Notes to the Financial Statements For the year ended 31 March 2015 (Currency: Indian rupees in million) 1 Company Overview Hikal Limited ('Hikal' or 'the Company') was incorporated as a public limited Company on July 8,1988 having its registered office at 717/718, Maker Chamber V, Nariman Point, Mumbai 400 021. The Company is engaged in the manufacturing of various chemical intermediates, specialty chemicals, active pharma ingredients and contract research activities. The Company is operating in the crop protection and pharmaceuticals space. 2Significant Accounting Policies The accounting policies set out below have been applied consistently to the periods brsented in these financial statements. a. Basis of brparation of financial statements The accompanying financial statements have been brpared in compliance with Accounting standards brscribed in the Companies (Accounting Standards) Rules, 2006 which continue to apply under Section 133 of the Companies Act, 2013 (the Act') (to the extent notified), read with Rule 7 of the Companies (Accounts) Rules, 2014, and other generally accepted accounting principles (GAAP) in India, to the extent applicable, under the historical cost convention, on the accrual basis of accounting and other relevant provision of the Act.. b. Use of estimates The brparation of financial statements in conformity with GAAP in India requires management to make estimates and assumptions that affect the reported amounts of income, expenses, assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and expenses during the period reported. The estimates and assumptions used in the accompanying financial statements are based upon management's evaluation of the relevant facts and circumstances as of the date of the financial statements, actual results could differ from those estimates. Any revision to accounting estimates is recognised prospectively in the current and future periods, c. Current/Non-current classification The Schedule III to the Act requires all assets and liabilities to be classified as either current or non-current. An asset is classified as current when it satisfies any of the following criteria: (a) it is expected to be realised in, or is intended for sale or consumption in, the entity's normal operating cycle; (b) it is held primarily for the purpose of being traded: (c) it is expected to be realised within twelve months after the balance sheet date: (d) it is cash or a cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least twelve months after the balance sheet date. All other assets are classified as non-current. Liabilities A liability is classified as current when it satisfies any of the following criteria: (a) it is expected to be settled in, the entity's normal operating cycle: (b) it is held primarily for the purpose of being traded: (c) it is due to be settled within twelve months after the balance sheet date; or (d) the Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date. All other liabilities are classified as non-current. Operating cycle All assets and liabilities have been classified as current or non-current as per the Company's normal operating cycle and other criteria set out above which are in accordance with the revised Schedule III to the Act. Based on the nature of services and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current - non-current classification of assets and liabilities d. Fixed assets and capital work-in-progress Tangible assets Fixed assets, both tangible and intangible, are stated at cost of acquisition/construction or at revalued amount less accumulated debrciation and impairment, if any. Cost includes purchase price, taxes, duties, freight and other directly attributable expenses of bringing the assets to its working condition for the intended use. Borrowing costs and exchange gain/loss on long term foreign currency loans attributable to acquisition, construction of qualifying asset (i.e. assets requiring substantial period of time to get ready for intended use) are capitalised. Other br-operative expenses for major projects are also capitalised, where appropriate. Tangible fixed assets under construction are disclosed as capital work-in-progress. Advances paid for acquisition of fixed assets are disclosed under long term loans and advances. Intangible assets Intangible assets that are acquired by the Company are measured initially at cost. After initial recognition, an intangible asset is carried at its cost less any accumulated amortisation and any accumulated impairment loss. Subsequent expenditure is capitalised only when it increases the future economic benefits from the specific asset to which it relates. Debrciation and amortisation Debrciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value. Pursuant to the Act, being effective from 1 April 2014, the Company has revised the debrciation rates on fixed assets as per the useful life specified in Part 'C of Schedule II of the Act. Consequently, debrciation charge for the period from 1 April 2014 to 31 March 2015 is higher by '43.50 Millions due to change in the estimated useful life of certain assets wherein the opening carrying value as at 1 April 2014 is debrciated over the remaining useful life. Written down value of the assets with balance useful life Nil of '46.16 Million and corresponding deferred tax impact of 115.69 million has been adjusted to the in retained earnings as per the option exercised by the Company Debrciation on tangible fixed assets has been provided on the straight-line method as per the useful life brscribed in Schedule II to the Companies Act, 2013 except in respect of the following categories of assets, wherein the life of the assets has been assessed as under based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated technological changes, manufacturers warranties and maintenance support, etc: Plant and Machinery-Useful life of plant and machinery in factories are 9 to 13 years. Leasehold land is amortised over the duration of the lease. Till the brvious year ended 31 March 2014, debrciation on fixed assets was provided on straight line method in the manner and rates brscribed in Schedule XIV to the Companies Act, 1956. Assets acquired on hire purchase/finance lease are generally debrciated over the period of useful life of assets on a straight-line basis unless there is no reasonable certainty that the ownership of the asset would be obtained at the end of the agreement term. Where there is no reasonable certainty that the ownership of the asset would be obtained at the end of the agreement term such assets are debrciated over the shorter of the contract term or the asset's useful life in accordance with the Company's normal debrciation policy The additional debrciation charge on account of revaluation of fixed assets is sbrad over the balance useful life of the revalued assets. Upto brvious year ended on 31 March 2014, the additional charge of debrciation on account of revaluation was withdrawn from revaluation reserve and credited to the statement of profit and loss. During the current financial year, additional charge of debrciation on account of revaluation is debited to the statement of profit and loss and similar amount is withdrawn from revaluation reserve and credited to general reserve. Until 31 March 2012, in respect of accounting period commencing on or after 07 December 2006 and ended on or before 31 March 2011, further extended to period ending on or before 31 March 2012 and subsequently extended till period ended on or before 31 March 2020, consequent to the insertion of paragraph 46 of AS-11 The Effects of Changes in Foreign Exchange Rates', notified under the Companies (Accounting Standards) Rules, 2006, (as more fully explained in note 2.i), the cost of debrciable capital assets includes foreign exchange differences arising on translation of long term foreign currency monetary items as at the balance sheet date in so far as they relate to the acquisition of such assets. Debrciation on foreign exchange differences capitalised pursuant to para 46A of AS 11 'The Effects of Changes in Foreign Exchange Rates' vide notification dated 29 December 2011 by Ministry of Corporate Affairs (MCA), Government of India is provided over the balance useful life of debrciable capital assets. Asset individually costing upto Rs.5,000 are fully debrciated in the year of purchase. e. Impairment of assets In accordance with AS 28 'Impairment of Assets', the carrying amounts of the Company's assets are reviewed at each Balance Sheet date to determine whether there is any impairment. Impairment loss, if any, is provided to the extent, the carrying amount of assets exceeds their recoverable amount. Recoverable amount is higher of an asset's net selling price and its value in use. Value in use is the brsent value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end of its useful life. Impairment loss is recognised in the statement of profit and loss or against revaluation surplus, where applicable. If at the balance sheet date there is an indication that brviously assessed impairment loss no longer exists the recoverable amount is reassessed and the asset is reflected at the recoverable amount subject to maximum of debrciated historical cost. f. Investments Investments that are readily realisable and intended to be held for not more than a year from the date of acquisition are classified as current investments. All other investments are classified as long- term investments. However, part of long-term investments which is expected to be realised within 12 months after the reporting date is also brsented under 'current assets' as "current portion of long-term investment" in consonance with the current/ non-current classification scheme of Schedule III to the Act. Long-term investments (including current portion thereof) are carried at cost less any other-than-temporary diminution in value, determined separately for each individual investment. Current investments are carried at lower of cost and fair value. The comparison of cost and fair value is done separately in respect of each category of investments. Any reduction in the carrying amount and any reversals of such reductions are charged or credited to the statement of profit and loss. g. Inventories Raw material, packing material, stores, spares and consumables are valued at lower of cost and net realisable value. Work-in-progress and finished goods are valued at lower of cost and net realisable value. Cost is ascertained on weighted average method and in case of work-in-progress includes appropriate production overheads and in case of finished products includes appropriate production overheads and excise duty, wherever applicable. The Comparison of cost and net realisable value is made on an item by item basis. Provision is made for the cost of obsolescence and other anticipated losses, whenever considered necessary. h. Revenue recognition Revenue from sale of goods is recognised on transfer of all significant risks and rewards of ownership to the buyer, which coincides with the dispatch of goods from factory to the customers in case of domestic sales and is stated net of trade discount and exclusive of sales tax but inclusive of excise duty. Export sales are recognised based on date of bill of lading. Excise duty collected on sales is separately reduced from turnover. Interest income is recognised on time proportion basis. I ncome from services is accounted for when the services are rendered. i. Foreign currency transactions - Initial recognition Foreign currency transactions are recorded in the reporting currency, by applying to the foreign currency amount the exchange rate between the reporting currency and the foreign currency at the date of the transaction - Conversion Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction; and non-monetary items which are carried at fair value or other similar valuation denominated in a foreign currency are reported using the exchange rates that existed when the values were determined. - Exchange differences Exchange differences arising on the settlement of monetary items or on reporting Company's monetary items at rates different from those at which they were initially recorded during the year, or reported in brvious financial statements, are recognised as income or as expenses in the year in which they arise except for long term foreign currency liabilities and assets. Pursuant to the notification issued by the Ministry of Corporate Affairs dated 31 March, 2009, the Company has exercised the option available under the newly inserted paragraph 46 to the Accounting Standard AS-11 "The Effect of Changes in Foreign Exchange Rates" to adjust the exchange differences arising on long term foreign currency liabilities and assets to the cost of debrciable capital assets in so far as it relates to the acquisition of such assets and in other cases, by transfer to "Foreign currency monetary item translation difference reserve", to be amortised over the balance period of such long term foreign currency liabilities or 31 March 2020, whichever is earlier. j. Employee benefits a)Short term employee benefits: All employee benefits payable wholly within twelve months of rendering the service are classified as short-term employee benefits. These benefits include compensated absences such as paid annual leave. The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees is recognised during the year. b)Post employment benefits: Defined contribution plans A defined contribution plan is a post-employment benefit plan under which an entity pays specified contributions to a separate entity and has no obligation to pay any further amounts. The company makes specified monthly contributions towards Provident Fund and Employees State Insurance Corporation ('ESIC'). The Company's contribution is recognised as an expense in the statement of profit and loss during the period in which employee renders the related service. The Company makes contribution to the Superannuation Scheme, a defined contribution scheme, administered by Life Insurance Corporation of India, based on a specified percentage of eligible employees' salary Defined benefit plans The Company provides for gratuity, a defined benefit plan covering eligible employees. Liabilities with regard to the gratuity benefits payable, in future are determined by actuarial valuation by an independent actuary at each Balance Sheet date using the Projected Unit Credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation is measured at the brsent value of the estimated future cash flows. The discount rates used for determining the brsent value of the obligation under defined benefit plan are based on the market yields on Government securities as at the Balance Sheet date. When the calculation results in a benefit to the Company, the recognized asset is limited to the net total of any unrecognized actuarial losses and past service costs and the brsent value of any future refunds from the plan or reductions in future contributions to the plan. Actuarial gains and losses are recognized immediately in the statement of profit and loss. Gratuity for staff at Panoli plant is funded through group gratuity insurance scheme of the Life Insurance Corporation of India ('LIC'). Other long term employee benefits Compensated absences Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related services are recognised as a liability at the brsent value of the defined benefit obligation at the balance sheet date as determined by an independent actuary based on projected unit credit method. The discount rates used for determining the brsent value of the obligation under other long term employment benefits plan, are based on the market yields on Government securities as at the balance sheet date. k. Leases Leases under which the Company assumes substantially all the risk and rewards of ownership are classified as finance leases. Assets acquired under the finance leases are capitalised at fair value of the leased asset or brsent value of the minimum lease payments at the inception of lease, whichever is lower and included within fixed assets. Such assets are debrciated as per the debrciation policy for such assets stated in Note (d) above. Liabilities under finance leases less interest not yet charged are included under lease obligations in the financial statements. Finance charges are debited to the statement of profit and loss over the term of the contract so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased term, are classified as operating leases. Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term. l. Taxation Income Tax expense comprises current income tax (i.e. amount of tax for the year determined in accordance with income tax laws) and deferred tax charge or credit (reflecting the tax effect of timing difference between accounting income and taxable income for the year. The deferred tax charge or credit (reflecting the tax effects of timing differences between accounting income and taxable income for the period) and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax assets are recognized only to the extent there is reasonable certainty that the assets can be realized in future; however; where there is unabsorbed debrciation or carried forward loss under taxation laws, deferred tax assets are recognized only if there is a virtual certainty of realization of such assets. Deferred tax assets are reviewed at each balance sheet date and written down or written up to reflect the amount that is reasonably/virtually certain (as the case may be) to be realised. MAT credit is recognised as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. In the year in which the Minimum Alternative tax (MAT) credit becomes eligible to be recognised as an asset in accordance with the recommendations contained in guidance note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the statement of profit and loss and shown as MAT Credit Entitlement. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal Income Tax during the specified period. m. Research and Development Capital expenditure is shown separately under respective heads of fixed assets. Revenue expenses including debrciation are charged to the statement of profit and loss under the respective heads of expenses. n. Export incentives Export incentives principally comprises of Duty Drawback, Focus Market Scheme, Focus Product Scheme, Excise Duty rebate and other export incentive schemes. The benefits under these incentive schemes are available based on the guidelines formulated for respective schemes by the government authorities. These incentives are recognised as revenue on accrual basis to the extent it is probable that realisation is certain. o. Provisions and contingencies The Company creates a provision when there exists a brsent obligation as a result of a past event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a brsent obligation that may, but probably will not require an outflow of resources. When there is a possible obligation or a brsent obligation in respect of which likelihood of outflow of resources is remote, no provision or disclosure is made. Provision reviews at each balance sheet date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of resources would be required to settle the obligation, the provision is reversed. Contingent liabilities are disclosed for (i) Possible obligations which will be confirmed only by future events not wholly within the control of the Company or (ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of amount of the obligation cannot be made. Contingent Liabilities are not recognised but are disclosed in the notes. p. Earnings per share (EPS) Basic EPS is calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. Diluted EPS is calculated using the weighted average number of equity and dilutive equity equivalent shares outstanding during the year except where the result would be anti dilutive. q. Cash and cash equivalents Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term investments/deposit with a original maturity of three months or less. r. Proposed Dividend Dividend recommended by the Board of directors is provided for in the accounts, pending approval at the Annual General Meeting. 2 During the brvious year ended 31 March 2014, the Company at its extra ordinary general meeting held on May 17, 2013 decided to cancel / rescind the ESOP Scheme. Consequently, Rs. 330.56 million in the trust was received by the Company and accounted as other income in brvious year. 3 Loans and advances in the nature of loans given to subsidiary as per clause 32 of the listing agreement - Hikal International B.V Rs. 9.07 millions (RY: Rs. 7.95 millions) [Maximum amount outstanding during the year Rs.9.07 millions (RY: Rs.7.95 millions)] 4 Dues relating to Investor Education and Protection Fund There are no dues, which needs to be credited as at the year end to the Investor Education and Protection Fund 5 As per Section 135 of the Companies Act, 2013, a CSR committee has been formed by the Company. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation and rural development projects 6. The brvious year's financial statements were audited by a firm of Chartered Accountants other than M/s B S R & Co. LLP 7 Information with regard to other matters, as required by Schedule III to the Act is either nil or not applicable to the Company for the year. As per our report of even date attached Chartered Accountants Firm's Registration No: 101248W/W-100022 Aniruddha Godbole Partner Membership No: 105149 For and on behalf of the Board of Directors of Hikal Limited CIN: L24200MH1988PTC048028 Jai Hiremath Chairman & Managing Director- DIN: 00062203 Kannan K. Unni Director- DIN: 00227858 Sham Wahalekar Chief Financial Officer & Company Secretary- Membership No: 8745 Mumbai 5 May 2015 |