n. - summit securities
TRANSCRIPT
N M RAIJI amp co Chartered Accountants Universal Insurance Building Pherozeshah Mehta Road Mumbai-40000l INDIA Telephone 2287 0068
22873463 22837482
Telefax 91 (22) 2282 8646 91 (22) 2265 0578
E-mail nmrhonmraijicom
AUDITORS REPORT
TO THE MEMBERS OF INSTANT HOLDINGS LIMITED
1 We have audited the attached Balance Sheet of INSTANT HOLDINGS LIMITED as at 31 st March 2010 the Profit and Loss Account and also the Cash Flow Statement for the year ended on that date annexed thereto These financial statements are the responsibility of the Companys management Our responsibility is to express an opinion on these financial statements based on our audit
2 We conducted our audit in accordance with the auditing standards generally accepted in India Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement An audit includes examining on a test basis evidence supporting the amounts and disclosures in the financial statements An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation We believe that our audit provides a reasonable basis for our opinion
3 As required by the Companies (Auditors Report) Order 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act 1956 and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us during the course of the audit we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order to the extent applicable
4 Further to our comments in the Annexure referred to above and our comments in paragraph 3 above we report that
(i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit
(ii) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books
~i) ~ Balance Sheet PrOfrt and Loss Account and Cash Flow Slatement deaR VV th by this report are in agFeement ~ith the books of account __~ _ ~
1
N M RAIJI amp co
(iv) In our opinion the Balance Sheet Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards prescribed by the Companies (Accounting Standards) Rules 2006 referred to in sub-section (3C) of section 211 of the Companies Act 1956
(v) On the basis of written representations received from the directors as on 31 st
March 2010 and taken on record by the Board of Directors we report that none 31 stof the directors of the Company is disqualified as on March 2010 from
being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956
(vi) In our opinion and to the best of our information and according to the explanations given to us the said accounts read together with the notes thereon give the information required by the Companies Act 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India
(a) In the case of the Balance Sheet of the state of affairs of the Company as at 31 st March 2010
(b) In the case of the Profit and Loss Account of the Loss for the year ended on that date and
(c) In the case of the Cash Flow Statement of the cash flow for the year ended on that date
For N M RAIJI amp CO
Chartered Accountant Registration No108296 W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~_ 6 AUG 2010
I2
N M RAIJI amp co
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 3 of our report of even date)
Clause number 4(ii) 4(iv) 4(viii) 4(xi) 4(xii) 4(xiii) 4(xv) 4(xvi) 4(xvii) 4(xviii) 4(xix) and 4(xx) of the Order are not applicable to the Company
i (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets
(b) During the year the Company has physically verified the fixed assets In our opinion the frequency of physical verification is reasonable having regard to the size and operations of the Company and nature of its assets No material discrepancies were noticed on such verification
(c) The Company has not disposed off substantial part of fixed assets during the year
ii The Company has nerther granted nor taken any loans secured or unsecured to I from companies firms or other parties covered in the register maintained under section 301 of the Companies Act 1956 Accordingly sub-clause (b) (c) (d) (f) and (g) of clause 4(iii) of the Order is not applicable
iii There are no transactions that need to be entered into the register maintained in pursuance of Section 301 of the Act consequently sub-clause 4(v)(b) is not applicable
iv The Company has not accepted any public deposits
v The Company has an internal audit system commensurate with its size and nature of its business
vi (a) According to the records of the Company the Company is generally regular in depositing with the appropriate authorities undisputed applicable statutory dues Based on our audit procedures and according to the information and explanations given to us there are no arrears of undisputed statutory dues which remained outstanding as at 31 st March 2010 for a period of more than six months from the date they became payable
(b) According to the records made available to us and the information and explanations given by the management the details of the dues of Income tax which have not been deposited with the appropriate authorities on account of dispute are given in the Appendix to this report
vii The Company does not have any accumulated losses at the end of the financial year and has incurred cash losses during the year but not in the immediately preceding financial year
viii The Company has maintained proper records of Transactions and Contracts for dealing ~~ares Securities Debentures and timely entries have been made in those records W II the Company has held the investments in its own name
3 I
N M RAIJI amp co
ix According to the information and explanations given to us no fraud on or by the Company has been noticed or reported during the year
For N M RAIJI amp CO
Chartered Accountants Registration NO108296W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~ 6 AUG Z010
4
N M RAIJI amp co
Appendix to Auditors Report
Name of the Nature of Amount Financial year to Forum where Statute the Dues (Rs in which the matter dispute is
Thousa pertains pending nds)
Income Tax Tax 17232 2002-032003-042004shy
TribunalAct1961 05
Tax 4339 2005-06 Commissioner
(Appeals)
~
5
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
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-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
N M RAIJI amp co
(iv) In our opinion the Balance Sheet Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards prescribed by the Companies (Accounting Standards) Rules 2006 referred to in sub-section (3C) of section 211 of the Companies Act 1956
(v) On the basis of written representations received from the directors as on 31 st
March 2010 and taken on record by the Board of Directors we report that none 31 stof the directors of the Company is disqualified as on March 2010 from
being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act 1956
(vi) In our opinion and to the best of our information and according to the explanations given to us the said accounts read together with the notes thereon give the information required by the Companies Act 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India
(a) In the case of the Balance Sheet of the state of affairs of the Company as at 31 st March 2010
(b) In the case of the Profit and Loss Account of the Loss for the year ended on that date and
(c) In the case of the Cash Flow Statement of the cash flow for the year ended on that date
For N M RAIJI amp CO
Chartered Accountant Registration No108296 W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~_ 6 AUG 2010
I2
N M RAIJI amp co
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 3 of our report of even date)
Clause number 4(ii) 4(iv) 4(viii) 4(xi) 4(xii) 4(xiii) 4(xv) 4(xvi) 4(xvii) 4(xviii) 4(xix) and 4(xx) of the Order are not applicable to the Company
i (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets
(b) During the year the Company has physically verified the fixed assets In our opinion the frequency of physical verification is reasonable having regard to the size and operations of the Company and nature of its assets No material discrepancies were noticed on such verification
(c) The Company has not disposed off substantial part of fixed assets during the year
ii The Company has nerther granted nor taken any loans secured or unsecured to I from companies firms or other parties covered in the register maintained under section 301 of the Companies Act 1956 Accordingly sub-clause (b) (c) (d) (f) and (g) of clause 4(iii) of the Order is not applicable
iii There are no transactions that need to be entered into the register maintained in pursuance of Section 301 of the Act consequently sub-clause 4(v)(b) is not applicable
iv The Company has not accepted any public deposits
v The Company has an internal audit system commensurate with its size and nature of its business
vi (a) According to the records of the Company the Company is generally regular in depositing with the appropriate authorities undisputed applicable statutory dues Based on our audit procedures and according to the information and explanations given to us there are no arrears of undisputed statutory dues which remained outstanding as at 31 st March 2010 for a period of more than six months from the date they became payable
(b) According to the records made available to us and the information and explanations given by the management the details of the dues of Income tax which have not been deposited with the appropriate authorities on account of dispute are given in the Appendix to this report
vii The Company does not have any accumulated losses at the end of the financial year and has incurred cash losses during the year but not in the immediately preceding financial year
viii The Company has maintained proper records of Transactions and Contracts for dealing ~~ares Securities Debentures and timely entries have been made in those records W II the Company has held the investments in its own name
3 I
N M RAIJI amp co
ix According to the information and explanations given to us no fraud on or by the Company has been noticed or reported during the year
For N M RAIJI amp CO
Chartered Accountants Registration NO108296W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~ 6 AUG Z010
4
N M RAIJI amp co
Appendix to Auditors Report
Name of the Nature of Amount Financial year to Forum where Statute the Dues (Rs in which the matter dispute is
Thousa pertains pending nds)
Income Tax Tax 17232 2002-032003-042004shy
TribunalAct1961 05
Tax 4339 2005-06 Commissioner
(Appeals)
~
5
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
N M RAIJI amp co
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 3 of our report of even date)
Clause number 4(ii) 4(iv) 4(viii) 4(xi) 4(xii) 4(xiii) 4(xv) 4(xvi) 4(xvii) 4(xviii) 4(xix) and 4(xx) of the Order are not applicable to the Company
i (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets
(b) During the year the Company has physically verified the fixed assets In our opinion the frequency of physical verification is reasonable having regard to the size and operations of the Company and nature of its assets No material discrepancies were noticed on such verification
(c) The Company has not disposed off substantial part of fixed assets during the year
ii The Company has nerther granted nor taken any loans secured or unsecured to I from companies firms or other parties covered in the register maintained under section 301 of the Companies Act 1956 Accordingly sub-clause (b) (c) (d) (f) and (g) of clause 4(iii) of the Order is not applicable
iii There are no transactions that need to be entered into the register maintained in pursuance of Section 301 of the Act consequently sub-clause 4(v)(b) is not applicable
iv The Company has not accepted any public deposits
v The Company has an internal audit system commensurate with its size and nature of its business
vi (a) According to the records of the Company the Company is generally regular in depositing with the appropriate authorities undisputed applicable statutory dues Based on our audit procedures and according to the information and explanations given to us there are no arrears of undisputed statutory dues which remained outstanding as at 31 st March 2010 for a period of more than six months from the date they became payable
(b) According to the records made available to us and the information and explanations given by the management the details of the dues of Income tax which have not been deposited with the appropriate authorities on account of dispute are given in the Appendix to this report
vii The Company does not have any accumulated losses at the end of the financial year and has incurred cash losses during the year but not in the immediately preceding financial year
viii The Company has maintained proper records of Transactions and Contracts for dealing ~~ares Securities Debentures and timely entries have been made in those records W II the Company has held the investments in its own name
3 I
N M RAIJI amp co
ix According to the information and explanations given to us no fraud on or by the Company has been noticed or reported during the year
For N M RAIJI amp CO
Chartered Accountants Registration NO108296W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~ 6 AUG Z010
4
N M RAIJI amp co
Appendix to Auditors Report
Name of the Nature of Amount Financial year to Forum where Statute the Dues (Rs in which the matter dispute is
Thousa pertains pending nds)
Income Tax Tax 17232 2002-032003-042004shy
TribunalAct1961 05
Tax 4339 2005-06 Commissioner
(Appeals)
~
5
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
N M RAIJI amp co
ix According to the information and explanations given to us no fraud on or by the Company has been noticed or reported during the year
For N M RAIJI amp CO
Chartered Accountants Registration NO108296W
CA YN THAKKAR Place Mumbai Partner
Membership No 33329Date ~ 6 AUG Z010
4
N M RAIJI amp co
Appendix to Auditors Report
Name of the Nature of Amount Financial year to Forum where Statute the Dues (Rs in which the matter dispute is
Thousa pertains pending nds)
Income Tax Tax 17232 2002-032003-042004shy
TribunalAct1961 05
Tax 4339 2005-06 Commissioner
(Appeals)
~
5
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
N M RAIJI amp co
Appendix to Auditors Report
Name of the Nature of Amount Financial year to Forum where Statute the Dues (Rs in which the matter dispute is
Thousa pertains pending nds)
Income Tax Tax 17232 2002-032003-042004shy
TribunalAct1961 05
Tax 4339 2005-06 Commissioner
(Appeals)
~
5
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
Particulars
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
BALANCE SHEET AS AT 31ST MARCH 2010
Schedule
As at 31st March 2010
Rs (in OOO)
As at 31st March 2009
Rs (in 000)
SOURCES OF FUNDS
SHAREHOLDERS FUNDS Share Capital Reserves and Surplus
1 2
33A5651 247162137
33A5651 248155130
LOAN FUNDS Unsecured Loans 3
250507788 252399348
APPLICATION OF FUNDS
FIXED ASSETS Gross Block Less Depreciation Net Block
4 13197
3059 10138
13197 943
12254
INVESTMENTS 5
DEFERRED TAX ASSETS
CURRENT ASSETS LOANS AND ADVANCES Sundry Debtors Cash and Bank Balance Loans Advances and Other Assets
6 7 8
35362244 323405
10973497 46659146
9097961 223430
12663535
LESS CURRENT LIABILITIES AND PROVISIONS Current Liabilities
NET CURRENT ASSETS
9 45339094 45339094
573716
MISCELLANEOUS EXPENDITURE (To the extent not written off or adjusted)
10
250507788 252399348
Notes forming part of Accounts 14
As per our report attached For and on behalf of Board of Directors
For N M Raiji amp Co ~tlcttl-rI Accountants
Place Mumbai
IDate 6 AUG 2010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH 2010
Particulars
INCOME Operating Income Other income
EXPENDITURE Depreciation Interest Other expenses
PROFIT (LOSS) BEFORE TAXATION
Add Excess(Short) provision of tax for earlier years Less Provision for taxation Add Deferred tax Asset
PROFIT (LOSS) AFTER TAXATION
Less Transfer to Statutory Reserve Add Balance brought forward
BALANCE CARRIED TO BALANCE SHEET
Earnings Per Share (Refer note no 5 (part B) of Schedule 14) - Basic (Rs) - Diluted (Rs)
Notes forming part of Accounts
Schedule
11 12
13
14
2009-10 Rs (in OOO)
2459049 118115
2577164
2116 62945
3116097 3181158
(603994)
(367499)
-(1500)
(992993)
-8452525
7459532
(297) (297)
2008-09 Rs (in 000)
5234897 350033
5584930
943 -
460135 461078
5123852
-88500
216200
5251552
1050310 4251283
8452525
1806 1805
As per our report attached For and on behalf of Board of Directors For N M Raiji amp Co
Dire~ Partner
Place Mumbai
I
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
INSTANT HOLDINGS LIMITED (Formerly known as KEC Holdings Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED ON 31ST MARCH 2010 2009-10 2008-09
Particulars Rs (in 000) Rs (in 000)
A CASH FLOW FROM OPERATING ACTIVITIES
Profit (Loss) before tax (603994) 5123852 Add Depreciation 2116 943 Add Other Receivables written off 50635 195832 Add Provision for Non Performing Assets 2026034 81606 Add Loss(Profit) on sale of Investments 723928 (857762)
Add Interest paid 62945 shyLess Interest income 19663 100091 Less Excess provision written back 100001 shyOperating Profit before working capital changes 2142000 4444380
Changes in
Trade and other receivables Trade payables
CASH GENERATED FROM OPERATIONS
(27099390) 44865379 19907989
(58808) 600185
4985757
Direct Taxes paid (net of refund oftaxes)
NET CASH FROM OPERATING ACTIVITIES a
71925 19979914
(441840) 4543917
B CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets - (13197)
Purchase of Investments (124130528) (33422971) Sale of Investments 105183387 3507763 NET CASH FROM INVESTING ACTIVITIES D (18947141) (29928405)
C CASH FLOW FROM FINANCING ACTIVITIES
Interest income 19663 100091 Interest paid on ICD (53894) shyProceed from Increase in Share Capital 350280 Increase in Share Premium on issue of Capital 27847680
Share Application Money - (3283000)
Repayment of Unsecured Loan (898567) shyNET CASH FROM FINANCING ACTIVITIES c (932798) 25015051
NET (DECREASE)INCREASE IN CASH AND CASH (a+b+c) 99975 (369437)
EQUIVALENTS
Cash and Cash Equivalent Opening Balance 223430 492918
Cash and Cash Equivalents taken over as per the 99949
Scheme of Arrangement
Cash and Cash Equivalents - Closing Balance 323405 223430
Company Secretary and Manager
Notes 1 Previous years figures have been regrouped wherever necessary
2 All figures in the bracket are outflows
As per our report attached
For N M Raiji amp Co
---For and on behalf of Board of Directors
~ ~-~-----1 ~~ Dirlor Il
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULE FORMING PART OF rHE BALANCE SHEET AS AT 31ST
MARCH 2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
AUTHORISED 13000000 (Previous year 13000000) Equity Shares of Rs 10
each
ISSUED CAPITAL
3345651 (Previous year 3345651) Equity Shares of Rs 10 each
(A) SUBSCRIBED AND PAID UP 3345651 (Previous year 2975280)Equity Shares of Rs10 each
(Refer note no 1 below)
(B) Shares Pending Allotment Equity Share Capital
1) Of the above Equity Shares 2370371 (Previous year 2370371) fully paid up Equity Shares were allotted for
consideration other than cash pursuant to the Composite Scheme of Arrangement
2) 3345651 (Previous year 3295651) Equity Shares are held by Summit Securities Limited the Holding Company together
with its nominees
General Reserve Balance as per last Balance Sheet
Add Adjustment as per Scheme of Arrangement
Share Premium Account
Balance as per last Balance Sheet Add Received during the year
Special Reserve (as per Section 45 IC (1) of RBI Act 1934)
Balance as per last Balance Sheet Add Transferred from Profit amp Loss Account
Profit and Loss Account
In respect of the above Loans Rs Nil (Previous year Rs 898567
thousands) is due and repayable within a year
13000000 13000000
13000000 13000000
3345651 3345651
3345651
370371
3345651
54204894
54204894
182360180
182360180
3137531
3137531
7459532
247162137
255359
53949535 54204894
154512500 2784 7680
182360180
I2087221
1050310
3137531
8452525
248155130
I IC
i
~898567
~
~
I
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
EDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH 2010
Additions I Deductions I As at 31st 1st April For the Up to 31st As at 31st
March 2010 2009 year March 2010 March 2010 13197 943 2116 3059 10138
(13197) - (13197) - (943) (9
- - 13197 943 2116
13197 - 13197 - (943
in brackets are of previous year
~
II-mr centL1npc -0llIlIflJJiun ~rlJiijl~f~iilii I II III II Ii=-
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
LONG TERM - Non Trade
Quoted
Equity Shares (fully paid up)
ABB Limited
Apar Industries Limited
Areva TampD India Limited Bajaj Electricals Limited (shares were split in the ratio
of 15)
Bharat Heavy Electricals Limited CEAT Limited (Refer note - 1) (161500 shares
acquired during the year)
CESC Limited (1695728 shares sold during the year) CFL Capital Financial Services Limited (sold during the
year) Crompton Greaves Limited (Bonus shares received in
the ratio of 43) Eveready Industries India Limited (sold during the
year)
FGP Limited
Gammon India Limited
Harrisons Malayalam Limited
Hindustan Constructions Company Limited
Hindustan Oil Exploration Company Limited IVRCL Infrastructure amp Projects Limited (Bonus shares
received in the ratio of 11)
JMC Projects (India) Limited
Jyoti Structures Limited
Kalpataru Power Transmission Limited KEC International Limited (1696034 shares acquired
during the year)
Larsen amp Toubro Limited
McLeod Russel (India) Limited (sold during the year)
Nagarjuna Constructions Co Limited Phillips Carbon Black Limited (1339305 shares sold
during the period)
Reliance Infrastructure Limited
RPG Cables Limited (Refer note no 2)
RPG Life Sciences Limited
Saregama India Limited (sold during the year)
Siemens Limited
Simplex Industries Limited
Tata Power Company Limited
Techno Electric amp Engineering Company Limited
~ ~~-~~-~--~~~~~
Face Value
(Rs)
2
10
2
2
10
10
10
10
2
5
10 2
10
1
10
2
10
2
10
10
2
5
2
10
10
10
8
10
2
2
10
2
As at
31st March 2010
No of Shares Rs (in 000)
5
1
5
172
022
026
10
2
040
108
4832185 35078067
2404431 46853625
12 063
22014
1
1605200
10
200
70445
038
10244888
089
1000
10
1
5
2
083
012
030
062
2464011
4
113328298
133
2 024
832905
1
4233504
2000200
4642074
059
12902098
9516136
10
5
1
5
233
107
047
025
As at
31st March 2009
No of Shares Rs (in 000)
5
1
5
172
022
026
2
2
040
108
4670685 32818860
4100159 79897204
51778250 13371723 -
7 063
121699
22014
1
1605200
10
200
5 1
5
2
531844
70445
038
10244888
089
1000
083
012
030
062
1-
~ [
~
~ 1-
i _~
767977
4
42645272
133
121699
2
531845
024
2172210
1
4233504
2000200
249413
10
5
1
5
12106495
059
12902098
9516136
2791416
233
107
047
025
~
shy
~
I
i I
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULE FORMING PART OF THE BALANCE SHEET
AS AT 31ST MARCH 2010
As at As at
31st Marchi 2010 31st Marchi 2009
Face Value No of Shares Rs (in 000) No of Shares Rs (in 000)
(Rs) II Unguoted
Equity Shares (Fully paid up) Eastern Aviation amp Industries Private Limited (Acquired
during the year) 10 87623 43811
Ganpati Sugar Industries Limited (sold during the year) 10 830000 010
Naida Power Company Limited (sold during the year) 10 1000000 1000000
Rado Tyres Limited (Acquired during the year) 10 2745310 137615 RPG Cellular Investments amp Holdings Private Limited
(Acquired during the year) 10 11361948 5695171
Spencer and Company Limited 10 1577776 6491849 1577776 6491849
Summit Securities Limited (Refer note no 3) 10 335640 3598432 335640 3598432
Trade Apartments Limited (sold during the year) 10 289500 158445
Warrants (Partly paid up) RPG Life Sciences Limited (Refer note no 4) 8 638000 378015 638000 378015
Non Cumulative Redeemable Preference Shares
(Fully paid up) 125 Universal Industrial Fund Limited (Refer note
no5) 100 37000 001 37000 001 15 RPG Cellular Investments amp Holdings Private
Limited (sold during the year) 100 361538 1702332
Zero Optional Convertible Debentures (Fully paid
up) Offshore India Limited (sold during the year) 100 760000 001
248982898 230759683
Aggregate Cost of Quoted Investments 232638004 217430598
Aggregate Cost of Unquoted Investments 16344894 13329085
Market Value of Quoted Investments 371994857 147821696
Notes
1) A non disposal undertaking of shares of CEAT Limited has been given to ICiCI Bank Ltd Bahrain for availing of External Commercial
Borrowing by CEAT Limited 2) As per the Scheme of Amalgamation of RPG Cables Limited with KEC Inernational Limited approved by High Court of Judicature at
Bombay and Karnataka the Company has received 211675 (fully paid up) of KEC International Limited against its holding in RPG
Cables Limited Shares were allotted on 12th June 2010
3) Pursuant to the Composite Scheme of Arrangement approved by High Court of Judicature at Mumbai the Company has received
335640 Equity Shares of Summit Securities Limited against its holding in Brabourne Enterprises Limited CHI Investments Limited and
Octav Investments Limited 4) Paid up value of the warrant is Rs 2 ~hese warrants are convertible into equal number of equity shares of Rs 8 each at a premium of Rs
1570 per share within 18 months ofallotment made on 30032009
5) These Shares are redeemable on 07092013
--=
-
-
I ~
~ ~
I
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULE FORMING PART OF THE BALANCE SHEET AS AT 31ST
MARCH2010 As at As at
31st March 2010 31st March 2009
Rs (in 000) Rs (in 000)
Unsecured unless otherwise stated Outstanding over six months
- Less Provision
Others
with scheduled banks in current account in Deposit account
Inter Corporate Deposits
Other receivables Less Provision
Income Tax Payment (Net of Provision for Tax)
Interest Accrued but not due Advances from corporates Other Liabilities
Amalgamation Adjustment Account less Adjusted against General Reserve
9098886 909889
8188997
2717324 7 35362244
123405 200000 323405
11546512 1462738
10083774
889723 10973497
45151920 187174
45339094
9097961 9097961
223430
223430
-
185600
11586329 446592
11139737
1338198 12663535
204486 333692
35538 573716
1024400 1024400
Provision made as required under the prudential norms prescribed by Reserve Bank of India for Non-Banking Financial Companies
I
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULE FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED ON 31ST MARCH 2010
Dividend income
Interest Income (TDS Rs 1960 thousand PY Rs 21840 thousand)
Profit on sale redemption of long term investments (Net)
Interest on Income Tax Refund
Excess provision on doubtful debts written back
loans and Advances written off now recovered Miscellaneous Income
Auditors rem~neration - Audit Fees
- Other Capacity
Amalgamation Expenses
Miscellaneous Expenditure Professional fees
Other Receivables written off Provision for Non Performing Assets
Rates and taxes Repairs amp Maintanance Others
loss on sale of long term investments (Net)
Service charges
2009-10
Rs (in 000)
2439386 19663
5515 12243
171000 15494 27758 50635
2026034 250
83240 723928
3116097
2008 - 09 Rs (in 000)
4277044 100091
-857762
5234897
3300 760
5396 31542
195832 81606 17317 76382
48000
ti
~~
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
SCHEDULES FORMING PART OF THE ACCOUNTS FOR THE YEAR ENDED ON MARCH 31 2010
Schedule -14 Notes forming part of the Accounts
A Significant Accounting Policies
a) Fixed Assets
Fixed assets are stated at cost Cost comprises cost of acquisition cost of improvements and any attributable cost of bringing the asset to the condition for its intended use
b) Depreciation
Depreciation is provided on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act 1956
c) Revenue Recognition
Interest income is recognised in the Profit and Loss Account as it accrues except in the case of Non Performing Assets (NPA) where it is recognised upon realisation
Dividend on investments is accounted when the right to receive payment is established
Profit earned from sale of securities is recognised on a trade date basis The cost of securities is computed based on a weighted average basis
d) Investments
i) Investments being long term are stated at cost Provision against diminution in the value of investments is made in case diminution is considered as other than temporary as per criteria laid down by the Board of Directors after considering that such investments are strategic in nature
ii) Current investments are stated at lower of cost or fair value
e) Provisions for Non Performing Assets (NPA) and Doubtful Debts
Sundry debtors loans and advances and receivables are identified as bad doubtful based on the duration of the delinquency The duration is set at appropriate levels for each product NPA provisions are made based on the
managements assessment of the degree of impairment and the level of
provisi~~g me~~s ~~ P~~~~~~~~~~~~Jre~~~ibed~~-~~~~3-~~-lt~ India __c c----~~ ~~~~~~~~~ _ _ yen --------- - ---~
I
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
f) Taxes on Income
a Current Tax Provision for Income Tax is determined in accordance with the provision of Income Tax Act 1961
b Deferred Tax Deferred tax is recognized on timing differences between the accounting income and the taxable income for the year and quantified using the tax rates and laws enacted or substantively enacted on the Balance Sheet date
Deferred tax assets are recognized and carried forward to the extent there is a reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized
B Notes to the Accounts
1 The Scheme of Arrangement between erstwhile Instant Holdings Limited (IHL) and the Company
In accordance with the Scheme of Arrangement (the Scheme) between IHL and the Company as approved by the shareholders through their consent letters and subsequently sanctioned by Honble High Court of Judicature at Bombay Maharashtra under the provisions of the Companies Act 1956 vide its Order dated 18th December 2009 and which has been filed with Registrar of Companies on 23rd December 2009 and with Reserve Bank of India on 24th December 2009 the entire business of IHL as defined in the Scheme have been vested in the Company retrospectively with effect from the Appointed Date ie 31st March 2009 The Scheme has accordingly been given effect to in the previous accounting year
2 Contingent liabilities not provided for in respect of
(Rs in 1000) Income Tax Matters As at 31032010 As at 31032009 Appeals Filed before CIT(A)ITAT against Income Tax Demand
2674494 2741700
3 Warrants of RPG Life Science Limited Out of 638000 warrants issued at a value of Rs 15121 thousands Rs 11340 thousands is the unpaid portion Issue price of warrant is Rs 2370 (including premium of Rs 1570)
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
4 Related Party Transactions
a) Name and nature of relationship with the party (As identified and certified by the management)
Erstwhile Summit Securities Limited - Holding Company (till 30th March 2009) Summit Securities Limited (SSL) (formerly known as RPG Itochu Finance Limited) Holding Company (wef 31st March 2009) FGP Limited Holding Company of SSL (till 5th June 2009) RPG Cellular Investments and Holdings Private Limited Holding Company of SSL (from 5th June 2009 to 29th March 2010) Sudarshan Electronics amp TV Limited Subsidiary Company of SSL (wef 25th June 2009) Prism Telecom Private Limited - Subsidiary Company (till 15th July 2008) Key Managerial Personnel Ms Archana Ramamurthy
b) Transactions with related parties
(Rs in 1000)
Transactions during the period 2009-10 2008-09
FGP Limited
Interest Accrued 27874 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited)
Reimbursement of Expenses 506 NA
Advances given amp repaid 500 NA
Purchase of Investment 45311699 NA
Sale of Investments 1365908 NA
Assignment of Trade Receivables 1679885 NA
Advances given amp repaid 520000 NA
Erstwhile Summit Securities Umited Receipt against rights issue of equity shares - 24915000
Repayment of Advance taken - 53400
Expenses to be reimbursed - 13233
Prism Telecom Private Limited
Expenses to be recovered - 699
Subscription to 9900 equity shares - 9900
Sale of Investment - 9900
c) Balance due from (due to) related parties (Rs in 1000)
Related Parties As at 31032010 As at 31032009
Erstwhile Summit Securities Limited (13233)
RPG Cellular Investments and Holdings Private Limited 6123612 NA
Summit Securities Limited (previously known as RPG Itochu Finance Limited) (45119424) IA
Prism Telecom Private Limited - 699
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
5 Earnings Per Share (EPS)
2009-2010 2008-2009 Weighted average Number of equity shares for calculation of Basic EPS 33A5651 2908540 Weighted average Number of equity shares for calculation of Diluted EPS 33A5651 2909555 Net Profit (Loss) available for equity shareholders (Rs in i 000) (992993) 5251552
Face Value per share (Rs) 10 10
Basic EPS (Rs) (297) 1806
bull Diluted EPS (Rs) (297) 1805
6 Major components of Deferred Tax Asset and Deferred Tax Liabilities
(Rs in (000)
Particulars 2009-10 2008-09 Assets Carried Forward of Business Losses 45892 -Depreciation - 3016 Provision for doubtful debts 107380 213184 Amalgamation Expenses 42271 -
Liabilities Depreciation 843 Deferred Tax Assets (Net) 194700 I 216200
7 The Company is a NBFC amp primarily engaged in the investment in securities which is considered as one segment As such there is no other separate reportable segment as defined by Accounting Standard -17 HSegment Reporting as notified by the Companies (Accounting Standards) Rules 2006
8 The disclosure required as per paragraph 13 of the Non Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions 2007 has been attached in a separate annexure
9 There are no outstanding to parties covered under the Micro Small and Medium Enterprises as per Micro Small Medium Enterprises Development Act 2006 This information has been determined to the extent such parties have been identified on the basis of information available with the Company This has been relied upon by the Auditors
10 Previous years figures have been regrouped wherever necessary Current year figures are not comparable with those of previous year on account of Scheme of Arrangement
=
I
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010
II
M Raiji amp Co
Partner
Place Mumbai
INSTANT HOLDINGS UMITED
BALANCE SHEET ABSTRACT AND COMPANYS GENERAL BUSINESS PROFILE (in terms of amendment to Schedule VI part IV) is given below
Registration Details
Balance Sheet Date Date Year
State Code
Capital raised during the year (Amount in Rs Thousands) Public Issue
(Refer note no 1 (part B) of Schedule 14)
III Position of Mobilisation and Deployment of Funds (Amount in Rs Thousands)
Total Assets
121s101s101717118181 Source of Funds
Paid-up Capital Ir---r-I--r1-30-131-40-1s--rI-6-r-III-sTI-1I
Secured Loans Unsecured Loans 1~1~~~--~I~N~I-i~I-1 1 1 1 1 1
Application of Funds
Net Current Assets Misc Expenditure ~~~~----~-~~
1 1 1 1 1
Deferred Tax Asset Accumulated Losses
I I I I 111191417110101
IV Performance of Company (Amount in Rs Thousands)
Turnover Total Expenditure ~--12~I~sl~7~1-7~1-11~~1-6~1~41 1~1~1-3~rl~I-8~I-l~11~1-~I-s~18~1
Profit floss before tax Profit Loss after tax [IJ I~~~-~~~ 116101319119141 II I 19191219119131OJ
(Please tick Appropriate box + for Profit - for Loss) Dividend rate Ea~r slharle-inlRsmiddot---y__r-TI_2T_TI-9-7---
Basic LLJ L-------------I---L-----1-J rn Diluted [IJ 1-111--1111-1-1-112L-I1-=9-11J71
V Generic Name of Three Principal Products f Services of Company (as per Monetary Terms)
Item Code No (lTC Code)
Total Liabilities ~~~~----~-~~
Net Fixed Assets ~-~~----~
I I
Signatories to 1 to 14
As per our report attached For and on behalf of Board of Directors
Date 6 AUG l010