1. GENERAL INFORMATION
Chandni Textiles Engineering Industries Ltd. is a company limited by shares, incorporated and domiciled in India having its Registered Office at 110 T.V. Industrial Estate, 52, S.K. Ahire Marg, Worli, Mumbai 400 030. The Company is primarily engaged in manufacturing of textiles goods and Plastic moulded goods.
2. The reconciliation of the number of shares outstanding is set out below :
Equity Shares of Rs.10/- (2016- Re.1/-, 2015- Re.1/- ) each 16,137,263 161,372,630 161,372,630 at the beginning of the year
Equity Shares of Rs.10/- (2016- Re.1/- ) each at the end of 16,137,263 16,137,263 161,372,630 the year
3. The Company has only one class of equity share. These shares rank pari passu in all respects including voting rights, entitlement to dividend and distribution of assets of the Company in the event of liquidation.
4. First-time adoption of Ind AS
These financial statements, for the year ended 31 March 2018, are the first the Company has prepared in accordance with Ind AS. For periods up to and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules , 2014 (Indian GAAP). Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2018,together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company’s opening balance sheet was prepared as at 1 April 2016, the Company’s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements , including the balance sheet as at 1 April 2016 and the financial statements as at and for the year ended 31 March 2017.
Exemption Applied
(i) Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised 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. This exemption is also used for intangible assets covered by Ind AS 38 Intangible Assets.Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value, which has been considered as deemed cost.
(ii) The Company has designated quoted equity shares held at 1 April 2016 as fair value through profit or loss.
Exception applied
(i) De-recognition of financial assets and liabilities exception -
Financial assets and liabilities derecognized before 1 April 2016 are not re-recognized under Ind-AS. The Company has not chosen to apply the Ind AS 109 Financial Instruments derecognition criteria to an earlier date. No significant arrangements were identified that had to be assessed under this exception.
(ii) Classification of debt and equity instruments -
The Company has determined the classification of debt and equity instruments in terms of whether they meet the amortized cost criteria or the FVTOCI criteria based on the facts and circumstances that existed as of the transition date.
(iii) Impairment of financial asset -
The Company has applied the impairment requirements of Ind AS 109 retrospectively based on facts and circumstances existing on transition date.
Reconciliation between previous Indian GAAP and IND AS
Notes: 5 Fair valuation of equity investments
The company holds investment in equity shares of entities other than associate and joint venture. Under previous Indian GAAP such investments were measured at cost less provision for diminution in the value of investment other than temporary nature. Under Ind AS, these investments has been measured at fair value. The company has categorised these investments other than in subsidiaries as fair value through profit and loss (FVTPL) and any changes in fair value of these investments has been recognised in the statement of profit and loss.
6. Fair valuation of security deposits
Under the previous GAAP, interest free lease security deposits assets (that are refundable in cash on completion of the contract term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognised at fair value at initial recognition and subsequently at amortised cost. Accordingly, the company has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposit has been recognised as prepaid rent.
Under the previous GAAP, interest free lease security deposits liability (that are refundable in cash on completion of the contract term) are recorded at their transaction value. Under Ind AS, these financial liabilities are required to be recognised at fair value at initial recognition and subsequently at amortised cost. Accordingly, the company has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposit has been recognised as advance rent.
7. Tax effects of adjustments
Additional deferred tax asset/(liability) has been recognised corresponding to the adjustments to retained earnings/profit and loss as a result of Ind AS Implementation.
Level 1: Level 1 hierarchy includes Financial Instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded on the stock exchanges is valued using the closing price as at the reporting period.
Level 2: The fair value of Financial Instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.This is the case for unlisted equity securities included in level 3.
(d) Reconciliation of the financial assets measured at fair value using significant unobservable inputs (level 3)
8. Financial Risk Management
The Company’s activities expose it to market risk (including currency risk, interest rate risk and other price risk), liquidity risk and credit risk. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk :
The Company’s risk management is carried out by chief financial officer under policies approved by the Board of Directors. Company’s chief financial officer identifies, evaluates and hedges financial risks in close co-operation with the Company’s operating units. The board provides principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of non-derivative financial instruments and investment of excess liquidity The risk management includes identification, evaluation and identifying the best possible option to reduce such risk.
(A) Market risk
(i) Foreign currency risk
Foreign currency risk arises from future commercial transactions and recognized assets or liabilities denominated in a currency that is not the Company’s functional currency (INR). This is closely monitored by the Management to decide on the requirement of hedging. The position of unhedged foreign currency exposure to the Company as at the end of the year expressed in INR are as follows:
(ii) Interest rate risk
The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period depends on the mixed of fixed rate and floating rate of the borrowings and the expected movement of market interest rate. The Company has only fixed rate of borrowings and therefore it is not exposed to interest rate risk.
(iii) Price risk
The Company’s exposure to equity securities price risk arises from investments held by the Company in listed securities and classified in the balance sheet as at fair value through profit or loss.
(B) Credit risk
Credit risk arises when a counter party defaults on contractual obligations resulting in financial loss to the Company. Trade receivables consist of large number of customers, spread across diverse industries and geographical areas. In order to mitigate the risk of financial loss from defaulters, the Company has an ongoing credit evaluation process in respect of customers who are allowed credit period. In respect of walk-in customers the Company does not allow any credit period and therefore, is not exposed to any credit risk. In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 90 days past due.
(C) Liquidity risk
The Company has sufficient cash and cash equivalent and other liquid current financial assets which can be easily realised in cash or cash equivalent in short time .Therefore there is no significant liquidity risk.
(i) Maturities of Financial Liabilities
The tables below analyse the Company’s Financial Liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative Financial Liabilities.
9. Capital management
For the purpose of the Company’s capital management, equity includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s capital management is to maximise the shareholder value. The Company’s Capital Management objectives are to maintain equity including all reserves to protect economic viability and to finance any growth opportunities that may be available in future so as to maximize shareholders’ value. The Company is monitoring capital using debt equity ratio as its base, which is debt to equity. The company’s policy is to keep debt equity ratio below one and infuse capital if and when it is required through issue of new shares and/or better operational results and efficient working capital management.
In order to achieve the aforesaid objectives, the Company has not sanctioned any major capex on new expansion projects in last two to three years. However, modernization, upgradation and continued marginal expansions have been to remain competitive and improve product quality through efficient machinery. There is constant endeavour to reduce debt as much as feasible and practical by improving operational and working capital management.
10. LEASES
(a) Non-cancellable operating leases
As a Lessee
The Company has entered into operating lease arrangements primarily for office premises, factory premises and residential premises for its employees. These leases are generally not non-cancellable in nature and may generally be terminated by either party by serving a notice. During the year, the company has recognised lease rent expense of Rs.47,03,202/- (2017 Rs.47,95,173/- 2016: Rs33,16,664/- ) related to such non-cancelable operating lease. The future minimum lease payments payable by the company taken under non-cancellable operating lease, are as under:-
As a Lessor
The Company gives office premises not required for immediate use on operating lease arrangements. These leases are generally not non-cancellable in nature and may generally be terminated by either party by serving notice. The future minimum lease payments recoverable by the company are as under:-
(b) Finance lease As a Lessee
The Company acquired motor vehicles under finance lease. Generally, tenure of finance lease of vehicles < varies between 3 to 5 years. After completion of the lease term, vehicles are transferred in the name of company.
11. Scheme of Arrangement (‘’Scheme”) between Chandni Textiles Engineering Industries Limited (Demerged Company) and Chandni Machines Private Limited (Resulting Company) and their respective shareholders.
(a) Pursuant to the Scheme of Arrangement under sections 230 to 232 read with Sections 52 and 66 of the Companies Act, 1956 as sanctioned by the Hon’ble National Company law Tribunal bench at Mumbai on 21st January, 2018, the Demerged Undertaking i.e the Engineering Division of Chandni Textiles Engineering Industries Ltd has been transferred and vested in the Resulting Company on a going concern basis with effect from July 1, 2016 i.e. the appointed date under the scheme.
(b) The Scheme of Arrangement became effective on 24th January, 2018, being the last date on which all the conditions and approvals referred to in the Scheme have been fulfilled/obtained and therefore, the effect of the Scheme was not considered in the financial statements of the company for the year ended 31st March, 2017. In terms of the Scheme, the business and transactions of demerged undertaking were carried on and held by the Demerged Company in trust for and on account of the Resulting Company from the appointed date till the Scheme became effective. Pursuant thereto, all assets and liabilities have been transferred to the Resulting Company at their respective book values on the appointed date and duly adjusted by subsequent transactions carried on in trust. Also, the profit or income accruing or expenditure or loss arising or incurred relating to the business of demerged undertaking from the appointed date are treated as the profit or income or expenditure or loss, as the case may be, of the Resulting Company. The Scheme has accordingly been given effect to in the accounts for the current year.
(c) In terms of the Scheme, the resulting company will issue equity shares in the ratio of 1:5 to the shareholders of the demerged company.
(d) As per the Scheme, the amount representing the excess of assets over liabilities transferred, is adjusted against the Securities premium account.
(e) The resulting company is a wholly owned subsidiary of the Demerged Company and upon coming into effect of this scheme, the investment in equity shares of resulting company has been cancelled.
(f) The profit or loss pertaining to the demerged undertaking from the appointed date till 31st March, 2017 has been adjusted in the retained earnings during the current year.
12. Disclosures as per IND AS-19, “Employee Benefits” are given below :
(i) Short Term Employee Benefits
I. The Company has provided for bonus amounting to Rs. 8,14,115/- (Previous year Rs. 5,24,889/-) for all its employees under the Payment of Bonus Act, which has been recognized in the Statement of Profit and Loss for the year.
II. During the year the company has recognized Leave Salary amounting to Rs.5,52,638/- (Previous year Rs.960/-) in the Statement of Profit and Loss on payment basis.
III. During the year the company has made contribution to Employees State Insurance Scheme amounting to Rs.1,56,975/- (Previous year Rs.1,04,888/-) which has been recognized in the Statement of Profit and Loss.
(ii) Long Term Employee Benefits
The Company has classified the various Long Term Employee Benefits as under:-
I. Defined Contribution Plans
a) Contribution to Provident Fund
b) Contribution to Pension Scheme
II. Defined Benefit Plan
The Employees Gratuity Fund Scheme managed by Life Insurance Corporation of India is a defined benefit plan. The present value of obligation is determined based on actuarial valuation 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.
Valuation in respect of gratuity have been carried out by an independent actuary as at the Balance Sheet date, based on the following assumptions:-
13. Segment Reporting
The Company has disclosed and reported Business Segment as the primary segment. Segments have been identified taking into account the nature of the products, the differing risks and returns, the organisational structure and internal reporting system. Accordingly the company has identified Engineering Division and Textile Division as the main business segments as per the IND AS on “Operating Segments” (IND AS-108) issued by The Institute of Chartered Accountants of India.
The Company has disclosed and reported Geographical Segment as the secondary segment on the basis of location of its customers within India and outside India.
Segment Revenue, Segment Results, Segment Assets and Segment Liabilities include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis. The income & expenses, which are not directly relatable to the business segment, are shown as unallocated corporate costs net of unallocable income. Similarly Assets and Liabilities that cannot be allocated between segments are shown as unallocated corporate assets and liabilities respectively.
14. Contingent liability and Commitments :
(i) Contingent Liabilities
(a) Claims against the Company not acknowledged as debts represent suits filed by parties and disputed by the Company Rs. Nil (Previous Year Rs.24,40,084/-)
15. The previous year’s figures are grouped / regrouped or arranged / rearranged wherever necessary to make them in compliance with disclosure requirement of Indian Accounting Standards. Previous year’s figures including assets, liabilities, revenue and expenditure relating to the engineering division of the company which has been demerged with effect from 1st July ,2016 i.e. the appointed date, in pursuance of the scheme of arrangement approved by the Honorable NCLT, Mumbai and therefore the same are not comparable with the current year’s figures.
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