A. CORPORATE INFORMATION
The consolidated financial statements comprise financial statements of Super Tannery Limited (the company/parent company) and its subsidiaries (collectively, “the Group”) for the year ended 31 March 2018. Group is primarily engaged in the business of manufacturing and trading of Leather and Leather Goods.
The Company’s a public limited company having its registered office situated at 187/170, jaipur Road, Kanpur – 208010 (UP). The Company’s equity shares are listed at the Bombay Stock Exchange (BSE)
The financial statements were approved for issue in accordance with a resolution of the directors on May 30, 2018.
Refer note 41(b) (II) & (III) on Interest rate risk and Liquidity Risk respectively.
Security details:-
Term Loan other than Vehicle Loans
Aforesaid Term Loans are secured by hypothecation/mortgage of company’s moveable and im-moveable properties. Furthe secured by the personal guarantee of promoter Directors of the company.
Vehicle Loans
Secured by hypothecation od vehicle financed.
2 The Scheme of Arrangement (Dmerger)
(a) Pursuant to the Scheme of Arrangement i.e Dmerger (the ’scheme’),duly sanctioned by the National Company Law Tribunal, Bench Allahabad (NCLT) vide Order dated 27.12.2017 with effect from the Appointed Date i.e., April 01, 2017 (as per scheme initially appointed date was 01.04.2015 which was amended to 01.04.2017duly approved), the Goat Tanning Division of the Company stands transferred to and vested in the company for med for the purpose namely ”Amin Tannery Limited” (the ’resulting company) ongoing concern basis at their respective book value.
The certified copy of the order sanctioning the Scheme has been filed with the Registrar of Companies, UP and Uttaranchal on 01.02.2018.The scheme has been considered in these financial statements by transferring the carrying amount of assets and liabilities of the Goat Tannery Division with effect from the Appointed Date. Further, the financial statements for the year ended March 31 2017 have been restated by the management.
3 Disclosure pursuant to Ind AS 19 “Employee Benefits”:
(a) Defined Contribution Plan
The employees of the Company are member so fastate-managed retirement benefit plans namely Provident fund and Pension and Employee State lnsurance (ESI) operated by the Government of lndia. The Company is required to contribute a specified percentage of payroll costs to the retirement benefit and ESI schemes.
The only obligation of the company with respect to such retirement and other benefit plan is to make the specified contributions.
The Company has recognized the following amounts in the lncome Statement during the year under ’Contribution to staff provident and other funds’ (refer note 27)
(b) Defined Benefit Plan
The employees Gratuity Fund Scheme, which is a defined benefit plan,is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises 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.
4 Transition to Ind AS:
These are the Company’s first financial statements prepared in accordance with Ind-AS.
The Company has adopted lndian Accounting Standards (lnd AS) notified by the Ministry of Corporate Affairs with effect from 1st April,2016, with a transition date of 1stApril,2016. Ind AS 101-’First time Adoption of lndian Accounting Standards’ requires that all lnd AS standards and interpretations that are issued and effective for the first lnd AS financial statements which is for the year ended 31st March,2018 for the company, be applied retrospectively and consistently for all financial years presented. Consequently, in preparing these lnd AS financial statements, the Company has availed certain exemptions and complied with the mandatory exceptions provided in lnd AS lOl. As explained below. The resulting difference in the carrying values of the assets and liabilities as at the transition date between the lnd AS and Previous GAAP have been recognized directly in equity (retained earnings or another appropriate category of equity).
A. Exemptions and exceptions availed
Set out below are the applicable Ind-AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind-AS.
A.l Ind-AS Optional Exemptions A.1.1 Deemed Cost
Ind-AS 101 permits a first - time adopter to elect to continue with the carrying value for all of its property, plant and equipment and intangible assets as recognized in the financial statements as at the date of transition to Ind-AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.
A.I.2 Foreign Currency Monetary items
In terms of Para D13AA of Ind AS 101, the Company may continue to account for foreign exchange differences relating to long term foreign currency monetary items as per previous IGAAP. The Company has elected to apply the same.
A.2 Ind-AS Mandatory Exceptions A.2.1 Estimates
An entity’s estimates in accordance with Ind-ASs at the date of transition to Ind-AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.
Ind-AS estimates as at 1st April, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for following items in accordance with Ind-AS at the date of transition as these were not required under previous GAAP:
A.2.2 De-recognition of financial assets and liabilities
lnd-AS 101 requires a first-time adopter to apply the de-recognition provision so lnd-AS 109 prospectively for transactions occurring on or after the date of transition to lnd-AS. However, lnd-AS101 allows a first-time adopter to apply the de-recognition requirements in lnd-AS109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply lnd-AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.
The company has elected to apply the de-recognition provisions of Ind-AS 109 prospectively from the date of transition to Ind-AS.
A.2.3 Classification and measurement of financial assets
Ind-AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind-AS.
A.2.4 Impairment of Financial Assets
Ind AS 101 requires an entity to apply the Ind AS requirements retrospectively if it is practicable without undue cost and effort to determine the credit risk that debt financial instruments where initially recognized. The company has measured impairment losses on financial assets as on the date of transition i.e. 1st April, 2016 in view of cost and effort.
B. Transition to Ind AS Reconciliations
The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS, as required under Ind AS 101:
(i) Reconciliation of Balance sheet as at April 1, 2016 (Transition Date);
(ii) Reconciliation of Balance sheet as at March 31, 2017;
(iii) Reconciliation of Total Comprehensive Income for the year ended March 31, 2017;
(iv) Reconciliation of Total Equity as at April 1, 2016 and as at March 31, 2017;
(v) Adjustments to Cash Flow Statements as at March 31, 2017
The presentation requirements under previous GAAP differs from Ind AS, and hence, previous GAAP information has been regrouped for ease of reconciliation with Ind AS. The re-grouped previous GAAP information is derived from the Financial Statements of the Company prepared in accordance with previous GAAP.
(v) Adjustments to Cash Flow Statements as at March 31, 2017
The lnd AS adjustments are non cash adjustments. Consequently, lnd AS adoption has no impact on the net cash flow for the year ended March 31, 2017 as compared with the previous GAAP.
Notes to Reconciliations:
The following explains the material adjustments made during transition from previous GAAP to Ind AS:
1.Trade receivable
Under previous GAAP the company has recognized provision on trades receivable based on expectation of company. Under lnd AS, the company provides loss allowance on receivable based on the expected Credit Loss (ECL) model which is measured following the ”simplified approach at amount equal to lifetime expected credit loss in addition to debts identified as bad/doubtful at each reporting date.
2. Borrowings
Under previous GAAP transaction cost were recognized in Statement of Profit and Loss. Under lnd AS financial liability inform of borrowing have been measured at amortized cost using Effective Interest Method. However, the same has not resulted in any adjustments required to be made.
3. Government Grants
Under previous GAAP, Government Grants in respect of Property, Plant and Equipment was presented as a deduction from Property, Plant and Equipment. Under lnd AS, Government Grants in respect of Property, Plant and Equipment need to be presented as deferred income in profit or loss on a systematic basis over the useful life of the asset.
Under lnd AS, import duty waivers for capital assets purchased under Export Promotion Credit Guarantee (EPCG) schemes are recorded as deferred revenue and recognized in Statement of Profit and Loss on a systematic basis over the periods in which the related performance obligations are fulfilled.
On the transition date, the Company, therefore, recorded an adjustment to measure such property, plant and equipment in accordance with Ind AS 16. Under Previous GAAP, cost of the property, plant and equipment was recorded at the cash price paid to acquire such assets. Consequently, depreciation relating to the above differences in the cost of property, plant and equipment under Ind AS and Previous GAAP has also been adjusted.
4. Deferred Tax
Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. lnd-AS12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application no lnd-AS 12 approach has not resulted in any adjustment to deferred tax recognised under previous GAAP.
5. Remeasurement of Defined benefits liabilities
Under previous GAAP the company recognized remeasurement of defined benefits plans under profit and loss. Under lnd AS, remeasurement of defined benefits plans are recognized in Other Comprehensive Income
6. Retained Earnings.
Retained earnings as at April 1, 2016 has been adjusted consequent to the above Ind-AS transition adjustments.
7. Other Comprehensive Income
Under Ind AS, all items of income and expense recognized in a period should be included in profit or loss for the period, unless a standard enquires or permits otherwise. Items of income and expense that are not recognized in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.
5 Expenditure on Corporate Social Responsibility (CSR)
ln pursuance of the provisions of the Companies Act,2013 and CSR Policy of the Company it is required to spend two percent of the average net profits for the three immediately preceding financial years towards CSR activities.
Since the company has earned profits in previous years, gross amount required to be spent by the company towards CSR activities during the year is Rs. 11.25 Lacs.
The amount recognised as expense in the Statement of Profit and Loss on CSR related activities is Rs.11.25 Lacs (previous year: Rs.10.50 Lacs) detailed as under:
6 Disclosure pursuant to Ind AS 17 “Leases”:
(a) Where the company is Lessor
i. Operating Lease:
The company has not entered into any non-cancellable Operating Lease.
ii. Finance Lease: The Company has not entered into any finance lease.
(b) Where the company is Lessee
i. Finance Lease:
The company does not have any finance lease arrangement.
ii. Operating Lease: The Company has not entered into any non-cancellable operating leases.
7 Financial Instruments
(i) Capital Management
The Company’s capital management is intended to create value for shareholders by facilitating the meeting of long – term and short – term goals of the Company.
The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic
Investment plans. The funding requirements are met through equity and other long-term/short-term borrowings. The Company’s policy is aimed at combination of short-term and long-term borrowings.
The capital structure of the company consists of debt, which includes the borrowings including temporary over drawn balance, cash and cash equivalents including short term bank deposits, equity comprising issued capital, reserves and non-controlling interests. The gearing ratio for the year is as under:
(ii) Categories of financial instruments Calculation of Fair Values
The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used to estimate the fair values of financial instruments:
a)The fair values of investment in quoted investment in equity shares is based on the current bid price of respective investment as at the Balance Sheet date.
b)The fair value of the long-term borrowings carrying floating-rate of interest is not impacted due to interest rate changes and will not be significantly different from their carrying amounts as there is no significant change in the under – lying credit risk of the Company (since the date of inception of the loans).
c) The fair value of loans from banks and other financial in debtedness as well as other non current financial liabilities is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.
d) Cash and cash equivalents, trade receivables, other financial assets, trade payables, and other financial liabilities have fair values that approximate to their carrying amounts due to their short-term nature.
(iii) Financial risk management objectives:
The Company’s principal financial liabilities comprise of loan from banks and financial institutions, and trade payables. The main purpose of these financial liabilities is to raise finance for the Company’s operations. The Company has various financial assets such as trade receivables. Cash and short term deposits, which arise directly from its operations.
The main risks arising from Company’s financial instruments are foreign currency risk, credit risk, market risk, interest rate risk and liquidity risk.
The Board of Directors review and agree policies for managing each of these risks.
(a) Credit risk:
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s trade and other receivables, cash and cash equivalents and other bank balances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount.
Other than trade and other receivables, the Company has no other financial assets that are past due but not impaired
(b) Market risk:
Market Risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and price risk.
(I) Foreign currency risk
The Company is exposed to currency risk on account of its operating and financing activities. The functional currency of the Company is lndian Rupee. Company’s exposure is mainly denominated in USD, GBP and Euro. The exchange rates have changed substantially in recent periods and may continue to fluctuate substantially in the future. The Company has put in place a Financial Risk Management Policy to identify the most effective and efficient ways of managing the currency risks. The Company uses derivative instruments (mainly foreign exchange forward contracts) to mitigate the risk of changes in foreign currency exchange rate.
The Company do not use derivative financial instruments for trading or speculative purposes.
(II) Interest rate risk:
Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates . Any movement in the reference rates could have an impact on the Company’s cash flows as well as costs. The Company also uses amix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like short-term loans.
Interest rate sensitivity analysis:
As at March 31, 2018 interest bearing financial liability (secured loan from banks) stood at Rs.7924.41 Lacs, was subject to variable interest rates.
Increase / decrease of 50 basis points in interest rates at the balance sheet date would result in decrease / increase in profit before tax of Rs.39.62 Lacs.
(Ill) Liquidity risk:
The Company follows a Conservative policy of ensuring sufficient liquidity at all times through a strategy of profitable growth, efficient liquidity at all times through a strategy of profitable growth. Efficient working capital management as well as prudent capital expenditure. The Company has a overdraft facility with banks to support any temporary funding requirements.
The Company believes that current cash and cash equivalents, tied up borrowing lines and cash flow that is generated from operations is sufficient to meet requirements. Accordingly, liquidity risk is perceived to be low.
Liquidity table:
Liquidity tables drawn up based on the cash flows of financial liabilities based on the earliest date on which the Company can be required to pay is disclosed at Note no. 51.
(IV) Other price risk:
The Company is not exposed to any significant equity price risks arising from equity investments, as on 31st March 2018. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.
(V) Equity price sensitivity analysis:
There is no exposure to equity price risks as at the reporting date or as at the previous reporting date.
8 Disclosure pursuant to Ind AS 27 “Separate Financial Statements”
Investments in following subsidiaries and associates is accounted at cost:
9 There is no amount due and outstanding to be credited to Investor Education & Protction Fund as at March 31, 2018.
10 Disclosure pursuant to Ind AS 37 “Provisions, Contingent Liabilities and Contingent assets”:
The company has recognised contingent liabilities as disposed in Note 33 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.
11 Disclosure pursuant to Ind AS 105 “Non-current assets held for sale and discontinued operations”:
There are no such asset held for sale and discontinued operations on 31 March 2018.
12 Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies. seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.
|