1. Loans from State Government includes :
[i] Interest Free Loans granted by U.P. Financial Corporation (UPFC)
under Audyogik Nivesh Protshahan Yojna Scheme are secured by way of
First Charge on the Fixed Assets of the respective Units of the
Company. The same is repayable witin 10 years from the year in which it
is received, repayment will commence from F.Y. 2017-18.
[ii] Interest free loan granted by DIC, Panipat, Haryana is secured
against BG. The same is repayable within 5 years from the year in which
it is received, repayment will commence from F.Y. 2014-15.
2. Advances from Clients includes loan granted by Client for purchase
of Plant & Machinery for the Contract on Hypothecation of Construction
Material and Plant & Equipment.
3. Details of Foreign Currency Convertible Bonds (Unsecured) at Note
No.4[II]A are given as under :
[a] The Company had issued 1,65,000 Nos 0.50% Foreign Currency
Convertible Bonds [FCCB-II] of Euro 1000 each aggregating to Euro 165
Million at par on 09.03.2006. These Bonds are convertible at the option
of bond-holders into equity shares of Rs. 10/- each fully paid at the
conversion price of Rs. 558.773 per share, subject to the terms of issue,
with a fixed rate of exchange of Rs. 53.599 equal to Euro 1.00 at any
time on or after 19.04.2006 and prior to the close of business on
02.03.2013. Post split of the Equity Shares of Rs. 10/- each into 5
Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one
equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as
on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs.
2/- each at the conversion price of Rs. 74.5031 per share.
1451 FCCBs of Euro 1,000 each were reedeemed on 09.04.2011 (Previous
Year 2500 FCCBs of Euro 1,000 each were converted into 17,98,549 Equity
Shares of Rs. 2/- each on 05.08.2010).
255 FCCBs of Euro 1,000 each [Previous Year 1,706] were outstanding as
on 31.03.2012. Upon conversion of the outstanding Bonds into Equity
Shares, the Share Capital of the Company will increase by 1,83,452
Equity Shares of Rs. 2/- each.
Unless previously converted, the bonds are redeemable at maturity on
09.03.2013 at a premium of 32.071%; representing a YTM of 4.50% p.a.
[value as on 31.03.2012 is Euro 1271.914 (Previous Year Euro 1222.001)
per Bond]. A reserve aggregating to Rs. 48 Lakhs (Previous Year Rs. 242
Lakhs) upto 31.03.2012 has been created for the redemption premium on
outstanding FCCBs.
[b] The Company has issued 4,00,000 Zero Coupon Foreign Currency
Convertible Bonds [FCCB-III] of USD 1,000 each aggregating to USD 400
Million at par on 11.09.2007. These Bonds are convertible at the option
of bond-holders into equity shares of Rs. 10/- each fully paid at the
conversion price of Rs. 1,238.78 per share, subject to the terms of
issue, with a fixed rate of exchange of Rs. 40.35 equal to USD 1.00 at
any time on or after 22.10.2007 and prior to the close of business on
05.09.2012. Post split of the Equity Shares of Rs. 10/- each into 5
Equity Shares of Rs. 2/- each on 26.12.2007 and post bonus issue of one
equity share of Rs. 2/- each against two equity shares of Rs. 2/- each as
on 19.12.2009, the Bonds are/will be converted into Equity shares of Rs.
2/- each at the conversion price of Rs. 165.1707 per share.
No conversion has taken place during F.Y. 2011-12 (Previous Year Nil).
FCCBs of USD 354.475 Million (Previous Year USD 354.475 Million) were
outstanding as on 31.03.2012. Upon conversion of the Bonds into Equity
Shares, the Share capital of the Company will increase by 8,65,95,663
Equity shares of Rs. 2/- each.
Unless previously converted, the bonds are redeemable at maturity on
12.09.2012 at a premium of 47.701%; representing a YTM of 7.95% p.a.
[value as on 31.03.2012 is USD 1,42,681.717 (Previous Year USD
1,31,980.712) for a principle amount of USD 1,00,000]. A reserve
aggregating to Rs. 77963 Lakhs (Previous Year Rs. 51172 Lakhs) upto
31.03.2012 has been created for the redemption premium on outstanding
FCCBs.
5. Jaypee Infratech Limited has provided a letter of Comfort to
ICICI Bank UK Plc and ICICI Bank Canada for the financial assistance of
GBP 34.84 Million (equivalent to USD 50 Million) and CAD 61.625 Million
(equivalent to USD 50 Million) respectively.
6. Unsecured Loan taken from Banks at Note No.4[II]C is Loan taken
from SIDBI in foreign currency [Amount Outstanding Rs. 23772 Lakhs]
repayable in 14 equal half yearly instalments from 30.06.12 to
30.12.2018.
7. The Company accepts Fixed Deposit under Fixed Deposits Scheme from
Public which are repayable in one year, two year and three years.
8.The Working Capital facilities [both Fund and Non Fund] availed
from the Consortium member Banks with Canara Bank, as Lead, are secured
by way of first charge ranking pari passu on Current Assets i.e.
Hypothecation of Stocks of Raw Materials, Work-in-Progress,
Stock-in-Process, Finished Goods, Stores & Spares and Book Debts and
2nd charge on the Fixed Assets of the Company [except pertaining to
Wind Power, Real Estate Division and Fixed assets specifically charged
to State Government /State Financial Institutions for availing interest
free loans etc., and other assets specifically charged on specific
loans.
9. Maximum balance of Commercial Papers outstanding during the year Rs.
100000 Lakhs [Previous Year Rs. 150000 Lakhs].
NOTE No. 10
The Trusts are holding 18,93,16,882 Equity Shares [Previous Year
18,93,16,882] of Rs. 2/- of Jaiprakash Associates Limited, the sole
beneficiary of which is the Company. [The Market Value of Shares held
in Trusts is Rs. 154672 Lakhs (Previous Year Rs. 175686 Lakhs)]
NOTE No.11
All Investments are Non-trade Investments.
NOTE No.12
Since the Market Rate of Saket Project Limited was not available in any
of the Stock Exchanges, Market Value has been considered equivalent to
Face Value.
NOTE No.13
Jaypee Karcham Hydro Corporation Limited merged with Jaiprakash Power
Ventures Limited w.e.f. 01.04.2010, shares on merger credited during
F.Y. 2011-12.
"20.2" Cash-in-hand and Balances with Non Scheduled Banks in Foreign
Currency includes Iraqi Dinars 27,377 Million equivalent to Rs. 10 Lakhs
which are not available for use by the Company.
NOTE No.14
Pursuant to the Scheme sanctioned by Hon'ble High Court of Judicature
at Allahabad u/s 391/394 of the Companies Act,1956 on 9th April, 2012,
(i) South Cement Undertaking, (ii) West Cement Undertaking , (iii)
Asbestos Undertaking, (iv) Heavy Engineering Works undertaking & (v)
Foundry Undertaking stand demerged and transferred to and vested in the
Transferee Company i.e.Jaypee Cement Corporation Limited [100%
subsidiary of the Company]. Accordingly, all Assets and Liabilities of
the above said Undertakings have been transferred w.e.f Appointed date
i.e. April 1st, 2011 and the Scheme has come into effect from April
18th, 2012 on filing of the Scheme with the Registrar of Companies.
With effect from the Appointed date, all the business undertakings,
assets, liabilities, rights and obligations of each of the Demerged
Undertakings stood transferred to and vested in the Transferee Company
for a net consideration of Rs. 4030.98 crores.
With effect from the Appointed date all the businesses and activities
carried on by the abovesaid Demerged undertakings of the Transferor
Company is in trust for and for the benefit of the Transferee Company.
Thus, the Profit or Income accruing or arising in respect of Demerged
Undertakings or expenditure or losses arising or incurred by them from
the Appointed date are treated as profit or income or expenditure or
loss as the case may be of the Transferee Company. The Scheme has
accordingly been given effect to in these Accounts.
NOTE No.15 As at As at
31.03.2012 31.03.2011
Rs. Lakhs Rs. Lakhs
Contingent Liability not
provided for in respect of:
[a] Claims against the Company /
Disputed Liability [including
Tax] not acknowledged as 178,347 139,487
debts
Amount deposited under Protest 42,745 25,934
Bank Guarantee deposited under
Protest [included in (b) below] 14,945 14,953
Indemnity Bond - 1,638
[b] Outstanding amount of
Bank Guarantees 163,927 136,673
Margin Money deposited
against the above 884 1,322
The Outstanding Amount of
Bank Guarantees as at
31.03.2012 do not include Bank
Guarantees given for Demerged
undertakings amounting Rs
2326 Lakhs
[c] Income Tax matters under appeal 4,082 400
[a] Estimated amount of Contracts
remaining to be executed on capital
account and not 58,119 132,091
provided for (net of advances)
[b] Outstanding Letters of Credit 36,178 57,414
Margin Money deposited against
the above 2 8
The Outstanding Letter of Credit as at 31.03.2012 do not include Bank
Guarantees given for Demerged undertakings amounting Rs. 805 Lakhs
[c] The Company has imported Capital Goods under Export Promotion
Capital Goods Scheme [EPCG], where-under the Company is required to
fulfill export obligation/deemed exports amounting to Rs. 24468 Lakhs
[Previous Year Rs. 24468 Lakhs] till 31.03.2015. The Liability amounting
to Rs. 4826 Lakhs [Previous Year Rs. 4826 Lakhs] on account of custom duty
may arise alongwith interest @15% p.a., in the event of non-fulfillment
of export obligation.
[b] Securities for Subsidiaries:
[i] 134,24,09,231 Equity Shares of Rs. 10/- each fully paid-up [Previous
Year 108,37,00,000 Equity Shares] of Jaiprakash Power Ventures Limited
[JPVL] are pledged as collateral security for the financial assistance
granted by Lenders to JPVL for specific projects.
[ii] The Company has given letter of Comfort to ICICI Bank for Non
Convertible Debentures amounting Rs. 198257 Lakhs [Previous Year Rs. 198257
Lakhs] issued by Jaiprakash Power Ventures Limited.
[iii] Nil Equity Shares of Rs. 10/- each fully paid-up [Previous Year
27,75,00,000 Equity Shares] of Jaypee Karcham Hydro Corporation Limited
[JKHCL] [merged with Jaiprakash Power Ventures Limited w.e.f
01.04.2010] are pledged with ITSL as collateral security for financial
assistance granted by Lenders to JKHCL.
[iv] The Company has pledged 36,78,00,000 Equity Shares of Rs. 10/- each
fully paid-up [Previous Year 36,78,00,000 Equity Shares] of Jaypee
Infratech Limited (JIL) (Subsidiary Company) with IDBI Trusteeship
Services Limited (ITSL) (Trustee) and executed non disposal undertaking
for further 25,74,60,000 Equity Shares [25,74,60,000 Equity Shares] of
JIL held by the Company in favour of ITSL as collateral security for
the financial assistance to JIL.
[v] 6,02,25,900 Equity Shares of Rs. 10/- each fully paid-up [Previous
Year 6,02,25,900 Equity Shares] of Himalyan Expressway Limited [HEL]
held by the Company are pledged as collateral security for financial
assistance granted by the Lenders to HEL.
[vi] 15,20,00,000 Equity Shares of Jaypee Sports International Limited
[JPSI] pledged as collateral security for financial assistance granted
to JPSI on issuance of Compulsory Convertible Debentures.
NOTE No.16
The Company has pledged 20,35,000 Equity Shares held in Delhi Gurgaon
Super Connectivity Limited to HUDCO as Security for Loans granted by
Lenders to Delhi Gurgaon Super Connectivity Limited.
NOTE No.17
Letter of Credit facility taken from Axis Bank Limited - Rs. 10000 Lakhs
is secured by way of Subservient charge on the Current Assets of the
Company.
NOTE No.18
In the opinion of Board of Directors, Assets other than Fixed Assets
and Non-Current Investments have a value on realisation in the ordinary
course of business at least equal to the amount at which they are
stated in the Balance Sheet.
NOTE No.19
[a] The Provision for Taxation made in the Statement of Profit & Loss
includes Rs. 45 Lakhs [Previous Year Rs. 40 Lakhs] towards Provision for
Wealth Tax Expense for the year.
NOTE No.20
Other Payables shown under the head "Other Current Liabilities" include
Book Overdraft of Rs. 1701 Lakhs [Previous Year Rs. 858 Lakhs].
NOTE No.21
Disclosure as required under Notification No.G.S.R.719 [E] dated 16th
November, 2007 issued by the Department of Corporate Affairs [as
certified by the Management]:
NOTE No.22
Balances of some of the Trade Receivables, Trade Payables, Loans &
Advances are subject to reconciliation / confirmation from the
respective parties. The Management does not expect any material
difference affecting the Financial Statements for the year.
NOTE No.23
[a] In compliance of Accounting Standard-2 [Revised], the Company has
provided liability of Excise Duty amounting to Rs. 1412 Lakhs [Previous
Year Rs. 3784 Lakhs] on the stocks of Finished Goods lying at Works.
However, there is no impact on the profit for the current year.
[b] The Excise Duty of Rs. (1981 Lakhs) [Previous Year Rs. 2590 Lakhs]
related to difference between Closing and Opening Stock has been
debited in the Statement of Profit & Loss.
NOTE No.24
The External Commercial Borrowings [ECBs] outstanding as on 31.03.2012
of JPY 13493.025 million , USD 32.50 million, USD 15.31 million, JPY
655.41 million, GBP 34.84 million and CAD 61.625 million are hedged in
respect of coupon as well as repayment. Hedging of JPY to USD in
respect of JPY 655.41 million yet to be done.
As on 31.03.2012, the Company has outstanding exposure of Euro 0.255
Million [unhedged] against Foreign Currency Convertible Bonds [FCCB-II]
[Previous Year Euro 1.706 Million] and USD 354.475 Million against
Foreign Currency Convertible Bonds [FCCB-III] (Previous Year USD
354.475 Million) (USD 250 Million hedged ,balance unhedged) pending
conversion into Equity Share Capital.
NOTE No.25
Related Parties disclosures, as required in terms of "Accounting
Standard [AS] 18" are given below:
Relationships
[a] Subsidiary Companies [including their subsidiaries]:
[i] Jaiprakash Power Ventures Limited
[ii] Jaypee Infratech Limited
[iii] Himalyan Expressway Limited
[iv] Jaypee Ganga Infrastructure Corporation Limited
[v] Jaypee Sports International Limited
[vi] Jaypee Agra Vikas Limited
[vii] Jaypee Cement Corporation Limited [w.e.f. 22.02.2011]
[viii] Jaypee Fertilizers & Industries Limited [w.e.f. 03.06.2010]
[ix] Himalyaputra Aviation Limited [w.e.f. 23.07.2011]
[x] Jaypee Assam Cement Limited [w.e.f. 30.08.2011]
[xi] Sangam Power Generation Company Limited [subsidiary of Jaiprakash
Power Ventures Limited]
[xii] Prayagraj Power Generation Company Limited [subsidiary of
Jaiprakash Power Ventures Limited]
[xiii] Jaypee Meghalaya Power Limited [w.e.f. 26.08.2010] [subsidiary
of Jaiprakash Power Ventures Limited]
[b] Joint Venture Subsidiaries :
[i] Bhilai Jaypee Cement Limited
[ii] Bokaro Jaypee Cement Limited
[iii] Gujarat Jaypee Cement & Infrastructure Limited
[iv] Jaypee Powergrid Limited [Joint Venture Subsidiary Company of
Jaiprakash Power Ventures Limited]
[v] Jaypee Arunachal Power Limited [Joint Venture Subsidiary Company of
Jaiprakash Power Ventures Limited]
[vi] Madhya Pradesh Jaypee Minerals Limited [till 02.03.2011]
[c] Associate Companies:
[i] Jaypee Infra Ventures [A Private Company with unlimited liability]
[ii] Jaypee Ventures Private Limited [merged with Jaypee Infra Ventures
at SL No (i) above]
[iii] Jaypee Development Corporation Limited
[iv] Jaiprakash Kashmir Energy Limited
[v] JIL Information Technology Limited
[vi] Gaur & Nagi Limited
[vii] Indesign Enterprises Private Limited
[viii] Sonebhadra Minerals Private Limited
[ix] RPJ Minerals Private Limited
[x] Jaiprakash Agri Initiatives Company Limited
[xi] Tiger Hills Holiday Resort Private Limited
[xii] Anvi Hotels Private Limited
[xiii] Sarveshwari Stone Products Private Limited
[xiv] Rock Solid Cement Limited
[xv] Jaypee International Logistics Company Private Limited
[xvi] Jaypee Hotels Limited
[xvii] Jaypee Mining Venture Private Limited
[xviii] Ceekay Estates Private Limited
[xix] Jaiprakash Exports Private Limited
[xx] Bhumi Estate Developers Private Limited
[xxi] PAC Pharma Drugs and Chemicals Private Limited
[xxii] Jaypee Technical Consultants Private Limited
[xxiii] Jaypee Uttar Bharat Vikas Private Limited [Joint Venture]
[w.e.f. 21.06.2010]
[xxiv] Kanpur Fertilizers & Cement Limited [Joint Venture] [w.e.f.
26.09.2010]
[xxv] Madhya Pradesh Jaypee Minerals Limited [w.e.f. 03.03.2011][Joint
Venture]
[xxvi] MP Jaypee Coal Limited [Joint Venture]
[xxvii] MP Jaypee Coal Fields Limited [Joint Venture]
[xxviii] GM Global Mineral Mining Private Limited
[xxix] Andhra Cements Limited [w.e.f. 10.02.2012]
[d] Key Management Personnel:
[i] Shri Manoj Gaur, Executive Chairman & C.E.O.
[ii] Shri Sunil Kumar Sharma, Executive Vice Chairman
[iii] Shri Sarat Kumar Jain, Vice Chairman
[iv] Shri Sunny Gaur, Managing Director [Cement]
[v] Shri Pankaj Gaur, Joint Managing Director [Construction]
[vi] Shri Shyam Datt Nailwal, Director [Finance]
[vii] Shri Ranvijay Singh, Whole time Director
[viii] Shri Ravindra Kumar Singh, Whole time Director
[ix] Shri Rahul Kumar, Whole time Director & C.F.O.
[e] Relatives of Key Management Personnel, where transactions have
taken place
[i] Shri Jaiprakash Gaur
[ii] Shri Nanak Chand Sharma
[iii] Shri Gyan Prakash Gaur
[iv] Shri Suresh Kumar
[v] Shri Pawan Kumar Jain
[vi] Shri Sameer Gaur
[vii] Smt Rita Dixit
[viii] Shri Sachin Gaur
[ix] Shri Raj Kumar Singh
[x] Shri Praveen Kumar Singh
[xi] Shri Naveen Kumar Singh
[xii] Smt. Manju Sharma
[xiii] Smt Neha Goyal
NOTE No.26
(a) Provident Fund - Defined Contribution Plan
All employees are entitled to Provident Fund benefits. Rs. 2,758 Lakhs
[Previous Year Rs. 2,655 Lakhs] has been debited in the Statement of
Profit & Loss during the year.
(b) Gratuity and Leave encashment
Defined Benefit Plans - Provision made as per actuarial valuation. The
Company has a Trust namely Jaiprakash Associates Employees Gratuity
Fund Trust to manage funds towards Gratuity Liability of the Company.
SBI Life Insurance Company Limited and ICICI Prudential Life Insurance
Company Limited has been appointed for management of the Trust Fund for
the benefit of the employees.
NOTE No.27
For the purpose of Regulation 3[e][i] of the Securities and Exchange
Board of India [Substantial Acquisition of Shares and Takeovers]
Regulations, 1997, the "Group" constituted Shri Jaiprakash Gaur, his
associates and Companies as disclosed to Stock Exchanges from time to
time which include Jaiprakash Associates Limited (JAL), its
Subsidiaries given under Note No.51(a) & (b) above, its Associates
given under Note No.51(c) above and Siddharth Utility Private Limited.
These Regulations have now been substituted by Securities and Exchange
Board of India [Substantial Acquisition of Shares and Takeovers]
Regulations, 2011,
NOTE No.28
The Free-hold Land [Agricultural] purchased by the Company for Rs. 3
Lakhs measuring 7 Bighas at Rangpuri, New Delhi had been notified for
acquisition U/s 4 & 6 of the Land Acquisition Act. The Company's claim
for compensation is pending settlement.
NOTE No.29
Figures for the previous year have been regrouped/recast/rearranged
wherever considered necessary to conform to this year's classification
in accordance with revised Schedule VI.
NOTE No.30
All the figures have been rounded off to the nearest lakh