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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 532548ISIN: INE348B01021INDUSTRY: Plywood/Laminates

BSE   ` 638.10   Open: 640.20   Today's Range 635.75
644.70
+1.60 (+ 0.25 %) Prev Close: 636.50 52 Week Range 497.45
849.35
Year End :2023-03 

(vi) The Company has reviewed its income tax treatments in order to determine whether they could have an impact on the financial statements and concluded that it has no material impact on the Company's financial statements. As a practice, where the interpretation of income tax law is not clear, management relies on the some or all of the following factors to determine the probability of its acceptance by the tax authority:

• Strength of technical and judicial argument and clarity of the legislation;

• Past experience related to similar tax treatments in its own case;

• Legal and professional advice or case law related to other entities. After analysing above factors for each of such uncertain tax treatments, where the Company expects that the probability to sustain its position on ultimate resolution of such uncertain tax treatment is remote, the Company ensures that such uncertain tax positions are adequately provided for in the Company's financial Statements.

12. Equity Share Capital (contd.)

e) Terms/Rights attached to the Equity Shares

The company has only one class of equity shares having par value of H1/- per share. Each holder of equity shares is entitled to one vote per share.

The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the Annual General Meeting, except in case of interim dividend.In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts in proportion to their shareholdings.

f) The Company does not have any Holding/ Ultimate Holding Company. As such, no shares are held by them or their Subsidiaries/ Associates

g) There are NIL ( Previous year NIL) shares reserved for issue under option and contracts/commitment for the sale of shares/ disinvestment.

h) During the period of five years immediately preceding the reporting date:

i. No shares were issued for consideration other than cash

ii. No bonus shares were issued

iii. No shares were bought back

i) There are NIL (Previous year NIL) securities convertible into Equity/ Preference Shares.

j) There are NIL (Previous year NIL) calls unpaid including calls unpaid by Directors and Officers as on the balance sheet date.

k) No shares were forfeited during the year or during the previous year 1,38,000 equity shares of H10/-each (post split 13,80,000 equity shares of H1 each) on which H3.54 lacs had been paid up, were forfeited in the year 2001-2002

Amalgamation Reserve:- This reserve was created on amalgamation of Shyam Century Ferrous Limited with the company during the financial year 2005-2006

Securities Premium:- This Securities Premium had been created on issue of shares by way of public issue and right issue

General Reserve:-General reserve is created from time to time by way of transfer of profits from retained earnings for appropriation purpose. General reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income.

Capital Redemption Reserve:- This reserve was created upon redemption of preference shares by company in FY 2012-2013

Retained Earnings:- Amount of retained earnings represents accumulated profit and losses of the Company as on reporting date. Such profits and losses are after adjustment of payment of dividend, transfer to any reserves as statutorily required and adjustment for remeasurement gain loss on defined benefit plan.

(a) Foreign currency term loan of H NIL (31st March, 2022 : H1594.56 Lacs) carries interest @6 months SOFR 1.30% p.a (31st March, 2022 @6 months SOFR 1.30% p.a.). The loan is repayable in 16 quarterly installments by 31st March, 2023 and is secured/to be secured by 1st charge on all the fixed assets pertaining to the Plywood Unit at Bishnupur, West Bengal on pari passu basis with other term lenders.

(b) Foreign currency term loan of H NIL Lacs (31st March, 2022 : H852.86 lacs) carries interest @ 6 Months SOFR 1.25% p.a. (31st March, 2022 @ 6 Months SOFR 1.25% p.a.). The Loan is repayable in 16 equal quarterly instalments commencing from January 2019 & ending by October 2022 and is secured/to be secured by 1st charge on all the Fixed Assets of the Plywood Unit at Bishnupur West Bengal on pari passu basis with other term lenders.

(c) Auto,Car/Vechicle loans are secured by hypothecation of the assets purchased there against and carry interest between 7.25% p.a to 8.50% p.a (7.25% to 9.05%p.a)

a) Cash Credit and Buyer's Credit from banks amounting to H10090.42 lacs (31st March, 2022 : H6826.79 lacs ) are secured by way of first charge on current assets (both present and future) of the company.

b) Buyer's Credit for Capex from banks amounting to H7295.07 lacs (31st March, 2022 : H5580.54 lacs ) are secured by way of 1st charge on all the Fixed Assets of the Unit located at Bishnupur West Bengal on pari passu basis with other term lenders.

c) The cash credit is repayable on demand and carries interest @ 6.05% to 9.65% (31st March,2022 : 6.05% to 7.40% ) p.a.

d) Buyers credit carries interest @ SOFR plus 0.25% to 0.65% (2021-22 : 0.45% to 1.99%) p.a. for raw-materials and @ SOFR plus 0.75% to 0.90% (2021-22 : 0.25% to 0.77%) p.a. for capital expenditure and is repayable in 90-180 days.

e) Rate of Interest for Packing Credit is 2.08% to 6.55% p.a (2021-22 : 1.05% to 4.65% p.a.)

32. Gratuity and Other Post Employment Benefit Plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service is entitled to Gratuity on terms not less favourable than the provisions of The Payment of Gratuity Act, 1972. The scheme is funded with an insurance company.

The Company also extends benefit of compensated absences to the employees, whereby they are eligible to carry forward their entitlement of earned leave for encashment upon retirement/separation. This is an unfunded plan.

The following tables summarise the components of net benefit expense recognised in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the Post - retirement benefit plans.

(ii) Contingent Liabilities

(H in Lacs)

Demands/Claims by various Government Authorities and Others not

As on

As on

acknowledged as Debt:

31st March, 2023

31st March, 2022

Excise Duty/Service Tax [Amount deposited : H51.82 Lacs(PY. H51.82 Lacs)]

894.98

978.12

Sales Tax / VAT*[Amount deposited : H1.19 Lacs(PY. H1.38 Lacs)]

31.16

33.03

Income Tax

1,452.57

1,428.58

Channel Financing to Dealers & Distributors**

832.89

960.21

Un-Redeemed Bank Guarantees

699.43

739.14

Corporate Guarantee for Subsidiaries

30,000.00

-

* Contingent amount includes tax amount and interest quantified in the assessment order.

** Reported to the extent balance outstanding amounting to H3,615.60 Lacs (PY. H5,004.00 Lacs) against Guarantees issued.

34. Capital Management

The Company's objective to manage its capital is to ensure continuity of business while at the same time provide reasonable returns to its various shareholders but keep associated cost under control. In order to achieve this, requirement of capital is reviewed periodically with reference to operating and business plans that take into account capital expenditure and strategic investments. Apart from internal accrual, sourcing of capital is done through judicious combination of equity and borrowing, both the short term and long term. Net debt (total borrowing less current investment and cash & cash equivalent) to equity ratio is used to monitor capital. No changes were made to the objective, policies or process for managing capital during the year ended 31st March, 2023 and 31st March, 2022.

40. Financial Risk Management-Objectives and Policies

The Company's financial liabilities comprise long term borrowings, short term borrowings, capital creditors, trade and other payables. The main purpose of these financial liabilities is to finance the Company's operations. The Company's financial assets include trade and other receivables, cash and cash equivalents, investment in subsidiaries at cost and deposits.

The Company is exposed to market risk and credit risk. The Company has a Risk management policy and its management is supported by a Risk management committee that advises on risks and the appropriate risk governance framework for the Company. The audit committee provides assurance to the Company's management that the Company's risk activities are governed by appropriate policies and procedures and that risks are identified, measured and managed in accordance with the Company's policies and risk objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

(i) 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 risk of interest rate, currency risk and other price risk, such as commodity price risk and equity price risk. Financial instruments affected by market risk include FVTPL investments.

a. Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities. The Company has a treasury department which monitors the foreign exchange fluctuations on the continuous basis and advises the management of any material adverse effect on the Company.

(ii) Credit Risks

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables).

The Company implements a credit risk management policy under which the Company only transacts business with counterparties that have a certain level of credit worthiness based on internal assessment of the parties, financial condition, historical experience, and other factors. The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The Company has established a credit policy under which each new customer is analysed individually for creditworthiness.

Trade receivables

An impairment analysis is performed at each reporting date on an individual basis for all the customers. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on credit losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of trade receivables disclosed in Note 10 as the Company does not hold collateral as security. The Company has evaluated the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and industries.

Refer note no 10 for ageing of trade receivable as of 31st March, 2023 and 31st March, 2022.

No significant changes in estimation techniques or assumptions were made during the reporting period.

Credit risk also arises from transactions with financial institutions, and such transactions include transactions of cash and cash equivalents, various deposits, and financial instruments such as derivative contracts. The Company manages its exposure to this credit risk by only entering into transactions with banks that have high ratings. The Company's treasury department authorizes, manages, and oversees new transactions with parties with whom the Company has no previous relationship.

Furthermore, the Company limits its exposure to credit risk of financial guarantee contracts by strictly evaluating their necessity based on internal decision making processes, such as the approval of the board of directors.

(iii) Liquidity Risk

The Company's objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements at all times. The Company relies on a mix of borrowings and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium/ long term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure it has sufficient cash to meet operational needs. Besides, it generally has certain undrawn credit facilities which can be accessed as and when required; such credit facilities are reviewed at regular intervals. Thus, no liquidity risk is perceived at present.

42 . The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on 13th November, 2020, and has invited suggestions from stakeholders which are under active consideration by the Ministry. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period when the Code becomes effective.

44. Leases

a) The Company has lease contracts for land. The Company's obligations under leases are secured by the lessor's title to the leased assets.

b) The Company has elected to apply IND AS 116 to its leases with modified retrospective approach. Under this approach, the company has recognised lease liabilities and corresponding right of use assets. In the statement of profit and loss for the year ended, depreciation expenses on right of use assets and finance cost for interest accrued on such lease liability has been recognized.

f) The weighted average incremental borrowing rate of 10% has been applied to lease liabilities recognised in the Balance Sheet.

45. Charity and Donations includes H200.00 Lacs (PY.:H100.00 Lacs) paid to political parties.

46. During the year the company has disposed of its entire investment in its 100% owned foreign subsidiary Centuryply Myanmar Private Limited and incurred a loss of H4,925.09 Lacs. The said subsidiary was running a unit in Myanmar for procuring timber from local sources and converting same to veneer, which is raw material for manufacturing plywood. Thus unit was meant for ensuring quality raw-material supply for company's plywood units in India. However due to political disturbances and adverse business situation in Myanmar the subsidiary had to close down its operations and entire investment in subsidiary is disposed off.

47. The Scheme of Arrangement between the Company and Century Infra Limited and their shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013, and rules framed thereunder (“Scheme of Arrangement” or “Scheme”) was approved by the Board of Directors of the Company at their meeting on 20th July, 2022. The Scheme, inter alia, provides for transfer of the Container Freight Station Services Undertaking (as defined in the Scheme) from the Company to Century Infra Limited, a wholly owned subsidiary of the Company, as a going concern on slump sale basis for a lump sum consideration on the terms and conditions as detailed in the Scheme. The Appointed Date for the Scheme is 1st April, 2022.

The Company received the Observation Letter dated 10th October, 2022 from both the Stock Exchanges i.e. BSE Limited and National Stock Exchanges of India Limited whereby the exchanges have given their in-principal approval with ‘No adverse observations' / ‘No Objection' remarks on the Scheme. Upon receipt of Observation Letter from Stock Exchanges, the Scheme was filed with National Company Law Tribunal, Kolkata Bench (NCLT). Pursuant to the NCLT Order dated 10th February 2022, respective meetings of Shareholders and Unsecured Creditors of the Company were held on 20th March, 2023 whereby the Scheme was approved with requisite majority.

The Company petition for sanctioning the Scheme has been filed with the Hon'ble NCLT, Kolkata Bench and is subject to requisite statutory and regulatory approval. Pending such approvals, no accounting effect of the above-mentioned Scheme has been given in the financial statements for the year ended 31st March, 2023.

48. Additional disclosures relating to the requirement of revised Schedule III.

(i) No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Century Plyboards (India) Limited has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(iii) Century Plyboards (India) Limited has complied with the number of layers prescribed under the Companies Act, 2013.

(iv) There is no undisclosed income under the Income Tax Act, 1961 for the year ending 31st March, 2023 and 31st March, 2022 which needs to be recorded in the books of account.

(v) Century Plyboards (India) Limited has not traded or invested in crypto currency or virtual currency during the current or previous year.

(vi) The borrowings obtained by the company from banks and financial institutions have been applied for the purposes for which such loans were taken.

(vii) There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

(ix) During the year ended 31st March, 2023 the Company has provided Loans to 3 subsidiaries amounting to H19073 Lacs (H2089.77 Lacs), which is repayable on demand total amount outstanding on 31st March, 2023 is H10874 Lacs (H NIL) which represent 97.75% (NIL) of the total Loans.

(x) As explained in note no.47 the Company has filed a company petition with Hon'ble National Company Law Tribunal (NCLT), Kolkata Bench on 31st March, 2023 with respect to the Scheme of Arrangement between the Company (‘Transferor Company') and its wholly owned subsidiary i.e. Century Infra Limited (‘Transferee Company') and their respective shareholders and creditors which is pending for approval by the Hon'ble NCLT. The financial statements of the Company have been prepared without giving impact of the Scheme of Arrangement as the approval of Hon'ble NCLT is awaited. The Scheme will be given effect on receipt of requisite regulatory approvals and filing of such approvals with the Registrar of Companies.

(xi) Utilisation of Borrowed Fund & Share Premium:

(i) The Company has not advanced or loaned or invested funds to any other person(s) or entities, 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.

(ii) The Company has not received any fund from any person(s) or entities, 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 on behalf of the Ultimate Beneficiaries.

49. Subsequent event

The Board has recommended a dividend of H1.00 per share (100% per share of face value of H1 each) for the financial year ended 31st March, 2023, subject to shareholders approval at annual general meeting.

50. Previous year's figures have been rearranged and/or regrouped, wherever necessary.

51 . The financial statements have been approved by the Audit Committee at its meeting held on 15th May, 2023 and by the Board of Directors on the same date.