Audit & Taxation Matters)
Total 11.68 13.67
5. Remittance in Foreign Currency on account of dividend to
Non-Resident Shareholders (including Foreign Institutional Investors)
The Company has paid dividend in respect of shares held by
Non-Residents on repatriation basis by crediting the same to
Non-Resident External Account (NRE A/c), the details of which are as
under
2002-2003 2001-2002
i) Number of Non-Resident Shareholders 36 22
ii) Number of Equity Shares held by them 9,51,756 8,38,792
iii) Amount of dividend paid (Rs. in Lacs) Nil 20.97
iv) Year to which dividend relates N.A. 2000-2001
6. Sale of goods was recognized at the time of despatch to customers on
the basis of excise invoice till last year. This policy was changed as
mentioned in Note 1(b)(i). Due to this change, the turnover for the
year has decreased by Rs.255.71 Lacs, as a result of which the profit
for the year has decreased by Rs.3.25 Lacs.
7. The Inventory of Work-in-Progress as on 31st March, 2003 includes
an amount of Rs. 370.21 Lacs being the cost incurred by the Company in
respect of one project. The sales invoices for the said Contract were
not raised till 31st March, 2003, as per the contractual terms.
8. Deferred Tax Liability (Net):
Deferred Tax On Accoun of
Liability/(Asset) change in rates
as at 01.04.2002 of Income Tax
Rs. in Lacs Rs. in Lacs
Deferred Tax Liabilities
On account of Difference between
book and tax depreciation 743.29 -
On account of change in rate of
surcharge by Finance Act, 2003 - (17.70)
Deferred Tax Assets
On account of Unabsorbed Tax Loss (589.13) -
Deferred Tax Liability (Net) 154.16 (17.70)
Current year Deferred Tax
Charge/Uability/(Asset)
(Credit) as at 31.03.2003
Rs. in Lacs Rs. in Lacs
Deferred Tax Liabilities
On account of Difference between
book and tax depreciation 12.44 755.73
On account of change in rate of
surcharge by Finance Act, 2003 - (17.70)
Deferred Tax Assets
On account of Unabsorbed Tax Loss 100.79 (488.34)
Deferred Tax Liability (Net) 113.23 249.69
10. Octroi grant of Rs. 37.91 Lacs (P.Y. Rs. 38.44 Lacs) from SICOM has
been credited to Profit & Loss Account for the year under the head
`Income from Other Operations.
11. The terms and conditions of various contracts being executed by the
Company provide for clauses in respect of liquidated damages applicable
for any delay in completion of the whole or a portion of the contracts.
In case of a few contracts, where there have been such delays in
completion of the contracts, the Company is currently negotiating with
its customers for an extension of time for the delays attributable to
customers to complete the contracts. It is currently uncertain as to
whether the customers would grant the required extension of time and
hence, the quantum of liquidated damages is also uncertain. As per the
past experience, where the delays are due to reasons beyond the control
of the Company, the approvals for time extensions are normally received
from customers, which sometimes takes more than reasonable time. As
such, no provision on this account has been made in the books of
account.
12. In accordance with the terms of the Financial facility availed from
Bank Muscat, S.A.O.G., Oman for the Oman Project, the Company has
assigned receivables of the project in favour of the bank by way of an
escrow arrangement. The bank has given credit facilities against the
receivables pertaining to supplies to be made from India. Therefore, an
amount of Rs. 1,597.42 Lacs (P.Y. Rs. 481.45 Lacs), being the amount
payable by the customer to the bank out of the value of supplies
effected from India up to 31st March, 2003 has been deducted, both,
from Loan Amount & from Debtors, accordingly. However, this amount
remains as contingent liability for the Company till such time the same
is paid by the customer to the bank.
13. In accordance with the terms of the Financial facilities availed
from EXIM Bank, the Company has assigned receivables in respect of
contracts for supply of Towers & Structures to Brazil/Ethiopia and
retention receivables in the case of supplies to Oman in favour of the
bank. Therefore, an amount of Rs. 1,602.51 Lacs (P.Y. Rs. 487.14 Lacs),
being the amount payable by the customers to the bank out of such
receivables has been deducted, both, from Loan Amount & from Debtors,
accordingly. However, this amount remains as contingent liability for
the Company till such time the same is paid by the customer to the
bank.
14. Loans & advances include an amount of Rs. 89.13 Lacs (P.Y. Rs.89.13
Lacs) due from Varun Cements Limited. The recovery of this loan is
doubtful. It is learnt that the company has resumed its operations and
therefore, no provision for the same has been made in the accounts. The
company has lodged its claim with BIFR for recovery of the amount due
from Varun Cements Limited.
15. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.76 Lacs (P.Y. Rs. 77.76 Lacs) being equipments lease rentals due
from Varun Cements Limited. The recovery of this amount is doubtful. It
is learnt that the company has resumed its operations and therefore, no
provision for the same has been made in the accounts. The company has
lodged its claim with BIFR for recovery of the amount due from Varun
Cements Limited.
16. The Company has advanced a total sum of Rs. 0.09 Lacs (P.Y. Rs.
261.67 Lacs) to its subsidiary company, JSL Refractories Ltd. as of
31st March, 2003. In view of the substantial losses incurred by the
company, the recovery of the said amount is doubtful in near future.
17. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
18. Sundry Creditors for goods/services include :
i) amounts payable beyond one year Rs. 783.28 Lacs.
ii) amounts due to small scale industrial undertakings Rs. 243.70 Lacs
(P.Y. Rs. 312.63 Lacs).
iii) On the basis of information available with the Company, the names
of small scale industrial undertakings to whom amount exceeding Rs.
1.00 Lac is outstanding for more than 30 days are Abhishek Steels Ltd.,
Galaxy Cable Industries, Geekay Wires Pvt. Ltd., Nike Industries, Pokar
Enterprises, R. P. Engg. Works, Ramesh Steel Industries, Reliance
Engg. Co., Shree Radha Krishna Steel, Trans Accessories, Z. M. Engg.
Works.
19. The Company is in only one business segment of power transmission
wherein it manufactures, deals in various components/equipments and
constructs infrastructures related to power transmission.
20. Refer Annexure II for Balance Sheet Abstract & Companys General
Profile as required by part IV of Schedule VI to the Companies Act,
1956.
21. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2002
SHARE CAPITAL
NOTES:
Of the above shares :
a) 67,530 Equity Shares were issued as fully paid-up Bonus Shares by
way of capitalisation of General Reserve in the year 1985-86.
b) 16,51,130 Equity Shares of Rs.10/- each were issued for cash on
Rights basis, (including 28,000 Equity Shares issued to the employees
of the company) at a Premium of Rs.25/- per share in the year 1992-93.
c) 16,37,230 Equity Shares were allotted as fully paid-up Bonus Shares
by way of capitalisation out of Share Premium in the year 1994-95.
d) 49,08,938 Equity Shares were allotted as fully paid-up for cash on
Rights basis, ( including 2,51,345 Equity Shares issued to the
employees of the company ) at a Premium of Rs.25/- per share in the
year 2000-2001.
e) Allotment Money in Arrears includes Rs. Nil (P.Y. Rs. 53/- Lacs)
due from Directors.
f) 50,000 11% Series C Preference Shares issued during the year ended
31st March, 2001 have been reedemed on 8th March, 2002.
g) 50,000 10.50% Series A Preference Shares issued during the year
ended 31st March, 2001 have been reedemed on 22nd March, 2002 .
OTHER NOTES.
1. Contingent Liabilities not provided for :
a) Outstanding Performance Guarantees given by banks are Rs. 7,011.25
Lacs (P.Y .Rs. 6,384.71 Lacs).
b) Claims against Company / Disputed Liabilities not acknowledged as
debts are Rs. 899.09 Lacs (P.Y.Rs.231.99 Lacs).
c) Refer Note Nos. 23 & 24.
2. Outstanding Contracts - Capital Account :
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. NIL (P.Y. Rs. 33.94 Lacs).
Advance paid Rs. NIL (P.Y. Rs. 33.44 Lacs).
3. Dividend from subsidiary company :
Dividend of Rs. Nil (P.Y. Rs. Nil) received from subsidiary company,
viz: JSL Finance Limited.
4. Managerial Remuneration :
The total amount of Managerial Remuneration paid to the Managing
Director, and one whole-time Director is Rs. 47.51 Lacs (P.Y. Rs.
56.10 Lacs), which is inclusive of perquisites of Rs.1.26 Lacs (P.Y.
Rs.1.09 Lacs).
5. Auditors Remuneration :
2001-2002 2000-2001
Rs. in Lacs Rs. in Lacs
i) For Statutory Audit 3.00 2.00
ii) For Tax Audit 0.75 0.50
iii) For Other Services 0.44 1.00
iv) For Taxation Matters 2.00 1.25
v) Service Tax reimbursement 0.21 0.18
vi) For Oman Branch 6.57 2.73
(For Audit & Taxation Matters)
vii) For Ethiopia Branch 0.70 -
(For Audit & Taxation Matters)
Total 13.67 7.66
6. C1F Value of Imports (Direct) :
2001-2002 2000-2001
Rs. in Lacs Rs. in Lacs
a) Capital Goods - -
b) Bought-out-Components - -
c) Raw Materials 946.31 2,175.62
d) Spare parts 10.78 2.65
7. Earnings and Expenditure in Foreign Currency:
2001-2002 2000-2001
Rs. in Lacs Rs. in Lacs
i) Earnings
(including Deemed Exports and
sales through Export House) 21,969.48 19,750.89
ii) Expenditure - Third Country Imports 4,030.51 3,613.26
iii) Expenditure - Travelling & Others 146.72 120.22
8. Remittance in Foreign Currency on account of dividend to
Non-Resident Shareholders (including Foreign Institutional Investors):
The Company has paid dividend in respect of shares held by
Non-Residents on repatriation basis by crediting the same to
Non-Resident External Account (NRE A/c), the details of which are as
under
2001-2002 2000-2001
i) Number of Non-Resident Shareholders 22 20
ii) Number of Equity Shares held by them 8,38,792 4,33,165
iii) Amount of dividend paid (Rs. in Lacs) 20.97 12.99
iv) Year to which dividend relates 2000-2001 1999-2000
9. Expenses for issue of Preference Shares made by the Company are
fully written off during the current year as the said preference
shares have been fully redeemed during the current year. Due to this
change in policy, Amortisation of Share issue Expenses debited to
Profit & Loss Account is higher by Rs. 3.97 Lacs and consequently, the
loss for the year is higher by equal amount.
10. In order to comply with AS-7 with regard to accounting of
construction contracts, the Company has modified its method of revenue
recognition for the same. Due to this change, a provision of Rs. 40.00
Lacs has been made to meet unforeseen expenses/liabilities in respect
of unexecuted portion of construction contracts and consequently, loss
of the Company is higher by the same amount.
11. Insurance claims were accounted for on receipt basis till last
year. This policy was changed as mentioned in Note 1 (b)(iv). Due to
this change, the income from insurance claims has increased by a sum
of Rs. 9.35 Lacs and consequently, the loss of the Company has
decreased by the same amount.
12. The Company was accounting for bonus to employees at the time of
payment after the same was declared every year, in order to comply
with AS-1, the Company has started accounting for the same on accrual
basis. Due to this change, the expenditure on account of bonus has
increased by a sum of Rs. 48.50 Lacs and consequently, the loss of the
Company has increased by the same amount.
13. The Company was not providing for the liability on account of
leave encashment till last year. In order to comply with AS-1, the
company has provided for total leave encashment liability as on 31st
March, 2002 at Rs. 41.61 Lacs and consequently, the loss of the
Company has increased by the same amount.
14. Deferred Tax Liability (Net) :
Deferred Tax Current year
Liability/fAsset) Charge/(Credit)
Deferred Tax Liabilities Rs. in Lacs Rs. in Lacs
Difference between book and
tax depreciation 694.00 49.29
Deferred Tax Assets
Disallowances as per Income Tax Act (26.98)
Unabsorbed Tax Loss (562.15)
Deferred Tax Liability (Net) 694.00 (539.84)
Deferred Tax
Liability/(Asset)
as at 31.03.2002
Rs. in Lacs
Deferred Tax Liabilities
Difference between book and
tax depreciation 743.29
Deferred Tax Assets
Disallowances as per Income Tax Act (26.98)
Unabsorbed Tax Loss (562.15)
Deferred Tax Liability (Net) 154.16
Pursuant to Accounting Standard (AS) 22 - Accounting for Taxes on
Income, the net cumulative Deferred Tax Liability of Rs. 694 Lacs as
at 01.04.2001 has been charged by the Company to the General Reserve.
Further, the impact of Deferred Tax Asset of Rs. 539.84 Lacs for the
year ended 31.03.2002 has been credited to Profit & Loss Account.
15. The increase in ECB loan liability in rupee terms as at 31st
March, 2002 due to foreign exchange fluctuation amounted to Rs. Mil
(P.Y. Rs.73.80 Lacs).
16. Earnings Per Share (EPS)
2001-2002 2000-2001
Rs. in Lacs Rs. in Lacs
i) Profit/(Loss) After Tax (964.42) 800.62
Less : Preference Dividend
including Tax thereon 11.29 33.09
Profit / (Loss) attributable to
Ordinary Shareholders (975.71) 767.53
ii) Weighted Average Number of Ordinary
Shares for Earning per Share (In Nos.) 98,20,928 67,52,842
iii) Nominal value of Ordinary Share Rs. 10 Rs. 10
iv) Basic/Diluted Earning Per
Ordinary Share Rs. (9.94) Rs. 11.37
17. Octroi grant of Rs. 38.44 Lacs (P.Y. Rs. 46.73 Lacs) from
SICOM/WMDC has been credited to Profit & Loss Account for the year
under the head Income from Other Operations.
18. The terms and conditions of various contracts being executed by
the Company provide for clauses in respect of liquidated damages
applicable for any delay in completion of the whole or a portion of
the contracts. In case of a few contracts, where there have been such
delays in completion of the contracts, the Company is currently
negotiating with its customers for an extension of time for the delays
attributable to customers to complete the contracts. It is currently
uncertain as to whether the customers would grant the required
extension of time and hence, the quantum of liquidated damages is also
uncertain. As per the past experience, where the delays are due to
reasons beyond the control of the Company, the approvals for time
extensions are normally received from customers, which sometimes takes
more than reasonable time. As such, no provision on this account has
been made in the books of account.
19. In accordance with the terms of the Financial facility availed
from Bank Muscat, S.A.O.G. Oman for the Oman Project, the Company has
assigned receivables of the project in favour of the bank by way of an
escrow arrangement. The bank has given credit facilities against the
receivables pertaining to supplies to be made from India. Therefore,
an amount of Rs. 481.45 Lacs (P.Y. Rs. 2,330.43 Lacs), being the
amount payable by the customer to the bank out of the value of
supplies effected from India up to 31st March, 2002 has been deducted
both from Loan Amount & from Debtors accordingly. However, this amount
remains as contingent liability for the Company till such time the
same is paid by the customer to the bank.
20. In accordance with the terms of the Financial facility availed
from EXIM Bank, the Company has assigned receivables in respect of a
contract for supply of Towers & Structures to Brazil in favour of the
bank. The bank has given credit facilities against the receivables
pertaining to supplies to be made from India. Therefore, an amount of
Rs. 487.14 Lacs (P.Y. Rs. NIL), being the amount payable by the
customer to the bank out of the value of supplies effected from India
up to 31st March, 2002 has been deducted both from Loan Amount & from
Debtors accordingly. However, this amount remains as contingent
liability for the Company till such time the same is paid by the
customer to the bank.
21. Loans & advances include an amount of Rs. 89.13 Lacs (P.Y. Rs.
88.90 Lacs) due from Varun Cements Limited. The recovery of this loan
is doubtful. It is learnt that the company has resumed its operations
and therefore, no provision for the same has been made in the
accounts. The company has lodged its claim with BIFR for recovery of
the amount due from Varun Cements Limited.
22. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.76 Lacs (P.Y. Rs. 77.76 Lacs) being equipments lease rentals due
from Varun Cements Limited. The recovery of this amount is doubtful.
It is learnt that the company has resumed its operations and
therefore, no provision for the same has been made in the accounts.
The company has lodged its claim with BIFR for recovery of the amount
due from Varun Cements Limited.
23. The Company has advanced a total sum of Rs. 261.67 Lacs (P.Y. Rs.
181.76 Lacs) to its subsidiary company, JSL Refractories Ltd. as of
31st March, 2002. In view of the substantial losses incurred by the
company, the recovery of the said amount is doubtful in near future.
24. Current assets and Current liabilities stating receivables and
payables are subject to confirmation.
25. The names of Small Scale Industrial Undertakings to whom Company
owes a sum exceeding Rs. 1,00,000 which is outstanding for more than
30 days are as follows :
a) Bhagwati Industries, Dharia Engineers, EMI Transmission Ltd.,
Industrial Polymers, Nike Industries, Punjab Auto Industries Pvt.
Ltd., Pokar Enterprises, R. P. Engineering Works, Reliance Engg. Co.,
Shree Radha Krishna Steel, Trans Accessories, Z. M. Engg. Works.
b) The aforesaid disclosure is based on the information available with
the Company regarding the status of small scale undertaking suppliers
as defined under Industries (Development & Regulation) Act, 1951.
26. The Company is in only one business of projects related to power
transmission.
27. Refer Annexure II for Balance Sheet Abstract & Companys General
Profile as required by part IV of Schedule VI to the Companies Act, 1
956.
28. Previous Years figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2001
OTHER NOTES
1. Contingent Liabilities not provided for:
i) Outstanding Performance Guarantees given by banks are Rs. 6,384.71
Lacs (P.Y. Rs. 6,905.17 Lacs).
ii) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 231.99 Lacs (P.Y. Rs. 358.55 Lacs).
iii) Refer Note No 14.
2. Outstanding Contracts - Capital Account:
Estimated amount of contracts remaining to be executed on capital
account and not provided for are Rs. 33.94 Lacs (P.Y. Rs. 108.45 Lacs).
Advance paid Rs. 33.44 Lacs (P.Y. Rs. 39.55 Lacs).
3. Dividend from Subsidiary Company :
Dividend of Rs. Nil (P.Y. Rs. Nil) received from subsidiary company,
viz. JSL Finance Limited.
4. During the year, the increase in ECB loan liability in rupee terms
due to foreign exchange fluctuation till 31st March, 2001 amounted to
Rs. 73.80 Lacs (P.Y. Rs. 35.70 Lacs). The same has been charged to
Profit and Loss Account.
5. Octroi grant of Rs. 46.73 Lacs (P.Y. Rs. 105.85 Lacs) from
SICOM/WMDC has been credited to Profit & Loss Account for the year
under the head 'Income from Other Operations'.
6. In accordance with the terms of the Financial facility availed from
Bank Muscat, S.A.O.G. Oman for the Oman Project, the Company has
assigned receivables of the project in favour of the bank by way of an
escrow arrangement. The bank has given credit facilities against the
receivables pertaining to supplies to be made from India, Therefore, an
amount of Rs. 2,330.43 Lacs, being the value of supplies effected from
India up to 31st March, 2001 has been deducted both from Loan Amount &
from Debtors accordingly. However, this amount remains as contingent
liability for the Company till such time the same is paid by the
customer to the bank.
7. Loans & advances include an amount of Rs. 88.90 Lacs (P.Y. Rs.
85.67 Lacs) due from Varun Cements Limited. The recovery of this loan
is doubtful. It is learnt that the company has resumed its operations
and therefore, no provision for the same has been made in the
accounts.The Company has lodged its claim with BIFR for recovery of the
amount due from Varun Cements Limited.
8. Sundry Debtors other than Trade Debtors include an amount of Rs.
77.76 Lacs (P.Y. Rs. 73.52 Lacs) being equipments lease rentals due
from Varun Cement Limited. The recovery of this amount is doubtful. It
is learnt that the company has resumed its operations and therefore, no
provision for the same has been made in the accounts. The Company has
lodged its claim with BIFR for recovery of the amount due from Varun
Cements Limited.
9. Pursuant to the provisions of Chapter XIV-B of the Income Tax Act,
1961, the Company has made a provision for Net Tax Liability of Rs.
434.60 Lacs in respect of the Block Period beginning from the Financial
Year 1990-91. The said amount has been charged to "General Reserve" as
the same is pertaining to the past periods.
10. The names of Small Scale Industrial Undertakings to whom Company
owes a sum exceeding Rs. 1,00,000 which is outstanding for more than 30
days are as follows :
a) Automatic Elec. Pvt. Ltd., Balaji Steel Works, Bhagwati Industries,
Dharia Engineers, EMI Transmission Ltd., Galaxy Cable Industries,
Industrial Polymers, Nike Industries, Plaza Cable Industries, Pokar
Enterprises, R. P. Engineering Works, Reliance Engg. Co., Shree Radha
Krishna Steel, Shree Bajrang Alloys, Trans Accessories, Venson
Electric, Z. M. Engg. Works.
b) The aforesaid disclosure is based on the information available with
the Company regarding the status of small-scale undertaking suppliers
as defined under Industries (Development & Regulation) Act, 1951.
11. Previous Year's figures have been reworked, regrouped, rearranged
and reclassified wherever necessary.
Mar 31, 2000
1. Contingent Liabilities for provided for :
(i) Outstanding Performance Guarantees given by banks are Rs. 6,905.17
Lacs (P.Y. Rs. 7,000.44 Lacs).
(ii) Claims against Company/Disputed Liabilities not acknowledged as
debts are Rs. 358.55 (P.Y. Rs. 94.20 Lacs).
3. Outstanding Contracts - Capital Account :
Estimated amount of contracts remaining to be executed on capital
account and not provided for Rs. 108.45 Lacs (P.Y. Rs. 18.38 Lacs).
Advance paid Rs. 39.55 Lacs (P.Y. Rs. 0.98 Lacs).
4. Dividend from Subsidiary Company :
Dividend of Rs. Nil (P.Y. Rs. Nil) received from subsidiary company,
viz : JSL Finance Limited.
5. During the year, the increase in ECB loan liability in rupee terms
due to foreign exchange fluctuation till 31st March, 2000 amounted to
Rs. 35.70 Lacs (P.Y. Rs. 87.00 Lacs). The same has been charged to
Profit and Loss Account.
6. The amount of Rs. 85.82 lacs due from M/s Soft Skin Exports Pvt.
Ltd. has been transferred to Profit & Loss Account during the current
year since the is no longer recoverable.
7. The Company has changed the method of valuation of inventories from
FIFO to Weighted Average Method, and has matched the mandatory revised
Accounting Standards (AS-2) "Valuation of Inventories" issued by the
Institute of Chartered Accountants of India. As a result of this, the
value of closing inventories has increased by Rs. 7.20 Lacs and
consequently, the profit for the year is higher by the same amount.
8. Year-end inventory of Finished Goods has ben valued inclusive of
Excise Duty amounting to Rs.129.77 Lacs in accordance with the revised
guidance note on "Accounting treatment of Excise Duty" issued by the
Institute of Chartered Accountants of India. This change in accounting
policy has no impact on the profit for the year.
9. Octroi grant of Rs. 105.85 Lacs from SICOM/WWDC and profit on sale
assets amounting to Rs., 1.82 Lacs have been credited to Profit & Loss
Account for the year under the head `Income from Other Operations'.
10. The Company has achieved Y2K compliance in all its computerised
systems without any disruption.
11. Loans & advances include an amount of Rs. 85.67 Lacs (P.Y. Rs.
44.06 Lacs) due from Varun Cements Limited. The recovery of this loan
is doubtful. No provision for the same has been made in the accounts.
12. Sundry Debtors other than Trade Debtors include an amount of Rs.
73.52 Lacs (P.Y. Rs. 6.79 Lacs) being lease rentals due from Varun
Cement Limited. The recovery of this amount is doubtful. No provision
for the same has been made in the accounts.
13. (a) The names of Small Scale Industrial Undertakings to whom
Company owes a sum exceeding Rs. 1,00,000/- which is outstanding for
more than 30 days are as follows :
Asha Textiles, EMI Transmission Ltd., General Forging, Hind Steel,
Kaveri Enamel & Allied Inds., Nike Industries, Petro Synthetics,
Reliance Engg. Co., Sanvijay Re-Rolling Mills, Shree Radha Krishan
Steel, Smile Infotech, Super Metal industries, & Trans Accessories.
(b) The aforesaid disclosure is based on the information available with
the Company regarding the status of small scale undertaking suppliers
as defined under Industries (Development & Regulation) Act, 1951.
14. Refer Annexure II For Balance Sheet Abstract & Companies General
Profile as required by part IV of Schedule VI to the Companies Act,
1956.
15. (a) Previous Year's figures have been reworked, regrouped,
rearranged and reclassified wherever necessary.
(b) Figures have been presented in `Lacs' of rupees with two decimals
in accordance with the approval received from the Company Law Board.
Mar 31, 1999
SECURED LOANS:
a) Banks (for Working Capital)
Secured by hypothecation of raw materials, work-in-progress, finished
goods, stores/spares and consumables, book debts (to the extent of
finance availed against the same, if any) and secured by a charge which
is second & subservient to the charge created in favour of the IDBI &
Sakura Bank Ltd., Hongkong by way of deposit of title deeds in respect
of the Company's immovable property at M.I.D.C., Satpur Industrial Area, Nasik, Ghoti, Nasik Dist. (Maharashtra) & Urla Industrial Area, Raipur (Madhya Pradesh).
b) 14% secured Non-Convertible Redeemable Debentures of Rs. 100/-each
(Rs. 40/- per Debenture outstanding as on 31/03/98.) wholly subscribed
by Canbank Financial Services Ltd.
i) Secured by unattested Deed of Hypothecation dated 23rd January, 1991
charging the tangible movable property and assets (save and except book
debts) subject to the prior charges, present or future, if any, in favour of bankers to the Company for the working capital facilities;
and
ii) Secured by mortgage by way of deposit of title deeds with effect
from 23rd January, 1991 in respect of the Company's immovable property
in M.I.D.C., Satpur Industrial Area, Nasik (Maharashtra)
iii) These Debentures shall be repayable at a premium of 5% on the
expiry of 6th, 7th and 8th year from the date of allotment in the ratio
of 30:30:40 respectively
c) IDBI - Equipment Finance Scheme Term Loan
Secured by first charge ranking par - passu with Sakura Bank Ltd.,
Hongkong by way of Hypothecation of all the Borrowers' movables (save &
except book debts) subject to prior charges created/to be created in
favour of the bankers for working capital requirements.
d) IDBI - Assets Credit Scheme - Term Loan
Secured by an exclusive first charge by way of hypothecation of specific machinery
e) IDBI - Term Loan (Working Capital Margin)
Secured by a first charge pari - passu with Sakura Bank Ltd. Hongkong on fixed assets of the company at Nasik (Maharashtra), Raipur (Madhya Pradesh) & Ghoti (Maharashtra) by way of deposit of title deeds & on all movable properties including movable plant & machinery by way of hypothecation.
f) ICICI Term Loan
Secured by exclusive first charge by way of English mortgage on Office
premises & equipments at Andheri (w), Mumbai.
g) Sakura Bank Ltd. Hongkong - ECB Loan
Secured by a first charge by way of hypothecation of all movable properties including movable plant & machinery ranking pari - passu with IDBI & first charge ranking pari - passu with IDBI created by way of Joint Mortgage by deposit of title deeds in respect of all immovable properties of the company.
1. During the year, the increase in ECB loan liability due to foreign
exchange fluctuation till 31st March, 1999 amounted to Rs. 87,00,000/-
(P.Y. Rs. 1,09,35,000/-). The same has been charged to Profit and Loss
Account.
2. Loans and advances include an amount of Rs. 85,81,645/- (P.Y. Rs.
1,25,81,645/-) due from M/s Soft Skin Exports Pvt. Ltd. Since, the
Company is taking further steps to recover this loan no provision for the same has been made in the accounts.
3. The Company has modified its method of absorbing overheads to match
the Accounting Standard on Valuation of Inventories. Due to this, the
stock valuation has decreased by Rs. 50,18,000/- and consequently, the
profit is lower by the same amount for the year.
4. The Company is in the process of achieving Year 2000 compliance' in
all computerised systems. The Company does not envisage any serious
threat to its activities from the Y2K problem. The total cost of
achieving Year 2000 compliance', is expected to be approximately Rs. 30
lacs.
5. Total outstanding dues of Small Scale Industrial Undertakings,
(Refer Annexure I) are Rs. 3,33,37,539/-. Total outstanding dues of
Creditors other than Small Scale Industrial Undertakings are Rs.
76,39,12,279/-.
Mar 31, 1998
1. SECURED LOANS
a) Banks (for Working Capital)
Secured by hypothecation of raw materials, work-in-progress, finished
goods, stores/spares and consumables, book debts (to the extent of finance availed against the same, if any) and secured by a charge which
is second & subservient to the charge created in favour of the Trustees
to the Debentureholders of 14% secured Non-Convertible Debentures, by
way of deposit of title deeds in respect of the Company's immovable
property in M.I.D.C., Satpur Industrial Area, Nasik (Maharashtra)
b) 14% secured Non-Convertible Redeemable Debentures of Rs. 100/- each
(Rs. 40/- per Debenture outstanding as on 31-3-1998) wholly subscribed
by Canbank Financial Services Ltd.
i) Secured by unattested Deed of Hypothecation dated 23rd January, 1991
charging the tangible movable property and assets (save and except book
debts) subject to the prior charges, present or future, if any, in favour of bankers to the Company for the working capital facilities; and
ii) Secured by mortgage by way of deposit of title deeds with effect
from 23rd January 1991 in respect of the Company's immovable property
in M.I.D.C., Satpur Industrial Area, Nasik (Maharashtra)
iii) These Debentures shall be repayable at a premium of 5% on the expiry of 6th, 7th and 8th year from the date of allotment in the ratio
of 30:30:40 respectively.
c) IDBI - Equipment Finance Scheme - Term Loan
IDBI - Assets Credit Scheme - Term Loan
Secured by an exclusive first charge by way of hypothecation of specific machinery
d) Sakura Bank Ltd., Hong Kong - ECB Loan
Secured by a first charge by way of hypothecation of all movable
properties including movable plant & machinery ranking pari pasu with
IDBI. Further, first charge ranking pari pasu with IDBI shall be created by way of joint mortgage by deposit of title deeds in respect of all immovable properties of the Company.
e) Madhya Pradesh Finance Corporation
i) Secured by a charge created by way of deposit of title deeds in respect of Company's land & buildings in Urla Industrial Area, Raipur
(Madhya Pradesh)
ii) Secured by hypothecation of certain machinery & equipment situated
in Company's factory in Urla Industrial Area, Raipur (Madhya Pradesh)
f) 16.5% NCD - GIC Mutual Fund
Secured by mortgage by way of deposit of title deeds in respect of
immovable properties of the Company and by way of hypothecation of raw
materials, finished goods, consumable stores subject to prior charges
created/to be created in favour of company's bankers/financial
institutions for securing its working capital requirements.
2. Till last year, interest received on allotment money, interest on
fixed deposits with bankers and interest on investments in SBI/IDBI Bonds was accounted for as and when received. During the current year,
all such interests were accounted on accrual basis due to which the
profit for the year has increased by Rs. 7,33,583/-.
3. During the year, the Company has taken loan of $ 30,00,000 as External Commercial Borrowings (ECB). The increase in loan liability
due to foreign exchange fluctuation till 31st March, 1998 amounted to
Rs. 1,09,35,000/-. The same has been charged to Profit and Loss Account.
4. Loans and advances include an amount of Rs. 1,25,81,645/- due from
M/s. Soft Skin Exports Pvt. Ltd. The recovery of this loan is doubtful. No provision for the same has been made in the accounts.
Mar 31, 1997
Employees' Retirement and other Benefits:
The Company's contributions to Provident Fund and Superannuation Fund are charged to Profit and Loss Account.
The Company's contribution to Gratuity Fund is towards premium on LIC's Policy taken by the Trustees of the Fund to cover the gratuity liability. The Company is liable to make further contribution in case funds in the hands of the Trustees are not sufficient to meet the claims of the employees.
The liability on account of leave encashment is not ascertained or provided for on the Balance Sheet date.
Mar 31, 1996
Contingent Liabilities not provided for:
Outstanding Performance Guarantees given by banks Rs.33,22,79,383/- (PY.Rs.23,26,22.000/-).
Bills discounted with banks and outstanding are Rs.2,67,98,829/ (PY.Rs.2,26,778/-).
During the year, M.P State Government Subsidy of Rs.15,00,000/- was received on account of new factory established in Raipur (M.P). The amount received is credited to Deferred Government Grant Account and income of Rs.1,43,130/- is accounted therefrom in the current year.
Dividend includes Rs.1,50,000/- received from subsidiary company, viz: JSL Finance Ltd.
The amount of exchange difference (Net) between the values booked as on 31st March, 1996 and the values as on the date of shipments works out to a surplus of Rs.3,15,103/- on deferred terms of contracts in respect of
Imports and Exports.
The amount of exchange difference (Net) adjusted in the carrying cost of fixed assets during the year works out to a deficit of Rs. 14.59,513/-.
The Company's contribution to the Gratuity Fund is towards premium on LIC's policy taken by the Trustees the Fund to cover the gratuity liability. The Company is liable to make further contribution in case funds in the hands of the Trustees are not sufficient to meet the claims of the employees.
The total amount of Managerial Remuneration paid to Managing Director and Whole-Time Director is Rs.13,22,446/- (PY Rs. 5,85,266/-) which is inclusive of perquisites of Rs. 2,30,446/- (PY Rs. 1,23,266/-).
Interest received on allotment money, interest on Fixed Deposits with bankers and interest on Investments in SBI/IDBI Bonds is accounted for as and when received.
Excise Duty, Customs Duty & Octroi are accounted for as and when paid. Similarly bonus to employees is accounted at the time of payment.
Mar 31, 1995
The Company's contribution to the Gratuity Fund is towards premium on LIC's policy taken by the trustees of the fund to cover the Gratuity Liability. The company is liable to make further contribution in case funds in the hands of the trustees are not sufficient to meet the actual
claims of the employees.
The total amount of Managerial Remuneration paid to Managing Director and Whole Time Director is Rs.5,85,266/- (P.Y. Rs.4,93,2471-) which is inclusive of perquisites of Rs.1,23,266/- (P.Y. Rs.1 18,847/-).
Interest received on calls-in-arrears(allotment), Interest on Fixed Deposits with bankers and Interest on Investments in SBI/IDBI Bonds are accounted for as and when received.
Bonus Shares are allotted even on those shares on which calls are pending. However, such share certificates have not been forwarded to respective Shareholders.
Mar 31, 1994
Not Available.
Mar 31, 1993
1. The Company's contribution to the Gratuity Fund is towards premium on LIC's policy taken by the trustees of the fund to cover the Gratuity Liability. The Company is Liable to make further contributions in case funds in the hands of the trustees are not sufficient to meet the actual claims of the employees.
2. Interest receivable on calls-in-arrears (allotment) and Interest
on Fixed Deposits with bankers are accounted for as and when
received.
3. Excess Depreciation of Rs. 6,44,187/- on Plant & Machinery and
Rs. 15,135/- on Vehicles charged in earlier years has been written
back during the year.
4. Sundry Debtors:
Disturbed conditions in the State in December, 92/January, 93,
adversely affected the company's despatches and sales in those two
months. The deficit was more or less made up in February and March, 1993. But the payments for February and March, 1993 sales remained outstanding with the clients at the end of the year causing the sundry debtors to be high.
5. Sundry Creditors:
The raw material for Iran order was purchased with short term credit
from the suppliers. This, and the credit purchase of bought out
components caused the sundry creditors to be high at the end of the
year.
Mar 31, 1992
1. The Company's contribution to the Gratuity Fund is towards premium on LIC's policy taken by the trustees of the fund to cover the Gratuity Liability. The Company is Liable to make further contribution sin case of funds in the hands of the trustees are not sufficient to meet the actual claims of the employees.
2. The total amount of Managerial Remuneration paid to Managing Director and whole time Director is Rs. 3,03,769 which is inclusive of perquisites of Rs. 69,469.
3. Interest receivables on calls-in-arreas(allotment) and Interest on Fixed Seposits with bankers are accounted for as and when received.
Mar 31, 1991
Estimated amount of contracts remaining to be executed on
Capital Account and not provided for Rs NIL (Previous Year Rs
65,61,164) Advance paid Rs NIL (Previous Year Rs 11,08,000).
The Company;s contribution to the Gratuity fund is towards premium on LIC's Policy taken by the Trustees of the Fund to cover the Gratuity Liability. The Company is liable to make further contributions in case funds in the hands of the Trustees are not sufficient to meet the actual claims of the employees.
Interest receivable on calls-in-arrears (allotment) and Interest on Fixed Deposits with bankers are accounted for as and when received.
Mar 31, 1990
1. Estimated amount of contracts remaining to be executed on
Capital Account and not provided for Rs 65,61,164 Advance paid Rs 11,08,000.
2. The Company;s contribution to the Gratuity fund is towards premium on LIC's Policy taken by the Trustees of the Fund to cover the Gratuity Liability. The Company is liable to make further contributions in case funds in the hands of the Trustees are not sufficient to meet the actual claims of the employees.
3.Interest receivable on calls-in-arrears (allotment) will be accounted for as and when received.
4. The total amount of managerial Remuneration paid to Managing Director and Whole time Director is Rs. 2,37,305 which is inclusive of Rs. 35,165.
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